UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Borealis Foods Inc. (Exact name of registrant as specified in its charter) | Ontario | 001-40778 | 98-1638988 | | --- | --- | --- | | (State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer | | incorporation or organization) | | Identification Number) | | 1540 Cornwall Rd. #104 | | ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Borealis Foods Inc. (Exact name of registrant as specified in its charter) | Ontario | 001-40778 | 98-1638988 | | --- | --- | --- | | (State or other jurisdiction ...

Financial Performance - Total revenue for Q3 2025 was $0.4 million, down from $0.6 million in Q3 2024, reflecting the performance of the healthcare business[7] - Total operating expenses in Q3 2025 were $10.8 million, significantly higher than $1.7 million in Q3 2024, primarily due to increased SG&A costs related to the Bitcoin strategy[7] - Net loss for Q3 2025 was $86.0 million, or $(0.42) per diluted share, compared to a net loss of $1.0 million, or $(0.17) per diluted share in Q3 2024[7] Bitcoin Strategy - As of September 30, 2025, the company had accumulated a total of 5,765 Bitcoin at a weighted average price of $118,204.88 per Bitcoin, totaling approximately $681 million[4] - The company raised approximately $540 million from a private placement and $200 million in convertible notes to fund Bitcoin purchases as part of its treasury strategy[2] - The company plans to prioritize investments in Bitcoin-related businesses with recurring revenue and strong margins to support its long-term strategy[6] Corporate Developments - The company completed a merger with Nakamoto, establishing it as a wholly owned subsidiary, and appointed Amanda Fabiano as COO to lead strategic execution[3] - The company established a $5 billion at-the-market equity offering program, raising $5.6 million at an average share price of $4.15 per share[3] - Two strategic investments were closed during the quarter: a $15 million investment in Treasury BV and a $30 million investment in Metaplanet Inc.[3] Market Valuation - As of September 30, 2025, the company's enterprise value was approximately $635.9 million, calculated from a market capitalization of $457.1 million[8]

Financial Performance - The company reported a net loss of $28.1 million and $42.8 million for the three and nine months ended September 30, 2025, compared to a net loss of $2.7 million and $4.6 million for the same periods in 2024, resulting in an accumulated deficit of $889.4 million as of September 30, 2025[207]. - The net loss for the three months ended September 30, 2025, was $28,085,000, an increase of $25,336,000 (approximately 922.5%) compared to a net loss of $2,749,000 in 2024[237]. - For the three and nine months ended September 30, 2025, the net loss was $28.1 million and $42.3 million, respectively, compared to $2.7 million and $4.6 million for the same periods in 2024, indicating a significant increase in losses[261]. - As of September 30, 2025, the company had cash and cash equivalents of $0.2 million and current liabilities of $21.9 million, raising substantial doubt about its ability to continue as a going concern[263]. - The accumulated deficit as of September 30, 2025, was $889.4 million, reflecting ongoing financial challenges[261]. - Cash used in operating activities was $11.4 million, a slight decrease from $11.7 million in the same period of 2024[266]. - Net cash provided by financing activities for the nine months ended September 30, 2025, was $15.8 million, primarily from private placement notes and the ELOC Purchase Agreement[268]. - The company recognized an income tax benefit of $3.4 million for the three and nine months ended September 30, 2025, due to the reversal of deferred taxes related to an intangible asset impairment charge of $16.0 million[258]. - During the nine months ended September 30, 2025, the company sold 21.9 million shares of common stock under the ELOC Purchase Agreement for gross proceeds of $15.8 million[273]. - Cash used in investing activities for the nine months ended September 30, 2025, was $5.972 million, primarily due to senior note receivable issuance and a deposit on property[267]. Research and Development - Istaroxime, the lead product candidate, demonstrated significant improvement in systolic blood pressure (SBP) and cardiac function in Phase 2 clinical trials, leading to the initiation of a global Phase 2 study for early cardiogenic shock[201]. - The SEISMiC Extension study showed positive topline results, with significant improvements in SBP and cardiac function in patients with SCAI Stage B cardiogenic shock, supporting the dosing regimen optimization[213]. - The company plans to pursue further development of istaroxime in less severe acute decompensated heart failure, with a global Phase 3 study planned in collaboration with Lee's Pharmaceutical (HK) Ltd.[201]. - Istaroxime is being advanced as the lead indication for cardiogenic shock, with plans to potentially enter Phase 3 for acute decompensated heart failure in the normal to low SBP population[214]. - Research and development expenses for the three months ended September 30, 2025, were $1,897,000, a decrease of $71,000 (approximately 3.6%) compared to $1,968,000 in 2024[239]. - Research and development expenses related to the istaroxime – cardiogenic shock program are expected to continue increasing as the SEISMiC C study progresses[238]. - Total direct clinical and preclinical program expenses decreased by $0.2 million for the nine months ended September 30, 2025, compared to the same period in 2024[241]. - Product development and manufacturing expenses increased by $0.1 million for the nine months ended September 30, 2025, due to increased quality assurance costs[245]. - Clinical, medical, and regulatory operations expenses decreased by $0.1 million for the three and nine months ended September 30, 2025, compared to the same period in 2024[247]. Corporate Strategy and Partnerships - The company launched a new corporate strategy in January 2025 to become a revenue-generating biotech company through acquisitions of small companies with FDA-approved products[204]. - The company is actively seeking partnerships to support the advancement and commercialization of its biotechnology pipeline, which may lower or eliminate development costs[211]. - The company intends to secure additional capital through partnerships, public or private securities offerings, and strategic opportunities to advance its development programs[209]. - The company is seeking partnership opportunities to fund its clinical trial in acute decompensated heart failure due to insufficient capital[214]. - The company is actively exploring licensing transactions and strategic partnerships for its product candidates, including rostafuroxin[216]. - The cardiovascular portfolio includes next-generation SERCA2a activators and rostafuroxin, with plans to pursue licensing arrangements for further development[202]. - An Asset Purchase Agreement was entered into with Varian Biopharmaceuticals, Inc. in April 2024, acquiring assets related to a novel aPKCi inhibitor for potential oncology applications[206]. - The company became the manufacturing sourcing agent for Evofem's FDA-approved product Phexxi® in March 2025 and signed a manufacturing deal with Zhoake (Hong Kong) Ophthalmology Pharmaceutical Limited in June 2025[198]. Regulatory and Compliance - The company received a deficiency letter from Nasdaq for not meeting the minimum bid price requirement of $1.00 per share, leading to a delisting notification[222]. - The number of authorized shares was increased from 125 million to 1 billion, consisting of 995 million common shares and 5 million preferred shares[224]. - The European Patent Office granted Patent No. 3599243 for dual mechanism SERCA2a Activator candidates, providing protection until July 2038[215]. Operational Challenges - The company is monitoring global economic conditions and potential impacts on operations related to international trade policies and supply chain dynamics[236]. - The company recorded losses on impairment of long-lived intangible assets of $16.1 million during Q3 2025 due to declining share prices and strategic decisions[231]. - As of September 30, 2025, the identifiable intangible assets totaled $8 million, down from $24.13 million as of December 31, 2024[232]. - Total operating expenses for the three months ended September 30, 2025, were $19,882,000, an increase of $15,141,000 (approximately 318.5%) compared to $4,741,000 in 2024[237]. - The company incurred a loss on debt issuance of $14,965,000 related to the $10,000,000 July 2025 ELOC commitment note[250]. - The total other income (expense), net, for the three months ended September 30, 2025, was $(11,634,000), a decrease of $13,386,000 compared to $1,752,000 in 2024[250].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________to_____________ Commission File Number 001-39569 BONK, INC. (Exact name of registrant as specified in charter) Delaware 83-2455880 (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) 18801 N Thompson Peak Pkwy Ste 380, Scottsdale, AZ 85255 (Ad ...

Product Launch and Development - Bonk, Inc. launched the Sure Shot Dietary Supplement in December 2023, aimed at reducing blood alcohol content with 28 active ingredients[174][177]. - Clinical trials for the Sure Shot Dietary Supplement showed a statistically significant reduction in Blood Alcohol Content (BAC) with a p-value of 0.002, demonstrating its efficacy[183][184]. - The Sure Shot Dietary Supplement is manufactured in compliance with Good Manufacturing Practices (GMP) to ensure quality and safety[178]. - The company has conducted extensive informal research since 2010, leading to the development of the Sure Shot Dietary Supplement, with hundreds of pre-clinical tests performed[185]. - The company owns five patents related to the Sure Shot Dietary Supplement, with the most recent patent granted on December 3, 2024, covering the current version of the product[196]. Financial Performance - Beverage sales for the three months ended September 30, 2025, were $1,514,817, a significant increase from $110,213 in the same period in 2024, reflecting a growth of approximately 1,274%[205]. - For the nine months ended September 30, 2025, beverage sales reached $1,601,866, compared to $519,793 in 2024, marking a growth of approximately 208%[213]. - Related party income from digital assets for the three months ended September 30, 2025, was $509,085, compared to no income in the same period in 2024[206]. - Cost of sales for the three months ended September 30, 2025, was $1,480,760, up from $402,399 in 2024, indicating a rise of 268% due to increased revenues[206]. - Cost of sales for the nine months ended September 30, 2025, was $1,522,942, down from $2,549,099 in 2024, reflecting a decrease of 40% due to a one-time inventory write-off in 2024[214]. - Total operating expenses for the three months ended September 30, 2025, were $17,215,566, compared to $11,348,320 in 2024, representing an increase of 52%[207]. - Total operating expenses for the nine months ended September 30, 2025, were $26,990,405, a decrease from $32,923,489 in 2024, indicating a reduction of 18%[215]. - The net loss for the three months ended September 30, 2025, was $33,581,216, compared to a net loss of $11,929,277 in 2024, representing an increase in losses of 182%[205]. Strategic Acquisitions and Investments - The company completed the acquisition of Yerbaé, a premium plant-based energy beverage company, on June 27, 2025, to enhance its presence in the functional beverage market[175][190]. - A Securities Purchase Agreement was entered into on August 8, 2025, for a private investment of $25 million in Series C Convertible Preferred Stock, convertible into approximately 62.7 million shares of common stock[193][194]. - The company is exploring opportunities in the digital asset ecosystem, including a transaction involving Bonk tokens to enhance brand engagement[176][189]. - The company has invested significantly in research and development, acquiring a substantial portfolio of intellectual property to support its innovative product offerings[188]. Regulatory Environment - The company is subject to various U.S. federal, state, and local regulations affecting the production and sale of its dietary supplement and beverages, which could impact its operations[198].

Revenue Performance - Total revenues for the three months ended September 30, 2025, were approximately $1.847 million, a decrease of $316 thousand or 14.6% compared to $2.163 million for the same period in 2024[157]. - In-person experience revenues decreased by approximately $336 thousand, or 25%, to approximately $1.009 million for the three months ended September 30, 2025, primarily due to lower average revenue per event[158]. - Casual mobile gaming revenue remained stable at $838 thousand for the three months ended September 30, 2025, compared to $818 thousand for the same period in 2024, attributed to the launch of a new poker game[159]. - Total revenues decreased to approximately $6.0 million for the nine months ended September 30, 2025, down from $7.2 million in 2024, primarily due to a decline in casual mobile gaming revenue[172]. - In-person experience revenues increased by approximately $0.3 million, or 9%, to approximately $3.8 million for the nine months ended September 30, 2025, driven by higher revenue from arena events[172]. Expenses - General and administrative expenses increased by approximately $5.9 million, or 448%, to approximately $7.176 million for the three months ended September 30, 2025, primarily due to increased legal and professional fees[163]. - General and administrative expenses surged by approximately $9.3 million, or 99%, to approximately $18.7 million for the nine months ended September 30, 2025, largely due to increased legal and professional fees[178]. - Research and development expenses increased to $175 thousand for the three months ended September 30, 2025, from $158 thousand for the same period in 2024, focusing on new casual mobile game development[162]. Losses and Financial Position - The company reported a loss from operations of $7.335 million for the three months ended September 30, 2025, compared to a loss of $1.181 million for the same period in 2024, reflecting a deterioration of $6.154 million[157]. - The company reported a net loss of approximately $15.1 million for the nine months ended September 30, 2025, compared to a net loss of $9.7 million for the same period in 2024[172]. - The company recognized a loss of $3 million related to an escrow settlement with Brookfield Property Partners during the three months ended September 30, 2025[166]. Cash Flow and Investments - Net cash used in operating activities improved to approximately $3.7 million for the nine months ended September 30, 2025, compared to $13.2 million in 2024, indicating a decrease in cash usage of $9.5 million[191]. - Net cash used in investing activities was approximately $41.0 million for the nine months ended September 30, 2025, significantly higher than $24.7 million in 2024, primarily due to increased purchases of short-term investments[192]. - Cash and cash equivalents stood at approximately $15.4 million as of September 30, 2025, excluding $38.3 million of short-term investments and $2.2 million of marketable securities[188]. Other Financial Metrics - Other non-operating income, net, was approximately $324 thousand for the three months ended September 30, 2025, compared to $1 thousand of other expense for the same period in 2024, representing an increase of $325 thousand[165]. - Interest income, net, rose to approximately $1.4 million for the three months ended September 30, 2025, up from approximately $1.0 million in the same period of 2024[171]. - The gain on foreign currency transactions was approximately $0.3 million for the three months ended September 30, 2025, compared to a loss of $1.2 million for the same period in 2024, reflecting a significant improvement[169]. - The fair value of digital assets increased by approximately $53 thousand for the three months ended September 30, 2025, following the adoption of ASU 2023-08, which requires crypto assets to be measured at fair value[170]. Compliance and Accounting Estimates - The company intends to monitor its stock price to regain compliance with Nasdaq's minimum bid price requirement of $1.00 per share by May 4, 2026[153]. - The company considers accounting estimates related to credit loss on loans, impairment of long-lived assets, impairment of goodwill, and accruals for loss contingencies as critical accounting estimates due to their potential material impact on financial condition and results of operations[198]. - Other items within the financial statements require estimation but are not classified as critical[198]. - There are no quantitative and qualitative disclosures about market risk applicable to the company[200].

Revenue and Sales Performance - Revenue for the three-month period ended September 30, 2025, was $1,744,000, a significant increase from $127,000 for the same period in 2024, primarily due to the acquisition of SMCB[156] - Net sales increased by $1,617,000 to $1,744,000 for the three-month period ended September 30, 2025, compared to $127,000 for the same period in 2024, primarily due to the acquisition of SMCB[161] - Net sales increased by $2,891,000 to $3,018,000 for the nine-month period ended September 30, 2025, compared to $127,000 for the same period in 2024, driven by SMCB's contribution[169] Costs and Expenses - Gross loss for the three-month period ended September 30, 2025, was $351,000, or 20% of net sales, compared to a gross loss of $32,000, or 25% of net sales in the same period of 2024[156] - Cost of sales rose by $1,936,000 to $2,095,000 for the three-month period ended September 30, 2025, compared to $159,000 for the same period in 2024, mainly due to costs associated with SMCB[162] - Cost of sales increased by $3,557,000 to $3,716,000 for the nine-month period ended September 30, 2025, compared to $159,000 for the same period in 2024, primarily due to SMCB[170] - Operating expenses decreased to $1,214,000 for the three-month period ended September 30, 2025, down from $1,791,000 in the same period of 2024[157] - General and administrative expenses decreased by $580,000 to $1,211,000 for the three-month period ended September 30, 2025, compared to $1,791,000 for the same period in 2024[166] - General and administrative expenses increased by $354,000 to $3,184,000 for the nine-month period ended September 30, 2025, compared to $2,830,000 for the same period in 2024[173] - Selling expenses were $3,000 for the three-month period ended September 30, 2025, with no selling expenses incurred in the same period in 2024[164] Net Loss and Financial Position - Net loss from continuing operations for the three-month period ended September 30, 2025, was $1,882,000, compared to $2,106,000 for the same period in 2024[157] - Net loss available to common shareholders for the three-month period ended September 30, 2025, was $2,962,000, or $1.15 per share, compared to a net gain of $1,195,000, or $0.13 per share, for the same period in 2024[158] - Net loss attributable to non-controlling interest was $20,000 for the three-month period ended September 30, 2025, down from $221,000 for the same period in 2024[168] Cash Flow and Financing - Net cash used by operating activities was $4,343,000 during the nine-month period ended September 30, 2025, compared to $3,770,000 for the same period in 2024[177] - Net cash provided by financing activities was $4,115,000 during the nine-month period ended September 30, 2025, compared to $1,103,000 for the same period in 2024, reflecting increased proceeds from promissory notes[180] Future Outlook - The company expects substantial increases in net sales from the SemiCab business over the next 12 months, particularly from the growing customer base in India[159] - Anticipated gross loss is expected to decrease as net sales from the SemiCab business increase, outpacing the rise in cost of sales[159] - The company plans to invest in the growth and development of the SemiCab business, which may lead to increased operating expenses due to legal and accounting costs[159] - Future acquisitions of complementary businesses may significantly impact the company's financial results, either positively or negatively[160] Assets - Total assets decreased from $18,302,000 at December 31, 2024, to $10,845,000 at September 30, 2025[158]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission File Number: 001-41405 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) (State or other jurisdict ...

Financial Performance - Total net revenues for Q3 2025 reached $1,356,609, an increase of 7.8% compared to $1,258,929 in Q3 2024[18] - Net loss for Q3 2025 was $3,449,693, compared to a net loss of $719,748 in Q3 2024, representing a significant increase in losses[18] - Operating costs and expenses for Q3 2025 totaled $4,404,520, up from $1,983,627 in Q3 2024, indicating a rise of 121.1%[18] - Net revenues for the three-month period ended September 30, 2025, were approximately $1.4 million, an increase of 7.8% compared to $1.3 million in 2024, primarily driven by licensing revenue[125] - Total operating costs and expenses for the three-month period were approximately $4.4 million, a significant increase of 122.0% from $2.0 million in the prior year[125] - Net loss for the three-month period was $(3.4) million, a 379.3% increase compared to a net loss of $(719.7) thousand in 2024[125] - For the nine-month period ended September 30, 2025, total net revenues were approximately $4.9 million, an increase of 17.7% from $4.1 million in 2024, driven by license income[131] Cash Flow and Liquidity - Cash and cash equivalents decreased to $44,045 as of September 30, 2025, down from $158,215 as of December 31, 2024[16] - Net cash used in operating activities was $4,794,712 for the nine months ended September 30, 2025, an increase from $3,319,670 in the prior year[27] - The company reported a net cash provided by financing activities of $4,491,041, compared to $3,902,291 in the previous year[27] - Cash and cash equivalents at the end of the period were $44,045, down from $105,863 at the end of the same period in 2024[27] - Net cash provided by financing activities for the nine-month period ended September 30, 2025, was $4.5 million, primarily from loan payables of $4.2 million, offset by debt amortization of $2.9 million[144] Assets and Liabilities - Total assets decreased to $6,198,248 as of September 30, 2025, from $7,789,123 as of December 31, 2024[16] - Total liabilities increased to $9,620,143 as of September 30, 2025, compared to $5,186,381 as of December 31, 2024[16] - The accumulated deficit increased to $(32,543,761) as of September 30, 2025, from $(21,562,872) as of December 31, 2024[16] - Total loans payable to financial institutions as of September 30, 2025, were $132,164, up from $111,300 as of December 31, 2024, representing an increase of approximately 18.7%[61] - Total loan payable to others increased to $449,027 as of September 30, 2025, compared to $427,073 as of December 31, 2024, marking a rise of about 5.1%[62] Stock and Equity - The company issued 100,000 common shares during Q3 2025, contributing to the increase in total stockholders' equity[21] - The weighted average number of common shares outstanding for Q3 2025 was 5,068,011, compared to 2,420,628 in Q3 2024[18] - The Company issued Debentures totaling $3,750,000 to Arena Investors, sold for a purchase price of $4,166,665, reflecting a 10% original issue discount[72] - The Company issued 1,041,667 Warrants in connection with the Debentures issued to Arena Investors[72] Revenue Sources - As of September 30, 2025, retail store revenue accounted for approximately 94.5% of the Company's total revenue for the nine months ended, while wholesale and online revenue made up about 3.5%[119][120] - The Company recognized $100,000 in licensing revenue for the nine months ended September 30, 2025, which constituted approximately 2.0% of total revenue[121] - The retail coffee market in the U.S. is projected to reach $74.3 billion in 2025, driven by a shift towards premium coffee products[117] Operational Developments - The company has established new subsidiaries in Korea and Malaysia, each with one retail coffee store under the Reborn Coffee brand[31] - The Company has 12 retail locations in California and two international locations in South Korea and Malaysia[111][122] - The Company has a focus on continuous Research and Development to innovate coffee processing methods and enhance product offerings[116] - The Company aims to capture a growing portion of the coffee market as consumer awareness of its brand increases[117] Internal Controls and Compliance - Management identified control deficiencies due to inadequate accounting resources and lack of segregation of duties, which may affect the internal control environment[156] - As of September 30, 2025, the company’s disclosure controls and procedures were deemed ineffective, impacting the assurance of timely and accurate reporting[155] - There were no changes in internal control over financial reporting during the quarter ended September 30, 2025, that materially affected the internal control[159] - The company is not currently involved in any litigation that is expected to have a materially adverse effect on its financial condition or results of operations[162] Future Outlook - The company plans to raise additional operating funds through equity and/or debt offerings, although there is no assurance of success[28] - The Company has substantial doubt about its ability to continue as a going concern due to uncertainties regarding revenue generation and financing[30]