Angel Studios, Inc. 10-Q

Item 1. Financial Statements ANGEL STUDIOS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ As of ​ September 30, 2025 December 31, 2024 Assets ​ ​ ​ ​ Current assets: ​ ​ Cash and cash equivalents ​ $ 63,327,263 ​ $ 7,211,826 Accounts receivable, net ​ 24,676,850 ​ 16,234,301 Current portion of licensing receivables, net ​ 8,697,155 ​ 8,785,636 Physical media inventory ​ 1,541,600 ​ 1,711,638 Current portion of notes receivable ​ 1,431,400 ​ 747,282 Loan guarantee receivable ​ ​ — ​ ​ 9,112,500 Royalty advance ​ ​ 13,787,090 ​ ​ 2,342,862 Prepaid expenses and other ​ 9,615,398 ​ 6,803,155 Total current assets ​ 123,076,756 ​ 52,949,200 ​ ​ ​ ​ ​ ​ ​ Licensing receivables, net ​ 5,837,685 ​ 12,074,629 Notes receivable, net of current portion ​ 4,017,273 ​ 4,235,344 Property and equipment, net ​ 727,915 ​ 778,927 Content, net ​ 7,234,511 ​ 1,710,866 Intangible assets, net ​ 4,618,347 ​ 1,917,155 Digital assets ​ 34,545,487 ​ 12,457,387 Investments in affiliates ​ 14,580,813 ​ 9,066,137 Operating lease right-of-use assets ​ 2,268,990 ​ 2,744,693 Other long-term assets ​ 89,924 ​ 589,924 Total assets ​ $ 196,997,701 ​ $ 98,524,262 ​ ​ ​ ​ ​ ​ ​ Liabilities and Stockholders’ Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities: ​ ​ Accounts payable ​ $ 11,071,258 ​ $ 7,929,482 Accrued expenses ​ 11,431,131 ​ 13,074,655 Current portion of accrued licensing royalties ​ 30,220,038 ​ 15,362,400 Current portion of notes payable ​ 8,990,437 ​ 11,455,940 Current portion of operating lease liabilities ​ 750,731 ​ 673,295 Deferred revenue ​ 50,682,212 ​ 22,171,808 Loan guarantee payable ​ ​ — ​ 9,112,500 Current portion of accrued settlement costs ​ — ​ 280,238 Total current liabilities ​ 113,145,807 ​ 80,060,318 ​ ​ ​ ​ ​ ​ ​ Accrued settlement costs, net of current portion ​ — ​ 4,091,733 Accrued licensing royalties, long-term ​ 3,367,099 ​ 8,367,099 Notes payable, net of current portion ​ ​ 41,743,343 ​ ​ — Operating lease liabilities, net of current portion ​ 1,572,999 ​ 2,153,463 Total liabilities ​ $ 159,829,248 ​ $ 94,672,613 ​ ​ ​ ​ ​ ​ ​ Commitments and contingencies ​ ​ ​ ​ ​ ​ ​ ​ ​ Stockholders’ equity: ​ ​ Common stock, $ 0.0001 par value, 700,000,000 shares authorized; 168,631,209 and 144,396,852 shares issued and outstanding as of September 30, 2025, and December 31, 2024, respectively ​ $ 16,863 ​ $ 14,440 Additional paid-in capital ​ 207,268,109 ​ 95,485,005 Noncontrolling interests ​ 5,645,605 ​ 8,222,953 Accumulated deficit ​ ( 175,762,124 ) ​ ( 99,870,749 ) Total stockholders’ equity ​ 37,168,453 ​ 3,851,649 Total liabilities and stockholders’ equity ​ $ 196,997,701 ​ $ 98,524,262 ​ See accompanying notes to the condensed consolidated financial statements ​ 3 Table of Contents ANGEL STUDIOS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ ​ Nine Months Ended September 30, ​ 2025 2024 ​ ​ 2025 2024 Revenue: ​ ​ ​ ​ ​ ​ Licensed content and other revenue $ 76,385,828 ​ $ 18,416,499 ​ ​ $ 209,990,422 ​ $ 58,992,899 Pay it Forward revenue 156,654 ​ 1,704,667 ​ ​ 1,634,116 ​ 6,492,899 Total revenue 76,542,482 ​ 20,121,166 ​ ​ 211,624,538 ​ 65,485,798 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating expenses: ​ ​ ​ ​ Cost of revenues 34,333,955 ​ 8,107,950 ​ ​ 81,100,542 ​ 31,339,159 Selling and marketing 64,683,558 ​ 16,602,045 ​ ​ 176,719,216 ​ 54,893,723 General and administrative 10,125,018 ​ 6,059,396 ​ ​ 27,330,996 ​ 15,972,632 Research and development 4,215,813 ​ 3,168,016 ​ ​ 11,330,981 ​ 11,201,952 Legal expense 1,275,008 ​ 1,328,090 ​ ​ 8,375,505 ​ 10,037,679 Total operating expenses 114,633,352 ​ 35,265,497 ​ ​ 304,857,240 ​ 123,445,145 Operating loss ( 38,090,870 ) ​ ( 15,144,331 ) ​ ​ ( 93,232,702 ) ​ ( 57,959,347 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other income (expense): ​ ​ ​ ​ ​ ​ Net gain on digital assets ​ 2,071,977 ​ ​ 862,479 ​ ​ ​ 6,225,200 ​ ​ 1,594,889 Interest expense ( 3,978,212 ) ​ ( 452,177 ) ​ ​ ( 8,285,269 ) ​ ( 1,969,247 ) Interest income 1,510,548 ​ 754,561 ​ ​ 4,043,439 ​ 2,581,062 Impairment of investments ​ ( 125,000 ) ​ ​ — ​ ​ ​ ( 625,000 ) ​ ​ — Total other income (expense), net ( 520,687 ) ​ 1,164,863 ​ ​ 1,358,370 ​ 2,206,704 Loss before income tax benefit ( 38,611,557 ) ​ ( 13,979,468 ) ​ ​ ( 91,874,332 ) ​ ( 55,752,643 ) Income tax benefit — ​ ( 80,099 ) ​ ​ — ​ ( 4,483,167 ) Net loss $ ( 38,611,557 ) ​ $ ( 13,899,369 ) ​ ​ $ ( 91,874,332 ) ​ $ ( 51,269,476 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss attributable to noncontrolling interests ( 57,596 ) ​ ( 44,193 ) ​ ​ ( 20,939 ) ​ ( 87,403 ) Net loss attributable to controlling interests $ ( 38,553,961 ) ​ $ ( 13,855,176 ) ​ ​ $ ( 91,853,393 ) ​ $ ( 51,182,073 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss per common share - basic $ ( 0.246 ) ​ $ ( 0.100 ) ​ ​ $ ( 0.610 ) ​ $ ( 0.376 ) Net loss per common share - diluted $ ( 0.246 ) ​ $ ( 0.100 ) ​ ​ $ ( 0.610 ) ​ $ ( 0.376 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average common shares outstanding - basic 156,797,109 ​ 138,816,631 ​ ​ 150,657,671 ​ 135,951,802 Weighted average common shares outstanding - diluted 156,797,109 ​ 138,816,631 ​ ​ 150,657,671 ​ 135,951,802 ​ See accompanying notes to the condensed consolidated financial statements ​ ​ 4 Table of Contents ANGEL STUDIOS, INC. CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Stock ​ Additional ​ ​ ​ ​ ​ ​ ​ Class A ​ Class B ​ Paid-in ​ Accumulated ​ Noncontrolling ​ Total ​ Units Amount Units Amount Capital Deficit Interests Equity Balance as of June 30, 2025 ​ 83,987,516 ​ $ 8,399 ​ 68,503,307 ​ $ 6,850 ​ $ 140,142,630 ​ $ ( 137,208,163 ) ​ $ 4,842,372 ​ $ 7,792,088 Stock options exercised - ​ ​ - ​ 309,342 ​ ​ 31 ​ ​ 117,346 ​ ​ - ​ ​ - ​ ​ 117,377 Issuance of common stock, net of fees 7,927,690 ​ ​ 793 ​ - ​ ​ - ​ ​ 64,035,686 ​ ​ - ​ ​ - ​ ​ 64,036,479 Transfer of common stock 9,798,068 ​ ​ 980 ​ ( 9,798,068 ) ​ ​ ( 980 ) ​ ​ - ​ ​ - ​ ​ - ​ ​ - Repurchase of common stock - ​ ​ - ​ ( 7,571 ) ​ ​ ( 1 ) ​ ​ - ​ ​ - ​ ​ - ​ ​ ( 1 ) Business combination related issuances and expenses ​ 6,937,923 ​ ​ 694 ​ - ​ ​ - ​ ​ ( 10,262,317 ) ​ ​ - ​ ​ - ​ ​ ( 10,261,623 ) Conversion of convertible notes upon business combination ​ 973,002 ​ ​ 97 ​ - ​ ​ - ​ ​ 7,092,042 ​ ​ - ​ ​ - ​ ​ 7,092,139 Stock-based compensation expense - ​ ​ - ​ - ​ ​ - ​ ​ 3,021,608 ​ ​ - ​ ​ - ​ ​ 3,021,608 Convertible note beneficial conversion feature - ​ ​ - ​ - ​ ​ - ​ ​ 810,891 ​ ​ - ​ ​ - ​ ​ 810,891 Issuance of warrants ​ - ​ ​ - ​ - ​ ​ - ​ ​ 2,310,223 ​ ​ - ​ ​ - ​ ​ 2,310,223 Contributions from noncontrolling interests, net of fees ​ - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ 4,863,889 ​ ​ 4,863,889 Redemptions from noncontrolling interests ​ - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ ( 4,003,060 ) ​ ​ ( 4,003,060 ) Net loss - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ ( 38,553,961 ) ​ ​ ( 57,596 ) ​ ​ ( 38,611,557 ) Balance as of September 30, 2025 109,624,199 ​ $ 10,963 ​ 59,007,010 ​ $ 5,900 ​ $ 207,268,109 ​ $ ( 175,762,124 ) ​ $ 5,645,605 ​ $ 37,168,453 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of June 30, 2024 67,525,978 ​ $ 6,753 ​ 69,809,469 ​ $ 6,982 ​ $ 59,762,304 ​ $ ( 47,402,151 ) ​ $ ( 194,880 ) ​ $ 12,179,008 Stock options exercised - ​ ​ - ​ 405,554 ​ ​ 41 ​ ​ 233,612 ​ ​ - ​ ​ - ​ ​ 233,653 Issuance of common stock, net of fees 4,753,227 ​ ​ 475 ​ - ​ ​ - ​ ​ 23,369,013 ​ ​ - ​ ​ - ​ ​ 23,369,488 Transfer of common stock ​ 1,886,808 ​ ​ 189 ​ ( 1,886,808 ) ​ ​ ( 189 ) ​ ​ - ​ ​ - ​ ​ - ​ ​ - Repurchase of common stock ​ ( 55,532 ) ​ ​ ( 6 ) ​ ( 55,757 ) ​ ​ ( 6 ) ​ ​ ( 486,173 ) ​ ​ - ​ ​ - ​ ​ ( 486,185 ) Stock-based compensation expense - ​ ​ - ​ - ​ ​ - ​ ​ 661,678 ​ ​ - ​ ​ - ​ ​ 661,678 Net loss - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ ( 13,855,176 ) ​ ​ ( 44,193 ) ​ ​ ( 13,899,369 ) Balance as of September 30, 2024 ​ 74,110,481 ​ $ 7,411 ​ 68,272,458 ​ $ 6,828 ​ $ 83,540,434 ​ $ ( 61,257,327 ) ​ $ ( 239,073 ) ​ $ 22,058,273 ​ ​ See accompanying notes to the condensed consolidated financial statements ​ 5 Table of Contents ​ ANGEL STUDIOS, INC. CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Stock ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ Class A ​ Class B ​ Paid-in ​ Accumulated ​ Noncontrolling ​ Total ​ Units Amount Units Amount Capital Deficit Interests Equity Balance as of December 31, 2024 ​ 76,089,361 ​ $ 7,609 68,307,491 ​ $ 6,831 ​ $ 95,485,005 ​ $ ( 99,870,749 ) ​ $ 8,222,953 $ 3,851,649 Stock options exercised — ​ — 593,901 ​ 59 ​ 308,026 ​ — ​ — ​ 308,085 Issuance of common stock, net of fees 15,759,119 ​ 1,576 — ​ — ​ 102,538,597 ​ — ​ — ​ 102,540,173 Transfer of common stock 9,864,890 ​ 987 ( 9,864,890 ) ​ ( 987 ) ​ — ​ — ​ — ​ — Repurchase of common stock ( 96 ) ​ — ( 29,492 ) ​ ( 3 ) ​ ( 132,937 ) ​ — ​ — ​ ( 132,940 ) Business combination related issuances and expenses ​ 6,937,923 ​ ​ 694 ​ — ​ ​ — ​ ​ ( 10,262,317 ) ​ ​ — ​ ​ — ​ ​ ( 10,261,623 ) Conversion of convertible notes upon business combination ​ 973,002 ​ ​ 97 ​ — ​ ​ — ​ ​ 7,092,042 ​ ​ — ​ ​ — ​ ​ 7,092,139 Stock-based compensation expense — ​ — — ​ — ​ 7,781,373 ​ — ​ — ​ 7,781,373 Convertible note beneficial conversion feature ​ — ​ ​ — ​ — ​ ​ — ​ ​ 1,925,229 ​ ​ — ​ ​ — ​ ​ 1,925,229 Issuance of warrants ​ — ​ ​ — ​ — ​ ​ — ​ ​ 2,533,091 ​ ​ — ​ ​ — ​ ​ 2,533,091 Digital assets market value adjustment ​ — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ 15,962,018 ​ ​ — ​ ​ 15,962,018 Contributions from noncontrolling interests, net of fees ​ — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 13,196,651 ​ ​ 13,196,651 Redemptions from noncontrolling interests — ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 15,753,060 ) ​ ( 15,753,060 ) Net loss — ​ — — ​ — ​ — ​ ( 91,853,393 ) ​ ( 20,939 ) ​ ( 91,874,332 ) Balance as of September 30, 2025 109,624,199 ​ $ 10,963 59,007,010 ​ $ 5,900 ​ $ 207,268,109 ​ $ ( 175,762,124 ) ​ $ 5,645,605 $ 37,168,453 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of December 31, 2023 ​ 63,335,993 ​ $ 6,334 70,379,010 ​ $ 7,038 ​ $ 49,887,149 ​ $ ( 10,073,191 ) ​ $ ( 151,670 ) $ 39,675,660 Stock options exercised — ​ — 956,058 ​ 96 ​ 457,724 ​ — ​ — ​ 457,820 Issuance of common stock, net of fees 7,866,142 ​ 787 — ​ — ​ 31,618,672 ​ — ​ — ​ 31,619,459 Transfer of common stock 2,963,878 ​ 296 ( 2,963,878 ) ​ ( 296 ) ​ — ​ — ​ — ​ — Repurchase of common stock ( 55,532 ) ​ ( 6 ) ( 98,732 ) ​ ( 10 ) ​ ( 600,063 ) ​ — ​ — ​ ( 600,079 ) Stock-based compensation expense — ​ — — ​ — ​ 2,176,952 ​ — ​ — ​ 2,176,952 Cumulative translation adjustment — ​ — — ​ — ​ — ​ ( 2,063 ) ​ — ​ ( 2,063 ) Net loss — ​ — — ​ — ​ — ​ ( 51,182,073 ) ​ ( 87,403 ) ​ ( 51,269,476 ) Balance as of September 30, 2024 74,110,481 ​ $ 7,411 68,272,458 ​ $ 6,828 ​ $ 83,540,434 ​ $ ( 61,257,327 ) ​ $ ( 239,073 ) $ 22,058,273 ​ See accompanying notes to the condensed consolidated financial statements ​ ​ ​ 6 Table of Contents ANGEL STUDIOS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ 2025 2024 Cash flows from operating activities: ​ ​ ​ ​ ​ ​ Net loss ​ $ ( 91,874,332 ) ​ $ ( 51,269,476 ) Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities: ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ 1,528,970 ​ ​ 768,130 Amortization of operating lease assets ​ 621,683 ​ ​ 509,892 Stock-based compensation expense ​ 7,781,373 ​ ​ 2,176,952 Net gain on digital assets ​ ​ ( 6,225,200 ) ​ ​ ( 1,594,889 ) Investments in affiliates gain ​ ( 128,674 ) ​ ​ ( 50,307 ) Non-cash interest expense ​ ​ 1,554,236 ​ ​ — Paid-in-kind interest ​ ​ 4,237,129 ​ ​ — Impairment of investments ​ ​ 625,000 ​ ​ — Change in deferred income taxes ​ — ​ ​ ( 4,403,068 ) Change in operating assets and liabilities: ​ ​ ​ ​ ​ ​ Accounts receivable ​ ( 8,442,549 ) ​ ​ 19,593,173 Physical media inventory ​ 170,038 ​ ​ ( 219,917 ) Royalty advance ​ ​ ( 1,268,738 ) ​ ​ — Prepaid expenses and other current assets ​ ( 2,514,521 ) ​ ​ ( 2,336,927 ) Licensing receivables ​ 6,325,425 ​ ​ ( 4,032,744 ) Other long-term assets ​ — ​ ​ ( 515,000 ) Accounts payable and accrued expenses ​ ( 8,763,371 ) ​ ​ 2,937,860 Accrued licensing royalties ​ 9,857,638 ​ ​ ( 6,788,204 ) Operating lease liabilities ​ ( 649,008 ) ​ ​ ( 478,392 ) Deferred revenue ​ 28,510,404 ​ ​ 6,124,186 Net cash and cash equivalents used in operating activities ​ ​ ( 58,654,497 ) ​ ​ ( 39,578,731 ) ​ ​ ​ ​ ​ ​ ​ Cash flows from investing activities: ​ ​ ​ ​ ​ ​ Purchases of property and equipment ​ ( 375,820 ) ​ ​ ( 271,927 ) Issuance of notes receivable ​ ( 986,387 ) ​ ​ ( 1,455,279 ) Collections of notes receivable ​ 520,340 ​ ​ 1,820,313 Purchase of digital assets ​ — ​ ​ ( 48,515 ) Sale of digital assets ​ ​ 99,118 ​ ​ 2,182,381 Purchase of intangible assets ​ ​ ( 3,006,012 ) ​ ​ — Purchase of content ​ ​ ( 6,320,963 ) ​ ​ ( 503,296 ) Investments in affiliates ​ ( 5,511,002 ) ​ ​ ( 1,033,516 ) Net cash and cash equivalents provided by (used in) investing activities ​ ( 15,580,726 ) ​ ​ 690,161 ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities: ​ ​ ​ ​ ​ ​ Repayment of notes payable ​ ( 63,450,746 ) ​ ​ ( 18,374,314 ) Repayment of loan guarantee ​ ​ ( 10,175,490 ) ​ ​ — Receipt of notes payable ​ 106,166,018 ​ ​ 17,043,019 Repayment of accrued settlement costs ​ ​ ( 207,563 ) ​ ​ ( 188,042 ) Exercise of stock options ​ 308,085 ​ ​ 457,820 Issuance of common stock ​ 102,787,036 ​ ​ 26,901,019 Contribution of equity in noncontrolling interests ​ ​ 13,730,922 ​ ​ — Redemption of equity in noncontrolling interests ​ ​ ( 15,753,060 ) ​ ​ — Fees related to issuance of common stock and minority interest ​ ​ ( 534,271 ) ​ ​ ( 206,613 ) Repurchase of common stock ​ ( 132,940 ) ​ ​ ( 600,079 ) Equity financing fees ​ ​ ( 544,585 ) ​ ​ — Debt financing fees ​ ( 1,842,746 ) ​ ​ — Net cash and cash equivalents provided by financing activities ​ 130,350,660 ​ ​ 25,032,810 ​ ​ ​ ​ ​ ​ ​ Effect of changes in foreign currency exchange rates on cash and cash equivalents ​ — ​ ​ ( 2,063 ) ​ ​ ​ ​ ​ ​ ​ Net increase (decrease) in cash and cash equivalents ​ 56,115,437 ​ ​ ( 13,857,823 ) Cash and cash equivalents at beginning of period ​ 7,211,826 ​ ​ 25,201,425 ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of period ​ $ 63,327,263 ​ $ 11,343,602 ​ ​ ​ ​ ​ ​ ​ Supplemental disclosure of cash flow information: ​ ​ ​ ​ ​ ​ Cash paid for interest ​ $ 7,513,015 ​ $ 456,144 ​ ​ ​ ​ ​ ​ ​ Supplemental schedule of noncash financing activities: ​ ​ ​ ​ ​ ​ Adoption of ASU No. 2023-08 ​ $ 15,962,018 ​ $ — Conversion of debt ​ ​ 7,092,139 ​ ​ — Issuance of warrants ​ ​ 2,533,091 ​ ​ — Debt conversion feature ​ ​ 1,925,229 ​ ​ — Investment capital receivable ​ ​ 297,722 ​ ​ 4,925,053 Operating lease right-of-use assets and liabilities ​ ​ ( 145,980 ) ​ ​ 2,137,262 ​ See accompanying notes to the condensed consolidated financial statements 7 Table of Contents Angel Studios, Inc. Notes to the Condensed Consolidated Financial Statements (Unaudited) The financial information presented in these unaudited financial statements is condensed and should be read in conjunction with the entity’s latest annual audited financial statements. Interim disclosures generally do not repeat those in the annual statements. 1. Description of Organization and Summary of Significant Accounting Policies Organization The company comprises Angel Studios, Inc., a Delaware corporation, and its subsidiaries and affiliates (collectively, the “Company”) (f/k/a Southport Acquisition Corporation or “Southport”). The Company’s mission is to share stories with the world that amplify light. This is done by aligning the Company’s interests with those of the creators and the audience and utilizing the wisdom of crowds to help guide decisions on the content that gets created. Business Combination ​ On September 10, 2025, the Company consummated the previously announced Business Combination (as defined below) pursuant to that certain Agreement and Plan of Merger, dated as of September 11, 2024 (as amended, the “Merger Agreement”), by and among the Company, Sigma Merger Sub, Inc., a Delaware corporation and direct wholly owned subsidiary of the Company (“Merger Sub”), and Angel Studios Legacy, Inc. (f/k/a Angel Studios, Inc.), a Delaware corporation (“Angel Legacy”). Pursuant to the terms of the Merger Agreement, a merger was effected in which Merger Sub merged with and into Angel Legacy, the separate corporate existence of Merger Sub ceased and Angel Legacy survived as the surviving company and direct wholly-owned subsidiary of the Company (the “Merger” and, collectively with the other transactions described in the Merger Agreement, the “Business Combination”). On the Closing Date (as defined in the Merger Agreement), and prior to the Effective Time (as defined in the Merger Agreement), the Company changed its name from “Southport Acquisition Corporation” to “Angel Studios, Inc.” Angel Legacy subsequently merged up and into Angel Studios, Inc., with Angel Studios, Inc. as the surviving entity. ​ Notwithstanding the legal form of the Business Combination pursuant to the Merger Agreement, the Business Combination has been accounted for as a reverse recapitalization in accordance with United States generally accepted accounting principals (“GAAP”) because Angel Legacy is the operating company and has been determined to be the accounting acquirer, while Southport is a blank check company. Under the reverse recapitalization model, the Business Combination was treated as Angel Legacy issuing equity for the net assets of Southport, with no goodwill or intangible assets recorded. While Southport was the legal acquirer in the Business Combination, because Angel Legacy was deemed the accounting acquirer, the historical financial statements of Angel Legacy became the historical financial statements of the combined company upon the consummation of the Business Combination. As a result, the condensed combined financial statements reflect (i) the historical operating results of Angel Legacy prior to the Business Combination; (ii) the combined results of Southport and Angel Legacy following the closing of the Business Combination; (iii) the assets and liabilities of Angel Legacy at their historical cost; and (iv) the Company’s equity structure for all periods presented. In accordance with the applicable guidance, the equity structure within these quarterly financial statements have been retroactively restated in all comparative periods up to the closing date, to reflect the number of shares of the Company’s Common Stock (as defined below) issued to Angel Legacy common shareholders. As such, the shares and corresponding capital amounts and earnings per share related to Angel Legacy common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination, which is 5.3504621 , with all Angel Legacy Class A common stock and Class C common stock being converted to Class A common stock, par value $ 0.0001 per share (the “Class A Common Stock”) and all Angel Legacy Class B common stock and Class F common stock being converted to Class B common stock, par value $ 0.0001 per share (the “Class B Common Stock” and, together with the Class A Common Stock, the “Common Stock”). 8 Table of Contents Basis of Presentation The condensed consolidated financial statements include the accounts of the Company. All significant intercompany balances and transactions have been eliminated in consolidation. ​ The unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of the Company’s management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been reflected in these unaudited condensed consolidated financial statements. Operating results for three and nine months ended September 30, 2025, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2025. The balance sheet at December 31, 2024 has been derived from the audited financial statements at that date, but does not include all the information and footnotes required by GAAP for complete financial statements. The accompanying unaudited condensed consolidated financial statements should be read together with the annual audited consolidated financial statements and related notes for the fiscal year ended December 31, 2024 included in the Angel Legacy’s Annual Report on Form 10-K filed with the SEC on March 28, 2025. As comprehensive income equals net income, separate statements of comprehensive income were not included in the accompanying condensed consolidated financial statements. Reclassifications Certain prior period balances have been reclassified to conform to the current period presentation in the condensed consolidated financial statements and the accompanying notes. ​ Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Estimates are based on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. Regularly, the Company evaluates the assumptions, judgments, and estimates. Actual results may differ from these estimates. ​ Fair Value Measurements The Company applies the accounting provisions related to fair value measurements given in ASC 820, Fair Value Measurements. These provisions define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. They also establish a hierarchy that prioritizes the information used in developing fair value estimates and require disclosure of fair value measurements by level within the fair value hierarchy. The hierarchy gives the highest priority to quoted prices in active markets (Level 1 measurements) and the lowest priority to unobservable data (Level 3 measurements), such as the reporting entity’s own data. These provisions also provide valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flows), and the cost approach (cost to replace the service capacity of an asset or replacement cost). An asset or liability’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of the valuation hierarchy are defined as follows: Level 1: Observable inputs such as quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2: Inputs other than quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3: Unobservable inputs that reflect the Company’s own assumptions ​ Digital Assets In 2021, the Company saw a need to further diversify and maximize returns on cash balances that are not required to maintain adequate operating liquidity. As such, the Company implemented a policy that would allow for the investment in bitcoin (digital assets) under this policy. The Company believes their bitcoin holdings are highly liquid. However, digital assets may be subject to volatile market prices, which may be unfavorable at the time when the Company wants or needs to liquidate them. The Company has ownership of and control over their digital assets and may use third-party custodial services to secure it. The digital assets are initially recorded at cost 9 Table of Contents and are subsequently remeasured on the condensed consolidated balance sheet at fair value. Periods prior to January 1, 2025 include digital assets at cost, net of impairment losses incurred since their acquisition. ​ The Company determines and records the fair value of their digital assets in accordance with ASC Topic 820, Fair Value Measurement , based on quoted prices on the active exchange(s) that they have determined is the principal market for such assets (Level I inputs). The Company determines the cost basis of their digital assets using the cost at the time of acquisition of each unit received. Realized and unrealized gains and losses are now recorded to net loss (gain) on digital assets in the Company’s condensed consolidated statement of operations. ​ For periods prior to January 1, 2025, prior to the adoption of ASU 2023-08, the Company’s digital assets were initially recorded at cost, and subsequently measured at cost, net of any impairment losses incurred since acquisition. Impairment losses were recognized as “Write-down of digital assets” in the Company’s Consolidated Statement of Operations in the period in which the impairment occurred. Also for periods prior to January 1, 2025, gains were not recorded until realized upon sale(s), at which point they were presented net of any impairment losses for the same digital assets held. In determining the gain to be recognized upon sale, the Company would calculate the difference between the sales price and carrying value of the digital assets sold immediately prior to sale. The Company accounts for its digital assets, which are comprised solely of bitcoin, as indefinite-lived intangible assets. The Company’s digital assets are initially recorded at cost. Subsequent to the Company’s adoption of ASU 2023-08 on January 1, 2025, bitcoin assets are measured at fair value as of each reporting period. The Company determines the fair value of its bitcoin based on quoted (unadjusted) prices on the Coinbase exchange, the active exchange that the Company has determined is its principal market for bitcoin (Level 1 inputs). Changes in fair value are recognized as incurred in the Company's condensed consolidated statements of operations, within “Net gain on digital assets”, within operating expenses in the Company’s condensed consolidated statements of operations. See Note 3, Digital Assets , for further information regarding digital assets. Liquidity The condensed consolidated financial statements have been prepared assuming the Company will continue to operate as a going concern within one year from the date of issuance of these condensed consolidated financial statements. For the nine months ended September 30, 2025, the Company incurred a net loss of approximately $ 91.9 million and used cash in operating activities of approximately $ 58.7 million. The Company had an accumulated deficit of approximately $ 175.8 million as September 30, 2025. ​ Management is working to increase revenues through the growth of Angel Guild memberships, the Company’s pipeline of theatrical releases through 2026 and additional streaming agreements. The Company finances marketing activities for theatrical releases through two primary methods: 1) Regulation A offerings that are tailored to raise money for the print and advertising costs (“P&A”) for specific theatrical releases and 2) P&A loan agreements with individual and institutional investors. During the nine months ended September 30, 2025, the Company raised $ 13.2 million from Regulation A offerings and received $ 32.0 million from P&A loans, both of which were used for P&A in various theatrical releases during the year. During the year ended December 31, 2024, the Company raised $ 0.0 million from Regulation A offerings and received $ 23.3 million from P&A loans. During the nine months ended September 30, 2025, the Company paid $ 36.5 million for the repayments of P&A loans, including interest and paid $ 15.8 million as a redemption of shares for Regulation A investors, from the proceeds collected from the theatrical releases and other revenues earned. During the year ended December 31, 2024, the Company paid $ 17.9 million for the repayments of P&A loans, including interest and paid $ 0.0 million as a redemption of shares for Regulation A investors, from the proceeds collected from the theatrical releases and other revenues earned. ​ Additionally, the Company has raised capital through the sale of its Common Stock, generating approximately $ 102.8 million of cash during the nine months ended September 30, 2025, and $ 32.8 million of cash and $ 9.5 million in bitcoin during the year ended December 31, 2024. During the nine months ended September 30, 2025, the Company has grown from approximately 0.6 million to approximately 1.6 million Angel Guild paying members, generating approximately $ 170.6 million in cash from Angel Guild paid memberships. Management believes the Company will be able to continue to fund operating capital shortfalls through November 2026 through the issuance of debt and Common Stock. While there is no assurance of success, management remains committed to its plans to grow revenues and manage expenses. If these efforts are not successful, or if securing debt and selling Common Stock on acceptable terms proves challenging, the Company can reduce its spend on marketing of the Angel Guild, which could materially affect its growth, its financial condition and/or its ability to continue as a going concern. ​ 10 Table of Contents Accounts Receivable The Company records its accounts receivable at sales value less an allowance for doubtful accounts receivable. Management determines the allowance for doubtful accounts receivable in accordance with ASC 326 by segmenting the receivables portfolio and using historical experience, market conditions and account aging to determine an allowance for each segment. Account balances are written off against the allowance when the potential for recovery is remote. Recoveries of receivables previously written off are recorded when payment is received. As of September 30, 2025, the allowance for doubtful accounts receivable was $ 0.4 million. As of December 31, 2024, the Company’s allowance for doubtful accounts receivable was $ 0.4 million. Licensing Receivables Licensing receivables consist of amounts due from customers under the Company’s multi-year content licensing arrangements. These receivables arise from the licensing of content to third parties, typically over terms ranging from several months to up to ten years , with an average duration of around three years . ​ For licensing arrangements where payments are due over a longer period, the Company assesses the need to recognize a significant financing component when the expected time between the satisfaction of the Company’s performance obligations and the receipt of payment exceeds one year. In such cases, the licensing receivable is recorded at the present value of the future payments, discounted at a rate reflective of a separate financing transaction between the Company and the customer at contract inception. When no significant financing component is deemed to be present (e.g., when payments are expected within one year), the receivable is recorded at the transaction price, without adjustment for the time value of money. ​ The Company monitors licensing receivables for collectability and assesses for credit risk at each reporting period. Any expected credit losses are recognized in accordance with the Company's allowance for doubtful accounts policy. ​ Physical Inventory Physical inventory consists of apparel, DVDs, Blu-rays, books, and other merchandise purchased for resale, related to content the Company is distributing. Physical inventory is recorded at average cost. The Company periodically reviews the physical media inventory for excess supply, obsolescence, and valuations above estimated realization amounts, and provides a reserve to cover these items. Management determined that no reserve for physical media inventory was necessary as of September 30, 2025, and December 31, 2024. Prepaid Expenses and Other Prepaid expenses primarily represent payments made in advance for services and goods to be received in future periods. These include, but are not limited to, prepayments for insurance, software, rent, fees and future advertising. As the benefits are consumed or utilized, the prepaid assets are recognized as expenses on the condensed consolidated statements of operations. Prepaid Content Rights In July 2025, the Company entered into a First Look Agreement with an artist granting the Company the right of first refusal on the artist’s future projects. As part of the arrangement, the Company paid a $ 3.0 million cash bonus upon execution of the agreement and granted non-qualified stock options to the artist. The cash payment is being amortized to expense on a straight-line basis over the first guaranteed year of the agreement, which represents the period of expected benefit. The agreement includes optional renewal years that are subject to annual performance conditions and may be terminated by either party. The stock option grant includes both immediately vested and performance-based components; the immediate portion was expensed at grant, and the performance-based portion will be recognized as compensation expense when achievement of the related performance conditions becomes probable. ​ Royalty Advances From time to time, the Company advances cash to its partners as prepayments of future royalty earnings. These advances are recoupable from future royalties otherwise payable to the partner and are collected by the Company prior to the distribution of other earnings or settlement of other obligations. ​ Investments in Affiliates Investments in affiliates represent the Company’s investments in noncontrolling interests. The Company’s investments where the Company has significant influence, but does not control, and joint ventures which are variable interest entities (“VIE”) in which the Company is not the primary beneficiary, are recorded under the equity method of accounting in the accompanying condensed consolidated financial statements. The Company’s investments where the Company has little or no influence and which the Company 11 Table of Contents is not the primary beneficiary, are recorded under the cost method of accounting in the accompanying condensed consolidated financial statements. Under the equity method, the Company’s investment is stated at cost and adjusted for the Company’s share of net earnings or losses and reduced by distributions. Equity in earnings is recognized based on the Company’s ownership interest in the earnings of the VIE. Under the cost method, the Company’s investment is stated at cost and will be reduced by any distributions received. Notes Receivable The Company enters into various notes receivable with filmmakers for marketing and other purposes. The Company records its notes receivable based on actual amounts loaned or paid for on behalf of the filmmaker. The Company also has a note receivable from the disposition of a business in 2021. The Company establishes specific reserves for those customer accounts identified with collection problems due to insolvency or other issues. The Company’s notes receivable are considered past due when payment has not been received within thirty days of the due date. The amounts of the specific reserves are estimated by management based on various assumptions, including the customer’s financial position, age of the receivables and changes in payment schedules and histories. Notes receivable balances are charged off against the allowance for doubtful notes when the potential for recovery is remote. Recoveries of notes receivable previously charged off are recorded when payment is received. The allowance for doubtful notes receivable was $ 0.0 million as of September 30, 2025 and December 31, 2024. Accrued Licensing Royalties Accrued licensing royalties represent amounts owed by the Company to filmmakers based on the contractual terms agreed upon with the filmmaker. Estimates are made based on available information and historical experience, taking into consideration any known uncertainties. Where necessary, accruals are adjusted in subsequent periods to reflect changes in circumstances or estimates. ​ Deferred Revenue Deferred revenue represents payments received in advance of the Company fulfilling its performance obligations under various arrangements, including Angel Guild memberships, content licensing, Pay it Forward payments for theatrical releases, theatrical ticket presales and other deferred revenue. The Company recognizes deferred revenue when cash is received before the related revenue recognition criteria are met, and such amounts are recognized as revenue when the related performance obligations are satisfied. Angel Guild Memberships Angel Guild membership fees, which include multiple membership options, are recorded as deferred revenue when received. As of September 30, 2025 and December 31, 2024, the Company had $ 49.7 million and $ 19.8 million, respectively, of deferred revenue related to Angel Guild memberships. These amounts are expected to be recognized as revenue over the membership period and within the next twelve months. ​ Content Licensing For certain content licensing arrangements, the Company recognizes deferred revenue when payment is received in advance of delivering the content or when performance obligations related to the licensing arrangement have not yet been satisfied. Revenue is recognized as content is delivered and the customer can begin exploiting the content, or, in the case of usage-based royalties, when the sale or usage occurs. As of September 30, 2025 and December 31, 2024, the Company had $ 0.0 million of deferred revenue related to content licensing arrangements. ​ Pay it Forward The Company receives Pay it Forward payments, which are used to offset the costs of free or discounted theatrical tickets provided to others. Pay it Forward payments in excess of Ticket Redemption Expenses (as defined below) are initially recorded as deferred revenue. Revenue is recognized as Pay it Forward payments are redeemed for tickets or when it is determined that future ticket redemptions will be less than the deferred revenue balance. As of September 30, 2025 and December 31, 2024, the Company had $ 0.0 million and $ 0.4 million, respectively, of deferred revenue related to Pay it Forward payments, which is expected to be redeemed or recognized as revenue within the next twelve months. ​ Theatrical Ticket Presales The Company records deferred revenue related to theatrical ticket presales, which represent payments received in advance of scheduled theatrical releases. Revenue is recognized when the related theatrical releases occur. As of September 30, 2025 and December 31, 2024, the Company had $ 0.4 million and $ 1.0 million, respectively, of deferred revenue related to these presales. 12 Table of Contents ​ Other Deferred Revenue As of September 30, 2025 and December 31, 2024, the Company had $ 0.6 million and $ 1.0 million, respectively, in deferred revenue from various other types of contractual arrangements. These amounts will be recognized as revenue when the performance obligations are satisfied, primarily within the next twelve months. ​ Revenue Recognition The Company recognizes revenue when a customer obtains control of promised products or services. The amount of revenue recognized reflects the consideration that the Company expects to be entitled to receive in exchange for these products or services. The Company applies the following five steps: 1) Identify the contract with the customer; 2) Identify the performance obligations in the contract; 3) Determine the transaction price; 4) Allocate the transaction price to performance obligations in the contract; and 5) Recognize revenue when or as the Company satisfies a performance obligation. The following components represent the most significant portions of revenue being recognized: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended September 30, ​ For the nine months ended September 30, ​ 2025 2024 ​ 2025 2024 Angel Guild $ 59,225,827 ​ $ 9,028,572 ​ $ 140,726,967 ​ $ 21,267,884 Theatrical ​ 5,455,476 ​ ​ 4,939,612 ​ ​ 45,763,314 ​ ​ 17,816,535 Content licensing 9,013,353 ​ 1,947,539 ​ 18,175,430 ​ 12,916,008 Merchandise ​ 2,325,526 ​ ​ 2,232,592 ​ ​ 4,396,200 ​ ​ 5,939,426 Pay it Forward 156,654 ​ 378,628 ​ 914,746 ​ 5,166,860 Theatrical Pay it Forward ​ — ​ ​ 1,326,039 ​ ​ 719,370 ​ ​ 1,326,039 Other ​ 365,646 ​ ​ 268,184 ​ ​ 928,511 ​ ​ 1,053,046 Total Revenue $ 76,542,482 $ 20,121,166 ​ $ 211,624,538 $ 65,485,798 ​ Angel Guild Revenue The Angel Guild is a paid membership that gives certain benefits, such as early access to certain content and the ability to vote on future content. Premium memberships receive additional benefits, such as complimentary theatrical tickets and merchandise discounts. Members have the option to pay either on a monthly or annual basis. The payments for memberships are initially recorded as deferred revenue and allocated to three different performance obligations: 1) memberships – recognized on a straight-line basis over the membership period, 2) complimentary theatrical tickets – allocated only in periods of theatrical releases by the Company and recognized as tickets are redeemed during the month of membership and 3) merchandise – recognized as the benefit is used. ​ Theatrical Release Revenue Prior to the digital release of licensed content, the Company might provide the option to release content as part of a theatrical release. Revenue from these events is recognized at a point in time – when the theatrical showing takes place. The Company will negotiate the terms of the theatrical distribution window (ranging from a few weeks to a few months), profit sharing percentage, and collection terms with the theater owners prior to the release. Theatrical release revenue fluctuates depending on the timing and scale of theatrical showings. ​ Content Licensing Revenue The Company’s content licensing arrangements include fixed fee and minimum guarantee arrangements, and sales or usage based royalties. The Company’s fixed fee or minimum guarantee licensing arrangements may, in some cases, include multiple titles, multiple license periods (windows), rights to exploitation in different media, or rights to exploitation in multiple territories, which may be considered distinct performance obligations. When these performance obligations are considered distinct, the fixed fee or minimum guarantee in the arrangement is allocated to the title, window, media right or territory as applicable, based on estimates of relative standalone selling prices. The amounts related to each performance obligation (i.e., title, window, media or territory) are recognized when the content has been delivered, and the window for the exploitation right in that territory has begun, which is the point in time at which the customer is able to begin to use and benefit from the content. ​ Sales or usage based royalties represent amounts due to the Company based on the “sale” or “usage” of its content by the customer, and revenues are recognized at the later of when the subsequent sale or usage occurs, or the performance obligation 13 Table of Contents to which some or all the sales or usage-based royalty has been allocated has been satisfied (or partially satisfied). Generally, when the Company licenses completed content (with standalone functionality, such as a movie, or television show), its performance obligation will be satisfied prior to the sale or usage. The actual amounts due to the Company under these arrangements are typically not reported to the Company until several months after the close of the reporting period. The Company records revenue under these arrangements for the amounts due and not yet reported to the Company based on estimates of the sales or usage of these customers and pursuant to the terms of the contracts. Such estimates are based on information from the Company’s customers, historical experience with similar titles in that market or territory, the performance of the title in other markets and/or available data in the industry. While the Company believes these estimates are reasonable estimates of the amounts due under these arrangements, such estimated amounts could differ from the actual amounts to be subsequently reported by the customer, which could be higher or lower than the Company’s estimates, and could result in an adjustment to revenues in future periods. Any adjustments booked during the September 30, 2025 and 2024 periods have been immaterial. ​ For certain multi-year licensing arrangements, payments may be due over a longer period. When the Company expects the period between fulfillment of its performance obligation and the receipt of payment to be greater than a year, a significant financing component is present. In these cases, such payments are discounted to present value based on a discount rate reflective of a separate financing transaction between the customer and the Company, at contract inception. The Company does not assess contracts with deferred payments for significant financing components if, at contract inception, the Company expects the period between fulfillment of the performance obligation and subsequent payment to be one year or less. ​ Content licensing arrangements can last between several months to up to ten years . The typical period ranges around three years . ​ Merchandise Revenue The Company has partnered with creators to distribute the creators’ licensed original content and related merchandise. Merchandise revenue represents apparel, DVDs, Blu-rays, books and other intellectual property. Revenue is recognized upon shipment of the merchandise and is recognized at a point in time, when physically shipped. ​ Pay it Forward Revenue Pay it Forward revenue consists of payments made from customers who want to keep the Company’s content free to general users and help create future episodes and seasons of their favorite shows. Pay it Forward revenues are reported as Pay it Forward revenue in the condensed consolidated statements of operations in accordance with ASC Topic 958, Not-for-Profit Entities. ​ Theatrical Pay it Forward Revenue The Company also collects Pay it Forward payments for the Company’s upcoming or current theatrical releases. These collections are used to offset the cost the Company incurs to purchase free or discounted tickets (“Ticket Redemption Expenses”) for people who may not have otherwise been able to watch the film. If total theatrical Pay it Forward payments are in excess of total Ticket Redemption Expenses, the excess amount will initially be included on the Company’s condensed consolidated financial statements as deferred revenue. Deferred revenue will be recognized as Pay it Forward revenue during a reporting period if future Ticket Redemption Expenses are expected to be less than the deferred revenue balance. ​ Other Revenue Other revenue consists of tickets to Dry Bar Comedy shows and other events, concession sales, general and administrative management fees and in-app advertising. Other revenue is recognized when the services are performed or when the event takes place. ​ 14 Table of Contents The Company does not disclose revenue by geography as it is impracticable to do so. The Company’s business operations involve complex, interconnected revenue streams that are not easily attributable to specific geographic regions. Revenue is often generated through multi-region engagements, global contracts and shared operational resources, making geographic segmentation inaccurate or misleading. As a result, providing such information would not reflect the true nature of the Company’s business and could lead to misinterpretation. Cost of Revenues Cost of revenues represents the direct costs incurred by the Company in generating its revenue. These costs include expenses directly associated with the goods or services sold during the reporting period. Cost of revenues is recognized in the condensed consolidated statements of operations in the period in which the related revenue is recognized, following the matching principle. Components of cost of revenues include licensing royalty expense, content amortization, film delivery costs, hosting, merchandise costs, credit card fees, freight and shipping costs, and costs of services provided. Selling and Marketing Expenses Selling and marketing expenses represent costs incurred by the Company in promoting and selling its products or services. These expenses are recognized in the condensed consolidated statements of operations in the period in which they are incurred. ​ Components of selling and marketing expenses include advertising and promotional activities, salaries and benefits for sales and marketing personnel, travel and entertainment expenses related to sales and marketing activities, and costs of marketing materials. It also includes costs incurred by the Company to purchase movie tickets for giving away, which costs are offset by the Pay it Forward receipts the Company receives from customers who Pay it Forward for others to see the show. The total amount of Pay it Forward receipts that were offset against selling and marketing costs for the three months ended September 30, 2025, and 2024, were $ 0.1 million and $ 0.6 million, respectively, and for the nine months ended September 30, 2025, and 2024, were $ 2.6 million and $ 3.5 million, respectively. ​ General and Administrative Expenses General and administrative expenses represent costs incurred by the Company that are not directly attributable to the production of goods or services. These expenses include, but are not limited to, salaries and benefits of administrative staff, office rent, utilities, office supplies, insurance, legal fees and other overhead costs necessary to support the operations of the business. ​ General and administrative expenses are recognized in the condensed consolidated statements of operations in the period in which they are incurred. Expenses are measured at the fair value of the consideration given in exchange for goods or services received. ​ Research and Development Expenses Research and development expenses consist primarily of payroll, software and other related expenses for research and development personnel responsible for making improvements to the Company’s service offerings, including testing and maintaining and modifying the user interface and infrastructure. These expenses are recognized in the condensed consolidated statements of operations in the period in which they are incurred. ​ Stock-Based Compensation Stock-based payments made to employees, including grants of employee stock options, are measured using a fair value-based method. The related expense is recorded in the condensed consolidated statements of operations over the period of service. Income Taxes Income taxes are provided for the tax effects of transactions reported in the condensed consolidated financial statements and consist of taxes currently due plus deferred taxes related primarily to differences between the tax bases of assets and liabilities. The deferred taxes represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred income tax assets are reviewed periodically for recoverability, and valuation allowances are provided when it is more likely than not that some or all of the deferred income tax assets may not be realized. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open tax years based on an assessment of many factors including experience and interpretations of tax laws applied to the facts of each matter. The Company files income tax returns in the U.S. federal jurisdiction and certain state jurisdictions. 15 Table of Contents As of September 30, 2025 and December 31, 2024, the Company had $ 0.0 million of deferred tax assets. Basic and Diluted Earnings (Loss) Per Share Basic earnings (loss) per share attributable to the Company is computed by dividing income (loss) attributable to the Company by the weighted-average number of shares outstanding during the period. Diluted earnings (loss) per share attributable to the Company gives effect to all dilutive potential shares that are outstanding during the period (if any) and excludes stock options that are anti-dilutive as a result of any net losses during the period. ​ Segment Reporting The Company operates as a single reportable segment. The Chief Operating Decision Maker (“CODM”), Neal Harmon, our Chief Executive Officer, evaluates the Company’s financial performance and allocates resources based on consolidated financial results. The Company does not manage its operations or prepare financial information on a disaggregated basis beyond the consolidated level for internal reporting purposes. The CODM reviews consolidated operating results, primarily focusing on revenue, operating income (loss), and key expense categories to assess performance and make strategic decisions. The single reportable segment derives its revenue as described above, primarily from Angel Guild revenue, theatrical release revenue, content licensing, merchandise revenue, Pay it Forward revenue and other revenue. Segment profit or loss is measured consistently with the condensed consolidated operating income (loss) presented in the condensed consolidated statements of income. The significant expense categories regularly provided to the CODM as part of the consolidated financial review include cost of revenue, selling and marketing, research and development and general and administrative expenses. The amounts for these categories are included in the condensed consolidated statements of operations. These expenses represent the primary financial measures used by the CODM to evaluate operational efficiency and resource needs. No other significant expense categories or performance metrics are regularly provided to the CODM on a disaggregated basis. The Company’s accounting policies for segment reporting are consistent with the significant accounting policies described in Note 1. ​ Convertible Notes and Warrants The Company accounts for warrants and convertible features of debt as either equity-classified or liability-classified instruments based on an assessment of the financial instrument’s specific terms. ​ The assessment for the convertible features of debt considers whether the convertible debt instrument is issued at a substantial premium. The Company has determined that a premium of 10 percent or more is considered substantial. ​ The assessment for the warrants considers whether the warrants are freestanding financial instruments, meet the definition of a liability, and whether the warrants meet all the requirements for equity classification, including whether the warrants are indexed to the Company’s own stock and whether the warrant holders could potentially require “net cash settlement”, among other conditions for equity classification. ​ The Company has determined that all outstanding warrants and convertible features of debt meet the criteria for equity classification. The warrants and the convertible features of the debt are recorded as a component of additional paid-in capital on the condensed consolidated statements of stockholders’ equity at the time of issuance. ​ The fair value of the warrants and the convertible features of the debt are estimated using the Black Scholes option pricing model at the time of issuance. ​ Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted 16 Table of Contents ASU 2023-09 In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This ASU enhances the transparency and decision-usefulness of income tax disclosures by requiring, among other items, greater disaggregation in the rate reconciliation and income taxes paid by jurisdiction. The guidance is effective for public business entities for annual periods beginning after December 15, 2024. Early adoption is permitted. The ASU does not affect interim period disclosures (e.g., Form 10-Q), and as such, no changes have been made to the Company’s interim reporting. The Company is currently evaluating the impact of this ASU on its annual income tax disclosures and does not expect it to have a material impact on its consolidated financial statements. ​ ​ 2. Recapitalization As discussed in Note 1, following the closing of the Business Combination, Angel Legacy was deemed the accounting acquirer and the transaction was accounted for as a reverse recapitalization. Transaction Proceeds Upon the closing, the Company received no gross proceeds. The following table reconciles the elements of the Business Combination to the condensed consolidated statements of cash flows and the condensed consolidated statement of changes in stockholders’ equity for the period ended September 30, 2025: ​ ​ ​ ​ ​ ​ Cash-trust and cash, net of redemptions ​ ​ ​ $ - Add: other assets ​ ​ ​ ​ - Less: accounts payable and accrued expenses ​ ​ ​ ​ ( 10,261,623 ) Reverse recapitalization, net ​ ​ ​ $ ( 10,261,623 ) ​ In connection with the Business Combination, the Company incurred $ 4.9 million in one-time direct and incremental transaction costs, consisting of legal and other professional fees, recorded in general and administration expenses. The number of shares of common stock immediately following the consummation of the Business Combination were: ​ ​ ​ ​ ​ ​ ​ Southport common stock, outstanding prior to Business Combination ​ ​ ​ ​ 6,937,923 Angel Legacy Shares, converted ​ ​ ​ ​ 160,673,772 Shares issued to Angel Legacy convertible noteholders ​ ​ ​ ​ 973,002 Common stock immediately after the Business Combination ​ ​ ​ ​ 168,584,697 ​ ​ 3. Digital Assets The table below summarizes the digital assets shown on the Company’s condensed consolidated balance sheets as of: ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2025 ​ December 31, 2024 Digital assets held: ​ ​ ​ ​ ​ Approximate number of bitcoin held ​ 303.1 ​ ​ 304.2 Digital asset cost basis $ 19,617,186 ​ $ 19,684,438 Digital asset carrying value $ 34,545,487 ​ $ 12,457,387 ​ The carrying value on the Company’s condensed consolidated balance sheets at each period-end prior to the adoption of ASC 2023-08 represented the lowest fair value (based on Level 1 inputs in the fair value hierarchy) of the bitcoin at any time since their acquisition. Therefore, these fair value measurements were made during the period of their acquisition through December 31, 2024. 17 Table of Contents The following table summarizes the Company’s digital asset purchases, gains (losses) on digital assets as calculated after the adoption of ASU 2023-08 on January 1, 2025, and write-down of digital assets as calculated prior to the adoption of ASU 2023-08 for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended September 30, ​ For the nine months ended September 30, ​ 2025 2024 ​ 2025 2024 Approximate number of bitcoin acquired ​ — ​ ​ — ​ ​ 0.01 ​ ​ 0.9 Approximate number of bitcoin dispensed ​ — ​ ​ ( 21.4 ) ​ ​ ( 1.1 ) ​ ​ ( 35.3 ) Digital asset additions $ — ​ $ — ​ $ — ​ $ 48,515 Digital asset dispositions $ — ​ $ 1,218,203 ​ $ 99,118 ​ $ 2,182,381 Unrealized gains, net $ 2,071,977 ​ $ — ​ $ 6,228,571 ​ $ — Realized gains (losses), net $ — ​ $ 862,479 ​ $ ( 3,371 ) ​ $ 1,594,889 4. ​ ​ 18 Table of Contents 4. Debt Notes Payable ​ The following table summarizes the Company’s debt facilities as of September 30, 2025 and December 31, 2024 (in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Type of Facility or Arrangement ​ Balance as of September 30, 2025 ​ ​ Balance as of December 31, 2024 ​ ​ Original Principal Amount ​ ​ Interest Rate ​ ​ Repayment Terms May 2024 P&A loans ​ $ 1.8 ​ ​ $ 3.3 ​ ​ $ 3.0 ​ ​ 10.0 * % ​ ​ For detailed terms, see (1) May 2025 convertible note ​ ​ 5.3 ​ ​ ​ — ​ ​ ​ 5.0 ​ ​ 15.0 ​ ​ ​ See Convertible Notes and Warrants section below September 2025 notes ​ ​ 40.0 ​ ​ ​ — ​ ​ ​ 40.0 ​ ​ 13.5 ​ ​ ​ See Convertible Notes and Warrants section below Revolving P&A loans (See Note 6, Related-Party Transactions ) ​ ​ 7.7 ​ ​ ​ 8.2 ​ ​ ​ ​ ​ ​ 10.0 - 15.0 * ​ ​ ​ The current notes mature between October and December 2025 Total ​ ​ 54.8 ​ ​ ​ 11.5 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less: discounts and issuance costs, net of amortization ​ ​ ( 4.1 ) ​ ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total notes payable balance ​ $ 50.7 ​ ​ $ 11.5 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ * The interest rates for these loans are calculated as simple interest, where the amount of interest is a fixed amount of the principal. ​ (1) The maturity date is dependent on the timing of cash collections from theatrical sales, licensing revenue, merchandise sales and other revenue. The balance is expected to be fully paid within the next twelve months. ​ ​ ​ ​ ​ 19 Table of Contents ​ Notes with convertible features and/or warrants ​ May 2025 convertible note with warrants In May 2025, the Company entered into a note and warrant purchase agreement with an unaffiliated third party, providing for the private placement of a subordinated convertible promissory note and warrant to purchase 163,322 shares of the Company’s Class A Common Stock with an exercise price of $ 6.13 per share. At the investor’s option and prior to the maturity date, the convertible note and any accrued interest may be converted into shares of the Company’s Class A Common Stock at a fixed price of $ 6.13 per share. The Company does not have the right to prepay the convertible note. Interest is compounded monthly and payable on the maturity date. A discount of $ 1.3 million was recorded for the convertible feature of the note and the warrant, as allocated based on the relative fair values of the elements of the convertible note and warrant. This discount was recorded as paid-in capital. Due to the total fair value of the note, including the warrant and convertible feature, being greater than the principal amount of the note, the effective interest rate is greater than the coupon rate and is approximately 30.9 %. In September 2025, Steve Sarowitz, who is the controlling person of this unaffiliated third party, became a member of the Company’s board of directors. ​ August 2025 convertible notes In August 2025, the Company entered into two notes with unaffiliated third parties, providing for the private placement of subordinated convertible promissory notes of the Company’s Class A Common Stock. A discount of $ 0.8 million was recorded for the convertible feature of the note, as allocated based on the relative fair values of the elements of the convertible note. This discount was recorded as paid-in capital. Due to the total fair value of the note, including the convertible feature, being greater than the principal amount of the note, the effective interest rate is greater than the coupon rate and is approximately 45.2 %. These notes included automatic conversion features where if the Company’s Common Stock becomes listed on a national securities exchange, the notes would automatically convert into a number of shares of the Company’s Class A Common Stock equal to the total outstanding principal amount, together with all accrued interest, divided by the conversion price of $ 7.29 . In September 2025, as a result of the Business Combination, the Company became publicly listed, and therefore these notes were automatically converted per the terms of the notes. The total number of shares issued upon conversion was 973,002 shares of Class A Common Stock. ​ September 2025 note with warrants In September 2025, The Company entered into a loan and security agreement with certain lenders, which provides up to $ 100.0 million term loan with a delayed draw feature, which is composed of four committed tranches: (i) the first tranche in an aggregate principal amount of $ 40.0 million, which was funded on the closing date; (ii) the second tranche in an aggregate principal amount equal to $ 20.0 million, which may be drawn on or prior to June 30, 2026; (iii) the third tranche in an aggregate principal amount equal to $ 20.0 million, which may be drawn on or prior to December 31, 2026 and (iv) the fourth tranche in an aggregate principal amount equal to $ 20.0 million, which may be drawn on or prior to June 30, 2027. The availability of each tranche will be subject to achievement by the Company of certain conditions, including, without limitation, achievement of a specified minimum annualized recurring revenue and receipt of a minimum of net cash proceeds from the sale or issuance of equity. Borrowings under the credit facility was used to pay off certain of the Company’s existing indebtedness, as well as for general working capital purposes and business operations. ​ The Company's obligations under the credit facility will be secured by substantially all of the Company's assets, but shall exclude the equity held by the Company in, and the assets of, the subsidiaries of the Company that are formed from time to time for the primary purpose of raising capital under Regulation A of the Securities Act of 1933. Borrowings under the credit facility will bear interest at a variable rate equal to the greater of (x) the Prime Rate (as defined under the credit facility) plus 6.0 % and (y) 13.5 %. The Company will be required to make monthly payments of principal and accrued interest (the first 26 months being interest only payments), with the remaining balance being repaid upon maturity on October 1, 2030. ​ The credit facility contain representations, warranties and covenants that are typical for these types of facilities. These covenants include restrictions on mergers or sales of assets and secured debt borrowings, subject to exceptions and limitations. The credit facility also requires the Company to maintain a minimum liquidity level and contains events of default applicable to the Company that are customary for agreements of this type. In connection with the credit facility, the Company issued each lender thereunder a warrant to purchase stock to purchase an aggregate amount of 1,462,682 shares of the Company’s Class A common stock with an exercise price per share of $ 7.29 . The Warrants vest and become exercisable in proportion to and in conjunction with the advancement of each tranche under the Credit Facility. The warrants will expire on September 11, 2030. The Company also granted the lenders rights to participate in future issuances of the Company’s capital stock. As part of the initial draw, the lenders received warrants to purchase 585,073 shares of the Company’s Class A common stock with an exercise price of $ 7.29 per share. A discount of $ 2.3 million was recorded for the warrant, as allocated based on the relative fair values of the elements of the note and warrant. This portion of the debt discount was recorded as paid-in capital. An additional $ 0.4 million was booked as a debt discount for commitment fees paid to the Lender, and $ 0.3 million was 20 Table of Contents booked as debt issuance costs for legal and other fees paid to third parties. Due to the total fair value of the note, including the warrant, being greater than the principal amount of the note, the effective interest rate is greater than the coupon rate and is approximately 16.3 %. ​ The following table summarizes further details of the outstanding notes with convertible features and/or warrants: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Notes ​ Issuance Date ​ Maturity Date ​ Principal Amount ​ Coupon Interest Rate May 2025 convertible note May 2, 2025 May 1, 2027 ​ $ 5,000,000 ​ 15.00 % September 2025 note with warrants ​ September 8, 2025 ​ October 1, 2030 ​ ​ 40,000,000 ​ 13.50 ​ ​ Components and Fair Value of the Convertible Notes ​ The convertible note consisted of the following components as of September 30, 2025. The principal shown in the table below consists of the principal amount of the note as well as the interest (which is paid-in-kind each month). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2025 ​ Outstanding Principal Amount ​ Less: Discounts, Net of Amortization ​ Net Carrying Amount ​ Fair Value (1) May 2025 convertible note $ 5,322,390 ​ $ 1,163,809 ​ $ 4,158,581 ​ $ 6,745,563 ​ (1) The fair value includes the note, the conversion feature on the note, and the warrant. The conversion feature and warrant were determined based on the Black Scholes option pricing model on the date of issuance of the note and has been classified as level 3 in the fair value hierarchy. ​ Interest Expense of the Convertible Notes ​ The following table summarizes interest expenses related to the convertible notes: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2025 ​ Contractual Interest Expense Amortization of Debt Discount ​ Total May 2025 convertible note $ 196,262 ​ $ 108,730 ​ $ 304,992 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2025 ​ Contractual Interest Expense Amortization of Debt Discount ​ Total May 2025 convertible note $ 322,390 ​ $ 173,747 ​ $ 496,137 ​ ​ ​ 5. Commitments and Contingencies Legal Proceedings The Company currently is, and from time to time might again become, involved in litigation arising in the normal course of business. Litigation is necessary to defend the Company. The results of any current or future complex litigation matters cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact because of defense and settlement costs, distraction of management and resources, and other factors. Additionally, these matters may change in the future as the litigation and factual discovery unfolds. Legal fees are expensed as incurred. Insurance recoveries associated with legal costs incurred are recorded when they are received. The Company assesses whether there is a reasonable possibility that a loss, or additional losses beyond those already accrued, may be incurred (“Material Loss”). If there is a reasonable possibility that a Material Loss may be incurred, the Company discloses an estimate or range of the amount of loss, either individually or in the aggregate, or discloses that an estimate of loss cannot be made. If a Material Loss occurs due to an unfavorable outcome in any legal matter, this may have an adverse effect on the condensed consolidated financial position, results of operations, and liquidity of the Company. The Company records a provision for each liability when determined to be probable, and the amount of the loss may be reasonably estimated. These provisions are reviewed annually and adjusted as additional information becomes available. Management, after consultation with legal counsel, believes that the outcome of these proceedings will not have a material impact on the Company’s condensed consolidated financial position, results from operations or liquidity. The actual amounts from the resolution of these matters could vary from management’s estimate. ​ 21 Table of Contents Disney Litigation On December 12, 2016, the U.S. District Court for the Central District of California granted a preliminary injunction against the Company (formerly VidAngel) for copyright infringement and Digital Millenium Copyright Act (“DMCA”) violations involving works from Disney Enterprises, Inc., Lucasfilm Ltd., Twentieth Century Fox Corporation, Warner Bros. Entertainment, Inc., and their subsidiaries. The plaintiffs alleged that the Company unlawfully decrypted and infringed 819 titles. In 2019, the court granted the Plaintiff’s motion for partial summary judgment on liability, and a jury trial resulted in a $ 62.4 million award, including $ 61.4 million for willful copyright infringement ($ 75,000 per title) and $ 1 million for DMCA violations ($ 1,000 per title). A judgment was entered in September 2019, with plaintiffs also seeking costs and attorneys' fees. ​ In August 2020, the Company entered into a settlement agreement with the plaintiffs as part of its reorganization plan (“Reorganization Plan”), effectively resolving the litigation. Among other things, the plan allowed the Company to continue as a going concern, ensuring full payment to creditors while equity holders retained their interests. The Company committed to not infringing the studios' copyrights, including prohibitions on decrypting, reproducing, streaming, or distributing their works. Additionally, the Company agreed not to sue the studios or lobby to amend the Family Movie Act for 14 years and dismissed its appeal. ​ Under the settlement, the Company was to pay $ 9.9 million over 14 years or a discounted $ 7.8 million within five years , with a $ 62.5 million promissory note remaining outstanding but cancellable upon full compliance and no breaches (limited to fewer than four unauthorized uses in any consecutive five-year period). The Company elected the five-year option and fully repaid the $ 7.8 million by September 30, 2025. ​ The foregoing summary of certain provisions of the Reorganization Plan and related settlement agreement are not complete and are subject to and qualified in their entirety by reference to the Reorganization Plan and Disney Settlement Agreement, copies of which can be found in the Angel Legacy Current Report on Form 1-U filed on September 15, 2020, under “Item 2.1, Exhibits,” and the terms of which are incorporated by reference herein. ​ Mergers and Acquisitions In July 2022, the Company purchased an 8.0 % interest in an entity that is partially owned by one or more of the Company’s directors, officers, and stockholders. This entity produces content for the Company’s platforms. The total purchase price was $ 1.7 million. In August 2023, the Company entered into negotiations to acquire this entity in full. While negotiations are ongoing, the Company agreed to fund the operations of the entity. The Company funded a total of $ 4.4 million during the year ended December 31, 2024. During the nine months ended September 30, 2025 the Company funded an additional $ 2.8 million related to supporting operations of the entity which was expensed by the Company. In August 2024, the Company agreed to a non-binding term sheet to acquire the rights related to a project currently under a content licensing agreement. The total purchase price was $ 30.0 million. The Company agreed to fund the operations of the entity until and following the completion of the acquisition. During the year ended December 31, 2024, the Company funded $ 2.2 million. During the nine months ended September 30, 2025, the Company funded an additional $ 4.4 million related to supporting operations of the entity which was expensed by the Company. In April 2025, the Company entered into a non-binding term sheet to acquire Black Autumn Show, Inc., including its Homestead film, television series and related assets, for stock consideration based on a valuation of up to $ 28.2 million. The Company agreed to fund feature seasons of the television series through either 1) royalties earned from the film and television show or 2) additional funding to cover the remaining production costs. Currently, the Company has not had to pay any additional funding outside of the royalties earned. In May 2025, the Company agreed to purchase the IP for Sketch from Wonder Project Inc. for $ 6.0 million in cash; $ 2.0 million each is to be paid on or before May 31, 2025, June 30, 2025, and July 31, 2025. The purchase is now complete and the final payment has been completed. With this purchase, Angel Studios now controls the rights, title, and interest in the film, including any subsequent productions. 22 Table of Contents 6. Common Stock The Company has authorized Common Stock consisting of 700,000,000 shares, of which 500,000,000 shares have been designated as Class A Common Stock and 200,000,000 have been designated as Class B Common Stock. The Company has also authorized preferred stock consisting of 1,000,000 , par value $ 0.0001 per share. Each outstanding share of Class A Common Stock is entitled to one vote and each outstanding share of Class B Common Stock is entitled to ten votes. Warrant Offerings In May 2025, the Company entered into a note and warrant purchase agreement with an unaffiliated third party, providing for the private placement of a subordinated convertible promissory note with a principal balance of $ 5.0 million and warrant to purchase 163,322 shares of the Company’s Class A Common Stock with an exercise price of $ 6.13 per share. In September 2025, Steve Sarowitz, who is the controlling person of this unaffiliated third party, became a member of the Company’s board of directors. See Note 4 for additional details. In September 2025, the Company entered into two notes and warrant purchase agreements with unaffiliated third parties, providing for the private placement of notes with a total principal balance of $ 40.0 million and warrants to purchase 1,462,682 shares of the Company’s Class A common stock with an exercise price per share of $ 7.29 . As part of the initial draw, the lenders received warrants to purchase 585,073 shares of the Company’s Class A common stock. See Note 4 for additional details. The Company determined that the outstanding warrants meet the criteria for equity classification. Therefore, the warrants are recorded as a component of additional paid-in capital on the condensed consolidated statements of stockholders’ equity at the time of issuance. The fair value of the warrants were estimated using the Black-Scholes option pricing model at the time of issuance and will not be remeasured throughout their life, pursuant to ASC 470. ​ For more information regarding the note and warrant purchase agreements, refer to Note 3, Debt. ​ Loss per Share The following table represents the Company’s loss per share for the three and nine months ended September 30, 2025 and 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ 2025 2024 ​ 2025 2024 Numerator: ​ ​ ​ ​ ​ Net loss attributable to controlling interests $ ( 38,553,961 ) ​ $ ( 13,855,176 ) ​ $ ( 91,853,393 ) ​ $ ( 51,182,073 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: ​ ​ ​ ​ ​ Weighted average basic shares outstanding 156,797,109 ​ 138,816,631 ​ 150,657,671 ​ 135,951,802 Effect of dilutive shares — ​ — ​ — ​ — Weighted average diluted shares 156,797,109 ​ 138,816,631 ​ 150,657,671 ​ 135,951,802 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic loss per share $ ( 0.246 ) ​ $ ( 0.100 ) ​ $ ( 0.610 ) ​ $ ( 0.376 ) Diluted loss per share $ ( 0.246 ) ​ $ ( 0.100 ) ​ $ ( 0.610 ) ​ $ ( 0.376 ) ​ Basic loss per share includes no dilution and is computed by dividing net income available to common stockholders by the weighted average common shares outstanding for the period. Diluted loss per share is calculated similarly to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the common shares were dilutive. All potential common shares were anti-dilutive as a result of the Company’s net losses during the three and nine months ended September 30, 2025 and 2024. ​ 23 Table of Contents The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted loss per share as their inclusion would be anti-dilutive, for the three and nine months ended September 30, 2025 and 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ 2025 2024 ​ 2025 2024 Stock options to purchase common stock ​ 9,074,330 ​ ​ 5,935,733 ​ ​ 8,791,382 ​ ​ 2,404,746 Convertible securities to acquire common stock ​ 868,253 ​ ​ — ​ ​ 868,253 ​ ​ — Warrants to purchase common stock 748,395 ​ — ​ 163,322 ​ — Total outstanding potentially dilutive securities 10,690,978 ​ 5,935,733 ​ 9,822,957 ​ 2,404,746 ​ ​ 7 . Related-Party Transactions The Company has a marketing services contract with an entity owned by one or more of the Company’s directors, officers, and stockholders. During the three months ended September 30, 2025 and 2024, the Company incurred expenses of $ 0.2 million and $ 0.1 million, respectively, to the related party for marketing services. During the nine months ended September 30, 2025 and 2024, the Company incurred expenses of $ 0.5 million and $ 0.4 million, respectively, to the related party for marketing services. In July 2021, the Company purchased a 50.0 % interest in the entity that owns the building in which the Company leases its office space from. Lease payments made during the period of related party ownership were $ 0.1 million and $ 0.1 million for the three months ended September 30, 2025 and 2024, respectively and $ 0.3 million and $ 0.4 million for the nine months ended September 30, 2025 and 2024, respectively. In February 2024, the Company entered into a revolving P&A loan agreement with Angel P&A, LLC, a Delaware limited liability company (“Angel P&A”) that is 100.0 % owned by one or more of the Company’s directors, officers, and stockholders. Angel P&A was set up for the specific purpose of raising P&A funds for the Company to use for upcoming theatrical releases, in exchange for revenue participation rights of the films. The revenue participation rights allow Angel P&A the right to receive an amount not to exceed 110.0 % (initial investment plus a 10.0 % return) of their invested amount. Angel P&A has priority on the cash receipts to the Company of the particular film they invested in and shall be paid in full before any other claims, with the exception of money raised under Regulation A of Section 3(6) of the Securities Act, for P&A (if any) which would take first priority, from the film are paid. When Angel P&A receives the repayment on these notes, the interest portion is distributed to the institutional investors and the original investment can either remain at Angel P&A for additional P&A loans needed by the Company or be returned to the institutional investors until the Company has further need of the funds. The commitment period between Angel P&A and the Company, and between Angel P&A and the investors, lasts through February 2027. Angel P&A has no employees and is not anticipated to incur any operating expenses. The maturity on the loans are typically due between 80 – 120 days from the individual draw. As of September 30, 2025 and December 31, 2024, the total outstanding balance of revolving P&A loans is $ 7.7 million and $ 8.2 million, respectively. ​ In May 2025, the Company entered into a note and warrant purchase agreement with an unaffiliated third party, providing for the private placement of a subordinated convertible promissory note . In September 2025, Steve Sarowitz, who is the controlling person of this unaffiliated third party, became a member of the Company’s board of directors. See Note 4, Debt for additional details. On October 22, 2025, the Company’s Board of Directors voted to increase the size of the Board from five to seven directors. One of the new members of the Board is Benton Crane, who is an executive producer and board member at Black Autumn Snow LLC, the creator of the Homestead film and television series, and Tuttle Twins Show LLC. The Company has a distribution agreement with the Homestead film and series resulting in payments of $ 0.2 million during the year ended December 31, 2024, and payments of $ 4.9 million during the nine months ended September 30, 2025. Total payments, including royalties paid to the Tuttle Twins Show LLC, during the year ended December 31, 2024 and the nine months ended September 30, 2025, were $ 4.4 million and $ 2.8 million, respectively. See Note 5, Commitments and Contingencies , for more information. ​ 8 . Subsequent Events Subsequent events have been evaluated through November 14, 2025, which is the date the condensed consolidated financial statements were available to be issued. ​ 24 Table of Contents Entry Into A Material Definitive Agreement The Company entered into a term sheet (the “Term Sheet”) with 2521 Entertainment, LLC (“2521”, together with the Company, the “JV Partners”) that sets forth the principal terms and conditions governing the joint venture between the JV Partners, through Giant Slayer Media LLC (“Giant Slayer Media” or the “JV”). The Term Sheet, pursuant to its terms, became binding on October 7, 2025, upon the execution of that certain Asset Purchase Agreement by and between Slingshot USA LLC (“Slingshot”) and Giant Slayer Media, also dated as of October 7, 2025 (the “Asset Purchase Agreement”). The Term Sheet will remain in effect until the earlier of (a) the execution of the definitive Limited Liability Company Agreement for the JV (the “LLCA”) and a distribution agreement between the Company (or one of its affiliates) and Giant Slayer Media (the “Distribution Agreement”) or (b) the mutual agreement of the JV Partners to terminate the Term Sheet. ​ Pursuant to the Term Sheet, the Company will contribute $ 31,366,686 and 2521 will contribute $ 46,550,473 in cash to the JV. Moreover, the Company will also be credited, as a capital contribution, an amount equal to $ 2,342,277 on account of a previous investment with Slingshot, which will result in the Company’s total initial capital contribution of $ 33,708,963 . Following the cash contribution by the JV Partners, the equity split in the JV will be 42 % to the Company and 58 % to 2521. ​ Separately, under the Term Sheet, the JV Partners will negotiate in good faith and execute definitive agreements to implement the terms of the Term Sheet, including the Asset Purchase Agreement, the LLCA and the Distribution Agreement, each in form and substance reasonably acceptable to the JV Partners. ​ Under the Term Sheet, and by means of the Asset Purchase Agreement, Giant Slayer Media will acquire substantially all of the assets of Slingshot related to the animated feature film, DAVID, the associated works and certain other ancillary rights and obligations (the “Purchased Assets”), for an aggregate purchase price of $ 77,917,159 in cash. Further, except as may be otherwise provided in the Distribution Agreement: (a) Giant Slayer Media will acquire ownership of the Purchased Assets under the Asset Purchase Agreement; (b) each of the JV Partners will agree to assign, and will cause its affiliates and personnel to assign, to Giant Slayer Media all rights, title and interest in and to any derivative works, sequels, prequels, spinoffs or other works based on or derived from the Purchased Assets and (c) all such rights will automatically vest in Giant Slayer Media without further action. The Company or its relevant affiliate will act as the distributor of the Purchased Assets under the Distribution Agreement, which will contain specific payment terms, events of default and guaranty terms. The relationship of the JV Partners in the JV will be governed by the LLCA, which will contain specific terms regarding the distribution of proceeds received from the Company under the Distribution Agreement and other terms relating to the management of the JV. ​ In addition to the consummation of the transactions contemplated in the Term Sheet, the Asset Purchase Agreement also provided for, upon the closing of the transactions contemplated therein, the revocation by Slingshot of its deemed termination of the distribution agreement between the Company and Slingshot and the dismissal of the current lawsuit, brought by Slingshot against Angel Studios Licensing, LLC, the Company’s affiliate, pursuant to a Confidential Dismissal Agreement and Mutual Release (the “Dismissal Agreement”) effective as of October 7, 2025, by and between Angel Studios Licensing, LLC and Slingshot. The Dismissal Agreement resolved in full the action titled Slingshot USA, LLC v. Angel Studios Licensing, LLC, Case No. 250401064, in the Fourth Judicial District Court, Utah County, State of Utah (the “Lawsuit”), and any and all claims arising from or relating to the parties’ prior content distribution agreements concerning DAVID and Young David. Slingshot dismissed the Lawsuit with prejudice on October 8, 2025. ​ ​ 25 Table of Contents