What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2025-07-31 compared with 2025-05-01 · 102 added, 62 removed, 161 unchanged (50% of the section changed)

18 unchanged sentences

interruptions, delays or changes in our services or our Web hosting;

may incur debt to meet future capital requirements;

potential debt incurred to meet future capital requirements;

volatility and weakness in bank and capital markets;

5 unchanged sentences

customer’s nonrenewal of their agreements and other similar changes could negatively impact revenue, operating results and financial conditions;

the exposure of market, interest, credit and liquidity risk on client funds held int rust;

our operation in highlight competitive markets;

the exposure of market, interest, credit and liquidity risk on client funds held in trust;

our operations in highly competitive markets;

risk that our clients could have insufficient funds that could result in limitations in the ability to transmit ACH transactions;

18 unchanged sentences

Asure assumes no obligation and does not intend to update these forward-looking statements, except as required by law.

The following review of Asure’s financial position as of March 31, 2025 and December 31, 2024, and results of operations for the three months ended March 31, 2025 and 2024 should be read in conjunction with our 2024 Annual Report on Form 10-K filed with the SEC on March 6, 2025.

The following review of Asure’s financial position as of June 30, 2025 and December 31, 2024, and results of operations for the three and six months ended June 30, 2025 and 2024 should be read in conjunction with our 2024 Annual Report on Form 10-K filed with the SEC on March 6, 2025.

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) are available through the investor relations page of our internet website free of charge as soon as reasonably practicable after they are electronically filed, or furnished to, the SEC.

9 unchanged sentences

Our HR Compliance services combine expert guidance with scalable digital delivery.

AsurePay™, our Visa-branded payroll card, provides employees with fast, secure access to earned wages.

AsurePay™, our payroll card, provides employees with fast, secure access to earned wages.

Additionally, through our licensed brokerage, we offer Insurance Services that help employers manage benefits and reduce administrative costs.

13 unchanged sentences

Approximately 20% of our clients are direct and the remaining clients are indirect, as they have contracts with reseller partners who white label our solutions.

On July 1, 2025, we acquired Lathem Time 2025, LLC, (f/k/a Lathem Time Corporation, “Lathem”) a trusted name in employee time and attendance solutions.

Lathem’s existing cloud-based time and attendance solutions and customer base will add to the scale of our existing time and attendance business.

The acquisition enables us to both improve our existing time and attendance offerings as well as allow us to cross-sell our full suite of HCM products to the new customer base.

RESULTS OF OPERATIONS (in thousands)

The following table sets forth, for the fiscal periods indicated, the percentage of total revenue represented by certain items in our Condensed Consolidated Statements of Comprehensive Loss:

Three Months Ended March 31,

Six Months Ended June 30,

Revenue 100 % 100 %

13 unchanged sentences

As a percentage of total revenue, we expect our mix of recurring revenue, and professional services, hardware and other revenue to remain relatively constant.

While revenue mix varies by product, recurring revenue consistently represented over 95% of total revenue in three months ended March 31, 2025, and 2024.

While revenue mix varies by product, recurring revenue consistently represented over 95% of total revenue in the three and six months ended June 30, 2025, compared to 96% in the three and six months ended June 30, 2024.

Our revenue was derived from the following sources (in thousands):

Three Months Ended March 31, Variance

Three Months Ended

June 30, Variance

2025 2024 $ %

2 unchanged sentences

Total $ 30,124 $ 28,044 $ 2,080 7 %

Six Months Ended

June 30, Variance

2025 2024 $ %

Recurring $ 61,783 $ 57,324 $ 4,459 8 %

Professional services, hardware and other 3,195 2,372 823 35 %

Total $ 64,978 $ 59,696 $ 5,282 9 %

Recurring Revenue

7 unchanged sentences

Recurring revenues include revenues relating to the annual processing of payroll forms, such as Form W-2 and Form 1099, and revenues from processing unscheduled payroll runs (such as bonuses) for our clients.

Because payroll forms are typically processed in the first quarter of the year and many of our clients are subject to form filing requirements mandated by the ACA, first quarter revenues and margins are generally higher than in subsequent quarters.

We anticipate our revenues will continue to exhibit this seasonal pattern related to Affordable Care Act (“ACA”) form filings for so long as the ACA (or replacement legislation) includes employer reporting requirements.

Because payroll forms are typically processed in the first quarter of the year and many of our clients are subject to form filing requirements mandated by the Affordable Care Act (“ACA”), first quarter revenues and margins are generally higher than in subsequent quarters.

We anticipate our revenues will continue to exhibit this seasonal pattern related to ACA form filings for so long as the ACA (or replacement legislation) includes employer reporting requirements.

In addition, we often experience increased revenues during the fourth quarter due to unscheduled payroll runs for our clients that occur before the end of the year.

5 unchanged sentences

The amount of interest we earn from the investment of client funds is also impacted by changes in interest rates.

Recurring revenue for the three months ended March 31, 2025 was $33,187, an increase of $2,914, or 10%, from $30,273 for the three months ended March 31, 2024.

The increase is primarily due to an increase tax management solutions.

Recurring revenue for the three months ended June 30, 2025 was $28,596, an increase of $1,545, or 6%, from $27,051 for the three months ended June 30, 2024.

The increase is primarily due to an increase in tax management solutions.

Recurring revenue for the six months ended June 30, 2025 was $61,783, an increase of $4,459, or 8%, from $57,324 for the six months ended June 30, 2024.

The increase is primarily due to an increase in tax management solutions.

Professional Services, Hardware and Other Revenue

Professional Services, Hardware and Other Revenues represents implementation fees, one-time consulting projects, on-premise maintenance, hardware devices to enhance our software products as well as ERTC revenues that are transactional in nature.

Professional services, hardw are and other revenue increased $288, or 21%, for the three months ended March 31, 2025 from the similar period in 2024, primarily due to an increase in professional services, offset with a decrease in non-recurring ERTC revenue.

Professional services, hardware and other revenue increased $535, or 54%, for the three months ended June 30, 2025 from the similar period in 2024, primarily due to an increase in professional services, offset with a decrease in non-recurring ERTC revenue.

Refer to “Risk Factors” previously disclosed in our Annual Report on Form 10-K, filed with the SEC on March 6, 2025, for more information about risks related to our ERTC business.

Professional services, hardware, and other revenue increased $823, or 35%, for the six months ended June 30, 2025 from the similar period in 2024, primarily due to a an increase in professional services.

Our total customer base is widely spread across industries and sizes.

2 unchanged sentences

Gross Profit and Gross Margin

Consolidated gross profit for the three months ended March 31, 2025, was $24,608, an increase of $2,001, or 9%, from $22,607 for the three months ended March 31, 2024.

Gross margin as a percentage of revenue remained consistent at 71% for the three months ended March 31, 2025, and 2024.

Consolidated gross profit for the three months ended June 30, 2025, was $19,911, an increase of $1,043, or 6%, from $18,868 for the three months ended June 30, 2024.

Gross profit as a percentage of revenue decreased to 66% for the three months ended June 30, 2025 from 67% for the same period in 2024.

Consolidated gross profit for the six months ended June 30, 2025, was $44,519, an increase of $3,044, or 7%, from $41,475 for the six months ended June 30, 2024.

Gross profit as a percentage of revenue remained flat at 69% for the six months ended June 30, 2025 and 2024.

Our cost of sales relates primarily to direct product costs, compensation for operations and related consulting expenses, hardware expenses, facilities, and related expenses and the amortization of our purchased software development costs.

2 unchanged sentences

Sales and marketing expenses primarily consist of salaries and related expenses for sales and marketing staff, including stock-based expenses, commissions, as well as marketing programs, which include events, corporate communications and product marketing activities.

Sales and marketing expenses for the three months ended March 31, 2025 were $8,386, an increase of $619, or 8%, from $7,767 for the three months ended March 31, 2024.

The increase is primarily due to an increase in compensation to direct sales personnel and external referral partners, partially offset by a decrease in marketing initiatives.

S ales and marketing expenses as a percentage of revenue decreased to 24% for the three months ended March 31, 2025 from 25% for the same period in 2024.

Sales and marketing expenses for the three months ended June 30, 2025 were $8,149, an increase of $1,225, or 18%, from $6,924 for the three months ended June 30, 2024.

The increase is primarily due to an increase in headcount resulting in an increase in salaries and wages.

Sales and marketing expenses as a percentage of revenue increased to 27% for the three months ended June 30, 2025 from 25% for the same period in 2024.

Sales and marketing expenses for the six months ended June 30, 2025 were $16,535, an increase of $1,844, or 13%, from $14,691 for the six months ended June 30, 2024.

The increase is primarily due to an increase in referral fees associated with non-recurring ERTC revenue arrangements.

Sales and marketing expenses as a percentage of revenue remained flat at 25% for the six months ended June 30, 2025 and 2024.

We expect to continue to expand and increase selling costs as we focus on hiring direct sales personnel, expanding recognition of our brand, and lead generation.

1 unchanged sentence

General and administrative expenses primarily consist of salaries and related expenses, including stock-based expenses for finance and accounting, legal, internal audit, human resources and management information systems personnel, legal costs, professional fees, and other corporate expenses such as transaction costs for acquisitions.

General and administrative expenses for the three months ended March 31, 2025 were $11,900, an increase of $1,837, or 18%, from $10,063 for the three months ended March 31, 2024.

The increase is primarily attributable to increased personnel compensation expenses along with higher service costs associated with regulatory compliance and transactions.

Ge neral and administrative expenses as a percentage of revenue increased to 34% for the three months ended March 31, 2025 from 32% for the same period in 2024.

General and administrative expenses for the three months ended June 30, 2025 were $10,968, an increase of $850, or 8%, from $10,118 for the three months ended June 30, 2024.

The increase is primarily attributable to increased personnel compensation expenses along with higher service costs associated with regulatory compliance and customer relationship acquisitions.

General and administrative expenses as a percentage of revenue remained flat at 36% for the three months ended June 30, 2025 and 2024.

General and administrative expenses for the six months ended June 30, 2025 were $22,868, an increase of $2,687, or 13%, from $20,181 for the six months ended June 30, 2024.

The increase is primarily attributable to an increased personnel compensation expenses along with higher service costs associated with regulatory compliance and customer relationship acquisitions.

General and administrative expenses as a percentage of revenue increased to 35% for the six months ended June 30, 2025 compared to 34% for the same period in 2024.

Research and Development Expenses

Research and development (“R&D”) expenses consist primarily of salaries and related expenses, including stock-based expenses for employees supporting our R&D activities.

R&D expenses for the three months ended March 31, 2025 were $2,029, an increase of $260, or 15%, from $1,769 for the three months ended March 31, 2024.

The increase is primarily attributable to an increase personnel compensation expenses and partially offset by an increase in capitalization of software expenses for continued investment in the development of our products.

R &D expenses as a percentage of revenue remained flat at 6% for the three months ended March 31, 2025 compared to the same period in 2024.

R&D expenses for the three months ended June 30, 2025 were $1,273, a decrease of $689, or 35%, from $1,962 for the three months ended June 30, 2024.

The decrease is primarily attributable to an increase in capitalization of software development expenses driven by continued investments in the development of our products, partially offset by an increase in personnel compensation expenses.

R&D expenses as a percentage of revenue decreased to 4% for the three months ended June 30, 2025 from 7% for the same period in 2024.

R&D expenses for the six months ended June 30, 2025 were $3,302, a decrease of $429, or 11%, from $3,731 for the six months ended June 30, 2024.

R&D expenses as a percentage of revenue decreased to 5% for the six months ended June 30, 2025 from 6% for the same period in 2024.

Amortization of Intangible Assets

Amortization expense for the three months ended March 31, 2025 was $4,308, an increase of $859, or 25%, from $3,449 for the three months ended March 31, 2024.

The increase in amortization expense is primarily attributable to increased acquisition activity compared to the prior year.

Amortization expense as a percentage of revenue increased to 12% for the three months ended March 31, 2025 from 11% for the same period in 2024.

Amortization expense for the three months ended June 30, 2025 was $4,173, an increase of $127, or 3%, from $4,046 for the three months ended June 30, 2024.

The increase is primarily attributable to our continuing acquisitions strategy, with additional acquisitions occurring each quarter.

Amortization expense as a percentage of revenue remained flat at 14% for the three months ended June 30, 2025 from 14% for the same period in 2024.

Amortization expense for the six months ended June 30, 2025 was $8,481, an increase of $986, or 13%, from $7,495 for the six months ended June 30, 2024.

The increase is primarily attributable to our continuing acquisitions strategy, with additional acquisitions occurring each quarter.

Amortization expense as a percentage of revenue remained flat at 13% for the six months ended June 30, 2025 from 13% for the same period in 2024.

Interest Income and Expense

Interest income for the three months ended March 31, 2025 was $171 compared to interest income of $336 for the three months ended March 31, 2024.

Interest income as a percentage of revenue was negligible for the three months ended March 31, 2025, compared to 1% for the three months ended March 31, 2024 .

Interest expense for the three months ended March 31, 2025 was $451 compared to interest expense of $180 for the three months ended March 31, 2024.

Interest expense as a percentage of revenue was 1% for the three months ended March 31, 2025 and 2024.

Other Income, Net

Other income, net for the three months ended March 31, 2025 was $188 compared to $10 for the three months ended March 31, 2024.

Other income, net as a percentage of revenue was 1% for the three months ended March 31, 2025, and negligible for the three months ended March 31, 2024 .

The increase is primarily attributable to the receipt of incremental ERTC refundable tax credit paid by the IRS for our original claim.

For the three months ended March 31, 2025 and 2024, we recorded income tax expense attributable to continuing operations of $291 and $33, respectively, an increase of $258.

We incurred a loss of $2,398, or $0.09 per share, during the three months ended March 31, 2025, compared to a loss of $308, or $0.01 per share, during the three months ended March 31, 2024.

Loss as a percentage of total revenue was 7% and 1% for the three months ended March 31, 2025 and 2024, respectively.

Interest income for the three months ended June 30, 2025 was $277 compared to interest income of $261 for the three months ended June 30, 2024.

Interest income as a percentage of revenue was 1% for the three months ended June 30, 2025 and 2024.

Interest expense for the three months ended June 30, 2025 was $809 compared to interest expense of $208 for the three months ended June 30, 2024.

Interest expense as a percentage of revenue was 3% for the three months ended June 30, 2025 compared to 1% for the three months ended June 30, 2024.

The increase in Interest expense in the three months ended June 30, 2025 is primarily due to our new Loan Agreement (defined below) with MidCap Financial Trust (“MidCap”) during the quarter.

Interest income for the six months ended June 30, 2025 was $448 compared to interest income of $597 for the six months ended June 30, 2024.

Interest income as a percentage of revenue was 1% for the three months ended June 30, 2025 and 2024.

Interest expense for the six months ended June 30, 2025 was $1,260 compared to interest expense of $388 for the six months ended June 30, 2024.

Interest expense as a percentage of revenue was 2% for the six months ended June 30, 2025 compared to 1% for the six months ended June 30, 2024.

The increase in interest expense in the six months ended June 30, 2025 is primarily due to our new Loan Agreement with MidCap during the period.

Other (Expense) Income, Net

Other (expense) income, net for the three months ended June 30, 2025 was $96 of expense compared to $0 for the three months ended June 30, 2024.

Other (expense) income, net as a percentage of revenue was negligible for the three months ended June 30, 2025 and 2024.

Other (expense) income, net for the six months ended June 30, 2025 was $92 of income compared to $10 of income for the six months ended June 30, 2024.

Other (expense) income, net as a percentage of revenue was negligible for the six months ended June 30, 2025 and 2024.

For the three months ended June 30, 2025 and 2024, we recorded income tax expense attributable to continuing operations of $843 and $231, respectively, an increase of $612.

For the six months ended June 30, 2025 and 2024, we recorded income tax expense attributable to continuing operations of $1,134 and $264, respectively, an increase of $870.

We incurred a loss of $6,123, or $0.22 per share, during the three months ended June 30, 2025, compared to a loss of $4,360, or $0.17 per share, during the three months ended June 30, 2024.

Loss as a percentage of total revenue was 20% and 16% for the three months ended June 30, 2025 and 2024, respectively.

We incurred a loss of $8,521, or $0.31 per share, during the six months ended June 30, 2025, compared to a loss of $4,668, or $0.18 per share, during the six months ended June 30, 2024.

Loss as a percentage of total revenue was 13% and 8% for the six months ended June 30, 2025 and 2024, respectively.

LIQUIDITY AND CAPITAL RESOURCES (in thousands)

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Cash and cash equivalents (1)

$ 66,000 $ 21,425

(1) This balance excludes cash equivalents in funds held for clients.

Working Capital .

We had working capital of $9,000 at March 31, 2025, a decrease of $4,641 from working capital of $13,641 at December 31, 2024.

Working capital as of March 31, 2025 and December 31, 2024 includes $4,662 and $8,363 of short-term deferred revenue, respectively.

We had working capital of $64,268 at June 30, 2025, an increase of $50,627 from working capital of $13,641 at December 31, 2024.

Working capital as of June 30, 2025 and December 31, 2024 includes $3,724 and $8,363 of short-term deferred revenue, respectively.

Deferred revenue is an obligation to perform future services.

2 unchanged sentences

Operating Activities .

Net cash provided by operating activities of $1,996 for the three months ended March 31, 2025 was primarily driven by non-cash adjustments to our net loss of approximately $8,277, primarily due to depreciation and amortization and share-based compensation.

Net cash provided by operating activities of $5,151 for the six months ended June 30, 2025 was primarily driven by non-cash adjustments to our net loss of approximately $17,614, primarily due to depreciation, amortization, and share-based compensation.

This was offset by changes in operating assets and liabilities, which resulted in a use of $3,942 in cash.

Net cash used in operating activities of $3,947 for the three months ended March 31, 2024 was driven by non-cash adjustments to our net loss of approximately $6,579, primarily due to depreciation and amortization and share-based compensation.

For the three months ended March 31, 2024, changes in operating assets and liabilities resulted in a use of $10,218 in cash.

Net cash used in operating activities of $1,719 for the six months ended June 30, 2024 was primarily driven by changes in operating assets and liabilities, which results in a use of $10,677 in cash.

This was offset by non-cash adjustments to our net loss of approximately $13,626, primarily due to depreciation, amortization, and share-based compensation.

Investing Activities .

Net cash used in investing activities of $12,630 for the three months ended March 31, 2025 is primarily due to purchases of available-for-sale securities and maturities of $6,589 and intangible assets of $6,346, offset by proceeds from sales and maturities of available-for-sale securities of $3,266.

Net cash used in investing activities of $4,495 for the three months ended March 31, 2024 is primarily due to purchases of available-for-sale securities and maturities of $3,516.

Net cash used in investing activities of $17,814 for the six months ended June 30, 2025 is primarily due to acquisitions of intangible assets in business combinations or asset acquisitions of $6,346, purchases of available-for-sale securities and maturities of $12,304, and software capitalization costs of $6,470, partially offset by proceeds from sales and maturities of available-for-sale securities of $7,699.

Net cash used in investing activities of $7,359 for the six months ended June 30, 2024 is primarily due to purchases of available-for-sale securities and maturities of $6,462 and software capitalization costs of $5,042, partially offset by proceeds from sales and maturities of available-for-sale securities of $8,617.

Financing Activities .

Net cash provided by financing activities was $63,925 for the three months ended March 31, 2025, which primarily consisted of a net increase in client fund obligations of $64,207.

Net cash provided by financing activities was $21,062 for the three months ended March 31, 2024, which primarily consisted of a net increase in client fund obligations of $21,122.

We also had an outstanding promissory note with an unrelated third party intended to fund future acquisitions and for general working capital purposes from November 2024 in the amount of $5,000 as of March 31, 2025.

On April 10, 2025, the note was paid off in full alongside a $100 prepayment fee using the proceeds of the new credit facility described below.

As of March 31, 2025, we have seven subordinated promissory notes related to acquisitions that occurred during the three months ended March 31, 2025 and prior years with a combined outstanding principal balance of $11,345 and maturity dates ranging from October 1, 2025 to July 1, 2029.

On April 10, 2025, we entered into a Credit, Security and Guaranty Agreement (the “Loan Agreement”) with MidCap Financial Trust (“MidCap”) and the lenders from time to time party thereto (such lenders collectively with MidCap, the “Lenders”).

Under the Loan Agreement, we may borrow up to $60,000 from the Lenders, with $20,000 funded on April 10.

2025, the closing date of the Loan Agreement (the “Closing Date”).

The remaining $40,000 is available through March 31, 2027, in increments of $2,000 (subject to customary notice period requirements), provided that we maintain a Total Leverage Ratio (as defined in the Loan Agreement) of less than 4.50 to 1.00, at the time that we draw funds, and that the funds are used for permitted acquisitions (as defined in the Loan Agreement).

Net cash provided by financing activities was $73,097 for the six months ended June 30, 2025, which primarily consisted of net proceeds of $57,982 from the Loan Agreement (defined below) with MidCap and net increase in client fund obligations of $20,461.

Net cash used in financing activities was $27,935 for the six months ended June 30, 2024, which primarily consisted of a net decrease in client fund obligations of $28,225.

As of June 30, 2025, we have seven subordinated promissory notes related to acquisitions that occurred during the six months ended June 30, 2025 and prior years with a combined outstanding principal balance of $11,345 and maturity dates ranging from October 1, 2025 to July 1, 2029.

On April 10, 2025, we entered into a Credit, Security and Guaranty Agreement (as amended, the “Loan Agreement”) with MidCap and the lenders from time to time party thereto (such lenders collectively with MidCap, the “Lenders”).

Under the Loan Agreement, we may borrow up to $60,000 from the Lenders, all of which has been funded as of June 30, 2025.

The first $20,000 was advanced on April 10, 2024, the closing date of the Loan Agreement.

The remaining $40,000 was advanced on June 30, 2025, which funds may only be used for Permitted Acquisitions (as defined in the Loan Agreement).

The maturity date of the loan as provided under the Loan Agreement is April 1, 2030 (the “Maturity Date”).

3 unchanged sentences

Also on a monthly basis, we must pay an administrative agency fee to MidCap equal to 0.25% of the average end-of-day principal balance outstanding during the immediately preceding month.

At the time of the final payment of the loan, we will provide a final payment fee of 1.00% of the amount advanced thereunder except in the case of a refinance of the loan with MidCap and the Lenders.

We are subject to customary events of default as described in the Loan Agreement.

In such event, and for so long as it continues, the outstanding loan balance will bear interest at 2.0% per annum in excess of the rate otherwise payable.

Under the Loan Agreement, we covenant to maintain a (1) Total Leverage Ratio (as defined in the Loan Agreement), as tested quarterly, no greater than 5.50 to 1.00, and (2) minimum liquidity threshold of 10.00% of the outstanding principal amount of the Loans.

In connection with the Loan Agreement, we incurred $1,954 of origination, legal, and other fees that represent debt financing costs to be deferred and amortized over the duration of the Loan Agreement.

As a result, net proceeds of the Loan Agreement were $18,046.

Under the Loan Agreement, we covenant to maintain (1) Total Leverage Ratio (as defined in the Loan Agreement), as tested quarterly, no greater than 5.50 to 1.00, and (2) minimum liquidity threshold of 10.00% of the outstanding principal amount of the Loans.

As of June 30, 2025, we are in compliance with all covenants under the Loan Agreement.

During July 2025, we entered a Limited Consent, Amendment No.

1, and Joinder to the Loan Agreement and Amendment No.

2 of the Loan Agreement (the “Amendments”).

The Amendments, collectively, resulted in an increase in our minimum liquidity threshold from $6,000 (10.00% of the outstanding balance under the Loan Agreement) to $10,000.

In addition, we agreed with the Lenders to increase the final payment fee paid to the Lenders at the time of final payment under the loan from 1.00% to 2.00% of the amount advanced thereunder except in the case of a refinance of the loan with MidCap and the Lenders, in which case, the unaccrued portion of that fee would be waived.

Furthermore, Lathem joined the Loan Agreement as Guarantor and the Lenders consented to the Lathem transaction.

Sources of Liquidity .

As of March 31, 2025, our principal sources of liquidity consisted of approximately $14,076 of cash and cash equivalents, cash generated from operations of our business over the next twelve months, and the net proceeds from our Loan Agreement received on April 10, 2025.

We also have the ability to obtain an additional $40,000 from the Loan Agreement.

With respect to future advances under the Loan Agreement, we must use such proceeds for acquisitions.

As of June 30, 2025, our principal sources of liquidity consisted of $66,000 of cash and cash equivalents from proceeds of the MidCap Loan Agreement and cash generated from operations of our business over the next twelve months.

Additionally, we have access to an “at the market offering” program entered in October 31, 2024, under which we may offer and sell up to $25,000 of newly issued common stock.

As of March 31, 2025, there are $25,000 of shares of common stock available for issuance under the program.

As of June 30, 2025, there are $25,000 of shares of common stock available for issuance under this program.

We cannot ensure that we can grow our cash balances or limit our cash consumption and thus maintain sufficient cash balances for our planned operations or future acquisitions;

12 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis