What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-02-13 compared with 2025-11-10 · 140 added, 81 removed, 334 unchanged (40% of the section changed)

Financial Statements

Lendway, Inc.

Bloomia Holdings, Inc.

and Subsidiaries

1 unchanged sentence

Values are rounded to the nearest thousand dollars and thousand shares

September 30, 2025

December 31, 2025

June 30, 2025

32 unchanged sentences

Common stock, par value $ 0.01 :

Authorized shares - 5,714,000

Issued and outstanding shares - 1,770,000 at both September 30, 2025 and June 30, 2025

Authorized shares - 10,000,000 at December 31, 2025 and 5,714,000 at June 30, 2025

Issued and outstanding shares - 1,773,000 at December 31, 2025 and 1,770,000 at June 30, 2025

Additional paid-in capital

3 unchanged sentences

( 4,908,000 )

Total stockholders’ equity attributable to Lendway, Inc.

Total stockholders’ equity attributable to Bloomia Holdings, Inc.

Equity from noncontrolling interest

2 unchanged sentences

See accompanying notes to the condensed consolidated financial statements.

Lendway, Inc.

Bloomia Holdings, Inc.

and Subsidiaries

2 unchanged sentences

Three Months Ended

September 30,

Six Months Ended

Cost of goods sold

Gross (loss) profit

Gross profit (loss)

Sales, general and administrative expenses

2 unchanged sentences

( 3,887,000 )

Foreign currency transaction loss, net

( 5,332,000 )

( 5,238,000 )

Foreign currency transaction (gain) loss, net

Interest expense, net

3 unchanged sentences

( 4,404,000 )

( 7,411,000 )

( 6,598,000 )

Income tax benefit

( 1,045,000 )

( 1,382,000 )

( 1,781,000 )

Net loss from continuing operations

1 unchanged sentence

( 3,359,000 )

( 6,029,000 )

( 4,817,000 )

Income from discontinued operations, net of tax

2 unchanged sentences

( 3,337,000 )

( 6,029,000 )

( 4,729,000 )

Net loss attributable to noncontrolling interest

Net loss attributable to Lendway, Inc.

Net loss attributable to Bloomia Holdings, Inc.

( 2,276,000 )

( 2,940,000 )

Other comprehensive income (foreign currency translation gain)

Comprehensive income attributable to noncontrolling interest

Comprehensive loss attributable to Lendway, Inc.

( 5,130,000 )

( 4,065,000 )

Net loss per basic and diluted share attributable to Lendway, Inc.:

Other comprehensive income (loss) (foreign currency translation)

Comprehensive income (loss) attributable to noncontrolling interest

Comprehensive loss attributable to Bloomia Holdings, Inc.

( 2,231,000 )

( 2,987,000 )

( 5,058,000 )

( 4,111,000 )

Net loss per basic and diluted share attributable to Bloomia Holdings, Inc.:

Continuing operations

4 unchanged sentences

See accompanying notes to the condensed consolidated financial statements.

Lendway, Inc.

Bloomia Holdings, Inc.

and Subsidiaries

1 unchanged sentence

Values are rounded to the nearest thousand dollars and thousand shares (Unaudited)

Total Lendway

Total Bloomia

Comprehensive

11 unchanged sentences

( 7,762,000 )

Value of stock-based compensation

Issuance of common stock

( 2,276,000 )

( 2,664,000 )

Other comprehensive income

BALANCE DECEMBER 31, 2025

( 10,038,000 )

BALANCE JUNE 30, 2024

7 unchanged sentences

( 3,464,000 )

Value of stock-based compensation

( 2,940,000 )

( 3,337,000 )

Other comprehensive loss

BALANCE AT DECEMBER 31, 2024 (Audited)

( 6,404,000 )

See accompanying notes to the condensed consolidated financial statements.

Lendway, Inc.

Bloomia Holdings, Inc.

and Subsidiaries

1 unchanged sentence

Values are rounded to the nearest thousand dollars (Unaudited)

Three Months Ended September 30,

Six Months Ended December 31,

Operating Activities

5 unchanged sentences

Amortization of deferred financing costs

Provision for credit loss (benefit) expense

Stock-based compensation expense

2 unchanged sentences

Deferred income taxes

( 1,549,000 )

( 1,917,000 )

Equity method investment income

Other non-cash items

Changes in operating assets and liabilities

7 unchanged sentences

Receipts of escrow receivable

Net cash (used in) provided by investing activities

Net cash used in investing activities

Financing Activities

6 unchanged sentences

Principal payments on finance lease liabilities

Proceeds from issuances of common stock

Net cash provided by financing activities

Effect of exchange rate changes on cash

Net increase (decrease) in cash and cash equivalents

Net increase in cash and cash equivalents

Cash and cash equivalents, beginning of period

5 unchanged sentences

Purchase of property and equipment included in accounts payable

Capitalized software included in accounts payable

Purchase of property and equipment included in debt

See accompanying notes to the condensed consolidated financial statements.

Lendway, Inc.

Bloomia Holdings, Inc.

and Subsidiaries

2 unchanged sentences

Description of Business.

Lendway, Inc.

Bloomia Holdings, Inc .

(“the Company”) is a specialty agricultural (“ag”) company focused on making and managing its ag investments in the United States (“U.S.”) and internationally.

7 unchanged sentences

The remaining 81.4 % equity interest of Tulp 24.1 is owned by the Company and the Company is and maintains control of Tulp 24.1 as its sole managing member.

On January 28, 2026, the Company changed its name to Bloomia Holdings, Inc.

by filing an amendment to its Certificate of Incorporation with the Secretary of State of the State of Delaware.

The name change became effective on January 28, 2026.

As a result of the name change, effective February 2, 2026, the Company’s common stock, par value $ 0.01 per share, ceased trading on the Nasdaq Capital Market under the name Lendway, Inc.

and under the ticker symbol “LDWY” and began trading on the Nasdaq Capital Market under the name Bloomia Holdings, Inc.

and under new ticker symbol “TULP”.

The CUSIP of the Common Stock did not change in connection with the name change or the ticker symbol change.

As previously reported, the Company’s Board of Directors approved a change in the Company’s fiscal year end from December 31 to June 30 of each calendar year.

As a result, the three months ended September 30, 2025 represent the first quarter of the fiscal year ending June 30, 2026 (“fiscal year 2026”).

As a result, the three months ended December 31, 2025 represent the second quarter of the fiscal year ending June 30, 2026 (“fiscal year 2026”).

Basis of Presentation.

8 unchanged sentences

Sales, expenses, cash flows, assets and liabilities can and do vary during the year as a result of seasonality and other factors.

The tulip business tends to be seasonal, with the first and second calendar quarters being the strongest sales season.

The tulip business tends to be seasonal, with the first and second calendar quarters (the Company’s third and fourth fiscal quarters) being the strongest sales season.

Accounts receivable and inventory balances are at their lowest levels in June and July following the strong sales season.

Inventory balances peak in the first calendar quarter ahead of the primary selling season.

Inventory balances peak in the fourth and first calendar quarter (the Company’s second and third fiscal quarters) ahead of the primary selling season.

Therefore, interim results are not necessarily indicative of results to be expected for the full fiscal year.

Significant Accounting Policies.

We use the same accounting policies in preparing quarterly and annual financial statements.

We use the same accounting policies in preparing quarterly and annual financial statements, as disclosed in the notes to financial statements included in the Form 10-KT.

The preparation of condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses during the reporting period.

The carrying amounts of certain financial instruments, which include cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and other financial working capital items approximate their fair values at September 30, 2025 and June 30, 2025 due to their short-term nature and management’s belief that their carrying amounts approximate the amount for which the assets could be sold or the liabilities could be settled.

The carrying amounts of certain financial instruments, which include cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and other financial working capital items approximate their fair values at December 31, 2025 and June 30, 2025 due to their short-term nature and management’s belief that their carrying amounts approximate the amount for which the assets could be sold or the liabilities could be settled.

The carrying amount of debt approximates fair value due to the debt’s variable market interest rate.

16 unchanged sentences

Accounts receivable are presented in the condensed consolidated balance sheets at their outstanding balances net of the allowance for credit losses.

The allowance for credit losses was $ 122,000 at both September 30, 2025 and June 30, 2025.

These receivables are generally trade receivables due in one year or less or expected to be billed and collected within one year.

The allowance for credit losses was $ 45,000 and $ 122,000 at December 31, 2025 and June 30, 2025, respectively.

The change in allowance was primarily due to write-offs of uncollectible invoices of $ 34,000 that had previously been reserved.

Receivables are generally trade receivables due in one year or less or expected to be billed and collected within one year.

The Company estimates credit losses on accounts receivable in accordance with ASC 326 Financial Instruments - Credit Losses .

5 unchanged sentences

The Company records a prepaid expense when it has paid for a good or service that it has not yet incurred.

As of September 30, 2025 and June 30, 2025, the Company had paid $ 329,000 and $ 887,000 , respectively, for bulbs to be received in fiscal year 2026.

The balance in prepaids and other current assets includes $ 813,000 of ex-force bulbs as of September 30, 2025.

As of June 30, 2025, ex-force bulbs were included in other assets.

As of December 31, 2025 and June 30, 2025, the Company had paid $ 836,000 and $ 887,000 , respectively, for bulbs to be received in fiscal year 2026.

The balance in prepaid expenses and other current assets also includes $ 814,000 of ex-force bulbs as of December 31, 2025.

As of June 30, 2025, these ex-force bulbs were included in other assets.

The following table presents revenue disaggregated by customer, as determined by the operational nature of their industry:

Three Months Ended

September 30, 2025

September 30, 2024

During the three months ended September 30, 2025 and 2024, the Company had three customers that accounted for 10% or more of the total revenues.

During the three months ended September 30, 2025, three customers accounted for approximately 32 %, 19 %, and 18 % of revenues, respectively.

During the three months ended September 30, 2024, three customers accounted for approximately 30 %, 14 %, and 13 % of revenues, respectively.

As of September 30, 2025, two of these customers also accounted for approximately 29 % and 18 % of accounts receivable, net.

As of June 30, 2025, three customers accounted for approximately 26 %, 15 %, and 10 % of accounts receivable, net.

Six Months Ended

During the three and six months ended December 31, 2025 and 2024, the Company had three customers that accounted for 10% or more of the total revenues.

During the six months ended December 31, 2025, revenue from these three customers in the aggregate represented approximately 60 % of total revenue.

As of December 31, 2025, these customers accounted for approximately 15 % of accounts receivable, net.

The loss of a major customer could adversely affect the Company’s operating results and financial condition.

Cost of Sales.

Cost of sales consists primarily of costs to procure, sort, pick, cool, and transport bulbs.

Cost of sales consists primarily of costs to procure, sort, grow, pick, cool, and transport bulbs and stems.

Additionally, cost of sales includes labor and facility costs related to production operations.

1 unchanged sentence

Inventories consisted of the following at:

September 30, 2025

December 31, 2025

June 30, 2025

4 unchanged sentences

Property and equipment, net consisted of the following at:

September 30, 2025

December 31, 2025

June 30, 2025

9 unchanged sentences

Property and equipment, net

Depreciation expense was $ 460,000 and $ 436,000 for the three months ended September 30, 2025 and 2024, respectively.

Depreciation of $ 442,000 and $ 18,000 was recorded within cost of sales and sales, general and administrative expenses, respectively, for the three months ended September 30, 2025.

Depreciation of $ 408,000 and $ 28,000 was recorded within cost of sales and sales, general and administrative expenses, respectively, for the three months ended September 30, 2024.

The components of depreciation expense are as follows within our condensed consolidated statements of operations and comprehensive loss:

Three Months Ended

Six Months Ended

Depreciation in cost of goods sold

Depreciation in sales, general and administrative expenses

Goodwill and Other Intangible Assets.

2 unchanged sentences

Other - Foreign currency translation

Balance as of September 30, 2025

Balance as of December 31, 2025

Other intangible assets and related amortization are as follows:

September 30, 2025

December 31, 2025

June 30, 2025

Customer relationships

For each of the three months ended September 30, 2025 and 2024, amortization of intangible assets expensed to operations was $ 381,000 .

The weighted average remaining amortization period for intangible assets as of September 30, 2025 and June 30, 2025 is approximately 10.4 years and 10.6 years, respectively.

For each of the three months ended December 31, 2025 and 2024, amortization of intangible assets expensed to operations was $ 382,000 .

For each of the six months ended December 31, 2025 and 2024, amortization of intangible assets expensed to operations was $ 763,000 .

The weighted average remaining amortization period for intangible assets as of December 31, 2025 and June 30, 2025 is approximately 10.1 years and 10.6 years, respectively.

Remaining estimated annual amortization expense is as follows for the fiscal years ended June 30:

2 unchanged sentences

The components of debt consisted of the following at:

September 30, 2025

December 31, 2025

June 30, 2025

15 unchanged sentences

Under the Amended Credit Agreement, among other things, the revolving facility capacity was temporarily increased from $ 6,000,000 to $ 10,000,000 and the definition of eligible inventory will continue to include inventory in the Netherlands, in each case until April 30, 2026.

Additionally, the senior cash flow leverage ratio covenant levels were revised.

Commencing September 30, 2025, the interest rate for all loans under the facility will be based on a term SOFR rate for an interest period selected by the Company plus an applicable margin, with a range from 3.00 % to 4.00 % based on the Company’s cash flow leverage ratio.

As of September 30, 2025, the Company had an outstanding balance of $ 8,575,000 under the revolving facility.

The Company breached the senior cash flow leverage ratio and the fixed charge coverage ratio as of December 31, 2025, and expects to breach as of March 31, 2026.

The Company received a waiver from the lender for both covenants for both periods.

Based on the Company’s current financial projections, we believe the Company will be in compliance with all required covenants as of June 30, 2026, as well as subsequent quarters through the end of the calendar year.

As of December 31, 2025, the Company had an outstanding balance of $ 10,000,000 under the revolving facility.

The revolving credit facility may be used by the Company for general business purposes and working capital, subject to availability under a borrowing base consisting of 80 % of eligible accounts receivable and generally 50 % of eligible inventory.

As part of the financing of the acquisition, the Company entered into notes payable with the sellers.

As part of the financing of the acquisition of Bloomia, the Company entered into notes payable with the sellers.

Notes payable for $ 12,750,000 have a term of five years with a scheduled maturity date of March 24, 2029.

3 unchanged sentences

Interest that is payable “in-kind” is added to the aggregate principal amount on the applicable interest payment date.

As of September 30, 2025 and June 30, 2025, there were $ 385,000 of debt issuance costs related to the term loan, net of amortization of $ 133,000 and $ 113,000 , respectively, which have been presented as a direct deduction from long-term debt in the accompanying condensed consolidated balance sheets.

As of September 30, 2025 and June 30, 2025, there were $ 128,000 of deferred financing costs related to the revolving credit facility, net of amortization of $ 41,000 and $ 35,000 , respectively, which have been presented within prepaid expenses and other current assets in the accompanying condensed consolidated balance sheet.

The Company incurred $ 319,000 and $ 419,000 of interest expense on the term loans and revolving facility in the three months ended September 30, 2025 and 2024, respectively.

In addition, the Company incurred non-cash paid-in-kind interest of $ 394,000 and $ 392,000 on the seller notes facility in the three months ended September 30, 2025 and 2024, respectively.

As of December 31, 2025 and June 30, 2025, there were $ 385,000 of debt issuance costs related to the term loan, net of amortization of $ 153,000 and $ 113,000 , respectively, which have been presented as a direct deduction from long-term debt in the accompanying condensed consolidated balance sheets.

As of December 31, 2025 and June 30, 2025, there were $ 128,000 of deferred financing costs related to the revolving credit facility, net of amortization of $ 48,000 and $ 35,000 , respectively, which have been presented within prepaid expenses and other current assets in the accompanying condensed consolidated balance sheet.

The Company incurred $ 452,000 and $ 771,000 of interest expense on the term loans and revolving credit facility in the three and six months ended December 31, 2025, respectively.

The Company incurred $ 483,000 and $ 902,000 of interest expense on the term loans and revolving credit facility in the three and six months ended December 31, 2024, respectively.

In addition, the Company incurred non-cash paid-in-kind interest of $ 385,000 and $ 779,000 on the seller notes facility in the three and six months ended December 31, 2025, respectively, and $ 403,000 and $ 795,000 on the seller notes facility in the three and six months ended December 31, 2024, respectively.

Term loan, revolving credit facility and paid-in-kind interest are included in interest expense, net on the condensed consolidated statements of operations and comprehensive loss.

4 unchanged sentences

(“Air T”) pursuant to which Air T has agreed to advance from time to time until August 15, 2026, but not on a revolving basis, up to $ 3,750,000 to fund the Company’s operations.

In January 2026, the 2024 Note was amended to allow for borrowing on a revolving basis.

The 2024 Note remains scheduled to mature, and all principal and accrued but unpaid interest will become due on August 15, 2029, subject to Air T’s right to demand payment on or after February 15, 2026.

1 unchanged sentence

Amounts outstanding under the 2024 Note bear interest at a fixed rate of 8.0 %, which may be increased by 3.0 % upon certain events of default, and the interest accrued and deferred until the maturity date.

As of September 30, 2025 and June 30, 2025, the Company had $ 2,150,000 and $ 3,350,000 , respectively, principal outstanding under the 2024 Note.

Interest expense incurred during the three months ended September 30, 2025 and 2024 was $ 48,000 and $ 8,000 , respectively, which is included in noncash paid in-kind interest expense on the condensed consolidated statements of cash flows.

The 2024 Note is included total current liabilities on the condensed consolidated balance sheets as of September 30, 2025 and June 30, 2025.

As of December 31, 2025 and June 30, 2025, the Company had $ 2,150,000 and $ 3,350,000 , respectively, of principal outstanding and $ 301,000 and $ 209,000 , respectively, of paid-in-kind interest outstanding under the 2024 Note.

The 2024 Note is included total current liabilities on the condensed consolidated balance sheets as of December 31, 2025 and June 30, 2025.

On September 15, 2025, the Company entered into unsecured Promissory Notes (collectively, the “2025 Notes”) with Air T, AO Partners I, L.P.

1 unchanged sentence

Kohler (“Kohler,” and, together with Air T and AO Partners Fund, the “Note Lenders”), pursuant to which the Note Lenders have agreed to lend to the Company a total of $ 4,000,000 , in the amounts of $ 1,100,156 , $ 1,699,844 , and $ 1,200,000 , respectively.

The $ 4,000,000 principal and $ 161,000 of accrued interest are included in total noncurrent liabilities on the condensed consolidated balance sheets as of December 31, 2025.

Kohler is Chief Investment Officer and Portfolio Manager of BCCM Advisors, LLC, which, according to Schedule 13G filed with the SEC on October 15, 2025, beneficially owned approximately 8.9 % of our outstanding Common Stock as of September 23, 2025.

Amounts outstanding on the 2025 Notes are included in total noncurrent liabilities on the condensed consolidated balance sheets as of September 30, 2025.

Proceeds from the 2025 Notes are expected to be used to fund operations of the Bloomia business.

Amounts outstanding under the 2025 Notes bear interest at a fixed rate of 13.5 % per year.

Interest expense incurred during the three months ended September 30, 2025 was $ 23,000 , which is included in noncash paid in-kind interest expense on the condensed consolidated statements of cash flows.

The 2025 Notes are scheduled to mature and all principal and accrued but unpaid interest will become due on June 1, 2027.

1 unchanged sentence

No closing or origination fees are being paid to any Note Lender.

Interest expense incurred related to both the 2024 Note and 2025 Notes was $ 182,000 and $ 253,000 during the three and six months ended December 31, 2025, respectively.

Interest expense incurred related to the 2024 Note was $ 61,000 and $69,000 during the three and six months ended December 31, 2024.

Interest expense incurred related to both the 2024 Note and 2025 Notes was included in noncash paid in-kind interest expense on the condensed consolidated statements of cash flows.

The Company is party to leasing contracts in which the Company is the lessee.

5 unchanged sentences

Because most of the Company’s leases do not provide an implicit rate of return, the discount rate is based on the collateralized borrowing rate of the Company, on a portfolio basis.

We have corrected the presentation of the ROU assets and lease liabilities as of June 30, 2025 to include the impact of a lease amendment that was signed in 2024, but was not previously included in the balances.

The error resulted in an increase in the operating lease ROU asset by $ 1,822,000 and the current portion of operating lease liabilities by $ 9,000 and the operating lease liabilities, net of current portion by $ 1,813,000 on the condensed consolidated balance sheet.

We evaluated the effects of these errors in the previously issued consolidated financial statements for both the prior annual periods and interim periods of the current and prior years.

We concluded, based on the relevant quantitative and qualitative factors, that the errors were not material, individually or in the aggregate, in relation to the condensed consolidated financial statements taken as a whole.

The weighted average remaining lease term and weighted average discount rate were as follows at:

September 30, 2025

December 31, 2025

June 30, 2025

7 unchanged sentences

Three Months Ended

September 30, 2025

September 30, 2024

Six Months Ended

Operating lease expense:

6 unchanged sentences

Supplemental cash flow information related to leases where the Company is the lessee is as follows:

Three Months Ended

September 30, 2025

September 30, 2024

Six Months Ended

Operating cash flows from operating leases

12 unchanged sentences

Income Taxes.

For the three months ended September 30, 2025 and 2024, the Company recorded an income tax benefit of $ 721,000 and $ 736,000 on the loss from continuing operations before income taxes, respectively.

For the three months ended September 30, 2025, the Company recorded income tax benefit of 17.6 % on loss from continuing operations.

For the three months ended September 30, 2025, the rate differs from the federal statutory rate of 21 % due to state taxes, foreign taxes, and other permanent items.

For the three months ended September 30, 2024, the Company recorded an income tax benefit of 33.5 % on loss from continuing operations.

For the three months ended September 30, 2024, the rate differs from the federal statutory rate of 21 % due to state taxes, valuation allowance change, nondeductible transaction costs, and other permanent items.

Income tax benefit and the effective tax rates were as follows:

Three Months Ended

Six Months Ended

Income tax benefit

( 1,045,000 )

( 1,382,000 )

( 1,781,000 )

Effective income tax rate

For the three and six months ended December 31, 2025, the rate differs from the federal statutory rate of 21 % due to state taxes, foreign taxes, and other permanent items.

For the three and six months ended December 31, 2024, the rate differs from the federal statutory rate of 21 % due to state and foreign taxes, valuation allowance change, nondeductible transaction costs, and other permanent items.

Net Loss per Share.

2 unchanged sentences

In determining diluted net loss per share, the Company considers whether the result of the incremental shares would be antidilutive.

During the three months ended September 30, 2025 and 2024, the Company was in a net loss position and the result of the potentially dilutive securities was determined to be antidilutive and therefore, no incremental shares are included in the per share calculations.

Weighted average common shares outstanding for the three months ended September 30, 2025 and 2024 were as follows:

During the three and six months ended December 31, 2025 and 2024, the Company was in a net loss position and the result of the potentially dilutive securities was determined to be antidilutive and therefore, no incremental shares are included in the per share calculations.

Weighted average common shares outstanding for the three and six months ended December 31, 2025 and 2024 were as follows:

Three Months Ended

September 30,

Six Months Ended

Denominator for basic net loss per share - weighted average shares

5 unchanged sentences

In the ordinary course of the business, the Company is subject to periodic legal or administrative proceedings.

As of September 30, 2025, the Company was not involved in any material claims or legal actions which, in the opinion of management, the ultimate disposition would have a material adverse effect on the Company’s condensed consolidated financial position, results of operations, or liquidity.

As of December 31, 2025, the Company was not involved in any material claims or legal actions which, in the opinion of management, the ultimate disposition would have a material adverse effect on the Company’s condensed consolidated financial position, results of operations, or liquidity.

Purchase Obligation.

2 unchanged sentences

The Company will be paid in three sums of $ 120,000 beginning on March 1, 2026, with the final payment to be received on March 1, 2028.

Other than this obligation, the Company has not had any material service or supply agreements that obligate the Company to make payments to vendors for an extended period of time.

Forward Currency Contract.

On November 25, 2025, the Company entered into a foreign currency forward contract to manage exposure to changes in the Euro exchange rate on forecasted transactions denominated in Euro.

The contract is not designated as a hedging instrument under ASC 815 Derivatives and Hedging , and the change in fair value is recognized in earnings.

The contract is to purchase € 400,000 between February 2, 2026 and March 31, 2026 at a rate of $ 1.1711 .The fair value of the forward contract was a $ 4,000 asset at December 31, 2025, and is included in prepaid expenses and other current assets on the condensed consolidated balance sheets.

The gain recognized in Other expense (income) within the condensed consolidated statements of operations and comprehensive loss related to this contract for the three and six months ended December 31, 2025 was $ 4,000 .

Additionally, on January 12 and February 2, 2026, the Company entered into foreign currency contracts to purchase € 500,000 for $ 596,000 and € 1,000,000 for $ 1,201,000 , respectively, between September 1, 2026 and September 30, 2026.

The purpose of these contracts is to manage exposure to changes in the Euro exchange rate on forecasted bulb purchases denominated in Euro.

Other than these obligations, the Company has not had any material service or supply agreements that obligate the Company to make payments to vendors for an extended period of time.

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 1. Financial Statements