| Subsequent Events |
Note
18 - Subsequent Events
The Company has evaluated events and
transactions subsequent to June 30, 2025, through the date the unaudited condensed consolidated financial statements were issued. Except
as disclosed in the unaudited condensed consolidated financial statements previously and items below, there are no other events to report:
On
July 7, 2025, in connection with the settlement with a former employee for $300,000,
the Company issued 89,308
Common Stock, valued at $200,000, or $2.24 per share,
see Note 17 Commitments and Contingencies.
On
July 8, 2025, the Company’s stockholders approved an amendment (the “Amendment”) to the Company’s Amended and
Restated – 2022 Equity Incentive Pan (the “Plan”), which amended the Plan to (i) increase the number of shares that
may be issued under the Plan from 351,857 to 626,749, (ii) provide for the annual automatic increase of such reserve in order to maintain
an authorized amount of 15% of the total outstanding shares, and (iii) provide for an automatic increase of such reserve in the event
of a Dilution Event (as defined in the Plan) in order to maintain an authorized amount of 10% of the total outstanding shares.
On July 31, 2025, Company entered into a
purchase loan agreement with PCCU, for the sale of a $385,642
loan receivable recognized as an asset held for sale in the unaudited condensed consolidated balance sheet as on June 30, 2025. On July 31, 2025, the Company received $384,527
from PCCU.
In July 2025, the One Big Beautiful Bill
Act (“OBBBA”) was signed into law, which enacts significant changes to U.S. tax and related laws. Some of the provisions
of the new tax law affecting corporations include, but are not limited to, current deduction of domestic research expenses, increasing
the limit of the interest expense deduction to thirty percent of EBITDA, and one hundred percent bonus depreciation on eligible property
acquired after January 19, 2025. The Company is currently evaluating the impact the new tax law will have on its financial condition
and results of operations. Preliminarily, the Company does not anticipate a change to its effective income tax rate and its net deferred
federal income tax assets as the Company maintains a full valuation allowance. The impact of the tax law changes from the OBBBA will
be included in the Company’s financial statements beginning in the quarter ending September 30, 2025.
On August 7, 2025, the Board of Directors
of the Company approved a grant of stock options to its Audit Committee Chair for 53,144
shares of common stock at an exercise price of $2.40
per share. The stock options vests immediately. Additionally, the Board of Directors approved a grant of stock options to Terrence
Mendez for 91,751 shares of common stock at an exercise price of $2.40 per share. The stock option vests 100% on upon the Company’s
successful completion of an equity financing that results in gross proceeds to the Company of at least $4 million.
On August 27, 2025, the Company closed
an offering of Convertible Promissory Notes (the “Notes”) issued to certain accredited investors with a maturity date of
August 2026, a 20% original issue discount, and an aggregate principal sum of $562,500. Payment of the Notes includes principal and interest.
The conversion price of the Notes is the lesser of (i) a 20% discount to the average VWAP of the Company’s common stock for the
twenty consecutive trading days ending on the trading day immediately prior to the execution date of the Note and (ii) a 20% discount
to the average VWAP of the common stock for the twenty consecutive trading days ending on the trading day immediately preceding
the date of a conversion notice, subject to adjustment as provided in the Note. At any time, the Investor can convert all or a portion
of the Notes.
On September 9, 2025, the Company issued
an additional Note to an accredited investor in the principal sum of $125,000
which is identical to the Notes issued on August 27, 2025.
On
September 17, 2025 (the “Closing Date”) the Company entered into a Common Stock Purchase Agreement (the “Purchase Agreement”)
with CREO Investments LLC (“CREO”), which provides that, subject to the terms and conditions set forth therein, the Company
may sell to CREO up to the lesser of (i) $150,000,000 of the Company’s Class A common stock, par value $0.0001 per share (the “Common
Stock) and (ii) until such time, if ever, that stockholder approval is received (as discussed below), 582,899 shares of Common Stock
(representing 19.99% of the shares of Common Stock issued and outstanding immediately prior to the execution of the Purchase Agreement,
but not counting any such sales of such Common Stock to CREO that would not count toward the 19.99% because they are “at market”
under applicable trading market rules).
The
Company and CREO may mutually agree to increase the Total Purchase Commitment (as defined in the Purchase Agreement) (up to an aggregate
of $500,000,000), in which event for every $100,000,000 in increased Total Purchase Commitment (or pro-rata portion thereof), the Company
shall issue CREO, within one business day of such increased Total Purchase Commitment being agreed to by the parties, additional CREO
Commitment Shares (as defined below) with a value equal to 0.75% of such increased Total Purchase Commitment.
Additionally,
on September 17, 2025, the Company and CREO entered into a registration rights agreement (the “CREO Registration Rights Agreement”),
pursuant to which the Company agreed to file a registration statement with the Securities and Exchange Commission (the “SEC”)
covering the resale of Common Stock that may be issued to CREO under the Purchase Agreement.
Upon
initial satisfaction of certain conditions contained in the Purchase Agreement, and from time to time thereafter, and on any business
day selected by the Company where the closing sale price of the Company’s Common Stock is equal to or greater than $1.00, the Company
shall have the right, but not the obligation, to direct CREO to purchase shares of Common Stock at the applicable VWAP Purchase Price
(as defined below). Such sales of Common Shares by the Company, if any, are subject to certain limitations as set forth in the Purchase
Agreement, and may occur from time to time, at the Company’s sole discretion, over the period commencing on the date that all of
the conditions to the Company’s right to commence such sales are satisfied.
Unless
earlier terminated as provided therein, the Purchase Agreement will terminate automatically, without any further action or notice by
any party, on the earliest to occur of (a) the expiration of the above-referenced registration statement, (b) the date on which CREO
shall have purchased the Aggregate Limit (as defined in the Purchase Agreement) pursuant to the Purchase Agreement, (c) the date on which
the Common Stock shall have failed to be listed or quoted an eligible trading market, (d) the thirtieth (30th) trading day next following
the date on which, pursuant to or within the meaning of any bankruptcy law, the Company commences a voluntary case or any party commences
a proceeding against the Company, in each case that is not discharged or dismissed prior to such thirtieth (30th) trading day, (e) the
date on which, pursuant to or within the meaning of any bankruptcy law, a custodian is appointed for the Company or for all or substantially
all of its property, or the Company makes a general assignment for the benefit of its creditors and (f) the thirty-six (36) month anniversary
of the Closing Date.
For
purposes of the Purchase Agreement, the “VWAP Purchase Price” means the purchase price per share of Common Stock to be purchased
by CREO that is equal to the lesser of ninety percent (90%) of (a) the lowest sale price of the Common Stock on the applicable VWAP Purchase
Date (as defined in the Purchase Agreement) and (b) the volume-weighted average price during the applicable VWAP Purchase Period (as
defined in the Purchase Agreement).
As
consideration for CREO’s commitment to purchase shares of Common Stock pursuant to the Purchase Agreement, the Company agreed to
issue to CREO $1.0 million in stated value of a series of a to be designated series of preferred stock with such terms as mutually agreeable
between us and CREO, with each such share having a stated value of $1,000 (the “CREO Commitment Shares”) following the creation
of such CREO Commitment Shares.
Under
applicable rules of the Nasdaq Stock Market (“Nasdaq”), in no event may the Company issue or sell to CREO under the Purchase
Agreement more than that number of shares of its Common Stock which equals 19.99% of the Common Stock outstanding immediately prior to
the execution of the Purchase Agreement (the “Exchange Cap”), unless the Company first obtains stockholder approval to issue
shares of Common Stock in excess of the Exchange Cap in accordance with applicable Nasdaq listing rules.
|
Note 21. Subsequent
events Subsequent Events
The Company has evaluated events and transactions subsequent to December 31, 2024 through the date the consolidated financial statements
were issued. Except as disclosed in the consolidated financial statements previously and items below, there are no other events to report:
| ● | Effective January 21, 2025, the Company appointed Terrance E. Mendez as Co-Chief Executive Officer
(Co-CEO), alongside Sundie Seefried, whose title changed to Co-CEO. Mr. Mendez, age 49, has extensive leadership experience in
cannabis-related businesses and financial management roles. The Company entered into a three-year employment agreement with Mr.
Mendez, providing an annual salary of $360,000,
eligibility for performance-based incentives, and stock options vesting over three years. The agreement includes a 10-month
post-termination non-compete and non-solicitation clause. |
| | | |
| ● | On January 28, 2025, Sundie Seefried informed the Board of Directors of the Company of her decision
to resign as Co-Chief Executive Officer, effective February 28, 2025. Ms. Seefried will continue to serve as a member of the Board.
Her resignation was not due to any disagreement with the Company or concerns regarding its operations, policies, or practices. Upon
her departure, Terrance E. Mendez transitioned from Co-Chief Executive Officer to the sole Chief Executive Officer of the
Company. |
| | | |
| ● | On January 29, 2025, the Company and PCCU entered into a letter
agreement to defer the principal payments on the Note for the months of February and March 2025 (the “Deferral Period”).
The Company will remain responsible for payment of interest during the Deferral Period and will extend the Note repayment period for
an additional two months. |
| | | |
| ● | On March 1, 2025, the Company and PCCU modified the PCCU Note. According to the terms of the Amended
PCCU Note, the principal balance is $10,748,408,
accruing interest at an annual rate of 4.25%.
The Company will make interest-only payments until January 5, 2027, after which it will begin making both principal and interest
payments until the maturity date on October 5, 2030. The Amended PCCU Note also includes provisions for early repayment, along with
prepayment fees, such as a yield maintenance fee in the case of prepayment or acceleration. Furthermore, the agreement preserves
PCCU’s first-priority security interest in the Company’s assets as outlined in the security agreement dated March 29,
2023. The Company executed the Amended PCCU Note to restructure its financial obligations and extend the repayment timeline. |
| | | |
| |
● |
On
April 1, 2025, the Company received a letter from the Staff, indicating that the Company had not regained compliance with the Minimum
Bid Price Requirement by March 31, 2025, and unless the Company requests a hearing and appeals the determination by April 8, 2025,
the Company’s class A common stock and warrants would be delisted from The Nasdaq Capital Market and that trading of the Company’s
securities will be suspended, effective at opening of business on April 10, 2025. Further, the Company was notified that on April
10, 2025, a Form 25-NSE will be filed with the SEC, which will remove the Company’s securities from listing and registration
on The Nasdaq Stock Market. On April 7, 2025, the Company was notified by the staff of The Nasdaq Stock Market LLC’s Listing
Qualifications Department that the Staff has determined that for 10 consecutive business days, from March 24, 2025 to April 4, 2025,
the minimum closing bid price for the Company’s Class A common stock was at least $1.00 per share or greater. Accordingly,
the Staff has determined that the Company has regained compliance with Minimum Bid Price Requirement, and, as such, the Staff has
indicated that the matter of the Company’s compliance with Minimum Bid Price Requirement is now closed. |
| |
|
|
| |
● |
On
April 7, 2025, the Company received a letter from Nasdaq indicating that the Company was not in compliance with Nasdaq’s Listing
Rule 5550(b)(1) because the Company’s shareholders’ equity for the year ended December 31, 2024, as reported in the Company’s
Current Report on Form 8-K on April 1, 2025, was below the minimum shareholders’ equity requirement of $2,500,000 (the “Shareholders’
Equity Requirement”).
The
Notice had no immediate effect on the Company’s continued listing on Nasdaq, subject to the Company’s compliance with
the other continued listing requirements. In accordance with Nasdaq rules, the Company has been provided 45 calendar days, to submit
a plan to regain compliance with the Shareholders’ Equity Requirement (the “Compliance Plan”). If the Compliance
Plan is accepted, Nasdaq may grant up to 180 calendar days from the date of the Notice for the Company to regain compliance with
the Shareholders’ Equity Requirement.
The
Company intends to timely submit a Compliance Plan to Nasdaq to regain compliance with the Shareholders’ Equity Requirement.
There can be no assurance that Nasdaq will accept the Company’s plan or that the Company will be able to regain compliance
with Listing Rule 5550(b)(1) or maintain compliance with any other Nasdaq requirement in the future. |
PART
I – FINANCIAL INFORMATION
SHF
Holdings, Inc.
CONDENSED
CONSOLIDATED BALANCE SHEETS (Unaudited)
| | |
June 30, 2025 | | |
December 31, 2024 | |
| ASSETS | |
| | | |
| | |
| Current Assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 247,318 | | |
$ | 2,324,647 | |
| Accounts receivable – trade | |
| 50,935 | | |
| 134,609 | |
| Accounts receivable – related party | |
| 582,855 | | |
| 968,023 | |
| Accounts
receivable | |
| 582,855 | | |
| 968,023 | |
| Prepaid expenses – current portion | |
| 403,556 | | |
| 659,536 | |
| Accrued interest receivable | |
| 2,105 | | |
| 16,319 | |
| Forward purchase receivable | |
| - | | |
| 4,584,221 | |
| Short-term loans receivable | |
| - | | |
| 13,332 | |
| Asset held for sale | |
| 385,642 | | |
| - | |
| Other current assets | |
| 3,286,192 | | |
| 3,000,000 | |
| Total Current Assets | |
| 4,958,603 | | |
| 11,700,687 | |
| Long-term loans receivable | |
| - | | |
| 378,854 | |
| Operating lease right-to-use asset | |
| 625,355 | | |
| 703,524 | |
| Prepaid expenses – long term portion | |
| 350,935 | | |
| 412,500 | |
| Other assets | |
| 20,684 | | |
| 22,722 | |
| Total Assets | |
$ | 5,955,577 | | |
$ | 13,218,287 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | |
| | | |
| | |
| Current Liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 627,541 | | |
$ | 140,723 | |
| Accounts payable-related party | |
| 164,917 | | |
| 75,608 | |
| Accounts
payable | |
| 164,917 | | |
| 75,608 | |
| Accrued expenses | |
| 820,568 | | |
| 1,301,378 | |
| Contract liabilities | |
| 10,208 | | |
| 28,335 | |
| Operating lease liability – current | |
| 174,319 | | |
| 161,952 | |
| Senior secured promissory note – current portion | |
| - | | |
| 255,765 | |
| Deferred consideration | |
| 3,218,303 | | |
| 3,338,343 | |
| Forward purchase derivative liability | |
| 7,309,580 | | |
| 7,309,580 | |
| Other current liabilities | |
| 14,479 | | |
| 72,836 | |
| Total Current Liabilities | |
| 12,339,915 | | |
| 12,684,520 | |
| Warrant liabilities | |
| 106,251 | | |
| 1,360,491 | |
| Senior secured promissory note—long term portion | |
| 10,748,408 | | |
| 10,748,408 | |
| Operating lease liability – long term | |
| 620,174 | | |
| 712,882 | |
| Total Liabilities | |
| 23,814,748 | | |
$ | 25,506,301 | |
| Commitment and Contingencies (Note 17) | |
| - | | |
| - | |
| Stockholders’ Deficit | |
| | | |
| | |
| Convertible preferred stock, $.0001 par value, 1,250,000 shares authorized, 111 and 111 shares issued and outstanding on June 30, 2025, and December 31, 2024, respectively | |
| - | | |
| - | |
| Preferred stock, value | |
| - | | |
| - | |
| Class A Common Stock, $.0001 par value, 130,000,000 shares authorized, 2,826,468 and 2,783,667 issued and outstanding on June 30, 2025, and December 31, 2024, respectively | |
| 282 | | |
| 278 | |
| Common stock, value | |
| 282 | | |
| 278 | |
| Additional paid-in-capital | |
| 104,654,006 | | |
| 108,467,253 | |
| Accumulated deficit | |
| (122,513,459 | ) | |
| (120,755,545 | ) |
| Total Stockholders’ Deficit | |
| (17,859,171 | ) | |
| (12,288,014 | ) |
| Total Liabilities and Stockholders’ Deficit | |
$ | 5,955,577 | | |
$ | 13,218,287 | |
See
accompanying notes to unaudited condensed consolidated financial statements.
SHF
Holdings, Inc.
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| | |
2025 | | |
2024 | | |
2025 | | |
2024 | |
| | |
For The Three Months Ended | | |
For The Six Months Ended | |
| | |
June 30, | | |
June 30, | |
| | |
2025 | | |
2024 | | |
2025 | | |
2024 | |
| | |
| | |
| | |
| | |
| |
| Revenue | |
$ | 1,845,334 | | |
$ | 4,037,535 | | |
$ | 3,777,686 | | |
$ | 8,088,334 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating Expenses: | |
| | | |
| | | |
| | | |
| | |
| Compensation and employee benefits | |
| 1,583,051 | | |
| 2,264,931 | | |
| 2,955,532 | | |
| 4,544,969 | |
| General and administrative expenses | |
| 457,803 | | |
| 1,001,764 | | |
| 1,448,629 | | |
| 1,985,984 | |
| Professional services | |
| 712,337 | | |
| 503,727 | | |
| 2,211,871 | | |
| 964,677 | |
| Rent expense | |
| 63,185 | | |
| 64,198 | | |
| 124,191 | | |
| 133,635 | |
| Provision (benefit) for credit losses | |
| - | | |
| (97,248 | ) | |
| - | | |
| (166,035 | ) |
| Total operating expenses | |
| 2,816,376 | | |
| 3,737,372 | | |
| 6,740,223 | | |
| 7,463,230 | |
| Operating (loss) income | |
| (971,042 | ) | |
| 300,163 | | |
| (2,962,537 | ) | |
| 625,104 | |
| Other Income (Expenses) | |
| | | |
| | | |
| | | |
| | |
| Change in the fair value of deferred consideration | |
| (40,960 | ) | |
| 211,535 | | |
| 120,040 | | |
| 396,070 | |
| Interest expense | |
| (115,341 | ) | |
| (168,830 | ) | |
| (228,127 | ) | |
| (323,002 | ) |
| Change in fair value of warrant liabilities | |
| 138,158 | | |
| 1,086,286 | | |
| 1,254,240 | | |
| 2,341,773 | |
| Total other income (expenses) | |
| (18,143 | ) | |
| 1,128,991 | | |
| 1,146,153 | | |
| 2,414,841 | |
| Income tax benefit/(expense) | |
| 58,470 | | |
| (487,627 | ) | |
| 58,470 | | |
| (48,742 | ) |
| Net (loss) income | |
$ | (930,715 | ) | |
$ | 941,527 | | |
$ | (1,757,914 | ) | |
$ | 2,991,203 | |
| Weighted average shares outstanding, basic | |
| 2,826,468 | | |
| 2,771,550 | | |
| 2,806,841 | | |
| 2,766,086 | |
| Basic net (loss) income per share | |
$ | (0.33 | ) | |
$ | 0.34 | | |
$ | (0.63 | ) | |
$ | 1.08 | |
| Weighted average shares outstanding, diluted | |
| 2,826,468 | | |
| 2,824,273 | | |
| 2,806,841 | | |
| 2,818,809 | |
| Diluted (loss) income per share | |
$ | (0.33 | ) | |
$ | 0.33 | | |
$ | (0.63 | ) | |
$ | 1.06 | |
See
accompanying notes to unaudited condensed consolidated financial statements.
SHF
Holdings, Inc.
Condensed
Consolidated Statements of Stockholders’ Equity (Deficit)
(Unaudited)
FOR
THE THREE MONTHS ENDED JUNE 30, 2025
| | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Capital | | |
Deficit | | |
Deficit | |
| | |
Preferred Stock | | |
Class A Common Stock | | |
Additional Paid-in | | |
Accumulated | | |
Total Shareholders’ | |
| | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Capital | | |
Deficit | | |
Deficit | |
| Balance, March 31, 2025 | |
| 111 | | |
$ | - | | |
| 2,786,538 | | |
$ | 278 | | |
$ | 104,633,059 | | |
$ | (121,582,744 | ) | |
$ | (16,949,407 | ) |
| Issuance of shares resulting from reverse stock split | |
| - | | |
| - | | |
| 39,930 | | |
| 4 | | |
| (4 | ) | |
| - | | |
| - | |
| Stock compensation expense | |
| - | | |
| - | | |
| - | | |
| - | | |
| 20,951 | | |
| - | | |
| 20,951 | |
| Net loss | |
| | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (930,715 | ) | |
| (930,715 | ) |
| Balance, June 30, 2025 | |
| 111 | | |
$ | - | | |
| 2,826,468 | | |
$ | 282 | | |
$ | 104,654,006 | | |
$ | (122,513,459 | ) | |
$ | (17,859,171 | ) |
FOR
THE THREE MONTHS ENDED JUNE 30, 2024
| | |
Preferred Stock | | |
Class A Common Stock | | |
Additional Paid-in | | |
Accumulated | | |
Total Shareholders’ | |
| | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Capital | | |
Deficit | | |
Equity | |
| Balance, March 31, 2024 | |
| 111 | | |
$ | - | | |
| 2,771,550 | | |
$ | 277 | | |
$ | 107,353,434 | | |
$ | (70,386,394 | ) | |
$ | 36,967,317 | |
| Issuance of restricted stock, | |
| - | | |
| - | | |
| - | | |
| - | | |
| 35,478 | | |
| - | | |
| 35,478 | |
| Stock compensation expense | |
| - | | |
| - | | |
| - | | |
| - | | |
| 516,659 | | |
| - | | |
| 516,659 | |
| Net income | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 941,527 | | |
| 941,527 | |
| Balance, June 30, 2024 | |
| 111 | | |
$ | - | | |
| 2,771,550 | | |
$ | 277 | | |
$ | 107,905,571 | | |
$ | (69,444,867 | ) | |
$ | 38,460,981 | |
See
accompanying notes to unaudited condensed consolidated financial statements.
SHF
Holdings, Inc.
Condensed
Consolidated Statements of Stockholders ‘Equity (Deficit)
(Unaudited)
FOR
THE SIX MONTHS ENDED JUNE 30, 2025
| | |
Preferred Stock | | |
Class A Common Stock | | |
Additional Paid-in | | |
Accumulated | |
|
Total Shareholders’ | |
| | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Capital | | |
Deficit | |
|
Deficit | |
| Balance, December 31, 2024 | |
| 111 | | |
$ | - | | |
| 2,783,666 | | |
$ | 278 | | |
$ | 108,467,253 | | |
$ | (120,755,545 | ) |
|
$ | (12,288,014 | ) |
| Issuance of shares resulting from reverse stock split | |
| - | | |
| - | | |
| 39,931 | | |
| 4 | | |
| (4 | ) | |
| - | |
|
| - | |
| Issuance of restricted stock | |
| - | | |
| | | |
| 4,292 | | |
| - | | |
| 8,768 | | |
| - | |
|
| 8,768 | |
| Stock withheld for net share settlement | |
| - | | |
| | | |
| (1,421 | ) | |
| - | | |
| - | | |
| | |
|
| - | |
| Stock compensation expense | |
| - | | |
| | | |
| - | | |
| | | |
| 762,210 | | |
| - | |
|
| 762,210 | |
| Reclassification of forward purchase receivable | |
| - | | |
| - | | |
| - | | |
| - | | |
| (4,584,221 | ) | |
| - | |
|
| (4,584,221 | ) |
| Net loss | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (1,757,914 | ) |
|
| (1,757,914 | ) |
| Balance, June 30, 2025 | |
| 111 | | |
$ | - | | |
| 2,826,468 | | |
$ | 282 | | |
$ | 104,654,006 | | |
$ | (122,513,459 | ) |
|
$ | (17,859,171 | ) |
FOR
THE SIX MONTHS ENDED JUNE 30, 2024
| | |
Preferred Stock | | |
Class A Common Stock | | |
Additional Paid-in | | |
Accumulated | | |
Total Shareholders’ | |
| | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Capital | | |
Deficit | | |
Equity | |
| Balance, December 31, 2023 | |
| 1,101 | | |
$ | - | | |
| 2,728,168 | | |
$ | 273 | | |
$ | 105,924,859 | | |
$ | (71,569,821 | ) | |
$ | 34,355,311 | |
| Balance | |
| 1,101 | | |
$ | - | | |
| 2,728,168 | | |
$ | 273 | | |
$ | 105,924,859 | | |
$ | (71,569,821 | ) | |
$ | 34,355,311 | |
| Conversion of PIPE shares | |
| (990 | ) | |
| - | | |
| 39,601 | | |
| 4 | | |
| 866,245 | | |
| (866,249 | ) | |
| - | |
| Issuance of restricted stock, net of tax, net of share settlement | |
| - | | |
| - | | |
| 3,781 | | |
| - | | |
| 21,161 | | |
| - | | |
| 21,161 | |
| Stock compensation expense | |
| | | |
| - | | |
| - | | |
| - | | |
| 1,093,306 | | |
| - | | |
| 1,093,306 | |
| Net income | |
| - | | |
| - | | |
| | | |
| - | | |
| - | | |
| 2,991,203 | | |
| 2,991,203 | |
| Net income
(loss) | |
| - | | |
| - | | |
| | | |
| - | | |
| - | | |
| 2,991,203 | | |
| 2,991,203 | |
| Balance, June 30, 2024 | |
| 111 | | |
$ | - | | |
| 2,771,550 | | |
$ | 277 | | |
$ | 107,905,571 | | |
$ | (69,444,867 | ) | |
$ | 38,460,981 | |
| Balance | |
| 111 | | |
$ | - | | |
| 2,771,550 | | |
$ | 277 | | |
$ | 107,905,571 | | |
$ | (69,444,867 | ) | |
$ | 38,460,981 | |
See
accompanying notes to unaudited condensed consolidated financial statements.
SHF
Holdings, Inc.
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| | |
2025 | | |
2024 | |
| | |
For The Six Months Ended June 30, | |
| | |
2025 | | |
2024 | |
| CASH FLOWS FROM OPERATING ACTIVITIES: | |
| | | |
| | |
| Net (loss) income | |
$ | (1,757,914 | ) | |
$ | 2,991,203 | |
| Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |
| | | |
| | |
| Depreciation and amortization expense | |
| 2,518 | | |
| 390,499 | |
| Stock compensation expense | |
| 783,762 | | |
| 1,114,467 | |
| Amortization of deferred origination fees | |
| - | | |
| (55,842 | ) |
| Operating lease | |
| (2,172 | ) | |
| 18,594 | |
| Provision (benefit) for credit losses | |
| - | | |
| (166,035 | ) |
| Income tax (benefit)/expense | |
| - | | |
| 45,953 | |
| Change in the fair value of deferred consideration | |
| (120,040 | ) | |
| (396,070 | ) |
| Change in fair value of warrant | |
| (1,254,240 | ) | |
| (2,341,773 | ) |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| Accounts receivable – trade | |
| 83,674 | | |
| 1,092,069 | |
| Accounts receivable – related party | |
| 385,168 | | |
| (180,874 | ) |
| Prepaid expenses | |
| 317,545 | | |
| 243,335 | |
| Accrued interest receivable | |
| 14,214 | | |
| (9,469 | ) |
| Other assets | |
| (286,672 | ) | |
| 82,206 | |
| Other current liabilities | |
| (58,370 | ) | |
| 25,203 | |
| Accounts payable | |
| 486,818 | | |
| (62,950 | ) |
| Accounts payable – related party | |
| 89,309 | | |
| (474,057 | ) |
| Accrued expenses | |
| (480,811 | ) | |
| (59,296 | ) |
| Contract liabilities | |
| (18,127 | ) | |
| 44,873 | |
| Net deferred indemnified loan origination fees | |
| - | | |
| 402,601 | |
| Net cash provided by (used in) operating activities | |
| (1,815,338 | ) | |
| 2,704,637 | |
| CASH FLOWS PROVIDED BY INVESTING ACTIVITIES: | |
| | | |
| | |
| Proceeds from loan repayment | |
| 6,545 | | |
| 6,083 | |
| Net cash provided by investing activities | |
| 6,545 | | |
| 6,083 | |
| CASH FLOWS USED IN FINANCING ACTIVITIES: | |
| | | |
| | |
| Net
share settlement for stock compensation expense | |
| (12,771 | ) | |
| - | |
| Repayment of senior secured promissory note | |
| (255,765 | ) | |
| (1,487,507 | ) |
| Net cash used in financing activities | |
| (268,536 | ) | |
| (1,487,507 | ) |
| Net (decrease) increase in cash and cash equivalents | |
| (2,077,329 | ) | |
| 1,223,213 | |
| Cash and cash equivalents – beginning of period | |
| 2,324,647 | | |
| 4,888,769 | |
| Cash and cash equivalents – end of period | |
$ | 247,318 | | |
$ | 6,111,982 | |
| Supplemental disclosure of cash flow information | |
| | | |
| | |
| Interest paid | |
$ | 228,901 | | |
$ | 325,327 | |
| Supplemental disclosure of non-cash investing and financial activities | |
| | | |
| | |
| Reclassification of forward purchase receivable | |
$ | (4,584,221 | ) | |
$ | - | |
See
accompanying notes to unaudited condensed consolidated financial statements.
SHF
Holdings, Inc.
Notes
to Unaudited Condensed Consolidated Financial Statements
|