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OR For the transition period from _________to _________ Commission File Number001-40524 (Address of principal executive offices) Condensed Consolidated Statements of Stockholders’ Deficit for the three months ended March 31, 2025, and March 31, 2024Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2025, and March 31,2024 Management’s Discussion and Analysis of Financial Condition and Results of OperationsQuantitative and Qualitative Disclosures About Market Risk Controls and ProceduresPART II - OTHER INFORMATION:Legal ProceedingsRisk Factors Defaults Upon Senior SecuritiesMine Safety DisclosuresOther InformationExhibits1 SHF, LLC and SHFxAbaca, LLC.CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSVarious of the statements made in this Quarterly Report on Form 10-Q (the “Form 10-Q”), including information incorporated hereinby reference to other documents, are “forward-looking statements” within the meaning of, and subject to the protections of Section27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, asamended (the “Exchange Act”).Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations,assumptions, estimates, intentions and future performance and condition, and involve known and unknown risks, uncertainties andother factors, which may be beyond our control, and which may cause the actual results, performance, achievements, or financialcondition of the Company to be materially different from future results, performance, achievements, or financial condition expressedor implied by such forward-looking statements. You should not expect us to update any forward-looking statements. These forward-looking statements should be read together with the discussion of the Company’s risks and uncertainties included under the caption“Risk Factors” in the Company’s Annual Report on Form 10-K and Form 10-K/A for the year ended December 31, 2024, filed withthe Securities and Exchange Commission (“SEC”) on April 10, 2025. ●Any failure to protect the confidentiality of customer information could adversely affect our reputation and subject us tofinancial sanctions and other costs that could have a material adverse effect on our business, financial condition and results ofoperations;●Future acquisitions and expansion activities may disrupt our business, dilute shareholder value and adversely affect our our obligations;●Our business may be adversely affected by economic conditions in general and by conditions in the financial markets;●We are subject to extensive regulation that could limit or restrict our activities and adversely affect our earnings;●Litigation and regulatory investigations are increasingly common in our businesses and may result in significant financial other external events could have significant effects on our business;●The Company’s ability to regain compliance with Nasdaq’s (as defined below) listing requirements and maintain its listing on For the three months endedMarch 31, CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss)/incomeAdjustments to reconcile net (loss)/income to net cash provided by/ (used in) Depreciation and amortization expense1,441Stock compensation expense236,455 Provision (benefit) for credit losses-Income tax benefit-Change in the fair value of deferred consideration(161,000) Right-to-use asset (net)Accounts receivable – trade Accounts receivable – related party333,947Prepaid expenses101,005Accrued interest receivable13,418 Other current liabilities17,016Accounts payable126,924Accounts payable – related party82,220Accrued expenses(535,902) Net cash provided by (used in) operating activities(1,140,730)1,475,123CASH FLOWS PROVIDED BY INVESTING ACTIVITIES:Net proceeds from loan repayment3,245 CASH FLOWS USED IN FINANCING ACTIVITIES:Repayment of senior secured promissory note(255,765) Cash and cash equivalents – end of period Supplemental disclosure of cash flow informationInterest paid Reclassification of forward purchase receivable4,584,221See accompanying notes to unaudited condensed consolidated financial statements The Company is based in Golden, Colorado and specializes in providing financial solutions designed to facilitate compliant bankingservice on behalf of the financial institutions involved in the cannabis industry that partner with us. platform for deposit and ongoing deposit activity compliance with banking regulations and regulators. These include access tobusiness checking and savings accounts, cash management, commercial lending, courier services, remote deposit services, ACHpayments, and wire payments. These services enable cannabis businesses to manage their finances effectively. The Company generatesrevenue from fee income, investment income, loan interest income and by offering compliance services to certain financial institutions Significant Accounting Policies