XBP Global Holdings Inc 2025年季度报告

Indicate by check mark whether the Registrant (1)has filed all reports required by Section13 or 15(d)of the SecuritiesExchange Act of 1934 during the preceding 12months (or for such shorter period that the Registrant was required to file such reports), and (2)has been subject to such filing requirements for the past 90days.☒Yes☐No Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12months (or for such shorter periodthat the Registrant was required to submit such files).☒Yes☐No Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or asmaller reporting company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerginggrowth company” in Rule12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☒Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the Registrant is a shell company (as defined in Rule12b-2 of the Act).☐Yes☒No As of November 14, 2025, the Registrant had117,515,972shares of common stock outstanding. XBP Global Holdings, Inc.Quarterly Financial StatementsFor the quarterly period ended September 30, 2025 TABLE OF CONTENTS Item 1. Financial Statements Condensed Consolidated and Combined Financial StatementsCondensed Consolidated and Combined Balance Sheets as of September 30, 2025 (Successor)(Unaudited) and December 31, 2024 (Predecessor)2Condensed Consolidated and Combined Statements of Operations for the periods August 1, 2025 toSeptember 30, 2025 (Successor), July 1, 2025 to July 31, 2025 (Predecessor), January 1, 2025 to July31, 2025 (Predecessor), and the three and nine months ended September 30, 2024 (Predecessor)(Unaudited)3Condensed Consolidated and Combined Statements of Comprehensive Loss for the periods August 1,2025 to September 30, 2025 (Successor), July 1, 2025 to July 31, 2025 (Predecessor), January 1, 2025to July 31, 2025 (Predecessor), and the three and nine months ended September 30, 2024(Predecessor) (Unaudited)5Condensed Consolidated and Combined Statements of Stockholders’ Deficit for the periods August 1,2025 to September 30, 2025 (Successor), July 1, 2025 to July 31, 2025 (Predecessor), January 1, 2025to July 31, 2025 (Predecessor), and the three and nine months ended September 30, 2024(Predecessor) (Unaudited)6Condensed Consolidated and Combined Statements of Cash Flows for the periods August 1, 2025 toSeptember 30, 2025 (Successor), January 1, 2025 to July 31, 2025 (Predecessor), and the nine monthsended September 30, 2024 (Predecessor) (Unaudited)8Notes to the Condensed Consolidated and Combined Financial Statements (Unaudited)9Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations55Item 3. Quantitative and Qualitative Disclosures about Market Risk80Item 4. Controls and Procedures80PART II — OTHER INFORMATION81Item 1. Legal Proceedings81Item 1A. Risk Factors82Item 2. Unregistered Sales of Equity Securities and Use of Proceeds, and Issuer Purchases of EquitySecurities83Item 3. Defaults Upon Senior Securities83Item 4. Mine Safety Disclosures83Item 5. Other Information83Item 6. Exhibits84Signatures85 XBP Global Holdings, Inc. and SubsidiariesCondensed Consolidated and Combined Balance SheetsAs of September 30, 2025 (Successor) and December 31, 2024 (Predecessor)(in thousands of United States dollars except share and per share amounts) The accompanying notes are an integral part of these condensed consolidated and combined financialstatements. XBP Global Holdings, Inc. and SubsidiariesCondensed Consolidated and Combined Statements of OperationsFor the periods August 1, 2025 to September 30, 2025 (Successor), July 1, 2025 to July 31, 2025(Predecessor), January 1, 2025 to July 31, 2025 (Predecessor), and the three and nine months endedSeptember 30, 2024 (Predecessor)(in thousands of United States dollars except share and per share amounts)(Unaudited) SuccessorPredecessorConsolidatedCombined and ConsolidatedPeriod fromAugust 1, 2025throughSeptember 30,Period from July1, 2025 throughJuly 31,ThreeMonthsEndedSeptember30,202520252024Revenue$152,403$56,527$231,939Related party revenue41511,487Cost of revenue (exclusive of depreciation andamortization)119,32443,800189,387Selling, general and administrative expenses (exclusive ofdepreciation and amortization)17,98010,96626,824Depreciation and amortization9,1423,19612,100Impairment of goodwill295,800—343Related party expense2,3275992,667Operating profit (loss)(292,166)(1,883)2,105Other expense (in