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Innventure Inc 2026年季度报告

2026-08-13 美股财报 Billy
报告封面

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June30, 2026 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from toCommission file number 001-42303___________________________ INNVENTURE, INC. (Exact name of registrant as specified in its charter)___________________________ Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith 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 Rule 12b-2 of the Exchange Act). YesNo As of August7, 2026, the registrant had 84,612,657 shares of common stock outstanding. TABLE OF CONTENTS PART I Financial Information Item 1.Condensed Financial Statements (Unaudited)Item 2.Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem 4.Controls and Procedures PART II Other Information Item 1.Legal Proceedings55Item 1A.Risk Factors55Item 2.Unregistered Sales of Equity Securities and Use of Proceeds55Item 3.Defaults upon Senior Securities55Item 4.Mine Safety Disclosures55Item 5.Other Information55Item 6.Exhibits56 Signatures57 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Unless the context requires otherwise, references in this Quarterly Report on Form 10-Q (“Form 10-Q”) to “Innventure,” the “Company,”“we,” “our” or “us” refer to Innventure, Inc. and its consolidated subsidiaries. This Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including statements about theCompany’s business model, the financial condition, results of operations, earnings outlook and the prospects for AeroFlexx, LLC (“AeroFlexx”or “AFX”), Accelsius Holdings LLC (“Accelsius” or “ACC”) and Refinity Olefins, LLC (“Refinity” and, together with AeroFlexx, Accelsiusand all future operating subsidiary companies that Innventure may found, fund, and operate going forward, the “Innventure Companies”).Forward-looking statements generally relate to future events or the Company’s future financial or operating performance and may refer toprojections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions. Forward-lookingstatements are often identified by future or conditional words such as “plan,” “believe,” “expect,” “anticipate,” “intend,” “outlook,” “estimate,”“forecast,” “project,” “continue,” “could,” “may,” “might,” “possible,” “will,” “potential,” “predict,” “should,” “would” and other similarwords and expressions (or the negative versions of such words or expressions), but the absence of these words does not mean that a statement isnot forward-looking. The forward-looking statements are based on the current expectations of the Company’s management and are inherently subject touncertainties and changes in circumstances and their potential effects and speak only as of the date of this Form 10-Q. There can be noassurance that future developments will be those that have been anticipated. These forward-looking statements involve a number of risks,uncertainties (some of which are beyond the control of the parties) or other assumptions that may cause actual results or performance to bematerially different from those expressed or implied by these forward-looking statements. The risks and uncertainties include, but are notlimited to, those factors discussed and identified in the section of the Company’s Annual Report on Form 10-K for the fiscal yea