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LQR House Inc.

For the period ended Sep 30, 2025. Filed Nov 14, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 14, 2025

YHC$1.51-6.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-12.

0001213900-25-074669

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-14.

0001213900-25-111071

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 83 previous paragraphs and 85 current paragraphs.

46 unchanged; 30 reworded; 8 added; 7 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 18 previous and 18 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (8)

Current report

On or about July 11, 2025, the Company, along with over two dozen parties including several officers and directors of the Company, was named as a defendant in an action before the Eight Judicial District, Clark County, Nevada titled Kingbird Ventures, LLC (“Kingbird”) v. Sean Dollinger, et al. The complaint sought damages in an unspecified amount by a recent shareholder of the Company. Along with the complaint, Kingbird filed a motion for the Court to appoint a receiver over the Company and for an injunction. On September 22, 2025, the Company entered into two settlement agreements with Kingbird and other parties named therein to resolve all matters related to this litigation (collectively, the “Settlement Agreements”). The First Settlement Agreement resolved the direct claims asserted by Kingbird against the Company and other defendants and provided for dismissal of such claims with prejudice, mutual releases among the parties, and customary provisions, including no admission of liability and confidentiality. The Second Settlement Agreement resolved stockholder derivative claims brought on behalf of the Company against certain current and former officers and directors and provides for dismissal of those claims with prejudice, subject to court approval, along with mutual releases and customary provisions. Following execution of the Settlement Agreements, the actions were dismissed with prejudice. Pursuant to the Settlement Agreements, a total payment of $7.5 million has been made in September 2025. As of the date of this quarterly report, there is still a cash payment obligation approximately $5.5 million pursuant to the terms of the Settlement Agreements.

Current report

On October 15, 2025, Dr. Jing Lu resigned from the Company’s Board of Directors and all associated committees. The resignation was not due to any disagreement with the Company, its management, or operations. On October 20, 2025, the Board appointed Mr. Kah Loong Randy Yeo as a new independent director. Mr. Yeo was also designated as Chair of the Nominating and Corporate Governance Committee and as a member of the Audit and Compensation Committees.

Current report

Other income (expense) for the three months ended September 30, 2025, reflected a net expense of approximately $13.0 million, compared to net other income of $0.1 million in the same period of 2024. The variance is primarily attributable to the recognition of a $13.0 million legal settlement expense related to the resolution of the litigation, as discussed in Note 10 – Contingencies. During the quarter, the Company made a cash payment of $7.5 million and recorded the remaining $5.5 million obligation under accrued expenses on the balance sheet. The settlement represents a non-recurring, non-operational charge and is presented within “Other expense” to distinguish it from the Company’s ongoing business operations. Comparatively, in the prior year period, other income primarily consisted of dividend income of $58,566 and realized gains on securities of $81,241. No similar gains were recognized in the current period.

Current report

Comparison of Nine Months Ended September 30, 2025 and September 30, 2024

Current report

Other income (expense) for the nine months ended September 30, 2025, reflected a net expense of approximately $12,989,795, compared to net other income of $250,661 in the same period of 2024. The variance is primarily attributable to the recognition of a $13.0 million legal settlement expense related to the resolution of the litigation, as discussed in Note 10 – Contingencies. During the nine months ended September 30, 2025, the Company made a cash payment of $7.5 million and recorded the remaining $5.5 million obligation under accrued expenses on the balance sheet. The settlement represents a non-recurring, non-operational charge and is presented within “Other expense” to distinguish it from the Company’s ongoing business operations. Comparatively, in the prior year period, other income primarily consisted of dividend income of $168,646 and realized gains on securities of $81,241. No similar gains were recognized in the current period.

Current report

In 2024, the Company purchased marketable securities of $7,727,850 and sold securities of $4,369,623. The Company also received $670,000 back from an investment it was no longer pursuing.
Removed paragraphs (7)

Previous report

In July 2025, the Company raised an additional approximately $26 million in gross proceeds under the ATM Agreement through the issuance of common stock. The proceeds are being used to support working capital, general corporate purposes and ongoing strategic initiatives.

Previous report

On April 23, 2025, the Audit Committee of the Board accepted the resignation of dbbmckennon and approved the engagement of Enrome LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025, effective immediately.

Previous report

On or about July 11, 2025, the Company, along with over two dozen parties including several officers and directors of the Company, has been named as a defendant in an action before the Eight Judicial District, Clark County, Nevada titled Kingbird Ventures, LLC (“Kingbird”) v. Sean Dollilnger, et al. The complaint alleges, among other things, breach of fiduciary duties, violations of the Nevada Revised Statutes 78.650, 78.630, 207.400 90.570 and 32.010, alter ego liability, civil conspiracy (the “Complaint”). The Complaint seeks, among other things, damages in an unspecified amount, a declaratory judgment, a temporary restraining order and preliminary injunction freezing the Company’s assets, the assets of the Company’s Chief Executive Officer, Sean Dollinger, the assets of any of the other defendants controlled by Sean Dollinger and others, injunctive relief to prevent any further material corporate decisions by the Company, for the court to restrain the Company, its directors, officers and stockholders from making any significant changes to the Company’s governance or capital structures to further entrench the Company’s Chief Executive Officer a receiver be appointed over the Company and undisclosed monetary damages. The Complaint was filed by Kingbird Ventures, LLC, recent stockholder of the Company, on July 11, 2025, The Company intends on vigorously defending the litigation.

Previous report

ability to make profitable investments in complimentary business.

Previous report

Comparison of Six Months Ended June 30, 2025 and June 30, 2024

Previous report

In July 2025, the Company raised approximately $26,000,000 through issuance of common stock pursuant to at-the-market offering agreement.

Previous report

In 2024, the Company invested $4,015,742 in mutual fund investments and received $670,000 in proceeds from an investment it was no longer pursuing.
Reworded paragraphs (30)

Previous wording

On September 13, 2024, the Company entered into an at-the-market offering agreement (“ATM Agreement”) with H.C. Wainwright & Co., LLC, as sales agent (“HCW”), relating to the sale of common stock. During the three months ended June 30, 2025, the Company issued an aggregate of 1,947,592 shares of common stock pursuant to such ATM Agreement for net proceeds of $6,380,248. The Company paid the sales agent compensation with respect to the sale of such shares in the amount of $197,534.

Current wording

On September 13, 2024, the Company entered into an at-the-market offering agreement (“ATM Agreement”) with H.C. Wainwright & Co., LLC, as sales agent (“HCW”), relating to the sale of common stock. During the three months ended September 30, 2025, the Company issued an aggregate of 11,073,489 shares of common stock pursuant to such ATM Agreement for net proceeds of $31,642,347. The Company paid the sales agent compensation with respect to the sale of such shares in the amount of $980,716. The ATM Agreement expired pursuant to its terms in September 2025, and no further sales will be made under the program.

Previous wording

On June 2, 2025, the Company held LQR House Inc. 2025 Annual Meeting of Stockholders (the “Annual Meeting”) at which meeting: (1) the Company’s stockholders approved an amendment to the Articles of Incorporation to authorize the Company to effect the increase of authorized shares of common stock of the Company from 10,000,000 to 350,000,000 shares, (2) the stockholders re-elected Sean Dllinger, Yilin Lu, Lijun Chen, Jing Lu, and Hong Chun Yeung to serve as directors of the Board until the Company’s 2026 annual meeting of stockholders, or until such persons’ successors are duly elected and qualified, or until such persons’ earlier resignation, death, or removal.

Current wording

On June 2, 2025, the Company held LQR House Inc. 2025 Annual Meeting of Stockholders (the “Annual Meeting”) at which meeting: (1) the Company’s stockholders approved an amendment to the Articles of Incorporation to authorize the Company to effect the increase of authorized shares of common stock of the Company from 10,000,000 to 350,000,000 shares, (2) the stockholders re-elected Sean Dollinger, Yilin Lu, Lijun Chen, Jing Lu, and Hong Chun Yeung to serve as directors of the Board until the Company’s 2026 annual meeting of stockholders, or until such persons’ successors are duly elected and qualified, or until such persons’ earlier resignation, death, or removal.

Previous wording

For the three months ended June 30, 2025 and 2024, service revenues were $15,319 and $39,980, respectively. Service revenues are earned as we contract with third-party alcoholic beverage brands to utilize access to the CWS Platform, as well as vault memberships. The decrease of $24,661, or approximately 62%, was primarily due to a lower volume of marketing services provided during the current period compared to the prior year.

Current wording

For the three months ended September 30, 2025 and 2024, service revenues were $19,960 and $30,918, respectively. Service revenues are earned as we contract with third-party alcoholic beverage brands to utilize access to the CWS Platform, as well as vault memberships. The decrease of $10,958, or approximately 35%, was primarily due to a lower volume of marketing services provided during the current period compared to the prior year.

Previous wording

For the six months ended June 30, 2025, product revenues were $835,193 compared to $955,240 in the similar 2024 period. The decrease by $120,047 compared to 2024 was primarily attributable to a decrease in sales volume through the CWS Platform during the quarter. The reduction in revenue reflects lower customer traffic and order activity on cwsspirits.com, which the Company believes was driven by less promotional activity compared to the prior year period.

Current wording

For the three months ended September 30, 2025, product revenues were $317,328 compared to $593,546 in the similar 2024 period. The decrease by $276,218 compared to 2024 was primarily attributable to a decrease in sales volume through the CWS Platform during the quarter. The reduction in revenue reflects lower customer traffic and order activity on cwsspirits.com, which the Company believes was driven by less promotional activity compared to the prior year period.

Previous wording

For the three months ended June 30, 2025 and 2024, service cost of revenues were $0 and $69,023, respectively. Cost of service decreased by $69,023 in 2025. The decrease of $69,023 was primarily due to overall decline in service-related activity compared to the prior year.

Current wording

For the three months ended September 30, 2025 and 2024, service cost of revenues were $23,852 and $45,870, respectively. Cost of service decreased by $22,018 in 2025. A decrease of approximately 48% was primarily due to overall decline in service-related activity compared to the prior year.

Previous wording

Product cost of revenues was $414,022 and $641,084 during the three months ended June 30, 2025 and 2024. The decrease was primarily due to the decline in product revenue during the period, resulting from lower sales volume on the CWS Platform.

Current wording

Product cost of revenues was $312,204 and $640,645 during the three months ended September 30, 2025 and 2024. The decrease was primarily due to the decline in product revenue during the period, resulting from lower sales volume on the CWS Platform.

Previous wording

Gross profit was $85,906 for the three months ended June 30, 2025, compared to a gross loss of $(152,190) for the same period in 2024. The gross loss in 2024 was primarily attributable to the Company’s strategic transition from marketing services toward a focus on the CWS Platform. In 2025, management continues to explore initiatives aimed at improving gross margin performance, including customer acquisition efforts and the formation of new strategic partnerships to drive higher transaction volume through the platform.

Current wording

Gross profit was $1,232 for the three months ended September 30, 2025, compared to a gross loss of $62,051 for the same period in 2024. The gross loss in 2024 was primarily attributable to the Company’s strategic transition from marketing services toward a focus on the CWS Platform. In 2025, management continues to explore initiatives aimed at improving gross margin performance, including customer acquisition efforts and the formation of new strategic partnerships to drive higher transaction volume through the platform.

Previous wording

For the three months ended June 30, 2025 and 2024, general and administrative expenses were $2,207,612 and $1,357,395, respectively. The increase was primarily attributable to higher professional fees, and administrative costs incurred during the current period.

Current wording

For the three months ended September 30, 2025 and 2024, general and administrative expenses were $3,470,033 and $1,522,785, respectively. The increase of $1,947,248 was primarily attributable to higher professional fees, primarily legal fees, incurred during the current period.

Previous wording

For the six months ended June 30, 2025 and 2024, sales and marketing expenses were $487,529 and $1,551,222 respectively. The decrease was primarily due to the absence of website development costs in the current period. In the first quarter of 2024, the Company recorded significant expenses related to a website development agreement with X-Media entered into in October 2023, which was fully written off during 2024. The absence of similar charges in 2025 contributed to the decline in sales and marketing expenses.

Current wording

For the three months ended September 30, 2025 and 2024, sales and marketing expenses were $358,711 and $1,919,125, respectively. The decrease was primarily attributable to the absence of website development costs in the current period. In the third quarter of 2024, the Company incurred significant expenses related to advertising, marketing, and investor relations campaigns, which did not recur in 2025. In addition, bonus expenses of $200,000 were recorded under sales and marketing during the three months ended September 30, 2024. The absence of similar charges in 2025 further contributed to the decline in sales and marketing expenses.

Previous wording

Net loss for the three months ended June 30, 2025 and 2024 was $2,202,382 and $2,209,293, respectively.

Current wording

Net loss for the three months ended September 30, 2025 and 2024 was $16,828,913 and $3,363,380, respectively.

Previous wording

The following table sets forth key components of our results of operations during the six months ended June 30, 2025 and June 30, 2024.

Current wording

The following table sets forth key components of our results of operations during the nine months ended September 30, 2025 and September 30, 2024.

Previous wording

For the six months ended June 30, 2025 and 2024, service revenues were $92,675 and $83,771, respectively. Service revenues are earned as we contract with third-party alcoholic beverage brands to utilize access to the CWS Platform, as well as vault memberships. The increase of $8,904, or approximately 11%, driven by a higher volume of memberships services during the first quarter of 2025.

Current wording

For the nine months ended September 30, 2025 and 2024, service revenues were $112,635 and $114,689, respectively. Service revenues are earned as we contract with third-party alcoholic beverage brands to utilize access to the CWS Platform, as well as vault memberships. The decrease of $2,054, or approximately 2% was immaterial.

Previous wording

For the three months ended June 30, 2025, product revenues were $483,209 compared to $517,937 in the similar 2024 period. The decrease by $34,728 compared to 2024 was primarily attributable to a decrease in sales volume through the CWS Platform during the quarter. The reduction in revenue reflects lower customer traffic and order activity on cwsspirits.com, which the Company believes was driven by seasonal fluctuations and less promotional activity compared to the prior year period.

Current wording

For the nine months ended September 30, 2025, product revenues were $1,152,521 compared to $1,548,786 in the similar 2024 period. The decrease by $396,265 compared to 2024 was primarily attributable to a decrease in sales volume through the CWS Platform during the quarter. The reduction in revenue reflects lower customer traffic and order activity on cwsspirits.com, which the Company believes was driven by less promotional activity compared to the prior year period.

Previous wording

For the six months ended June 30, 2025 and 2024, service cost of revenues were $1,400 and $106,231, respectively. Cost of service revenues decreased by $104,831 in 2025. The decrease of $104,831 was primarily due to the overall decline in service-related activity compared to the prior year.

Current wording

For the nine months ended September 30, 2025 and 2024, service cost of revenues were $25,252 and $152,101, respectively. Cost of service revenues decreased by $126,849 in 2025. The decrease was primarily attributable to lower operating costs associated with service delivery, the significant reduction in cost of service revenues reflects improved cost management and operational efficiencies implemented during the current period.

Previous wording

Product cost of revenues was $811,804 and $1,164,467 during the six months ended June 30, 2025 and 2024. The decrease of $352,663 was primarily due to the decline in product revenue during the period, resulting from lower sales volume on the CWS Platform.

Current wording

Product cost of revenues was $1,124,008 and $1,805,112 during the nine months ended September 30, 2025 and 2024. The decrease of $681,104 was primarily due to the decline in product revenue during the period, resulting from lower sales volume on the CWS Platform.

Previous wording

Gross profit (loss) was $114,664 and ($231,687) for the six months ended June 30, 2025 and 2024. The gross loss in 2024 was primarily attributable to the Company’s strategic transition from marketing services toward a focus on the CWS Platform. In 2025, management continues to explore initiatives aimed at improving gross margin performance, including customer acquisition efforts and the formation of new strategic partnerships to drive higher transaction volume through the platform.

Current wording

Gross profit (loss) was $115,896 and ($293,738) for the nine months ended September 30, 2025 and 2024. The gross loss in 2024 was primarily attributable to the Company’s strategic transition from marketing services toward a focus on the CWS Platform. In 2025, management continues to explore initiatives aimed at improving gross margin performance, including customer acquisition efforts and the formation of new strategic partnerships to drive higher transaction volume through the platform.

Previous wording

For the six months ended June 30, 2025 and 2024, general and administrative expenses were $4,230,773 and $2,963,856, respectively. The increase was primarily attributable to higher professional fees and administrative costs incurred during the current period.

Current wording

For the nine months ended September 30, 2025 and 2024, general and administrative expenses were $7,700,806 and $4,486,641, respectively. The increase of $3,214,165 was primarily attributable to higher professional fees, which were primarily legal costs, incurred during the current period.

Previous wording

For the three months ended June 30, 2025 and 2024, sales and marketing expenses were $80,676 and $764,807 respectively. The decrease was primarily due to the absence of website development costs in the current period. In the second quarter of 2024, the Company continuing to record significant expenses related to a website development agreement with X-Media entered into in October 2023. The absence of similar charges in 2025 contributed to the decline in sales and marketing expenses.

Current wording

For the nine months ended September 30, 2025 and 2024, sales and marketing expenses were $846,240 and $3,470,348 respectively. The decrease was primarily due to the absence of website development costs in the current period. In 2024, the Company incurred significant expenses related to advertising, marketing, and investor relations campaigns, which did not recur in 2025. Additionally, bonus expenses of $200,000 were recorded under sales and marketing during the nine months ended September 30, 2025, compared to $400,000 in the prior-year period, further contributing to the overall decrease.

Previous wording

Net loss for the six months ended June 30, 2025 and 2024 was $4,592,032 and $4,636,685, respectively.

Current wording

Net loss for the nine months ended September 30, 2025 and 2024 was $21,420,945 and $8,000,066, respectively.

Previous wording

As of June 30, 2025 and December 31, 2024, we had cash and cash equivalents of $4,566,936 and $5,386,789 respectively. To date, we have financed our operations primarily through issuances of common stock and sales of our products and services.

Current wording

As of September 30, 2025 and December 31, 2024, we had cash and cash equivalents of $10,039,230 and $5,386,789 respectively. To date, we have financed our operations primarily through issuances of common stock and sales of our products and services.

Previous wording

During the six months ended June 30, 2025, the Company raised an aggregate of $15,610,483 in net proceeds through issuance of commons stock. The Company issued 2,361,112 shares of common stock pursuant to at-the-market offering agreement, dated September 13, 2024, between the Company and H.C. Wainwright & Co., LLC, for net proceeds of $11,559,068. Additionally, the Company received net proceeds of $4,051,415 from the issuance of 210,463 shares of common stock pursuant to exercise of warrants.

Current wording

During the nine months ended September 30, 2025, the Company raised an aggregate of $47,252,830 in net proceeds through issuance of commons stock. The Company issued 13,434,601 shares of common stock pursuant to at-the-market offering agreement, dated September 13, 2024, between the Company and H.C. Wainwright & Co., LLC, for net proceeds of $43,201,415. Additionally, the Company received net proceeds of $4,051,415 from the issuance of 210,463 shares of common stock pursuant to exercise of warrants. The ATM offering program expired pursuant to its terms in September 2025, and no further sales will be made under the program.

Previous wording

The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated profits since inception, has sustained net losses of $4,592,032 and $4,636,685 for the six months ended June 30, 2025 and 2024, and has negative cash flows from operations of $8,263,348 for the six months ended June 30, 2025. The Company requires additional capital to operate and expects losses to continue for the foreseeable future.

Current wording

The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated profits since inception, has sustained net losses of $15,920,945 and $8,000,066 for the nine months ended September 30, 2025 and 2024, and has negative cash flows from operations of $19,519,325 for the nine months ended September 30, 2025. The Company requires additional capital to operate and expects losses to continue for the foreseeable future.

Previous wording

Throughout the next twelve months, the Company intends to fund its operations from the funds raised through the July 2025 ATM offering. To further support its operations and growth, the Company may also pursue additional capital through public or private equity offerings, debt financing, or other strategic funding sources, including continued use of ATM equity offerings.

Current wording

To further support its financial position and support future growth initiatives, the Company may also pursue additional capital through public or private equity offerings, debt financing, or other strategic funding sources, including entering into a new At-the-Market agreement with a new sales agent.

Previous wording

Based on the current state of operations, the July 2025 ATM offering , the additional capital sources available to the Company, and the cash on hand at August 12, 2025, the Company believes that the substantial doubt about the Company’s ability to continue as a going concern has been alleviated. Management believes that the Company has sufficient capital to meet its financial obligations for the next 12 months as of the date of these financial statements.

Current wording

Based on the current operational outlook, the proceeds from a potential new ATM offering, the availability of additional potential capital sources, and existing cash on hand available as of September 30, 2025, the Company believes that the substantial doubt about the Company’s ability to continue as a going concern has been alleviated. Management believes that the Company has sufficient capital to meet its financial obligations for the next 12 months as of the date of these unaudited condensed consolidated financial statements.

Previous wording

There can be no assurance as to the availability or terms upon which such financing and capital might be available in the future. If the Company is unable to secure additional funding, it may be forced to curtail or suspend its business plans.

Current wording

However, there can be no assurance as to the availability or terms upon which such financing and capital might be available in the future. If the Company is unable to secure additional funding, it may be forced to curtail or suspend its business plans.

Previous wording

The following table presents selected captions from our condensed statement of cash flows for the six months ended June 30, 2025 and 2024:

Current wording

The following table presents selected captions from our condensed statement of cash flows for the nine months ended September 30, 2025 and 2024:

Previous wording

Net cash used in operating activities for the six months ended June 30, 2025 was $8,263,348, primarily due to our net loss of $4,592,032 and cash used in our operating assets and liabilities of $5,251,720, partially offset by non-cash charges of $1,580,404.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2025 was $19,519,325, primarily due to our net loss of $21,420,945 and cash used in our operating assets and liabilities of $31,348, partially offset by non-cash charges of $1,932,968.

Previous wording

Net cash used in investing activities was $8,166,988 and $3,345,742 for the six months ended June 30, 2025 and 2024, respectively. Cash used during the current period was primarily attributable to payments made in anticipation of entering into joint venture agreements. As of June 30, 2025, these agreements had not been finalized, and the related payments were recorded as prepaid joint venture agreements on the consolidated balance sheet.

Current wording

Net cash used in investing activities was $23,081,064 and $2,688,227 for the nine months ended September 30, 2025 and 2024, respectively. Cash used during the current period was primarily attributable to payments made in anticipation of entering into joint venture agreements. As of September 30, 2025, these agreements had not been finalized, and the related payments were recorded as Prepaid investments on the consolidated balance sheet.

Previous wording

Net cash provided by (used in) financing activities for the six months ended June 30, 2025 and 2024 was $15,610,483 and ($547,515) respectively. In 2025, the Company received $4,051,415 from exercise of warrants and $11,559,068 from issuance of shares pursuant to ATM Agreement. In 2024, the Company paid $547,515 for repurchase of shares.

Current wording

Net cash provided by (used in) financing activities for the nine months ended September 30, 2025 and 2024 was $47,252,830 and ($562,915) respectively. In 2025, the Company received $4,051,415 from exercise of warrants and $43,201,415 from issuance of shares pursuant to ATM Agreement. In 2024, the Company repurchased shares of common stock.

Previous wording

This discussion and analysis of our financial condition and results of operations is based on our financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported expenses incurred during the reporting periods. Our estimates are based on our historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. While our significant accounting policies are described in more detail in the notes to our financial statements included elsewhere in this prospectus, we believe that the following accounting policies are critical to understanding our historical and future performance, as these policies relate to the more significant areas involving management’s judgments and estimates.

Current wording

This discussion and analysis of our financial condition and results of operations is based on our unaudited condensed consolidated financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements, as well as the reported expenses incurred during the reporting periods. Our estimates are based on our historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. While our significant accounting policies are described in more detail in the notes to our unaudited condensed consolidated financial statements included elsewhere in this prospectus, we believe that the following accounting policies are critical to understanding our historical and future performance, as these policies relate to the more significant areas involving management’s judgments and estimates.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Net cash used in operating activities for the nine months ended September 30, 2024 was $3,565,293, primarily due to our net loss of $8,000,066 partially offset by non-cash charges of $2,081,286 and changes in our operating assets and liabilities of $2,353,487.