BIOLARGO, INC.
For the period ended Sep 30, 2025. Filed Nov 14, 2025.
View on SEC.govAbout 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
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 1. Financial Statements
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CONDENSED CONSOLIDATED BALANCE SHEETS
| September 30, 2025 | December 31, | |
|---|---|---|
| (unaudited) | 2024 | |
| Assets | ||
| Current assets: | ||
| Cash and cash equivalents | $4,546 | $3,548 |
| Accounts receivable, net of allowances | 761 | 3,168 |
| Inventories | 409 | 330 |
| Prepaid expenses and other current assets | 59 | 91 |
| Total current assets | 5,775 | 7,137 |
| Equipment and leasehold improvements, net | 1,664 | 1,742 |
| Other non-current assets | 116 | 95 |
| Operating lease right-of-use assets, net | 1,070 | 992 |
| Financing lease right-of-use asset, net | 400 | 451 |
| Clyra Medical note receivable | 82 | 82 |
| Investment in South Korean joint venture | 23 | 14 |
| Total assets | $9,130 | $10,513 |
| Liabilities and stockholders’ equity | ||
| Current liabilities: | ||
| Accounts payable and accrued expenses | $891 | $946 |
| Clyra Medical accounts payable and accrued expenses | 1,134 | 867 |
| Clyra Medical debt obligations, net of discount $161 and $80 | 1,033 | 486 |
| Debt obligations | 83 | 66 |
| Operating lease liabilities | 142 | 105 |
| Finance lease liability | 88 | 88 |
| Deposits | 80 | 90 |
| Total current liabilities | 3,451 | 2,648 |
| Long-term liabilities: | ||
| Debt obligations, net of current | 190 | 175 |
| Clyra Medical debt obligations, net of current and discount $55 and $80 | 1,010 | 352 |
| Operating lease liabilities, net of current | 969 | 922 |
| Finance lease liability, net of current | 295 | 360 |
| Total long-term liabilities | 2,464 | 1,809 |
| Total liabilities | 5,915 | 4,457 |
| STOCKHOLDERS’ EQUITY: | ||
| Preferred Series A, $0.00067 Par Value, 50,000,000 Shares Authorized, no Shares Issued and Outstanding, at September 30, 2025 and December 31, 2024 | — | — |
| Common stock, $0.00067 Par Value, 550,000,000 Shares Authorized, 311,452,683 and 301,274,243 Shares Issued, at September 30, 2025 and December 31, 2024 | 208 | 202 |
| Additional paid-in capital | 164,894 | 158,332 |
| Accumulated deficit | (158,327) | (149,500) |
| Accumulated other comprehensive loss | (195) | (183) |
| Total BioLargo Inc. and subsidiaries stockholders’ equity | 6,580 | 8,851 |
| Non-controlling interest (Notes 8, 9, 10) | (3,365) | (2,795) |
| Total stockholders’ equity | 3,215 | 6,056 |
| Total liabilities and stockholders’ equity | $9,130 | $10,513 |
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(unaudited)
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Revenue | ||||
| Product revenue | $776 | $3,935 | $5,584 | $13,397 |
| Service revenue | 327 | 416 | 1,564 | 725 |
| Total revenue | 1,103 | 4,351 | 7,148 | 14,122 |
| Cost of revenue | ||||
| Cost of goods sold | (418) | (2,342) | (2,837) | (7,510) |
| Cost of service | (313) | (287) | (1,033) | (509) |
| Total cost of revenue | (731) | (2,629) | (3,870) | (8,019) |
| Gross profit | 372 | 1,722 | 3,278 | 6,103 |
| Selling, general and administrative expenses | 3,088 | 2,093 | 8,339 | 6,720 |
| Research and development | 615 | 690 | 1,934 | 2,098 |
| Credit loss expense | 3,849 | — | 3,849 | — |
| Total operating expenses | 7,552 | 2,783 | 14,122 | 8,818 |
| Operating loss: | (7,180) | (1,061) | (10,844) | (2,715) |
| Other income (expense): | ||||
| Interest expense | (144) | (13) | (352) | (34) |
| Interest income | 80 | 14 | 143 | 22 |
| PPP loan forgiveness | — | — | — | 97 |
| Grant income | — | — | 6 | 15 |
| Total other expense | (64) | 1 | (203) | 100 |
| Net loss | (7,244) | (1,060) | (11,047) | (2,615) |
| Net loss attributable to noncontrolling interest | (765) | (523) | (2,220) | (1,227) |
| Net loss attributable to common shareholders | $(6,479) | $(537) | $(8,827) | $(1,388) |
| Net loss per share attributable to common shareholders: | ||||
| Loss per share attributable to shareholders – basic and diluted | $(0.02) | $(0.002) | $(0.03) | $(0.005) |
| Weighted average number of common shares outstanding: | 308,974,027 | 300,488,824 | 304,509,957 | 297,090,396 |
| Comprehensive loss: | ||||
| Net loss | $(7,244) | $(1,060) | $(11,047) | $(2,615) |
| Foreign currency translation | 8 | 12 | (12) | 47 |
| Comprehensive loss | (7,236) | (1,048) | (11,059) | (2,568) |
| Comprehensive loss attributable to noncontrolling interest | (765) | (523) | (2,220) | (1,227) |
| Comprehensive loss attributable to common stockholders | $(6,471) | $(525) | $(8,839) | $(1,341) |
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CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’** EQUITY**
(in thousands, except for share data)
| Common stock · Additional paid-in · Accumulated · Accumulated other comprehensive · Non-controlling · Total stockholders’ | |||||||
|---|---|---|---|---|---|---|---|
| Shares | Amount | capital | deficit | loss | interest | equity | |
| Balance, December 31, 2024 | 301,274,243 | $202 | $158,332 | $(149,500) | $(183) | $(2,795) | $6,056 |
| Sale of common stock for cash, net of offering costs of $15 (unaudited) | — | — | (15) | — | — | — | (15) |
| Issuance of common stock for services (unaudited) | 220,330 | — | 61 | — | — | — | 61 |
| Stock option compensation expense (unaudited) | — | — | 409 | — | — | — | 409 |
| Stock option exercise (unaudited) | 265,800 | — | — | — | — | — | — |
| Clyra Medical stock option compensation expense (unaudited) | — | — | — | — | — | 206 | 206 |
| Clyra Medical stock issued for services (unaudited) | — | — | — | — | — | 36 | 36 |
| Clyra Medical stock unit offering (unaudited) | — | — | — | — | — | 295 | 295 |
| Clyra Medical dividend Series A Preferred stock (unaudited) | — | — | — | — | — | (86) | (86) |
| Clyra Medical fair value warrant issued with debt (unaudited) | — | — | — | — | — | 69 | 69 |
| Noncontrolling interest allocation (unaudited) | — | — | (522) | — | — | 522 | — |
| Net loss (unaudited) | — | — | — | (1,155) | — | (766) | (1,921) |
| Foreign currency translation (unaudited) | — | — | — | — | (20) | — | (20) |
| Balance, March 31, 2025 (unaudited) | 301,760,373 | $202 | $158,265 | $(150,655) | $(203) | $(2,519) | $5,090 |
| Sale of common stock for cash, net of offering costs of $15 (unaudited) | 4,077,285 | 3 | 805 | — | — | — | 808 |
| Issuance of common stock for services (unaudited) | 915,003 | — | 212 | — | — | — | 212 |
| Stock option compensation expense (unaudited) | — | — | 292 | — | — | — | 292 |
| Clyra Medical stock option compensation expense (unaudited) | — | — | — | — | — | 200 | 200 |
| Clyra Medical stock issued for services (unaudited) | — | — | — | — | — | 24 | 24 |
| Clyra Medical dividend Series A Preferred stock (unaudited) | — | — | — | — | — | (86) | (86) |
| Clyra Medical fair value warrant issued with debt (unaudited) | — | — | — | — | — | 93 | 93 |
| Clyra Medical Unit Warrant offering (unaudited) | — | — | — | — | — | 1,309 | 1,309 |
| Noncontrolling interest allocation (unaudited) | — | — | 1,027 | — | — | (1,027) | — |
| Net loss (unaudited) | — | — | — | (1,193) | — | (689) | (1,882) |
| Balance, June 30, 2025 (unaudited) | 306,752,661 | $205 | $160,601 | $(151,848) | $(203) | $(2,695) | $6,060 |
| Sale of common stock for cash, net of offering costs of $15 (unaudited) | 4,222,467 | 3 | 746 | — | — | — | 749 |
| Issuance of common stock for services (unaudited) | 324,294 | — | 55 | — | — | — | 55 |
| Stock option compensation expense (unaudited) | — | — | 651 | — | — | — | 651 |
| Exchange of BETI stock for BioLargo common stock (unaudited) | 153,261 | — | — | — | — | — | — |
| Clyra Medical stock option compensation expense (unaudited) | — | — | — | — | — | 193 | 193 |
| Clyra Medical sales of Series B Preferred stock (unuadited) | — | — | — | — | — | 2,145 | 2,145 |
| Clyra Medical dividend Series A Preferred stock (unaudited) | — | — | — | — | — | (87) | (87) |
| Clyra Medical Unit Warrant offering (unaudited) | — | — | — | — | — | 585 | 585 |
| BETI unit offering (unaudited) | — | — | — | — | — | 100 | 100 |
| Noncontrolling interest allocation (unaudited) | — | — | 2,841 | — | — | (2,841) | — |
| Net loss (unaudited) | — | — | — | (6,479) | — | (765) | (7,244) |
| Foreign currency translation (unaudited) | — | — | — | — | 8 | — | 8 |
| Balance, September 30, 2025 (unaudited) | 311,452,683 | 208 | 164,894 | (158,327) | (195) | (3,365) | 3,215 |
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CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’** EQUITY**
(in thousands, except for share data)
| Common stock · Additional paid-in · Accumulated · Accumulated other comprehensive · Non-controlling · Total stockholders’ | |||||||
|---|---|---|---|---|---|---|---|
| Shares | Amount | capital | deficit | loss | interest | equity | |
| Balance, December 31, 2023 | 292,945,747 | $196 | $154,023 | $(147,098) | $(277) | $(2,642) | $4,202 |
| Sale of stock for cash, net of offering costs of $39 (unaudited) | 2,160,348 | 1 | 487 | — | — | — | 488 |
| Issuance of stock for services (unaudited) | 288,997 | 1 | 82 | — | — | — | 83 |
| Warrant exercise (unaudited) | 406,278 | — | 75 | — | — | — | 75 |
| Stock option compensation expense (unaudited) | — | — | 429 | — | — | — | 429 |
| Stock option compensation expense Clyra (unaudited) | — | — | — | — | — | 59 | 59 |
| Stock for service Clyra (unaudited) | — | — | — | — | — | 52 | 52 |
| Clyra stock unit offering (unaudited) | — | — | — | — | — | 475 | 475 |
| Clyra dividend Series A Preferred stock (unaudited) | — | — | — | — | — | (86) | (86) |
| BETI stock offering (unaudited) | — | — | — | — | — | 50 | 50 |
| Noncontrolling interest allocation (unaudited) | — | — | 288 | — | — | (288) | — |
| Net loss (unaudited) | — | — | — | (410) | — | (365) | (775) |
| Foreign currency translation (unaudited) | — | — | — | — | 96 | — | 96 |
| Balance, March 31, 2024 (unaudited) | 295,801,370 | $198 | $155,384 | $(147,508) | $(181) | $(2,745) | $5,148 |
| Sale of stock for cash, net offering costs of $16 (unaudited) | 454,547 | 1 | 135 | — | — | — | 136 |
| Issuance of stock for services (unaudited) | 446,989 | — | 116 | — | — | — | 116 |
| Issuance of stock in exchange for BETI shares (unaudited) | 378,788 | — | — | — | — | — | — |
| Warrant exercise (unaudited) | 561,470 | 1 | 140 | — | — | — | 141 |
| Stock option exercise (unaudited) | 497,024 | — | 85 | — | — | — | 85 |
| Stock option compensation expense (unaudited) | — | — | 476 | — | — | — | 476 |
| Stock option compensation expense Clyra (unaudited) | — | — | — | — | — | 63 | 63 |
| Stock for service Clyra (unaudited) | — | — | — | — | — | 14 | 14 |
| Clyra sales of Series A Preferred stock (unaudited) | — | — | — | — | — | 640 | 640 |
| Clyra dividend Series A Preferred stock (unaudited) | — | — | — | — | — | (86) | (86) |
| Noncontrolling interest allocation (unaudited) | — | — | (2,565) | — | — | 2,565 | — |
| Net loss (unaudited) | — | — | — | (441) | — | (339) | (780) |
| Foreign currency translation (unaudited) | — | — | — | — | (61) | — | (61) |
| Balance, June 30, 2024 (unaudited) | 298,140,188 | $200 | $153,771 | $(147,949) | $(242) | $112 | $5,892 |
| Common stock offering costs of $15(unaudited) | — | — | (15) | — | — | — | (15) |
| Issuance of stock for services (unaudited) | 260,903 | — | 63 | — | — | — | 63 |
| Warrant exercise (unaudited) | 2,310,589 | 2 | 538 | 540 | |||
| Stock option compensation expense (unaudited) | — | — | 194 | — | — | — | 194 |
| Stock option exercise (unaudited) | 451,858 | — | 68 | — | — | — | 68 |
| Stock option compensation expense Clyra (unaudited) | — | — | — | — | — | 43 | 43 |
| Stock option exercise Clyra (unaudited) | — | — | — | — | — | 37 | 37 |
| Clyra dividend Series A Preferred stock (unaudited) | — | — | — | — | — | (87) | (87) |
| Clyra unit offering (unaudited) | — | — | 175 | 175 | |||
| Clyra conversion of note payable and interest (unaudited) | — | — | — | — | — | 119 | 119 |
| Noncontrolling interest allocation (unaudited) | — | — | 2,250 | — | — | (2,250) | — |
| Net loss (unaudited) | — | — | — | (537) | — | (523) | (1,060) |
| Foreign currency translation (unaudited) | — | — | — | — | 12 | — | 12 |
| Balance, September 30, 2024 (unaudited) | 301,163,538 | $202 | $156,869 | $(148,486) | $(230) | $(2,374) | $5,981 |
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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
| Nine Months Ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Cash flows from operating activities | ||
| Net loss | $(11,047) | $(2,615) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||
| Credit loss expense | 3,849 | — |
| Stock option compensation expense | 1,951 | 1,264 |
| Common stock issued for services | 388 | 365 |
| Bad debt expense | 37 | 13 |
| PPP loan forgiveness | — | (97) |
| Amortization of debt discount | 106 | — |
| Amortization of right-of-use operating lease assets | 106 | 73 |
| Amortization of right-of-use finance lease asset | 51 | — |
| Operating lease liabilities | (100) | (60) |
| Finance lease liability | (65) | — |
| (Gain) loss on investment in South Korean joint venture | (9) | 4 |
| Depreciation expense | 112 | 115 |
| Changes in assets and liabilities: | ||
| Accounts receivable | (1,958) | (610) |
| Inventories | (79) | (85) |
| Prepaid expenses and other assets | 11 | (7) |
| Accounts payable and accrued expenses | (55) | 118 |
| Deposits | (10) | (35) |
| Clyra Medical accounts payable and accrued expenses | 5 | 551 |
| Contract liabilities | — | (284) |
| Net cash used in operating activities | (6,707) | (1,290) |
| Cash flows from investing activities | ||
| Equipment purchases | (33) | (1,260) |
| Proceeds from note receivable | 481 | — |
| Net cash provided by (used in) investing activities | 448 | (1,260) |
| Cash flows from financing activities | ||
| Proceeds from sale of common stock, net of commissions | 1,542 | 609 |
| Proceeds from debt obligation | 50 | — |
| Proceeds from warrant exercise | — | 756 |
| Proceeds from option exercise | — | 153 |
| Proceeds from sale of BETI common stock | — | 50 |
| Repayment of debt obligations | (18) | (12) |
| Proceeds from BETI unit offering | 100 | — |
| Proceeds from Clyra Medical preferred series B | 2,145 | — |
| Proceeds from Clyra Medical debt obligations | 1,261 | — |
| Proceeds from Clyra unit warrant offering | 1,894 | — |
| Proceeds from sales of Clyra Medical common stock | 295 | 1,290 |
| Net cash provided by financing activities | 7,269 | 2,846 |
| Net effect of foreign currency translation | (12) | 47 |
| Net change in cash | 998 | 343 |
| Cash and cash equivalents at beginning of period | 3,548 | 3,539 |
| Cash and cash equivalents at end of period | $4,546 | $3,882 |
| Supplemental disclosures of cash flow information | ||
| Cash paid during the period for: | ||
| Interest | $246 | $12 |
| Income taxes | $— | $— |
| Short-term lease payments not included in lease liabilities | $21 | $37 |
| Non-cash investing and financing activities | ||
| Conversion of accounts receivable to a note receivable | $3,764 | $— |
| Conversion of Clyra note payable into Clyra shares | $— | $119 |
| Conversion of BETI common stock to BioLargo common stock | $25 | $50 |
| Clyra Medical right-of-use asset and operating lease liability | $184 | $— |
| Allocation of noncontrolling interest | $3,346 | $84 |
| Fair value of Clyra Medical warrants issued as debt discount | $162 | $— |
| Clyra Medical dividend Series A Preferred stock | $259 | $259 |
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Note1. Business and Organization
Description of Business
BioLargo, Inc. (“BioLargo”, or the “Company”) invents, develops, and commercializes innovative platform technologies to solve challenging environmental problems like PFAS contamination (per- and polyfluoroalkyl substances), advanced water and wastewater treatment, industrial odor control, air quality control, infection control, and myriad environmental remediation challenges. Our business strategy is straightforward: we invent or acquire technologies that we believe have the potential to be disruptive in large commercial markets; we develop and validate these technologies to advance and promote their commercial success as we leverage our considerable scientific, engineering, and entrepreneurial talent; we then monetize these technical assets through a variety of business structures that* may*include licensure, joint venture, sale, spin off, or by deploying direct to market strategies.
Organization
We are a Delaware corporation formed in1991, and have five wholly-owned subsidiaries: BioLargo Life Technologies, Inc., organized under the laws of the State of California in2006; ONM Environmental, Inc., organized under the laws of the State of California in2009; BioLargo Equipment Solutions & Technologies, Inc., organized under the laws of the State of California in2022; BioLargo Canada, Inc., organized under the laws of Canada in2014; and BioLargo Development Corp., organized under the laws of the State of California in2016. Additionally, we own 48% (see Note8) of Clyra Medical Technologies, Inc. (“Clyra” or “Clyra Medical”), organized under the laws of the State of California in2012 and redomiciled to Delaware in2023; 74% (see Note9) of BioLargo Engineering Science and Technologies, LLC (“BLEST"), organized under the laws of the State of Tennessee in2017; and 96% (see Note10) of BioLargo Energy Technologies, Inc. ("BETI") organized under the laws of the State of California in2019. We consolidate the financial statements of our partially owned subsidiaries.
Liquidity / Going Concern
For thenine months ended* September 30, 2025*, we generated revenues of $7,148,000, had a net loss of $11,047,000, of which $3,849,000 was a credit loss expense resulting from a customer's contractual defaults (see Note2, "Allowance for Credit Losses"), and which is the subject of litigation (see Note13), used $6,707,000 net cash in operating activities, and received $7,269,000 net cash from financing activities. As of* September 30, 2025*, we had current assets of $5,775,000, including $4,546,000 cash and cash equivalents. As of* September 30, 2025*, we had current liabilities of $3,451,000, and working capital of $2,324,000. We donot believe gross profits in the year ending* December 31,2025, will be sufficient to fund our current level of operations for the reminder of the year, and therefore expect we will continue to be limited in terms of our capital resources, and therefore expect to continue to need further investment capital to fund our business plans and investments in our new technologies. The foregoing factors raise substantial doubt about our ability to continue as a going concern, unless we are able to increase revenues, generate cash from operations, and/or generate cash from financing activities. If we are unable to raise additional cash through gross profits or financing activities, management maychoose to curtail portions of our operations. The condensed consolidated financial statements donot* include any adjustments that might be necessary if we are unable to continue as a going concern.
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Note2. Summary of Significant Accounting Policies
Principles of Consolidation
The condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and partially owned subsidiaries BETI, BLEST and Clyra Medical. All intercompany accounts and transactions have been eliminated.
The accounting and financial reporting policies of the Company conform, in all material respects, to accounting principles generally accepted in the United States of America (“GAAP”) and to general practices within the industry. The condensed consolidated financial statements in the Quarterly Report on Form10-Q havenot been audited by an independent registered public accounting firm, but in the opinion of management, reflect all necessary adjustments for a fair presentation of the Company’s condensed consolidated financial position and condensed consolidated results of operations. All adjustments were of a normal and recurring nature. The condensed consolidated financial statements have been prepared in accordance with GAAP and with the instructions to Form10-Q adopted by the Securities and Exchange Commission (the “SEC”). Accordingly, the condensed consolidated financial statements donot include all information and footnotes required by GAAP for complete financial presentation and should be read in conjunction with our consolidated financial statements, and notes thereto, for the year ended* December 31, 2024*, included in our Annual Report on Form10-K filed with the SEC on* March 31, 2025.The results of operations for thethree* andnine months ended* September 30, 2025* arenot necessarily indicative of the results to be expected for the full year or any future period.
Foreign Currency
The Company has designated the functional currency of BioLargo Canada, Inc., our Canadian subsidiary, to be the Canadian dollar. Therefore, translation gains and losses resulting from differences in exchange rates are recorded in accumulated other comprehensive loss.
Cash and Cash Equivalents
The Company considers all highly liquid investments with maturities ofthree months or less when acquired to be cash equivalents. Substantially all cash equivalents are held in short-term money market accounts atone of the largest financial institutions in the United States. From time to time, our cash account balances are greater than the Federal Deposit Insurance Corporation insurance limit of*$250,000* per owner per bank, and during such times, we are exposed to credit loss for amounts in excess of insured limits in the event of non-performance by the financial institution. We donot anticipate non-performance by our condensed consolidated financial institution.
As of* September 30, 2025*, and* December 31, 2024*, our cash balances were made up of the following (in thousands):
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| BioLargo, Inc. and subsidiaries | $2,345 | $3,175 |
| Clyra Medical Technologies, Inc. | 2,201 | 373 |
| Total | $4,546 | $3,548 |
Accounts Receivable
Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for expected credit losses, which represents an estimate of amounts that* may**not* be collectible. The Company performs ongoing credit evaluations of its customers and, if necessary, provides an allowance for expected credit losses. A credit loss expense to the expected credit losses is recorded based on factors including the length of time the receivables are past due, the current business environment, and the Company’s historical experience. Credit loss expense is recorded to general and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. The Company writes off accounts receivable against the allowance when it determines a balance is uncollectible andno longer actively pursues collection of the receivable. The Company doesnot have any off-balance-sheet credit exposure related to customers. As of* September 30, 2025*, and* December 31, 2024*, the expected credit losses were $700,000 and $97,000, respectively.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.