Boost Run Inc.
For the period ended Jun 30, 2026. Filed Aug 18, 2026.
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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.
Jun 30, 2026 · Filed Aug 18, 2026
BRUN$6.09+9.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-06-01.
0001493152-26-026667
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-18.
0001493152-26-039031
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 114 previous paragraphs and 172 current paragraphs.
51 unchanged; 32 reworded; 84 added; 31 removed; 0 previous and 5 current paragraphs rearranged.
Tables are not compared: 12 previous and 25 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 (84)
Current report
We are a Delaware corporation and the successor reporting entity to Boost Run Holdings, LLC (“Boost Run Holdings”). We provide high-performance computing infrastructure through bare metal Graphics Processing Unit (“GPU”) servers hosted in top-tier certified data centers. Through our Infrastructure as Code (“IaC”) automation platform, we enable customers to access scalable and secure computing resources for artificial intelligence (“AI”), machine learning, large language models (“LLMs”), generative AI, and other high-performance computing workloads.
Current report
On May 8, 2026 (the “Closing Date”), we completed the Business Combination (defined below) with Willow Lane Acquisition Corp. (“WLAC”), a special purpose acquisition company (“SPAC”), and became a publicly traded company. As discussed further below and in Note 2 – Business Combination within the accompanying interim condensed consolidated financial statements, the transaction was accounted for as a reverse recapitalization, with Boost Run Holdings determined to be the accounting acquirer and WLAC determined to be the accounting acquiree. Accordingly, the historical financial statements of Boost Run Holdings became our historical financial statements.
Current report
Business Combination
Current report
On September 15, 2025, WLAC entered into a business combination agreement, as amended on January 13, 2026, with (i) Boost Run, (ii) Benchmark Merger Sub I Inc. (“SPAC Merger Sub”), (iii) Benchmark Merger Sub II LLC (“Company Merger Sub”), (iv) Boost Run Holdings, (v) George Peng and (vi) Andrew Karos, our chief executive officer (the “Business Combination Agreement”). On May 8, 2026, the transactions contemplated by the Business Combination Agreement (collectively, the “Business Combination”) were consummated.
Current report
In connection with the Business Combination, (i) WLAC domesticated from the Cayman Islands to Delaware, (ii) SPAC Merger Sub merged with and into WLAC, with WLAC surviving as our wholly owned subsidiary. Company Merger Sub merged with and into Boost Run Holdings, with Boost Run Holdings surviving as our wholly owned subsidiary.
Current report
As a result of the Business Combination, WLAC’s outstanding Class A ordinary shares converted into shares of our Class A common stock, and WLAC’s outstanding redeemable warrants and private placement warrants converted into our public warrants (“Public Warrants”) and private warrants (“Private Warrants”), respectively. The converted warrants retained substantially the same terms and conditions existing immediately prior to closing, except that they became exercisable for shares of our Class A common stock.
Current report
The outstanding equity interests of Boost Run Holdings were cancelled and converted into the right to receive merger consideration in accordance with the Business Combination Agreement.
Current report
The aggregate merger consideration consisted of:
Current report
No public shares of WLAC were redeemed in connection with the Business Combination. We received net proceeds of approximately $114.08 million, after giving effect to transaction costs, and other closing-related adjustments.
Current report
Earnout Arrangements
Current report
Pursuant to the Business Combination Agreement, Andrew Karos was entitled to receive up to 7,875,000 additional shares of our Class A common stock based on the achievement of specified stock price targets during the three-year period following closing of the Business Combination. The earnout was structured in three equal tranches based on the volume weighted average price (“VWAP”) of our Class A common stock equaling or exceeding $12.50, $15.00 and $17.50 per share for at least 20 of 30 consecutive trading days. During the three months ended June 30, 2026, all stock price targets were achieved, and 7,875,000 earnout shares to Andrew Karos were issued.
Current report
Pursuant to the earnout agreement dated September 15, 2025, as amended on January 13, 2026, Willow Lane Sponsor, LLC (“Sponsor”) and Goodrich ILMJS LLC (“SPV”) were entitled to receive up to 1,125,000 Sponsor earnout shares and 1,968,750 SPV earnout shares, respectively, upon achievement of the same stock price targets. During the three months ended June 30, 2026, all applicable stock price targets were achieved, and an aggregate of 3,093,750 Sponsor and SPV earnout shares were issued.
Current report
The earnout shares attributable to Andrew Karos, Sponsor, and SPV (collectively, the “Earnout Shares”) are freestanding instruments indexed to our own stock and meet the conditions for equity classification under ASC 815,Derivatives and Hedging. Accordingly, the Earnout Shares are classified within permanent equity and are not subject to remeasurement. The Earnout Shares were recognized at the $10.00 per share value established pursuant to the Business Combination Agreement. Upon issuance, the Earnout Shares were recorded as an increase to common stock, at the $0.0001 per share par value of the Company’s Class A Common Stock, with a corresponding reduction to additional paid-in capital, resulting in no net impact to total stockholders’ equity.
Current report
Consulting Arrangement
Current report
Pursuant to a consulting agreement entered into on January 13, 2026 with B. Luke Weil, we agreed to issue up to 336,000 shares of Class A common stock in three equal tranches upon achievement of specified stock price targets. The arrangement is accounted for as an equity-classified award under ASC 718,Compensation—Stock Compensation. During the three months ended June 30, 2026, all applicable vesting conditions were satisfied associated with the 336,000 share award, and the award became fully vested. Compensation expense of $7.02 million associated with the award was recognized in selling, general and administrative in our interim condensed consolidated statements of operations included elsewhere in this Form 10-Q during June 30, 2026 in accordance with ASC 718.
Current report
Gross profit. Gross profit was $38.80 million for the six months ended June 30, 2026 compared to $11.32 million for the six months ended June 30, 2025, an increase of $27.48 million, or 243%. The increase primarily reflects higher GPU utilization rates, expansion of customer contracts in the enterprise AI vertical, and incremental pricing adjustments. Revenue outpaced cost of revenue as we gained efficiencies in operations period over period.
Current report
Capital Expenditure on GPU acquisitions. Capital expenditures on GPU equipment was $29.62 million for the six months ended June 30, 2026 compared to $2.90 million for the six months ended June 30, 2025, an increase of $26.72 million, or 922%. We primarily attribute the increase in capital expenditure to larger upfront purchases attributable to certain contracts and financing lease arrangements entered into during the six months ended June 30, 2026 as compared to the six months ended June 30, 2025.
Current report
The critical accounting policies adopted and updated by us for the six months ended June 30, 2026 are as follows:
Current report
Restricted Cash
Current report
Restricted cash primarily consists of funds held in segregated accounts pursuant to contractual arrangements and is not available for general corporate purposes. The restrictions are expected to lapse upon the satisfaction of specified contractual requirements. Amounts expected to be released within one year are classified as current assets, while amounts expected to remain restricted beyond one year are classified as noncurrent assets.
Current report
Fixed Assets Not In Service
Current report
Fixed assets not yet placed into service consist of costs incurred to acquire, construct, or develop long-lived assets that are not yet ready for their intended use and are recorded within equipment, net. Capitalized costs include direct materials and services, payroll and related costs for employees directly involved in the project, and other costs necessary to bring the assets to a condition and location for their intended use. Interest is capitalized for qualifying assets in accordance with ASC 835-20.
Current report
Assets not in service are not depreciated until they are substantially complete and ready for their intended use, at which time they are placed into service and reclassified to the appropriate equipment category. We evaluate these assets for impairment in accordance with ASC 360 when events or changes in circumstances indicate the carrying amount may not be recoverable, including instances of project delays, changes in scope, or abandonment. Capitalized costs associated with abandoned projects are written off in the period such determination is made.
Current report
Intangible Assets, net
Current report
Our intangible assets consist primarily of software licenses and IP addresses. Intangible assets are recognized when acquired and are measured at cost. Intangible assets are evaluated to determine whether they are definite-lived or indefinite-lived based on legal, regulatory, contractual, economic, and other relevant factors.
Current report
Definite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. Software license assets are amortized over the contractual license period, which we have concluded represents the estimated useful life of the underlying licenses. Indefinite-lived intangible assets are not amortized.
Current report
We may also enter into arrangements that contain software licenses, support services, subscription offerings, implementation services, and financing components. Consideration allocated to software licenses is capitalized as an intangible asset and amortized over the applicable license term. Amounts allocated to support services and subscription offerings are recorded as other assets and recognized as expense over the period the related benefits are received. Amounts allocated to implementation services are recognized as expense as the services are performed.
Current report
Intangible assets are evaluated for impairment in accordance with ASC 350,Intangibles—Goodwill and Other, for indefinite-lived intangible assets and ASC 360,Property, Plant and Equipment, for definite-lived intangible assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Impairment losses, if any, are recognized in the interim condensed consolidated statements of operations included elsewhere in this Form 10-Q. As of June 30, 2026, there have been no impairment losses.
Current report
Income Taxes
Current report
We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, we determine deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates, or a change in the tax status of an entity, on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date or the date the change in tax status becomes effective, as applicable. See Notes 3 and 19 of accompanying interim condensed consolidated financial statements included elsewhere in this Form 10-Q for information related to the change in tax status of Boost Run in connection with the Business Combination.
Current report
We recognize deferred tax assets to the extent that we believe that these assets are more likely than not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If we determine that we would be able to realize our deferred tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.
Current report
We record uncertain tax positions in accordance with ASC 740,Income Taxes on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.
Current report
We recognize interest and penalties related to unrecognized tax benefits on the income tax expense line in the interim condensed consolidated statements of operations included elsewhere in this Form 10-Q.
Current report
Revenue was $31.14 million for the three months ended June 30, 2026 compared to $8.42 million for the three months ended June 30, 2025, an increase of $22.72 million, or 270%. The increase primarily reflects higher GPU utilization rates, expansion of customer contracts in the enterprise AI vertical, and incremental pricing adjustments. Of the increase of $22.72 million, revenue from leasing increased by $23.28 million, primarily attributable to the execution of certain significant long-term customer contracts for the three months ended June 30, 2026. The increase in revenue generated from leasing was partially offset by a decrease in revenue generated from blockchain rewards of $0.56 million for the three months ended June 30, 2026.
Current report
Depreciation and amortization expense was $18.15 million for the three months ended June 30, 2026 compared to $2.51 million for the three months ended June 30, 2025, an increase of $15.64 million or 623%. The increase was primarily attributable to additions in finance lease right-of-use assets and owned equipment that were placed in service following the closing of the Business Combination. Of the increase of $15.64 million, (i) $11.28 million was attributable to finance lease right-of-use assets amortization, (ii) $2.75 million was associated with the amortization of assets related to a significant transformational license agreement, and (iii) $1.61 million was related to owned equipment depreciation.
Current report
Colocation lease cost was $10.56 million for the three months ended June 30, 2026 compared to $1.56 million for the three months ended June 30, 2025. Colocation lease cost increased $8.99 million, or 576%. The increase was primarily driven by (i) three colocation facilities - Charlotte, North Carolina, Minneapolis, Minnesota, and Seattle, Washington – that were not in service for the three months ended June 30, 2025, and (ii) increases in power, bandwidth, and variable lease cost associated within our existing data centers.
Current report
Provision for income taxes
Current report
In connection with the Business Combination completed on May 8, 2026, Boost Run Holdings, previously treated as a nontaxable partnership for U.S. federal income tax purposes, became our wholly-owned disregarded entity. The Business Combination was accounted for as a reverse recapitalization for financial reporting purposes, with Boost Run Holdings identified as the accounting acquirer, as Boost Run Holdings’ legacy equity holders retained the majority of the voting power, board composition, and senior management of the combined company. Accordingly, the Business Combination did not result in a new basis of accounting, a step-up in the tax basis of Boost Run Holdings’ assets and liabilities, or the recognition of goodwill, and the tax consequences of the Business Combination are accounted for as a change in the tax status of an entity rather than as part of business combination accounting.
Current report
For the three months ended June 30, 2026, we were unable to make a reliable estimate of its annual effective tax rate (“AETR”) for purposes of ASC 740-270. We projected annual ordinary income is such that small changes in the projection of annual ordinary income result in disproportionately large, and not meaningful, changes in the estimated AETR and the resulting interim tax provision. Accordingly, in accordance with ASC 740-270-30-6, we used the actual effective tax rate for the year-to-date period as its best estimate of the annual effective tax rate for purposes of calculating the tax provision on ordinary income for the period. We will reassess at each future interim period whether a reliable AETR estimate can be made.
Current report
For the three months ended June 30, 2026, we recognized income tax expense of $55.74 million in the provision for income taxes in the interim condensed consolidated statements of operations included elsewhere in this Form 10-Q. Our effective tax rate for the three months ended June 30, 2026, is negative 288.7%.
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Removed paragraphs (31)
Previous report
We are a Delaware limited liability company formed on March 21, 2024, to serve as the parent entity of Boost Run LLC, an Illinois limited liability company originally organized on August 16, 2023. On March 22, 2024, Boost Run LLC and we entered into a contribution agreement under which we acquired 100% of the membership interests of Boost Run LLC, resulting in Boost Run LLC becoming our wholly owned subsidiary (the “Contribution”). The Contribution represents a transfer of ownership interests between entities under common control and is accounted for in accordance with ASC 805-50,Business Combinations—Subtopic 50: Transactions Between Entities Under Common Control. Under this guidance, the assets and liabilities of Boost Run LLC were transferred to us at their carrying amounts as of the date of transfer, with no recognition of goodwill or gain/loss. The Contribution also results in a change in the reporting entity under U.S. GAAP, with us now serving as the ultimate parent company for financial reporting purposes. Accordingly, the accompanying comparative interim condensed consolidated financial statements have been retrospectively adjusted to reflect our financial position and results of operations as if the entities had always been combined.
Previous report
We own, lease, and operate bare metal GPUs servers housed within top-tier certified data centers. Our compute offerings are generally more affordable than those of major cloud providers, depending on contract duration and model type. Through the Infrastructure as Code (“IaC”) automation, we enable customers to access our services in a simple and secure manner. This makes our platform an ideal solution for organizations seeking to run sophisticated artificial intelligence (“AI”) models, including Large Language Models (“LLMs”), generative models, and other high-performance computing workloads. Whether training massive neural networks, running inference at scale, or executing computationally intensive scientific simulations, our GPU servers deliver the necessary performance at a cost that supports operational efficiency.
Previous report
Amended and Restated LLC Agreement
Previous report
In August 2025, we entered into an Amended and Restated Limited Liability Company Agreement, replacing the original agreement dated March 22, 2024. The amended agreement formalizes a multi-class equity structure, including Class A, Class B, and Class C units, each with distinct economic and governance rights. Class A units retain voting rights and priority in distributions, Class B units are structured as profits interests subject to vesting and participation thresholds, and Class C units were issued to a lender in connection with a financing arrangement and are not profits interests and are not subject to vesting but do have participation thresholds. In August 2025, pursuant to the August 2025 Warrant Cancellation Agreement, we issued 128 newly-created Class C units. In September 2025, pursuant to the Amended and Restated LLC Agreement, the board of directors granted 506 Class B units.
Previous report
Business Combination Agreement
Previous report
On September 15, 2025, we entered into a Business Combination Agreement with Willow Lane Acquisition Corp. (“Willow Lane”), Boost Run Inc., (“Pubco”), Benchmark Merger Sub I Inc., a wholly-owned subsidiary of Pubco (“SPAC Merger Sub”), Benchmark Merger Sub II LLC, a wholly-owned subsidiary of Pubco (“Company Merger Sub”). The Business Combination Agreement provides for a two-step merger transaction (the “Mergers”), in which, first, SPAC Merger Sub will merge with and into Willow Lane, with Willow Lane surviving as a wholly-owned subsidiary of Pubco, and, immediately thereafter, Company Merger Sub will merge with and into us, with us surviving as a wholly-owned subsidiary of Pubco. By virtue of the consummation of the Mergers, Pubco will become a publicly traded company, with Willow Lane and us as its wholly owned subsidiaries. Prior to the closing of the Mergers, Willow Lane will re-domicile from the Cayman Islands to the State of Delaware.
Previous report
At Closing, our equity holders will receive total consideration consisting of (i) an $8.5 million installment note, (ii) $441.5 million in Pubco Class A and Class B common stock (based on a $10.00 per share valuation), and (iii) up to 7,875,000 Karos Earnout Shares contingent upon Pubco’s stock performance over a three-year earnout period. Karos Earnout Shares will be issued in three equal tranches if Pubco’s volume-weighted average price meets or exceeds $12.50, $15.00, and $17.50, respectively, for twenty out of thirty consecutive trading days during the earnout period.
Previous report
The transaction is intended to qualify as an “exchange” within the meaning of Section 351 of the Internal Revenue Code for U.S. federal income tax purposes. Each party to the Business Combination Agreement will be responsible for its own tax liabilities, including any adverse consequences arising from the failure of the transaction to qualify under Section 351.
Previous report
Upon Closing, Pubco will assume all outstanding Willow Lane securities, which will convert into equivalent Pubco securities.
Previous report
Business Combination Agreement Amendment
Previous report
On January 13, 2026, the parties to the Business Combination Agreement entered into Amendment No. 1 to the Business Combination Agreement, which, among other matters, confirms that the post-closing board of directors of Pubco will consist of seven directors—two designated by Willow Lane and five designated by us—and extends the latest date for closing to June 30, 2026.
Previous report
Simultaneously, and in connection with the previously announced earnout structure, the Pubco, Willow Lane Sponsor, LLC (the “Sponsor”), and Goodrich ILMJS LLC (the “SPV”) entered into an amendment to the earnout agreement providing that the Sponsor may earn up to 1,125,000 newly issued shares of Pubco Class A Common Stock and the SPV may earn up to 1,968,750 newly issued shares of Pubco Class A common stock (3,093,750 shares in total) based on the performance of Pubco Class A Common Stock during the three-year period beginning on and following the Closing, as follows: in the event that the VWAP of Pubco Class A Common Stock equals or exceeds (i) $12.50 per share, the Sponsor will be entitled to 375,000 such shares and the SPV to 656,250 such shares; (ii) $15.00 per share, the Sponsor will be entitled to 375,000 such shares and the SPV to 656,250 such shares; and (iii) $17.50 per share, the Sponsor will be entitled to 375,000 such shares and the SPV to 656,250 such shares (in each case, measured for any 20 trading days within any consecutive 30 trading days during the earnout period).
Previous report
Pursuant to the Weil Consulting Agreement, dated January 13, 2026, Pubco has agreed to engage B. Luke Weil, Chairman and Chief Executive Officer of Willow Lane, to provide advice as needed with respect to business strategy and corporate governance and to use his reasonable efforts to introduce Pubco to clients and investors, commencing on the first business day following the day of the Closing and agreed to grant in three equal tranches totaling 336,000 shares of Pubco Class A Common Stock, subject to vesting provided that Pubco’s VWAP meets or exceeds $12.00, $14.50 and $17.00, respectively, for 30 trading days within consecutive 45 trading days following the date of the Closing.
Previous report
Mergers
Previous report
On May 8, 2026 (the “Closing Date”), the previously disclosed business combination pursuant to the Business Combination Agreement was consummated. In accordance with the terms of the Business Combination Agreement, (i) SPAC Merger Sub merged with and into Willow Lane, with Willow Lane surviving as a wholly owned subsidiary of Pubco, and (ii) immediately thereafter, Company Merger Sub merged with and into us, with us surviving as a wholly owned subsidiary of Pubco. As a result of the Mergers, Pubco became a publicly traded company and Willow Lane and us became its wholly owned subsidiaries.
Previous report
In connection with the closing of the Mergers, Pubco’s equity holders received aggregate consideration including (i) an installment note with an initial principal amount of $8.5 million and (ii) equity consideration consisting of Pubco Class A and Class B common stock based on a $10.00 per share valuation, together with the potential issuance of up to 7,875,000 earnout shares contingent upon Pubco’s future stock price performance.
Previous report
The Mergers were accounted for as a reverse recapitalization, with Pubco deemed to be the accounting acquirer. Accordingly, the transaction is equivalent to the issuance of equity by Pubco for the net assets of Willow Lane, accompanied by a recapitalization of Pubco’s consolidated equity structure.
Previous report
In connection with the closing of the Mergers, we also repaid in full all outstanding borrowings under our bridge loan arrangements, including the August 2025 Bridge Loan and the February 2026 Bridge Loans, as well as amounts outstanding under the related party loan. As a result, we had no outstanding debt obligations related to these arrangements after the Closing Date.
Previous report
Additionally, all outstanding Willow Lane’s securities converted into equivalent Pubco’s securities, and its Class A common stock and public warrants commenced trading on The Nasdaq Stock Market LLC subsequent to the Closing Date.
Previous report
Revenue
Previous report
Revenue was $10.96 million for the three months ended March 31, 2026 compared to $4.14 million for the three months ended March 31, 2025 an increase of $6.82 million, or 165%. The increase primarily reflects higher GPU utilization rates, expansion of customer contracts in the enterprise AI vertical, and incremental pricing adjustments. We added seven new lessees which contributed lease income of $3.83 million and seven new customers who contributed blockchain rewards of $0.15 million for the three months ended March 31, 2026. Existing lessees contributed $2.84 million more revenue for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Previous report
Depreciation and amortization expense was $4.72 million for the three months ended March 31, 2026 compared to $1.37 million for the three months ended March 31, 2025, an increase of $3.35 million or 244%. The increase was primarily attributable to (i) $0.6 million of higher depreciation expense on owned assets, primarily driven by approximately $17.0 million of equipment additions during the three months ended March 31, 2026; (ii) $0.7 million of incremental amortization expense related to finance leases executed on a staggered basis in early 2025, which were only partially reflected in the prior-year period; and (iii) $2.1 million of amortization expense associated with finance leases entered into subsequent to March 31, 2025.
Previous report
Colocation lease cost was $4.67 million for the three months ended March 31, 2026 compared to $0.81 million for the three months ended March 31, 2025. Colocation lease cost increased $3.86 million, or 476%. The increase was primarily driven by three new colocation facilities that commenced operations subsequent to March 31, 2025 and therefore did not contribute to expense in the prior year period: Durham, North Carolina for $0.7 million, Charlotte, North Carolina for $0.5 million, and Minneapolis, Minnesota for $2.7 million.
Previous report
Bridge Loan
Previous report
We recorded a total debt discount of $0.14 million and debt issuance costs of $0.05 million at issuance which are being amortized over the contractual term of the loan. As of March 31, 2026, the unamortized debt discount and issuance costs totaled $0.11 million and $0.04 million, respectively, resulting in a carrying amount of $4.85 million. As of March 31, 2026, the outstanding principal balance was $5.00 million, and we were in compliance with all applicable financial and non-financial covenants. We typically pay interest due in advance; accordingly, no accrued interest was recorded in the interim condensed consolidated statements of financial position as of March 31, 2026.
Previous report
Bridge Loan
Previous report
We entered into a $5.0 million Bridge Loan agreement on August 11, 2025. Monthly repayments of the loan are due beginning on September 1, 2026, with a lump sum payment of $3.5 million due at the loan’s maturity on August 11, 2028. As of March 31, 2026 and 2025, we had a loan balance of $4.85 million and zero, respectively, outstanding.
Previous report
We entered into an $11.0 million Amended August 2025 Bridge Loan Agreement on February 27, 2026. The loan does not bear interest and will be paid in full on April 28, 2026, or at close. As of March 31, 2026 and 2025, we had a loan balance of $10.51 million and zero, respectively, outstanding.
Previous report
The bridge loans were paid off concurrent with the closing of the Mergers.
Previous report
Related Party Loan
Previous report
We entered into a $1.43 million Related Party Loan agreement on November 25, 2025. The loan matures on the earlier of August 11, 2028, or 91 days after repayment of the bridge loan, and the loan bears interest at 4.33% per annum. As of March 31, 2026, the outstanding Related Party Loan principal balance was $1.43 million with accrued interest of $0.02 million. We did not have a Related Party Loan as of March 31, 2025. The Related Party Loan was paid off concurrent with the Mergers.
Reworded paragraphs (32)
Previous wording
The following discussion and analysis should be read in conjunction with the financial statements and related notes of Boost Run Holdings, LLC. (“Boost Run,” “we,” “us,” and “our”) included elsewhere in this Form 10-Q. This discussion contains forward-looking statements reflecting our current expectations, estimates and assumptions concerning events and financial trends that may affect our future operating results or financial position. Actual results and timing of events may differ materially from those contained in these forward-looking statements due to a number of factors, including those discussed in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements.”
Current wording
The following discussion and analysis should be read in conjunction with the financial statements and related notes of Boost Run Inc. (“Boost Run,” “we,” “us,” and “our”) included elsewhere in this Form 10-Q. This discussion contains forward-looking statements reflecting our current expectations, estimates and assumptions concerning events and financial trends that may affect our future operating results or financial position. Actual results and timing of events may differ materially from those contained in these forward-looking statements due to a number of factors, including those discussed in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements.”
Previous wording
We own GPU infrastructure which is housed across multiple colocation facilities in the U.S., such as Oregon, Washington; Richardson, Texas; Fort Worth, Texas; Chicago, Illinois; Charlotte, North Carolina; Seattle, Washington; and Minneapolis, Minnesota. The colocation facilities provide hosting services—including space, power, connectivity, and physical security—but do not own or supply the GPU hardware.
Current wording
We provide GPU infrastructure which is housed across multiple colocation facilities in the U.S., such as Richardson, Texas; Fort Worth, Texas; Rock Island, Illinois; Charlotte, North Carolina; Seattle, Washington; Minneapolis, Minnesota; Durham, North Carolina and Marietta, Georgia. The colocation facilities provide hosting services—including space, power, connectivity, and physical security—but do not own or supply the GPU hardware.
Previous wording
We monitor several key metrics, including the key financial metrics set forth below, in order to help us evaluate growth trends, establish budgets, measure the effectiveness of our sales and marketing efforts, and assess operational efficiencies. The following table summarizes revenue, gross profit, gross profit margin and capital expenditure on GPU acquisitions. We discuss revenue below under “Components of Operating Results,” and we discuss gross profit, gross profit margin and capital expenditure on GPU acquisitions immediately below in the following tables for the three months ended March 31, 2026 and 2025.
Current wording
We monitor several key metrics, including the key financial metrics set forth below, in order to help us evaluate growth trends, establish budgets, measure the effectiveness of our sales and marketing efforts, and assess operational efficiencies. The following tables summarizes revenue, gross profit, gross profit margin and capital expenditure on GPU acquisitions. We discuss revenue below under “Components of Operating Results,” and we discuss gross profit, gross profit margin and capital expenditure on GPU acquisitions immediately below in the following tables for the and three and six months ended June 30, 2026 and 2025.
Previous wording
Gross profit. We define gross profit as revenue less cost of revenue. Gross profit was $9.38 million for the three months ended March 31, 2026 compared to $3.44 million for the three months ended March 31, 2025, an increase of $5.94 million, or 173%. The increase primarily reflects higher GPU utilization rates, expansion of customer contracts in the enterprise AI vertical, and incremental pricing adjustments. Revenue outpaced cost of revenue as we gained efficiencies in operations period over period.
Current wording
Gross profit. We define gross profit as revenue less cost of revenue. Gross profit was $29.42 million for the three months ended June 30, 2026 compared to $7.88 million for the three months ended June 30, 2025, an increase of $21.54 million, or 273%. The increase primarily reflects higher GPU utilization rates, expansion of customer contracts in the enterprise AI vertical, and incremental pricing adjustments. Revenue outpaced cost of revenue as we gained efficiencies in operations period over period.
Previous wording
Gross profit margin. Gross profit as a percentage of revenue, or gross profit margin, has been and will continue to be affected by a variety of factors, including the GPU utilization rates, the number of customer contracts, expansion/contraction of existing customer contracts, and pricing adjustments. Gross profit margin was 85.6% for the three months ended March 31, 2026 compared to 83.0% for the three months ended March 31, 2025, an increase of 2.6%. We attribute the increase in gross profit margin to greater efficiencies in operations.
Current wording
Gross profit margin. Gross profit as a percentage of revenue, or gross profit margin, has been and will continue to be affected by a variety of factors, including the GPU utilization rates, the number of customer contracts, expansion/contraction of existing customer contracts, and pricing adjustments. Gross profit margin was 94.5% for the three months ended June 30, 2026 compared to 93.6% for the three months ended June 30, 2025, an increase of 0.9%. We attribute the increase in gross profit margin to greater efficiencies in operations.
Previous wording
Capital Expenditure on GPU acquisitions. We define capital expenditure as money spent to acquire, upgrade, or extend the life of our GPU equipment. Capital expenditures on GPU equipment was $8.93 million for the three months ended March 31, 2026 compared to $0.68 million for the three months ended March 31, 2025, an increase of $8.25 million, or 1,211%. We attribute the increase in capital expenditure to larger upfront purchases attributable to certain contracts for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.
Current wording
Capital Expenditure on GPU acquisitions. We define capital expenditure as money spent to acquire, upgrade, or extend the life of our GPU equipment. Capital expenditures on GPU equipment was $20.69 million for the three months ended June 30, 2026 compared to $2.22 million for the three months ended June 30, 2025, an increase of $18.47 million, or 833%. We primarily attribute the increase in capital expenditure to larger upfront purchases attributable to certain contracts and financing lease arrangements entered into during the three months ended June 30, 2026 as compared to the three months ended June 30, 2025.
Previous wording
Selling, general and administrative. Selling, general and administrative is primarily comprised of payroll costs, legal and accounting services, software and applications, unit-based compensation, travel, taxes paid, office expenses, and finance charges.
Current wording
Selling, general and administrative. Selling, general and administrative is primarily comprised of stock-based compensation, payroll costs, professional fees, taxes, insurance, travel, office and general business expenses, filing fees, bank fees and finance charges, and meals.
Previous wording
Our discussion and analysis of our financial condition and results of operations are based upon our interim condensed consolidated financial statements, which have been prepared in accordance with GAAP. These principles require us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, cost of revenue and expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. On an ongoing basis, we evaluate our estimates, including those related to revenue recognition, internal-use software, unit-based compensation, debt, and income taxes. To the extent that there are material differences between these estimates and our actual results, our future interim condensed consolidated financial statements will be affected. Some of the judgments that we make in applying our accounting estimates in these areas are described in Note 2 to our interim condensed consolidated financial statements section included elsewhere in this Form 10-Q. There have been no material changes to our critical accounting policies and estimates as disclosed in our amendment number 2 to Form S-4 filed on March 11, 2026. The preparation of financial statements in conformity with U.S. GAAP continues to require us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements. Actual results could differ materially from those estimates.
Current wording
Our discussion and analysis of our financial condition and results of operations are based upon our interim condensed consolidated financial statements, which have been prepared in accordance with GAAP. These principles require us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, cost of revenue and expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. On an ongoing basis, we evaluate our estimates, including those related to revenue recognition, internal-use software, unit-based compensation, debt, and income taxes. To the extent that there are material differences between these estimates and our actual results, our future interim condensed consolidated financial statements will be affected. Some of the judgments that we make in applying our accounting estimates in these areas are described in Note 3 to our interim condensed consolidated financial statements section included elsewhere in this Form 10-Q.
Previous wording
Cost of revenue was $1.58 million for the three months ended March 31, 2026 compared to $0.70 million for the three months ended March 31, 2025. Cost of revenue increased $0.88 million, or 125%. The increase primarily reflects higher GPU utilization rates and expansion of customer contracts in the enterprise AI vertical. The increase in cost of revenue was outpaced by the increase in revenue as we gained efficiencies in operations period over period.
Current wording
Cost of revenue was $1.72 million for the three months ended June 30, 2026 compared to $0.54 million for the three months ended June 30, 2025. Cost of revenue increased $1.18 million, or 217%. The increase primarily reflects higher GPU utilization rates and expansion of customer contracts in the enterprise AI vertical. The increase in cost of revenue was outpaced by the increase in revenue as we gained efficiencies in operations period over period.
Previous wording
Selling, general and administrative expense was $2.66 million for the three months ended March 31, 2026 compared to $0.77 million for the three months ended March 31, 2025. Selling, general and administrative increased $1.89 million, or 243%. The increase primarily reflects higher GPU utilization rates and expansion of customer contracts in the enterprise AI vertical. Of the $1.89 million increase, it is primarily driven by (i) a $0.6 million increase in payroll expense related to six new employees added during the three months ended March 31, 2026, (ii) $0.4 million increase in legal and accounting services, (iii) a $0.4 million increase in contract labor, (iv) a $0.3 million increase in software and application expenses due to our growth, and (v) a $0.1 million increase in travel expenses. The remaining net increase in selling, general and administrative expenses is mostly due to increases in general business expenses, insurance, and office expenses, offset by a decrease in finance charges.
Current wording
Selling, general and administrative expense was $13.63 million for the three months ended June 30, 2026 compared to $0.79 million for the three months ended June 30, 2025. Selling, general and administrative increased $12.83 million, or 1,618%. Of the $12.83 million increase, it is primarily driven by (i) a $6.87 million increase in stock-based compensation primarily due to equity awards granted to a non-employee and several employees, (ii) a $1.67 million increase in taxes, as we owed state franchise taxes for the first time during 2026, (iii) a $1.63 million increase in payroll expenses primarily related to the addition of 15 new employees during the three months ended June 30, 2026, (iv) a $1.48 million increase in professional fees, (v) a $0.52 million increase in software and application expenses, (vi) a $0.49 million increase in insurance, and (vii) a $0.06 million increase in travel expenses. The remaining $0.11 million net increase in selling, general and administrative expenses is mostly due to increases in bank fees and finance charges, office and general business expenses, meals, and filing fees.
Previous wording
Total other expenses, net was $1.45 million for the three months ended March 31, 2026 compared to $0.46 million for the three months ended March 31, 2025. The change of $0.99 million, or 214%, in total other expense, net was primarily due to the increase interest expense associated with the Bridge Loans and office and equipment finance leasing agreements, as well as the loss on sale associated with the disposal of hardware equipment during the first three months ended March 31, 2025.
Current wording
Total other expenses, net was $6.40 million for the three months ended June 30, 2026 compared to $0.49 million for the three months ended June 30, 2025. The change of $5.91 million, or 1,212%, in total other expense, net was primarily due to (i) a $4.60 million increase in interest expense associated with the bridge loans, office and equipment finance leasing agreements, and other financial obligations, and (ii) a $1.35 million loss on extinguishment of debt in connection with the repayment of the bridge loans in the three months ended June 30, 2026.
Previous wording
The accompanying interim condensed consolidated financial statements have been prepared on a going concern basis. As of March 31, 2026, we had cash of $13.24 million, an accumulated deficit of $21.16 million and a working capital deficit of $71.50 million. Subsequent to March 31, 2026, Pubco completed the Mergers that resulted in the net cash receipt of approximately $95.38 million and the repayment of the bridge loans and related party loan. We have evaluated our liquidity position and expected cash flows and believe that, based on our current cash balances, proceeds from the Mergers, and anticipated cash flows from operations, we have sufficient liquidity to meet our obligations as they become due for at least one year from the date these interim condensed consolidated financial statements are issued.
Current wording
As of June 30, 2026, we had unrestricted cash of $120.17 million, an accumulated deficit of $96.20 million and a working capital deficit of $23.58 million. A large portion of the working capital deficit is due to customers paying in advance for our services. When cash is received for the prepayment of invoices, we record an asset (cash and cash equivalents) with the offset recorded as a liability (customer deposits). This current liability does not require a direct cash outflow since customers have prepaid and are obligated to purchase the services. In most businesses, growth in revenue typically leads to an increase in the accounts receivable balance causing a use of cash as a company grows. Unlike these businesses, our cash position is favorably affected by revenue growth, which results in a source of cash due to our customers prepaying for services. In addition, on May 8, 2026, we completed the Business Combination that resulted in the net cash receipt of approximately $114.08 million, which was partially utilized for the repayment of the bridge loans and related party loans. We have evaluated our liquidity position and expected cash flows and believe that, based on our current cash balances, proceeds from the Business Combination, and anticipated cash flows from operations, we have sufficient liquidity to meet our obligations as they become due for at least one year from the date the accompanying interim condensed consolidated financial statements included elsewhere in this Form 10-Q are issued.
Previous wording
On August 11, 2025, we entered into a bridge loan agreement (the “August 2025 Bridge Loan Agreement”) providing for an initial draw of $5.00 million, with up to an additional $20.00 million available at the lender’s discretion. The loan bears interest at the prime rate plus 4.50%, subject to a prime rate floor of 7.5%, with interest-only payments for the first 12 months, followed by monthly amortization of 1.25% of the principal. The loan matures on August 11, 2028, and is secured by substantially all of our assets.
Current wording
On August 11, 2025, we entered into a bridge loan agreement (the “August 2025 Bridge Loan Agreement”) providing for an initial draw of $5.00 million, with up to an additional $20.00 million available at the lender’s discretion (the “August 2025 Bridge Loan”). The August 2025 Bridge Loan bears interest at the prime rate plus 4.50%, subject to a prime rate floor of 7.5%, with interest-only payments for the first 12 months, followed by monthly amortization of 1.25% of the principal. The loan matures on August 11, 2028, and is secured by substantially all of our assets. We recorded a total debt discount of $0.14 million and debt issuance costs of $0.05 million at issuance which are being amortized over the contractual term of the loan.
Previous wording
On February 27, 2026, we entered into an amendment and waiver agreement to our August 2025 Bridge Loan Agreement (the “First Amendment and Waiver Agreement”), pursuant to which we issued additional short-term bridge loans totaling $11.00 million (the “February 2026 Bridge Loans”). We received $9.95 million in net proceeds, reflecting a $1.05 million total debt discount. As of March 31, 2026, the unamortized debt discount and debt issuance costs totaled $0.47 million and $0.02 million, respectively, resulting in a net carrying of $10.51 million.
Current wording
On February 27, 2026, we entered into an amendment and waiver agreement to our August 2025 Bridge Loan Agreement (the “First Amendment and Waiver Agreement”), pursuant to which we issued additional short-term bridge loans totaling $11.00 million (the “February 2026 Bridge Loans”). We received $9.95 million in net proceeds, reflecting a $1.05 million total debt discount.
Previous wording
The February 2026 Bridge Loans mature on the earlier of April 28, 2026 or the consummation of a permitted SPAC acquisition. The February 2026 Bridge Loans bear no stated interest, and the original issue discount, together with related financing fees, is amortized to interest expense over the contractual term using the effective interest method. As of March 31, 2026, the February 2026 Bridge Loans were classified as current liabilities.
Current wording
The February 2026 Bridge Loans mature on the earlier of April 28, 2026 or the consummation of a permitted SPAC acquisition. The February 2026 Bridge Loans bear no stated interest, and the original issue discount, together with related financing fees, is amortized to interest expense over the contractual term using the effective interest method.
Previous wording
Interest expense related to the bridge loans, substantially all of which represents amortization of original issue discounts and debt issuance costs associated with both the August 2025 bridge loan and the February 2026 Bridge Loans, was $0.72 million for the three months ended March 31, 2026.
Current wording
Interest expense related to the bridge loans, substantially all of which represents amortization of original issue discounts and debt issuance costs associated with both the August 2025 Bridge Loan and the February 2026 Bridge Loans, was $0.56 million and $1.28 million for the three and six months ended June 30, 2026.
Previous wording
The bridge loans were paid off concurrent with the closing of the Mergers. Refer to Notes 9 and 16 to our interim condensed consolidated financial statements section included elsewhere in this Form 10-Q for more information related to our bridge loans.
Current wording
In connection with the consummation of the Business Combination on May 8, 2026, we repaid all outstanding amounts under the August 2025 Bridge Loan and the February 2026 Bridge Loans. As of June 30, 2026, there were no amounts outstanding under these arrangements. Refer to Note 13 to our interim condensed consolidated financial statements section included elsewhere in this Form 10-Q for more information related to our bridge loans.
Previous wording
During 2025, we received $1.43 million proceeds from the subordinated loan agreement with our chief executive officer, Andrew Karos (“Related Party Loan”). The loan bears interest at 4.33% per annum and is subordinated to our obligations under its bridge loan. The loan matures on the earlier of August 11, 2028, or 91 days after repayment of the bridge loan. The loan bears interest at 4.33% per annum and is subordinated to the bridge loan. The Related Party Loanwas paid off concurrent with the closing of the Mergers.
Current wording
During 2025, we received $1.43 million proceeds from the subordinated loan agreement with our chief executive officer, Andrew Karos (“Related Party Loan”). The loan bears interest at 4.33% per annum and is subordinated to our obligations under the bridge loans. The loan matures on the earlier of August 11, 2028, or 91 days after repayment of the bridge loans. The loan bears interest at 4.33% per annum and is subordinated to the bridge loans. Interest expense was $0.02 million and $0.04 million as of the three and six months ended June 30, 2026.
Previous wording
On May 8, 2026, we consummated the Mergers, pursuant to which we became a wholly owned subsidiary of Pubco. In connection with the closing of the Mergers, no redemptions were submitted by Willow Lane shareholders.
Current wording
On May 8, 2026, we consummated the Business Combination, pursuant to which Boost Run Holdings surviving as our wholly owned subsidiary. In connection with the closing of the Business Combination, no redemptions were submitted by WLAC shareholders.
Previous wording
Upon closing, Pubco’s Class A common stock and public warrants began trading on the Nasdaq Stock Market LLC under the ticker symbols “BRUN” and “BRUNW,” respectively, beginning on May 11, 2026.
Current wording
Upon closing, our Class A common stock and public warrants began trading on the Nasdaq Stock Market LLC under the ticker symbols “BRUN” and “BRUNW,” respectively, beginning on May 11, 2026.
Previous wording
The proceeds from the Mergers have strengthened the Company’s liquidity position and are expected to support the expansion of its GPU infrastructure platform and general working capital needs. As of the date of this filing, we believe we have sufficient liquidity to fund our planned operations for at least the next twelve months.
Current wording
The proceeds from the Business Combination have strengthened our liquidity position and are expected to support the expansion of its GPU infrastructure platform and general working capital needs. As of the date of this filing, we believe we have sufficient liquidity to fund our planned operations for at least the next twelve months.
Previous wording
As of March 31, 2026, we had future operating and finance lease liabilities of $102.13 million and $86.78 million, respectively. Of those amounts, an aggregate of $37.99 million is payable before December 31, 2026.
Current wording
As of June 30, 2026, we had future operating and finance lease liabilities of $119.52 million and $238.13 million, respectively. Of those amounts, an aggregate of $58.74 million is payable before December 31, 2026.
Previous wording
The following table summarizes our cash flow data for the three months ended March 31, 2026 and 2025:
Current wording
The following table summarizes our cash flow data for the six months ended June 30, 2026 and 2025:
Previous wording
Cash generated by operating activities is our primary source of liquidity. It is primarily comprised of net income (loss), as adjusted for non-cash items and changes in operating assets and liabilities. Non-cash adjustments consist primarily of depreciation and amortization, unit-based compensation expense, loss (gain) on sale of fixed assets, non-cash lease expense, loss in change of fair value of digital asset receivable, loss in change in fair value of liability-classified warrants, and non-cash interest expense. Changes in operating assets and liabilities consisted of changes in accounts receivable, prepaid expenses, other current assets, accounts payable, operating lease liabilities, credit card payable, and other current liabilities.
Current wording
Cash generated by operating activities is our primary source of liquidity. It is primarily comprised of net income (loss), as adjusted for non-cash items and changes in operating assets and liabilities. Non-cash adjustments consist primarily of depreciation and amortization, stock-based compensation, loss on sale of equipment, loss on extinguishment of debt, non-cash lease expense, deferred tax liability, loss in change of fair value of digital asset receivable, amortization of debt discount, non-cash interest expense, and interest accretion on financial obligation. Changes in operating assets and liabilities consisted of changes in accounts receivable, prepaid expenses, other current assets, accounts payable, operating lease liabilities, customer deposits, credit card payable, and accrued expenses and other current liabilities.
Previous wording
Net cash provided by operating activities was $13.24 million for the three months ended March 31, 2026, compared to $1.26 million for the three months ended March 31, 2025, or an increase of $11.98 million or 952%. The increase in operating cash flow was a result of the continued growth of our business, improved profitability and our ability to successfully manage our working capital.
Current wording
Net cash provided by operating activities was $114.25 million for the six months ended June 30, 2026, compared to $8.61 million for the six months ended June 30, 2025, or an increase of $105.64 million or 1,228%. The increase in operating cash flow was a result of the continued growth of our business, improved profitability and our ability to successfully manage our working capital.
Previous wording
The changes in cash flows from investing activities primarily relate to purchases and sale of equipment. Historically, in making a lease-versus-ownership decision related to office or data center space, we have considered various factors including financial metrics, expected long-term growth rates, time to market, operating costs and changes in asset values. We may also make cash payments in connection with future business combinations.
Current wording
The changes in cash flows from investing activities primarily relate to purchases of property and equipment, lease improvements, and finance lease prepayments. Historically, in making a lease-versus-ownership decision related to office or data center space, we have considered various factors including financial metrics, expected long-term growth rates, time to market, operating costs and changes in asset values. We may also make cash payments in connection with future business combinations.
Previous wording
Net cash used in investing activities of $15.95 million for the three months ended March 31, 2026 was primarily related to purchases of equipment of $8.93 million, operating lease prepayments of $5.07 million, and finance lease prepayments of $1.95 million.
Current wording
Net cash used in investing activities of $39.68 million for the six months ended June 30, 2026 was primarily related to purchases of equipment of $29.62 million, operating lease prepayments of $7.18 million, finance lease prepayments of $2.82 million, and purchases of intangible assets of $0.06 million.
Previous wording
Net cash provided by investing activities of $0.22 million for the three months ended March 31, 2025 was primarily related to the proceeds from the sale of equipment of $0.92 million, partially offset by purchases of equipment of $0.68 million and intangible assets of $0.02 million.
Current wording
Net cash used in investing activities of $2.00 million for the six months ended June 30, 2025 was primarily related to purchases of equipment of $2.90 million and purchases of intangible assets of $0.02 million, partially offset by the proceeds from the sale of equipment of $0.92 million.
Previous wording
The changes in cash flows from financing activities primarily relate to capital contributions, proceeds from the Bridge Loan, net, payments toward deferred transaction costs, proceeds from related party loans, and principal payments on finance lease liabilities.
Current wording
The changes in cash flows from financing activities primarily relate to proceeds from the Business Combination net of transaction costs, capital contributions, exercise of warrants, financial obligations, proceeds from and repayment of the bridge loans, principal payments on finance lease liabilities, and repayment of the related party loan.
Previous wording
Net cash provided by financing activities of $6.21 million for the three months ended March 31, 2026 was primarily driven by net proceeds from the Bridge Loan, net of $9.95 million, partially offset by payments of finance lease liabilities of $3.72 million and payments toward deferred transaction costs of $0.02 million.
Current wording
Net cash provided by financing activities of $48.86 million for the six months ended June 30, 2026 was primarily driven by proceeds from Business Combination, net of transaction costs of $114.08 million, proceeds from the exercise of warrants of $43.44 million, and net proceeds from the February 2026 Bridge Loans of $9.95 million. These increases were partially offset by payments of finance lease liabilities of $99.93 million, repayment of the bridge loans of $17.21 million, and repayment of the related party loan of $1.47 million.
Previous wording
Net cash used in financing activities of $0.47 million for the three months ended March 31, 2025 was primarily driven by payments of finance lease liabilities of $0.97 million, partially offset by capital contributions from the owners of $0.50 million.
Current wording
Net cash used in financing activities of $4.99 million for the six months ended June 30, 2025 was primarily driven by payments of finance lease liabilities of $5.49 million, partially offset by capital contributions from the owners of $0.50 million.
Previous wording
There have been no material changes to our exposure to market risk from those disclosed in our amendment number 2 to Form S-4 filed on March 11, 2026.
Current wording
There have been no material changes to our exposure to market risk from those disclosed in our amendment number 3 to Form S-4 filed on March 27, 2026.
Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
Financial Summary for the six months ended June 30, 2026 and 2025
Current report — wording carried from elsewhere
Gross profit margin. Gross profit margin was 92.2% for the six months ended June 30, 2026 compared to 90.1% for the six months ended June 30, 2025, an increase of 2.1%. We attribute the increase in gross profit margin to greater efficiencies in operations.
Current report — wording carried from elsewhere
There have been no material changes to our critical accounting policies and estimates as disclosed in our amendment number 3 to Form S-4 filed on March 27, 2026, other thanRestricted Cash, Fixed Assets Not In Service, Intangible Assets, and Income Taxesas described under Note 3 of our interim condensed consolidated financial statements. The preparation of financial statements in conformity with U.S. GAAP continues to require us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements. Actual results could differ materially from those estimates.
Current report — wording carried from elsewhere
The following tables set forth our results of operations for the periods presented. The period-to-period comparison of financial results is not necessarily indicative of financial results to be achieved in future periods.
Current report — wording carried from elsewhere
Cost of revenue was $3.30 million for the six months ended June 30, 2026 compared to $1.24 million for the six months ended June 30, 2025. Cost of revenue increased $2.05 million, or 165%. The increase primarily reflects higher GPU utilization rates and expansion of customer contracts in the enterprise AI vertical. The increase in cost of revenue was outpaced by the increase in revenue as we gained efficiencies in operations period over period.