PORT.UN — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-04

• ●the Company’s ability to complete the mergers described herein on the terms of the respective merger agreements and the ability to realize the synergies and other perceived advantages resulting from the mergers;

• ●the Company’s ability to obtain required regulatory approvals; and

• In April 2026, the Company entered into an underwriting agreement with an unaffiliated third party for the issuance and sale of 16,445,000 shares of its Class A Common Stock at a price to the public of $2.10 per share. The Company received net proceeds of approximately $32.5 million, after underwrit…

• On September 8, 2025, we entered into a Loan and Security Agreement with certain lenders, which provides us with an up to $100.0 million term loan with a delayed draw feature, which is composed of four committed tranches: (i) the first tranche in an aggregate principal amount of $40.0 million, which…

• In connection with the credit facility, we issued each lender thereunder a warrant to purchase an aggregate amount of 1,462,682 shares of our Class A Common Stock with an exercise price per share of $7.29. The warrants vest and become exercisable in proportion to and in conjunction with the advancem…

Text removed vs the prior filing · source: 10-Q · 2026-04-30

• On September 8, 2025, we entered into a Loan and Security Agreement with certain lenders, which provides us with an up to $100.0 million term loan with a delayed draw feature, which is composed of four committed tranches: (i) the first tranche in an aggregate principal amount of $40.0 million, which…

• which may be drawn by December 31, 2026 and (iv) the fourth tranche in an aggregate principal amount equal to $20.0 million, which may be drawn by June 30, 2027. The availability of each tranche will be subject to achievement by us of certain conditions, including, without limitation, achievement of…

• In connection with the credit facility, we issued each lender thereunder a warrant to purchase stock to purchase an aggregate amount of 1,462,682 shares of our Class A Common Stock with an exercise price per share of $7.29. The Warrants vest and become exercisable in proportion to and in conjunction…

• On November 14, 2025, we entered into an Agreement and Plan of Merger (“Homestead Merger Agreement”), by and among the Company, Angel Black Autumn Merger Sub, Inc., a Delaware Corporation and wholly-owned subsidiary of the Company, Black Autumn Show, Inc., a Delaware Corporation (“Homestead”) and th…

• On November 14, 2025, we entered into an Agreement and Plan of Merger (“TCP Merger Agreement”), by and among Angel TCP Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Angel, Toothy Cow Productions, LLC, a Tennessee limited liability company (“TCP”), and the uni…

Text added vs the prior filing · source: 10-Q · 2026-08-04

• As of June 30, 2026, the last business day of the Company's most recently completed second fiscal quarter, the aggregate market value of the Company's common equity held by non-affiliates exceeded the $75 million threshold under Rule 12b-2 of the Exchange Act. As a result, the Company will be classi…

Text removed vs the prior filing · source: 10-Q · 2026-04-30

• The Company is currently a non-accelerated filer and an emerging growth company and is therefore not required to obtain an audit of its internal control over financial reporting. Management is responsible for establishing and maintaining adequate internal control over financial reporting and has des…

Text removed vs the prior filing · source: 10-Q · 2026-04-30

• On December 12, 2016, the United States District Court for the Central District of California (the “California Court”) in the matter of Disney Enterprises, Inc.; Lucasfilm Ltd., LLC; Twentieth Century Fox Film Corporation and Warner Bros. Entertainment, Inc., or Plaintiffs, v. VidAngel (the “Disney …

• On March 6, 2019, the California Court granted the Plaintiffs’ motion for partial summary judgment as to liability. The order found that we were liable for infringing the copyrights and violating the Digital Millennium Copyright Act (“DMCA”), with respect to certain motion pictures of the Plaintiffs…

• On August 26, 2020, we entered into a Settlement Agreement (the “Disney Settlement Agreement”) with the Plaintiffs as part of our Reorganization Plan (as defined below), effectively ending the litigation. See “—Chapter 11 Bankruptcy” below, for more information on the Disney Settlement Agreement and…

• On September 5, 2019, the California Court issued a permanent injunction against us. The permanent injunction enjoins us, our officers, agents, servants, employees and attorneys from: (1) circumventing technological measures protecting Plaintiffs’ Copyrighted Works (as defined in the Disney Settleme…

• We were required to cease and have ceased filtering and streaming all movies and TV programs owned by the Plaintiffs.

Text added vs the prior filing · source: 10-Q · 2026-08-04

• We have issued a financial guarantee in connection with a royalty-backed guarantee, which could require us to make cash payments if the guaranteed film does not generate sufficient revenue. Under this arrangement, we unconditionally guarantee repayment of a third-party loan made to an independent fi…

• We have entered into agreements with certain filmmakers and content creators that guarantee minimum royalty payments over specified periods, regardless of the actual box office, streaming, or other performance of the underlying content, and we may enter into similar arrangements in the future. We re…