eqs_10qa.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period to

Commission File Number 814-00098

EQUUS TOTAL RETURN, INC.

(Exact name of registrant as specified in its charter)

Delaware		76-0345915
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

700 Louisiana St., 41st Floor Houston, Texas		77002
(Address of principal executive offices)		(Zip Code)

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Registrant’s telephone number, including area code: (713) 529-0900

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Name of each exchange

on which registered

Common Stock

New York Stock Exchange

☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No

☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☐ No ☐

☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☒

Smaller Reporting Company ☐

Emerging Growth Company ☐

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐ Indicate by check mark whether the registrant is a shell company. Yes ☐ No ☒

There were 13,586,173 shares of the registrant’s common stock, $.001 par value, outstanding, as of June 30, 2025.

EXPLANATORY NOTE

Equus Total Return, Inc. (“Equus” or the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (“Amended 10-Q”) which supersedes and replaces in its entirety the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 15, 2025 (“Original Filing”).

The sole purpose of this Amended 10-Q is to provide the required Inline XBRL tagging, which was inadvertently omitted from the Original Filing. No other changes to the Original Filing have been made.

This Amended 10-Q does not reflect events occurring after the Original Filing except as noted above. This Amended 10-Q continues to speak as of the date of the Original Filing and the Company has not otherwise updated disclosures contained therein or herein to reflect events that occurred at a later date.

EQUUS TOTAL RETURN, INC.

(A Delaware Corporation)

INDEX

		Page
PART I. FINANCIAL INFORMATION
Item 1. Unaudited Condensed Financial Statements		4
Condensed Balance Sheets		4
Condensed Statements of Operations		5
Condensed Statements of Changes in Net Assets		6
Condensed Statements of Cash Flows		7
Supplemental Information—Selected Per Share Data and Ratios		8
Schedules of Investments		9
Notes to Condensed Financial Statements		13
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		34
Item 3. Quantitative and Qualitative Disclosure about Market Risk		40
Item 4. Controls and Procedures		41
PART II. OTHER INFORMATION
Item 1. Legal Proceedings		42
Item 1A. Risk Factors		42
Item 6. Exhibits		42
SIGNATURE		44

Table of Contents

Part I. Financial Information

Item 1. Unaudited Condensed Financial Statements

EQUUS TOTAL RETURN, INC.

CONDENSED BALANCE SHEETS

(Unaudited)

	June 30, 2025			December 31, 2024

(in thousands, except shares and per share amounts)
Assets
Investments in portfolio securities at fair value:
Control investments (cost at $10,500 and $18,611, respectively)	$	22,850		$	27,500
Non-affiliate investments (cost at $4,250 and $0, respectively)		10,632			—
Total investments in portfolio securities at fair value		33,482			27,500
Cash and cash equivalents		69			262
Accounts receivable from affiliates		1,319			678
Accrued interest		2,164			1,470
Other assets		32			26
Total assets		37,066			29,936
Liabilities and net assets
Accounts payable		557			332
Accrued compensation		3			1
Accounts payable to related parties		753			93
Notes payable		1,642			—
Total liabilities		2,955			426

Commitments and contingencies (See Note 2)

Net assets

Common stock, $0.001 par value per share; 100,000,000 shares authorized as of June 30, 2025 and December 31, 2024, and 13,586,173 shares outstanding as of June 30, 2025 and December 31, 2024

Preferred stock, $0.001 par value per share; 10,000,000 shares authorized as of June 30, 2025 and December 31, 2024

Common stock, par value	$	14		$	14
Capital in excess of par value		75,529			74,785
Accumulated deficit		(41,432	)		(45,289	)
Total net assets	$	34,111		$	29,510
Shares of common stock issued and outstanding, $0.001 par value, 100,000 and 50,000 shares authorized, respectively		13,586			13,586
Net asset value per share	$	2.51		$	2.17

The accompanying notes are an integral part of these financial statements.

Table of Contents

EQUUS TOTAL RETURN, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands, except per share amounts)	2025			2024			2025			2024
Investment income:
Control investments	$	319		$	319		$	634		$	602
Non-affiliate investments		38			—		$	60			—
Total investment income		357			319			694			602
Interest income		—			12			1			12
Total investment income		357			331			695			614

Expenses:
Compensation expense		433			477			1,003			905
Professional fees		229			367			582			934
Transaction costs		—						307			—
Professional liability expenses		30			148			80			298
Director fees and expenses		101			95			178			179
General and administrative expenses		59			63			107			96
Mailing, printing and other expenses		54			16			65			81
Taxes		10			11			13			25
Interest expense		51			34			80			66
Total expenses		967			1,211			2,415			2,584

Net investment loss		(610	)		(880	)		(1,720	)		(1,970	)

Net realized loss (gain):
Control investments		—			—			(4,111	)		—
Other		—			—			(155	)		—
U.S. Treasury Bills		—			30			—			75
Net realized (loss) gain		—			30			(4,266	)		75

Net unrealized appreciation (depreciation) of portfolio securities:
Control investments		(1,650	)		4,750			3,461			3,400
Non-affiliate investments		2,174			—			6,382			—
Net change in net unrealized appreciation (depreciation) of portfolio securities		524			4,750			9,843			3,400

Net increase (decrease) in net assets resulting from operations	$	(86	)	$	3,900		$	3,857		$	1,505

Net increase (decrease) in net assets resulting from operations per share:
Basic	$	(0.01	)	$	0.29		$	0.28		$	0.11
Diluted	$	(0.01	)	$	0.29		$	0.24		$	0.11
Weighted average shares outstanding:
Basic		13,586			13,586			13,586			13,586
Diluted		13,586			13,586			16,238			13,586

The accompanying notes are an integral part of these financial statements.

Table of Contents

EQUUS TOTAL RETURN, INC.

CONDENSED STATEMENTS OF CHANGES IN NET ASSETS

(Unaudited)

	Common Stock
(in thousands)	Number of Shares		Par Value		Capital in Excess of Par Value		Accumulated Deficit			Total Net Assets
Balances as of January 1, 2025		13,586		14		74,785		(45,289	)		29,510

Issuance of warrants						744					744

Net increase in net assets resulting from operations		—		—		—		3,943			3,943

Balances as of March 31, 2025		13,586	$	14	$	75,529	$	(41,346	)	$	34,197

Net decrease in net assets resulting from operations		—		—		—		(86	)		(86	)

Balances as of June 30, 2025		13,586	$	14	$	75,529	$	(41,432	)	$	34,111

	Common Stock
(in thousands)	Number of Shares		Par Value		Capital in Excess of Par Value		Accumulated Deficit			Total Net Assets
Balances as of January 1, 2024		13,586		14		74,785		(26,512	)		48,287

Net decrease in net assets resulting from operations		—		—		—		(2,395	)		(2,395	)

Balances as of March 31, 2024		13,586	$	14	$	74,785	$	(28,907	)	$	45,892

Net increase in net assets resulting from operations		—		—		—		3,900			3,900

Balances as of June 30, 2024		13,586	$	14	$	74,785	$	(25,007	)	$	49,792

The accompanying notes are an integral part of these financial statements.

Table of Contents

EQUUS TOTAL RETURN, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	Six months ended June 30,
(in thousands)	2025			2024
Cash flow from operating activities:
Net increase in net assets resulting from operations	$	3,857		$	1,505
Adjustments to reconcile net (decrease) increase in net assets resulting from operations to net cash used in operating activities:
Net realized loss (gain):
Control investments		4,111			—
Other		155			—
U.S. Treasury Bills		—			(75	)
Net change in unrealized (appreciation) depreciation of portfolio securities:
Control investments		(3,461	)		(3,400	)
Non-affiliate investments		(6,382	)		—
Purchase of portfolio securities		(1,500	)		(2,247	)
Write-off of receivable from portfolio company		(155	)		—
PIK interest payable		80			—
Transaction costs		307			—
Net proceeds from dispositions of portfolio securities		1,250			—
Purchases of U.S. Treasury bills, net		—			(8,914	)
Changes in operating assets and liabilities:
Accounts receivable from affiliates		(641	)		—
Accrued interest receivable		(694	)		(601	)
Other assets		(6	)		374
Accounts payable and accrued liabilities		226			(93	)
Accounts payable to related parties		660			(104	)
Net cash used in operating activities		(2,193	)		(13,555	)
Cash flows from financing activities:
Borrowings under margin account		—			106,914
Repayments under margin account		—			(97,925	)
Issuance of notes payable and warrants		2,000			—
Net cash provided by financing activities		2,000			8,989
Net decrease in cash and cash equivalents		(193	)		(4,566	)
Cash and cash equivalents and restricted cash at beginning of period		262			6,983

Amendment: SEC Form 10-Q/A filed by Equus Total Return Inc.