FORUM MARKETS Inc
For the period ended Jun 30, 2026. Filed Aug 14, 2026.
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.
Jun 30, 2026 · Filed Aug 14, 2026
FRMM$3.040.0%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 2026-05-15.
0001213900-26-057817
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-14.
0001213900-26-090100
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 123 previous paragraphs and 140 current paragraphs.
72 unchanged; 30 reworded; 25 added; 18 removed; 3 previous and 13 current paragraphs rearranged.
Tables are not compared: 7 previous and 9 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 (25)
Current report
Performance of Real-World Asset Investments
Current report
The Company’s results are increasingly affected by its investments in income-generating real-world assets, including aircraft engines subject to operating leases and acquired loan portfolios. Revenue and cash flows from these assets depend on lessee and borrower performance, lease and loan terms, utilization, collateral values, and the timing and scale of additional asset acquisitions. Deterioration in credit quality, lessee or borrower default, or declines in asset or collateral values could adversely affect the Company’s results of operations.
Current report
On June 29, 2026, the Board of Directors approved an amendment to the Company’s existing share repurchase program (the “Repurchase Program”), which was scheduled to terminate on June 30, 2026. Pursuant to the amendment, the Repurchase Program has been extended for one year, through June 30, 2027. The Board of Directors also approved expanding the program to expressly authorize the Company to effect repurchases through derivative transactions, in addition to other methods of repurchase that may be available to the Company from time to time. The Board of Directors also reduced the aggregate repurchase authorization under the Repurchase Program from $250 million to $100 million.
Current report
The Board of Directors will determine the actual timing, number, and value of any shares repurchased under the Repurchase Program in its discretion using factors such as, but not limited to, stock price, trading volume, general market conditions, and the ongoing assessment of the Company’s capital needs. There is no assurance of the number or aggregate price of any shares that the Company will repurchase. The Repurchase Program may be extended, suspended, or terminated at any time by the Board of Directors.
Current report
Side Letter Amendment No. 2 with Zippy
Current report
On June 30, 2026, the Company and Zippy, Inc. (“Zippy”) entered into Side Letter Amendment No. 2 (the “Second Amendment”) to the Series B-3 Preferred Stock Purchase Agreement, dated as of December 9, 2025, as previously amended by the Side Letter Amendment dated March 25, 2026 (as so amended, the “Zippy Purchase Agreement”). As further detailed below, the Company and Zippy entered into the Second Amendment in furtherance of the parties’ ongoing strategic partnership, to provide both parties with greater flexibility with respect to the timing and measurement of the Final Make Whole Amount (as defined below) and to spread the risk associated with the performance of the Company’s common stock by replacing the single true-up determination date with three separate measurement and payment dates.
Current report
Under the Zippy Purchase Agreement as previously in effect, the Company was obligated to pay Zippy a single “Final Make Whole Amount,” measured as of a single true-up determination date of June 30, 2026 (the “Original True-Up Determination Date”), equal to the difference, if any, between the value of the Retained Stock (as defined in the Zippy Purchase Agreement) based on a per share price of $10.50 and the value of the Retained Stock based on the volume-weighted average price of the Company’s common stock for the ten (10) trading days prior to that date.
Current report
The Second Amendment amends Section 6.2 of the Zippy Purchase Agreement to replace the single Original True-Up Determination Date with a trifurcated true-up framework consisting of three separate measurement and payment dates, a first true-up date of July 31, 2026, a second true-up date of September 30, 2026, and a third true-up date of December 31, 2026, each with its own independent make-whole calculation and payment obligation. During a corresponding sell period to each true-up date, Zippy may sell, in its sole discretion, up to a designated number of shares of the Company’s common stock (up to 285,714 shares per period), and any eligible shares not sold during a prior period that are carried forward and become eligible for sale in the following period(s). After each true-up date, Zippy is required to deliver to the Company a written settlement statement, and the Company is required to pay the applicable make-whole amount, if any, in cash by wire transfer of immediately available funds within ten (10) business days after its receipt of the settlement statement (and in no event later than ten (10) business days after the applicable true-up date).
Current report
For each of the first two sell periods, the applicable make-whole amount equals the number of eligible shares actually sold during that period multiplied by the $10.50 per share price, less the aggregate gross proceeds Zippy received from those sales; no amount is payable with respect to unsold shares, and the make-whole amount is zero if gross proceeds equal or exceed the guaranteed amount. For the third true-up period, the make-whole amount is calculated both with respect to shares sold during the third sell period (measured against gross proceeds) and with respect to shares retained by Zippy through December 31, 2026 (measured against the volume-weighted average price of the Company’s common stock for the ten (10) trading days prior to December 31, 2026), with Zippy able to elect sale or retention treatment for shares in any combination in its sole discretion. The Second Amendment provides that the three make-whole amounts are calculated on distinct, non-overlapping pools of shares so that no double recovery occurs, and that the Company’s aggregate make-whole obligation will not exceed the amount necessary for Zippy to receive, in the aggregate, proceeds equivalent to $10.50 per share for each share originally comprising the stock consideration.
Current report
The Second Amendment also makes certain conforming changes, including (i) providing that the Company’s obligation to pay the Final Make Whole Amount for purposes of the forfeiture provisions of the Zippy Purchase Agreement will be deemed satisfied if the Company timely pays each of the three true-up make-whole amounts, while confirming that the Company’s failure to timely pay any such amount constitutes a failure to timely pay a cash amount for purposes of the “ETHZ Forfeiture Event” definition under the Zippy Purchase Agreement, and (ii) extending Zippy’s monthly stock transaction reporting covenant through December 31, 2026 and applying it separately with respect to each true-up determination date.
Current report
Aircraft engine rental revenue consists of lease income earned from leasing the Company’s aircraft engines to third-party lessees, comprising fixed lease payments recognized on a straight-line basis over the lease term and variable payments based on engine usage. Staking revenue consists of our share of rewards earned from native and liquid ETH staking arrangements through third-party validator operators and staking protocols. Incentive revenue consists of incentive tokens earned from participation in certain liquid staking protocols based on deposited ETH and program-specific incentive structures.
Current report
Cost of revenue consists of cost related to the Company’s aircraft engine rental agreements, including engine servicing agreements and depreciation on the aircraft engines.
Current report
Other expense consists primarily of the reversal of previously recognized reward revenue associated with protocol-based incentive arrangements.
Current report
Gain (Loss) on Make Whole Provision
Current report
For the Three Months Ended June 30, 2026 Compared to the Three Months Ended June 30, 2025
Current report
Cost of revenues for the three months ended June 30, 2026 was $1.0 million. There was no cost of revenue for the three months ended June 30, 2025. The increase in cost of revenue compared to the prior year was attributable to depreciation and other costs related to our aircraft engine lease arrangements.
Current report
Gain on Make Whole Provision
Current report
Net loss from discontinued operations for the three months ended June 30, 2026 was $0.4 million, primarily reflecting operating losses related to the Company’s former pharmaceutical research operations, compared to net loss from discontinued operations of $0.4 million for the three months ended June 30, 2025.
Current report
For the Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025
Current report
Cost of revenue for the six months ended June 30, 2026 was $1.5 million. There was no cost of revenue for the six months ended June 30, 2025. The increase in cost of revenue compared to the prior year was attributable to depreciation and other costs related to our aircraft engine lease arrangements.
Current report
General and administrative expenses for the six months ended June 30, 2026 were $17.3 million, compared to $3.3 million for the six months ended June 30, 2025.
Current report
Interest expense for the six months ended June 30, 2026 was $1.2 million, primarily reflecting interest incurred on the Equities First loan and the Aave loan, the latter of which was repaid during the first quarter of 2026. There was no comparable, meaningful interest expense in the prior period.
Current report
Other Expense
Current report
Net Income from Discontinued Operations
Current report
The Company defines EBITDA as earnings before interest, taxes, depreciation, and amortization, and Adjusted EBITDA as EBITDA plus stock-based compensation.
Removed paragraphs (18)
Previous report
Revenue
Previous report
General and Administrative
Previous report
Dividend Income
Previous report
Interest Income
Previous report
Other Income
Previous report
Other income relates to the legacy pharmaceutical business and primarily reflects non-recurring, non-operating gains arising from settlements and recoveries associated with discontinued research and development (R&D) activities.
Previous report
Interest Expense
Previous report
Digital Asset Gains and Losses
Previous report
Revenue
Previous report
General and Administrative
Previous report
Dividend Income
Previous report
Interest Income
Previous report
Other Income
Previous report
There was no other income for the three months ended March 31, 2026. Other income for the three months ended March 31, 2025 was immaterial.
Previous report
Interest Expense
Previous report
Change in Fair Value of Derivative Liabilities
Previous report
Digital Asset Gains and Losses
Previous report
Loss on Make Whole Provision
Reworded paragraphs (30)
Previous wording
The Company underwent a significant strategic shift in 2025, including a rebranding and transition away from its legacy biotechnology and gaming operations toward a digital asset-focused business model centered on treasury, investment, and tokenization activities. As a result, the Company’s current operations, financial profile, and key performance drivers differ materially from prior periods, and several areas of this MD&A represent first-quarter disclosures under the new strategy.
Current wording
The Company underwent a significant strategic shift in 2025, including a rebranding and transition away from its legacy biotechnology and gaming operations toward a digital asset-focused business model centered on treasury, investment, and tokenization activities. As a result, the Company’s current operations, financial profile, and key performance drivers differ materially from prior periods, and several areas of this MD&A represent the first two quarters of disclosure under the new strategy.
Previous wording
The Company operates as a single reportable operating segment under ASC 280. The Company’s operations are focused on blockchain infrastructure and operations, which are primarily related to holding, deploying, and managing digital assets and tokenization activities. These operations represent the Company’s primary revenue-generating activities, and all assets of the Company’s continuing operations are related to this single operating segment.
Current wording
The Company operates as a single reportable operating segment under Accounting Standards Codification (ASC) 280. The Company’s operations are focused on blockchain infrastructure and operations, which are primarily related to holding, deploying, and managing digital assets and tokenization activities. These operations represent the Company’s primary revenue-generating activities, and all assets of the Company’s continuing operations are related to this single operating segment.
Previous wording
The Company’s results are sensitive to fluctuations in the market price of Ether (ETH), the cryptocurrency that powers the ETH blockchain, and other digital assets held or deployed in its operations. Changes in digital asset prices may materially affect reported earnings, the fair value of assets, and the timing and availability of liquidity, and may contribute to increased volatility in results of operations.
Current wording
The Company’s results are sensitive to fluctuations in the market price of Ether (ETH), the cryptocurrency that powers the Ethereum blockchain, and other digital assets held or deployed in its operations. Changes in digital asset prices may materially affect reported earnings, the fair value of assets, and the timing and availability of liquidity, and may contribute to increased volatility in results of operations.
Previous wording
On April 17, 2026, the Company announced that the Board of Directors established a special committee (the “Special Committee”) comprised entirely of independent directors to evaluate proposals aimed at narrowing the gap between the Company’s current market value and the intrinsic value of its business and to identify an optimal outcome for stockholders. The Special Committee has been authorized to examine a full range of value-maximizing pathways available to the Company, including potential mergers with or acquisitions of private companies, the sale of the Company or material assets, partnerships with new capital partners to accelerate growth and platform development, or the return of substantially all of the Company’s capital and assets to stockholders, in an orderly fashion and in a form to be determined, if no other proposal meets the Special Committee’s valuation threshold.
Current wording
On April 17, 2026, the Company announced that the Board of Directors had established a special committee (the “Special Committee”) comprised entirely of independent directors to evaluate proposals aimed at narrowing the gap between the Company’s current market value and the intrinsic value of its business and to identify an optimal outcome for stockholders. The Special Committee has been authorized to examine a full range of value-maximizing pathways available to the Company, including potential mergers with or acquisitions of private companies, the sale of the Company or material assets, partnerships with new capital partners to accelerate growth and platform development, or the return of substantially all of the Company’s capital and assets to stockholders, in an orderly fashion and in a form to be determined, if no other proposal meets the Special Committee’s valuation threshold.
Previous wording
On April 8, 2026, the Company participated in an arrangement to deploy capital into short-term bridge loans financing the acquisition and deployment of NVIDIA AI chips — the graphics processing units that power modern AI data centers. Under the arrangement, a third-party AI infrastructure bridge credit originator may present the Company with short-duration financing opportunities, and the Company is not obligated to participate in any transaction. The arrangement is intended to target annualized returns in the mid-teens. The first contemplated transaction is expected to involve a U.S.-based neocloud operator, with the Company considering a commitment of $25 million to $50 million.
Current wording
On April 8, 2026, the Company participated in an arrangement to deploy capital into short-term bridge loans financing the acquisition and deployment of NVIDIA Artificial Intelligence (“AI”) chips — the graphics processing units that power modern AI data centers. Under the arrangement, a third-party AI infrastructure bridge credit originator may present the Company with short-duration financing opportunities, and the Company is not obligated to participate in any transaction. The arrangement is intended to target annualized returns in the mid-teens. The first contemplated transaction is expected to involve a U.S.-based neocloud operator, with the Company considering a commitment of $25 million to $50 million.
Previous wording
Interest expense consists of interest incurred on outstanding debt obligations, including the interest incurred on the convertible notes (the “Convertible Notes”) entered into during 2025.
Current wording
Interest expense consists of interest incurred on outstanding debt obligations, primarily the Equities First loan and the Aave loan.
Previous wording
Loss on make whole provision represents the estimated make whole amount pursuant to the Zippy shares in accordance with the Zippy Purchase Agreement.
Current wording
Gain (loss) on make whole provision represents the estimated make whole amount pursuant to the Zippy shares in accordance with the Zippy Purchase Agreement.
Previous wording
The following table presents the results of our operations (in thousands) for the quarters ended March 31, 2026 and 2025:
Current wording
The following table presents the results of our operations (in thousands) for the three months ended June 30, 2026 and 2025:
Previous wording
Revenue for the three months ended March 31, 2026 was $2.9 million. There was no revenue for the three months ended March 31, 2025. The increase compared to the prior year was driven by the Company’s shift to a digital asset focused business model, as the Company did not generate revenue under its legacy operations. Going forward, revenues are expected to be driven primarily by the continued development of the Company’s digital asset and tokenization strategies as well as aircraft engine leasing activity.
Current wording
Revenue for the three months ended June 30, 2026 was $1.4 million. There was no revenue for the three months ended June 30, 2025. The increase compared to the prior period was driven by the Company’s shift to a digital asset focused business model, as the Company did not generate revenue under its legacy operations. Current revenues are primarily derived from aircraft engine leasing activities. Over time, the Company expects revenue generation to expand through the continued development of its tokenization strategies and related investment activities. The following discussion disaggregates total revenue into two primary revenue streams.
Previous wording
General and administrative expenses for the three months ended March 31, 2026 were $7.5 million, compared to $2.0 million for the three months ended March 31, 2025.
Current wording
General and administrative expenses for the three months ended June 30, 2026 were $10.3 million, compared to $1.4 million for the three months ended June 30, 2025.
Previous wording
The increase in general and administrative expenses compared to the prior year was driven primarily by higher professional fees of $5.6 million, consisting mainly of consulting, accounting, and legal costs incurred in connection with the Company’s strategic initiatives. The increase was also attributable to higher marketing and public relations costs of $0.9 million, stock-based compensation expense of $0.1 million related to equity awards granted during the period, and higher public company costs of $0.2 million, including audit, SEC filing, and transfer agent fees.
Current wording
The increase in general and administrative expenses compared to the prior year was driven primarily by higher professional fees of $4.0 million, consisting mainly of consulting, accounting, and legal costs incurred in connection with the Company’s strategic initiatives. The increase was also attributable to higher marketing and public relations costs of $0.7 million, stock-based compensation expense of $3.7 million related to equity awards granted during the period, and higher public company costs of $0.3 million, including audit, SEC filing, and transfer agent fees.
Previous wording
Dividend income for the three months ended March 31, 2026 was $0.1 million, reflecting returns earned on marketable securities acquired during 2025 as part of the Company’s strategic investment activities. There was no comparable dividend income in the prior period, as the Company did not have a significant USD balance to invest in securities.
Current wording
Dividend income for the three months ended June 30, 2026 was $0.4 million, reflecting returns earned on marketable securities acquired during 2025 as part of the Company’s strategic investment activities. There was no comparable dividend income in the prior period, as the Company did not have a significant USD balance to invest in securities.
Previous wording
Interest income for the three months ended March 31, 2026 was $0.1 million, reflecting interest earned on cash and interest-bearing accounts following the Company’s capital-raising activities during 2025. Interest income also reflects interest earned on loan receivables. During the three months ended March 31, 2026, interest income recognized on loan receivables related to the Zippy loan portfolio and warehouse facility was approximately $0.08 million and $0.02 million, respectively.
Current wording
Interest income for the three months ended June 30, 2026 was $0.4 million, reflecting interest earned on cash and interest-bearing accounts following the Company’s capital-raising activities during 2025. Interest income also reflects interest earned on loan receivables. During the three months ended June 30, 2026, interest income recognized on loan receivables related to the Zippy loan portfolio and warehouse facility was approximately $0.3 million and $0.07 million, respectively.
Previous wording
Interest expense for the three months ended March 31, 2026 was $1.0 million, primarily reflecting interest incurred on the Convertible Notes entered into during 2025. There was no comparable, meaningful interest expense in the prior period.
Current wording
Interest expense for the three months ended June 30, 2026 was $0.2 million, primarily reflecting interest incurred on the Equities First Loan. There was no comparable, meaningful interest expense in the prior period.
Previous wording
Change in fair value of derivative liabilities for the three months ended March 31, 2026 was $11.0 million, primarily reflecting the change in fair value of the Company’s ETH-denominated derivative instruments entered into during the period in connection with the Company’s disposition of digital asset holdings, as well as settlement and early termination of certain contracts during the period. There was no comparable change in the prior year, as the Company did not enter into or hold similar derivative instruments during that period.
Current wording
Change in fair value of derivative instruments for the three months ended June 30, 2026 was $0.6 million, primarily reflecting the change in fair value of the Company’s ETH-denominated derivative instruments entered into during the period in connection with the Company’s disposition of digital asset holdings, as well as settlement and early termination of certain contracts during the period. There was no comparable change in the prior year, as the Company did not enter into or hold similar derivative instruments during that period.
Previous wording
Change in fair value of available-for-sale securities for the three months ended March 31, 2026 was $0.1 million, reflecting unrealized gains and losses resulting from changes in market prices of equity investment securities acquired during the period. There was no comparable, meaningful change in the prior period, as these investments were not held previously.
Current wording
Change in fair value of available-for-sale securities for the three months ended June 30, 2026 was $0.08 million, reflecting unrealized gains and losses resulting from changes in market prices of equity investment securities acquired during the period. There was no comparable, meaningful change in the prior period, as these investments were not held previously.
Previous wording
Loss on make whole provision represents changes in the estimated make-whole obligation associated with the Company’s cost-method investment in Zippy, resulting in a $3.9 million loss for the three months ended March 31, 2026, primarily driven by changes in the Company’s stock price relative to the agreed valuation terms during the period. There was no comparable activity for the three months ended March 31, 2025.
Current wording
Gain on make whole provision represents changes in the estimated make-whole obligation associated with the Company’s cost-method investment in Zippy, resulting in a $2.5 million gain for the three months ended June 30, 2026, primarily driven by changes in the Company’s stock price relative to the agreed valuation terms during the period. There was no comparable activity for the three months ended June 30, 2025.
Previous wording
Revenue for the three months ended March 31, 2026 was $2.9 million. There was no revenue for the three months ended March 31, 2025. The increase compared to the prior period was driven by the Company’s shift to a digital asset focused business model, as the Company did not generate revenue under its legacy operations. Going forward, revenues are expected to be driven primarily by the continued development of the Company’s tokenization strategies and the aircraft engine leasing activity.
Current wording
Revenue for the six months ended June 30, 2026 was $4.2 million. There was no revenue for the six months ended June 30, 2025. The increase compared to the prior period was driven by the Company’s shift to a digital asset focused business model, as the Company did not generate revenue under its legacy operations. Going forward, revenues are expected to be driven primarily by the continued development of the Company’s tokenization strategies and the aircraft engine leasing activity.
Previous wording
Other expense for the three months ended March 31, 2026 was $2.2 million, reflecting other reward expense. Other reward expense was $2.2 million for the three months ended March 31, 2026. There was no other reward expense for the three months ended March 31, 2025. The Company began participating in protocol-based reward and incentive arrangements during the second half of 2025. During the three months ended March 31, 2026, the Company exited a protocol-based incentive arrangement early and, as a result, retained a pro rata portion of the incentive tokens for the period of participation and returned a portion of previously granted tokens. This early exit required the Company to reverse a portion of reward revenue recognized in prior periods, resulting in other expense for the current quarter.
Current wording
Other expense for the six months ended June 30, 2026 was $2.2 million, primarily reflecting the reversal of previously recognized reward revenue associated with the early exit from a protocol-based incentive arrangement. This expense was recognized during the first quarter of 2026, with no corresponding expense recognized during the three months ended June 30, 2026. Upon exit, the Company retained a pro rata portion of the incentive tokens earned during the participation period and returned a portion of previously granted tokens. There was no comparable expense in the prior-year period, as the Company did not participate in these arrangements until the second half of 2025.
Previous wording
Digital asset gains for the three months ended March 31, 2026 were $6.3 million, primarily reflecting approximately $124.6 million of unrealized losses resulting from changes in market prices of ETH and liquid staking incentive tokens held during the period, partially offset by approximately $118.2 million of realized gains recognized upon the sale, transfer, or redeployment of ETH. Unrealized gains and losses were driven primarily by fluctuations in the market price of ETH and changes in the quantity of digital assets held during the period. There were no digital assets held in the prior period.
Current wording
Digital asset losses for the six months ended June 30, 2026 were $12.8 million, primarily reflecting approximately $124.6 million of realized losses recognized upon the sale, transfer, or redeployment of ETH, partially offset by approximately $111.8 million of unrealized gains resulting from changes in market prices of ETH and liquid staking incentive tokens held during the period. Unrealized gains and losses were driven primarily by fluctuations in the market price of ETH and changes in the quantity of digital assets held during the period. There were no digital assets held in the prior period.
Previous wording
The change in fair value of the long-term receivable derivative for the three months ended March 31, 2026 was $48.6 million, primarily driven by changes in the market price of ETH, the accrual of staking rewards under liquid staking arrangements, and changes in the quantity of assets deployed in such protocols during the period. There was no comparable activity for the three months ended March 31, 2025.
Current wording
The change in fair value of the long-term receivable derivative for the six months ended June 30, 2026 was $48.6 million, primarily driven by changes in the market price of ETH, the accrual of staking rewards under liquid staking arrangements, and changes in the quantity of assets deployed in such protocols during the period. There was no comparable activity for the six months ended June 30, 2025.
Previous wording
Net income from discontinued operations for the three months ended March 31, 2026 was $1.3 million, primarily reflecting operating losses of approximately $0.3 million related to the Company’s former pharmaceutical research operations and gain on settlement of liabilities of approximately $1.6 million related to a settlement with a former consultant.
Current wording
Net income from discontinued operations for the six months ended June 30, 2026 was $0.9 million, primarily reflecting operating losses of approximately $0.5 million related to the Company’s former pharmaceutical research operations and gain on settlement of liabilities of approximately $1.4 million related to a settlement with a former consultant.
Previous wording
The reconciliation of Net loss from continuing operations, the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA (in thousands) for the three months ended March 31, 2026 and 2025, is as follows:
Current wording
The reconciliation of Net loss from continuing operations, the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA (in thousands) for the three and six months ended June 30, 2026 and 2025, is as follows:
Previous wording
During the year ended December 31, 2025, the Company completed significant equity and debt financing transactions, generating proceeds of approximately $860.0 million, that materially improved its liquidity position and extended the maturity profile of its obligations. As of March 31, 2026 and December 31, 2025, the Company had $65.9 and $8.0 million of cash and cash equivalents on hand, respectively.
Current wording
During the year ended December 31, 2025, the Company completed significant equity and debt financing transactions, generating proceeds of approximately $860.0 million, that materially improved its liquidity position and extended the maturity profile of its obligations. As of June 30, 2026 and December 31, 2025, the Company had $4.1 and $8.0 million of cash and cash equivalents on hand, respectively, and $44.0 million and $4.4 million of marketable securities, respectively.
Previous wording
As of March 31, 2026 and March 31, 2025, we had cash balances of $65.9 million and $3.7 million, respectively, and working capital surplus of $69.2 million and $0.1 million, respectively.
Current wording
As of June 30, 2026 and December 31, 2025, we had cash balances of $4.1 million and $8.0 million, respectively, and working capital surplus of $8.9 million and working capital deficit of $27.4 million, respectively.
Previous wording
For the three months ended March 31, 2026, cash used in operating activities from continuing operations totaled $20.3 million compared to cash provided by operating activities from continuing operations of $0.9 million for the three months ended March 31, 2025. Cash used in operating activities during the three months ended March 31, 2026 was primarily attributable to our net loss of $77.5 million, adjusted for non-cash expenses in the aggregate amount of $70.9 million (mainly due to $48.6 million of change in fair value of long term receivable derivative, $11.0 million related to the change in fair value of derivative liabilities, $6.3 million of digital asset gains and losses, and $3.9 million related to the loss on the make-whole provision, partially offset by other non-cash items including depreciation and amortization and stock-based compensation), as well as $13.6 million of net cash used to fund the changes in levels of operating assets and liabilities. These changes in operating assets and liabilities were primarily driven by an $12.3 million increase in prepaid expenses and other current assets and a $2.0 million decrease in accounts payable, partially offset by a $1.0 million increase in accrued expenses. Our cash used in operating activities for the three months ended March 31, 2025 was primarily attributable to our net loss of $2.0 million, adjusted for non-cash expenses of $0.6 million, as well as $0.5 million of net cash provided by changes in operating assets and liabilities.
Current wording
For the six months ended June 30, 2026, cash used in operating activities from continuing operations totaled $32.4 million compared to cash used in operating activities from continuing operations of $1.9 million for the six months ended June 30, 2025. Cash used in operating activities during the six months ended June 30, 2026 was primarily attributable to our net loss of $90.0 million, partially offset by non-cash items in the aggregate amount of $78.7 million, including a $48.6 million change in fair value of long term receivable derivative, a $10.4 million change in the fair value of derivative instruments, $12.8 million of digital asset gains and losses, and a $1.2 million loss on the make-whole provision, together with depreciation and amortization and stock-based compensation expense. Operating cash flows were also impacted by changes in operating assets and liabilities, primarily driven by a $14.0 million increase in prepaid expenses and other current assets, a $3.4 million decrease in accrued expenses, a $1.9 million decrease in accounts payable, $1.0 million increase in accounts receivable and a $0.9 million decrease in operating lease liabilities.
Previous wording
For the three months ended March 31, 2026, cash provided by investing activities from continuing operations totaled $71.8 million compared to a de minimis amount of investing activity for the three months ended March 31, 2025. Cash provided by investing activities during the three months ended March 31, 2026 was primarily attributable to $128.1 million in proceeds from the sale of cryptocurrency, partially offset by $27.3 million of purchases of marketable securities, $0.8 million of purchases of digital assets, $16.8 million of purchases of property and equipment relating to aircraft engines, and $11.5 million of purchases of loans receivable. In addition, the Company had $0.1 million of cash inflows from repayments of loans receivable during the period.
Current wording
For the six months ended June 30, 2026, cash provided by investing activities from continuing operations totaled $54.0 million compared to a de minimis amount of investing activity for the six months ended June 30, 2025. Cash provided by investing activities during the six months ended June 30, 2026 was primarily attributable to $128.1 million in proceeds from the sale of cryptocurrency, partially offset by $39.4 million of purchases of marketable securities, $0.8 million of purchases of digital assets, $16.8 million of purchases of aircraft engines, and $17.4 million of purchases of loan receivables. In addition, the Company had $0.4 million of cash inflows from repayments of loans receivable during the period.
Previous wording
For the three months ended March 31, 2026, cash provided by financing activities from continuing operations totaled $5.5 million compared to a de minimis amount of financing activity for the three months ended March 31, 2025. Cash provided by financing activities during the three months ended March 31, 2026 was solely attributable to $5.5 million in net proceeds from shares issued for cash.
Current wording
For the six months ended June 30, 2026, cash used in financing activities from continuing operations totaled $26.1 million compared to a de minimis amount of financing activity for the six months ended June 30, 2025. Cash used in financing activities during the six months ended June 30, 2026 was attributable to $31.3 million for the repurchase of common stock, and $0.3 million for the repayment of loans payable, offset by $5.5 million in net proceeds from shares issued for cash under the ATM Program.
Previous wording
Our contractual obligations are limited in nature and consist primarily of operating lease commitments and professional services agreements incurred in the ordinary course of business. As of March 31, 2026, operating lease commitments totaled approximately $0.9 million, primarily related to office facilities. In addition, the Company incurs ongoing professional services costs and custody, servicing, and asset management fees related to its digital asset activities and owned assets, which are generally short-term in nature and variable based on activity levels.
Current wording
Our contractual obligations are limited in nature and consist primarily of professional services agreements incurred in the ordinary course of business. The Company incurs ongoing professional services costs and custody, servicing, and asset management fees related to its digital asset activities and owned assets, which are generally short-term in nature and variable based on activity levels.
Previous wording
The Company does not have any material long-term debt maturities, other than a collateralized loan totaling $25.9 million which is secured by 12,441 ETH, material purchase obligations, or other significant contractual commitments that are reasonably likely to have a material adverse effect on its liquidity or capital resources. In addition, the Company does not have any material off-balance-sheet arrangements that are reasonably likely to have a material effect on liquidity, capital resources, or results of operations.
Current wording
The Company does not have any material long-term debt maturities, other than a collateralized loan totaling $26.0 million which is secured by 12,441 ETH, material purchase obligations, or other significant contractual commitments that are reasonably likely to have a material adverse effect on its liquidity or capital resources. In addition, the Company does not have any material off-balance-sheet arrangements that are reasonably likely to have a material effect on liquidity, capital resources, or results of operations.
Rearranged current paragraphs (13)
Current report — wording carried from elsewhere
Digital asset losses for the three months ended June 30, 2026 were $6.4 million, primarily reflecting approximately $6.4 million of unrealized losses resulting from changes in market prices of ETH and liquid staking incentive tokens held during the period. There were no digital assets held in the prior period.
Current report — wording carried from elsewhere
The following table presents the results of our operations (in thousands) for the six months ended June 30, 2026 and 2025:
Current report — wording carried from elsewhere
The following discussion disaggregates total revenue into two primary revenue streams.
Current report — wording carried from elsewhere
The increase in general and administrative expenses compared to the prior year was driven primarily by higher professional fees of $8.0 million, consisting mainly of consulting, accounting, and legal costs incurred in connection with the Company’s strategic initiatives. The increase was also attributable to higher marketing and public relations costs of $1.6 million, stock-based compensation expense of $3.2 million related to equity awards granted during the period, and higher public company costs of $1.2 million, including audit, SEC filing, and transfer agent fees.
Current report — wording carried from elsewhere
Dividend income for the six months ended June 30, 2026 was $0.5 million, reflecting returns earned on marketable securities acquired during 2025 as part of the Company’s strategic investment activities. There was no comparable dividend income in the prior period, as the Company did not have a significant USD balance to invest in securities.
Current report — wording carried from elsewhere
Interest income for the six months ended June 30, 2026 was $0.5 million, reflecting interest earned on cash and interest-bearing accounts following the Company’s capital-raising activities during 2025. Interest income also reflects interest earned on loan receivables. During the six months ended June 30, 2026, interest income recognized on loan receivables related to the Zippy loan portfolio and warehouse facility was approximately $0.4 million and $0.1 million, respectively.
Current report — wording carried from elsewhere
There was no comparable interest income in the prior period, as these balances were generated during the current period.
Current report — wording carried from elsewhere
Change in fair value of derivative instruments for the six months ended June 30, 2026 was $10.4 million, primarily reflecting the change in fair value of the Company’s ETH-denominated derivative instruments entered into during the period in connection with the Company’s disposition of digital asset holdings, as well as settlement and early termination of certain contracts during the period. There was no comparable change in the prior year, as the Company did not enter into or hold similar derivative instruments during that period.
Current report — wording carried from elsewhere
Change in fair value of available-for-sale securities for the six months ended June 30, 2026 was $0.1 million, reflecting unrealized gains and losses resulting from changes in market prices of equity investment securities acquired during the period. There was no comparable, meaningful change in the prior period, as these investments were not held previously.
Current report — wording carried from elsewhere
Loss on make whole provision represents changes in the estimated make-whole obligation associated with the Company’s cost-method investment in Zippy, resulting in a $1.2 million loss for the six months ended June 30, 2026, primarily driven by changes in the Company’s stock price relative to the agreed valuation terms during the period. There was no comparable activity for the six months ended June 30, 2025.
Current report — wording carried from elsewhere
During the year ended December 31, 2025, the Company made a strategic decision to discontinue its pharmaceutical research operations and Gaming Technology Platform. Accordingly, the results of these operations are presented as discontinued operations for all periods presented.
Current report — wording carried from elsewhere
The exits were part of management’s strategic decision to discontinue legacy operations and focus on digital asset and tokenization activities. The Company does not expect discontinued operations to have a material impact on future results of operations or cash flows.
Current report — wording carried from elsewhere
Our cash used in operating activities for the six months ended June 30, 2025 was primarily attributable to our net loss of $3.3 million, adjusted for non-cash expenses of $0.7 million, as well as $0.8 million of net cash provided by changes in operating assets and liabilities.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
Change in Fair Value of Available for Sale Securities
Previous report — wording carried elsewhere
Change in Fair Value of Derivative Instruments
Previous report — wording carried elsewhere
Change in Fair Value of Available for Sale Securities