Financial Analysis

Note 20: Commitments and Contingencies Litigation SEC Complaint On August 2, 2021, the U.S. Securities and Exchange Commission (the SEC) filed a civil complaint (the SEC Complaint) in the United States District Court for the District of Nevada naming the Company and its former Chief Financial Officer, Virland Johnson, as defendants (collectively, the Defendants). Pursuant to an agreed-upon Order of the Court, on May 28, 2024, the Company settled its litigation with the SEC. The Settlement Agreement provided, in pertinent part: Without admitting or denying the allegations of the complaint (except as provided herein in paragraph 12 and except as to personal and subject matter jurisdiction, which [the Company] admits), [the Company] hereby consents to the entry of the final Judgment in the form attached hereto (the Final Judgment) and incorporated by reference herein, which, among other things: (a) permanently restrains and enjoins [the Company] from violation of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder [15 U.S.C. 78j(b) and 17 C.F.R. 240.10b-5]; and (c)[sic] orders [the Company] to pay a civil penalty in the amount of $ 250,000 under Section 21(d)(3) of the Exchange Act [15 U.S.C. 78u(d)(3)). The SEC has agreed to accept four quarterly payments from the Company, each in the amount of $ 62,500 . The balance remaining on the payments to the SEC was $ 250,000 as of December 27, 2025. The Settlement Agreement is attached to the Order as Exhibit …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Note 14: Related Party Debt Long-term debt payable to related parties (see Note 20) as of December 27, 2025 and December 28, 2024 consisted of the following (in $000s): Schedule of Long Term Debt Payable December 27, 2025 December 28, 2024 Isaac Capital Group, 10% interest rate, matures December 31, 2024 $ $ 327 Live Ventures Incorporated, 10% interest rate, matures December 31, 2024 327 Isaac Capital Group short-term demand advance 48 Novalk Apps SAA, LLP short-term demand advance 110 Total notes payable, related parties 812 Less current portion (812 ) Total long-term notes payable, related parties $ $ Isaac Capital Group LLC On February 7, 2024, the Company amended its outstanding related party promissory obligations (the ICG Note) in favor of ICG to add a convertibility provision. In accordance with Nasdaq Rules, the per-share conversion price was set at $ 0.61 , subject to standard adjustments for (i) stock dividends and splits, (ii) subsequent rights offerings, and (iii) pro rata distributions. The Companys board of directors provided its approvals of the amendments on February 7, 2024. On March 6, 2024, ICG entered into a Note Purchase Agreement with an otherwise unaffiliated third party, under which the third party acquired the ICG Note. The terms and conditions of the ICG Note were not modified in connection with its acquisition by the third party. The principal amount of the ICG Note on the date of acquisition was approximately $ 1.2 million. During the year ended De …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

Note 18: Income taxes For fiscal years ended December 27, 2025, and December 28, 2024, the Company recorded an income tax benefit from continuing operations of approximately $ 87.6 million and $ 0.2 million, respectively, and an income tax benefit from discontinued operations of $ 0.9 million and approximately $ 2.9 million, respectively, which consisted of the following (in $000s): Schedule of Income Tax Provision Benefit December 27, 2025 December 28, 2024 Fiscal Years Ended December 27, 2025 December 28, 2024 Current tax (benefit) expense: State $ $ (102 ) Federal (44 ) Foreign 334 Current tax (benefit) expense 188 Deferred tax benefit (87,619 ) (3,229 ) Total benefit of income taxes $ (87,619 ) $ (3,041 ) A reconciliation of the Companys income tax benefit (provision) with the federal statutory tax rate for the fiscal years ended December 27, 2025, and December 28, 2024, respectively, is shown below: Schedule of Reconciliation of Income Tax Benefit Provision with the Federal Statutory Tax Rate December 27, 2025 December 28, 2024 Fiscal Years Ended December 27, 2025 December 28, 2024 U.S. statutory rate 21.0 % 21.0 % State tax rate % 0.9 % Foreign rate differential % 4.4 % Permanent differences % -6.7 % Temporary differences -20.0 % % Change in valuation allowance -1.0 % 12.9 % Other % 0.2 % Income tax benefit provision % 32.7 % Income (loss) before provision of income taxes was derived from the following sources for fiscal years December 27, 2025 and December 28, 2024, re …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Note 7: Leases In connection with its acquisition of ALT5 Subsidiary (see Note 3), the Company leases commercial office space. These assets and properties are leased under noncancelable agreements that expire at various future dates. The agreements, which have been classified as operating leases, provide for minimum rent and require the Company to pay all insurance, taxes, and other maintenance costs. As a result, the Company recognizes assets and liabilities for leases with lease terms greater than 12 months. The amounts recognized reflect the present value of remaining lease payments for all leases. The discount rate used is an estimate of the Companys blended incremental borrowing rate based on information available associated with each subsidiarys debt outstanding at lease commencement. In considering the lease asset value, the Company considers fixed and variable payment terms, prepayments and options to extend, terminate or purchase. Renewal, termination, or purchase options affect the lease term used for determining lease asset value only if the option is reasonably certain to be exercised. The following table details the Companys right of use assets and lease liabilities as of December 27, 2025 and December 28, 2024 (in $000s): Schedule of Right of Use Assets and Lease Liabilities December 27, 2025 December 28, 2024 Right of use asset - operating leases $ 102 $ 121 Lease liabilities: Current - operating 5 9 Long term - operating 107 113 ALT5 SIGMA CORPORATION NOTES TO …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

Note 13: Long-Term Debt Long-term debt as of December 27, 2025 and December 28, 2024 consisted of the following (in $000s): Schedule of Long-Term Debt December 27, 2025 December 28, 2024 Legacy subsidiary fixed deposits $ 7,937 $ 4,522 Legacy subsidiary loan 3,782 Unaffiliated third-party 810 3,508 Seller notes 5,944 Other 33 Total notes payable, related parties 14,691 11,845 Less current portion (5,944 ) Total long-term notes payable, related parties $ 8,747 $ 11,845 Legacy Subsidiary Fixed Deposits During the year ended December 27, 2025, ALT5 Subsidiary entered into several Corporate Fixed Deposit Agreements with otherwise unaffiliated third-parties, pursuant to which the Company became obligated for an aggregate of $ 4.7 million, as set forth in the respective agreements. Each obligation bears interest at a rate of 13 % or 15 % per annum, and has a maturity date range of March 18, 2026 to March 13, 2027. During the year ended December 27, 2025, several of these unaffiliated third-parties agreed to convert their respective investments into Future Equity Agreements for shares of the Companys subsidiary, Alyea and, consequently, approximately $ 475,000 of these deposits were reclassified as non-controlling interest. As of December 27, 2025 and December 28, 2024, the outstanding aggregate obligations totaled approximately $ 7.9 million and $ 4.5 million, respectively. Legacy Subsidiary Loan On August 10, 2023, ALT5 Subsidiary entered into a Bitcoin-denominated promissory note …

LongTermDebtTextBlock · excerpt; the full note is in the filing

Recently Issued Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The standard requires enhanced annual disclosures related to the rate reconciliation and income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, and may be applied prospectively or retrospectively. Early adoption is permitted. The Company has adopted ASU 2023-09 for the year ended December 27, 2025.

NewAccountingPronouncementsPolicyPolicyTextBlock

Note 19: Related parties Shared Services Tony Isaac, the Companys President and acting Chief Executive Officer, is the father of Jon Isaac, President and Chief Executive Officer of Live Ventures and managing member of ICG. Tony Isaac is also a member of the Board of Directors of Live Ventures. The Company shares certain executive, accounting, and legal services with Live Ventures. The Company also subleases office space from, and shares certain executive, accounting, and legal services with, Live Ventures. Total rent paid and shared-services costs were approximately $ 216,000 and $ 144,000 for fiscal years ending December 27, 2025 and December 28, 2024, respectively. Notes with Live Ventures and ICG On February 7, 2024, the Company entered into a promissory notes with each of Live Ventures and ICG. The initial principal amount of each note is $ 300,000 , with an interest rate of 10 % per annum. Pursuant to an amendment to each note, $ 100,000 of principal, and accrued interest thereon, is due on September 7, 2024 for each note, and the balance of each note is due on December 31, 2024. At the Companys option, the obligation under each note is convertible after the six-month anniversary thereof at a per-share conversion price of $ 0.61 , subject to standard adjustments for (i) stock dividends and splits, (ii) subsequent rights offerings, and (iii) pro rata distributions. The Companys board of directors approved the issuance of the two notes on February 7, 2024 (see Note 14). Sh …

RelatedPartyTransactionsDisclosureTextBlock · excerpt; the full note is in the filing

Note 22: Segment information ALT5 Sigma Inc. is a fintech company providing regulated, institutional-grade Crypto-as-a-Service (CaaS) infrastructure for the digital asset economy. In accordance with ASC 280, Segment Reporting , the Company has identified two reportable segments: Fintech and Biotech. This segmentation aligns with how the Chief Operating Decision Maker (CODM), consisting of the Companys Chief Executive Officer and Chief Financial Officer, assesses financial performance and allocates resources across the Companys operations. ALT5 SIGMA CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS To preserve the integrity of each operating segments standalone financial results, all intercompany eliminations, including sales, cost of goods sold, inventory profit, and intercompany management fees are reported under Intercompany Eliminations. Total assets are not utilized by the CODM in evaluating segment performance or allocating resources. Accordingly, asset information is excluded from the Companys segment reporting disclosures. Discrete financial information is provided for each reportable segment, including comparisons of actual results to the prior period and current period forecast. The following is description of each of the Companys reportable segments: The Fintech segment, which provides next generation blockchain-powered technologies for tokenization, trading, clearing, settlement, payment, and safe-keeping of digital assets. The Biotech segment focuses on deve …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Note 2: Summary of Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Financial Statement Reclassification Certain prior-period amounts have been reclassified to conform to the current period presentation. These reclassifications relate primarily to the presentation of the Biotechnology segment as discontinued operations. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumption that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates made in connection with the accompanying consolidated financial statements include the fair values in connection with the GeoTraq promissory note, analysis of other intangibles and long-lived assets for impairment, valuation allowance against deferred tax assets, lease terminations, and estimated useful lives for intangible assets and property and equipment. Financial Instruments Financial instruments consist primarily of cash equivalents, …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

Note 24: Subsequent events The Company has evaluated subsequent events through the filing of this Form 10-K, and determined that there have been no events that have occurred that would require adjustments to disclosures in its consolidated financial statements other than as discussed below: Master Loan and Security Agreement with WLFI On January 29, 2026, the Company and its wholly owned subsidiary, ALT5 Digital Holdings, Inc. (ALT5 Digital), entered into a Master Loan and Security Agreement with World Liberty Financial LLC (WLFI), providing for a secured, non-recourse loan facility in the aggregate principal amount of $ 15 million. The loan bears interest at 4.50 % per annum, payable annually in advance, and matures 24 months from the initial closing date. As collateral, ALT5 Digital pledged WLFI tokens with a loan-to-value ratio of 65 %. On January 29, 2026, ALT5 Digital drew the full $ 15 million and received net proceeds of approximately $ 14.2 million after prepayment of interest and reimbursement of lender expenses. The Company intends to use the proceeds for a stock repurchase program, purchases of WLFI tokens, and general corporate purposes. As previously disclosed, the Company owns approximately 7.3 billion WLFI tokens, and WLFI holds 1,000,000 shares of the Companys Common Stock and certain warrants. Zachary Witkoff, Chairman of the Companys Board, is the Chief Executive Officer and Co-Founder of WLFI, and Zachary Folkman, a member of the Board, is a Co-Founder of W …

SubsequentEventsTextBlock · excerpt; the full note is in the filing

Commitments and Contingencies Litigation SEC Complaint On August 2, 2021, the U.S. Securities and Exchange Commission (SEC) filed a civil complaint (the SEC Complaint) in the United States District Court for the District of Nevada naming the Company and one of its former executive officers, Virland Johnson, the Company's former Chief Financial Officer, as defendants (collectively, the Defendants). Pursuant to an agreed-upon Order of the Court, on May 28, 2024, the Company settled its litigation with the SEC. The Settlement Agreement provided, in pertinent part: Without admitting or denying the allegations of the complaint (except as provided herein in paragraph 12 and except as to personal and subject matter jurisdiction, which [the Company] admits), [the Company] hereby consents to the entry of the final Judgment in the form attached hereto (the Final Judgment) and incorporated by reference herein, which, among other things: (a) permanently restrains and enjoins [the Company] from violation of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder [15 U.S.C. 78j(b) and 17 C.F.R. 240.10b-5]; and (c)[sic] orders [the Company] to pay a civil penalty in the amount of $250,000 under Section 21(d)(3) of the Exchange Act [15 U.S.C. 78u(d)(3)). The SEC has agreed to accept four quarterly payments from the Company, each in the amount of $62,500. The balance remaining on the payments to the SEC was $250,000 as of September 27, 2025. The Settlement Agreement is …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Related Party Debt Long-term debt payable to related parties as of September 27, 2025 and December 28, 2024 consisted of the following (in $000s): September 27, 2025 December 28, 2024 Isaac Capital Group, 10.0% interest rate, matures December 31, 2024 $ 30 $ 327 Live Ventures Incorporated, 10.0% interest rate, matures December 31, 2024 327 Isaac Capital Group short-term demand advance 23 48 Novalk Apps SAA, LLP short-term demand advance 100 110 Total notes payable, related parties 153 812 Less current portion (153) (812) Total long-term notes payable, related parties $ $ Total future maturities of long-term debt to related parties is as follows (in $000s): Twelve months ending September 27, 2026 $ 153 Total future maturities of long-term debt, related parties $ 153 Isaac Capital Group LLC On February 7, 2024, the Company amended its outstanding related party promissory obligations (the ICG Note) in favor of ICG to add a convertibility provision. In accordance with Nasdaq Rules, the per-share conversion price was set at $0.61, subject to standard adjustments for (i) stock dividends and splits, (ii) subsequent rights offerings, and (iii) pro rata distributions. The Companys board of directors provided its approvals of the amendments on February 7, 2024. On March 6, 2024, ICG entered into a Note Purchase Agreement with an otherwise unaffiliated third party, under which the third party acquired the ICG Note. The terms and conditions of the ICG Note were not modified in connection …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

Income Taxes The Company recorded an income tax expense from continuing operations of approximately $12.1 million and an income tax benefit in the amount of approximately $0.4 million for the 13 weeks ended September 27, 2025 and September 28, 2024, respectively, and an income tax benefit from discontinued operations of approximately $4.4 million and $0.1 million for the 13 weeks ended September 27, 2025 and September 28, 2024, respectively. The Company recorded an income tax expense from continuing operations of approximately $11.9 million and an income tax benefit of approximately $3.1 million for the 39 weeks ended September 27, 2025 and September 28, 2024, respectively, and an income tax benefit from discontinued operations of $1.4 million and $0.3 million for the 39 weeks ended September 27, 2025 and September 28, 2024, respectively. The Companys overall effective tax rate was 22.2% and 59.2% for the 39 weeks ended September 27, 2025 and September 28, 2024, respectively. The effective tax rates and related provisional tax amounts vary from the U.S. federal statutory rate primarily due to state taxes and certain non-deductible expenses. …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases In connection with its acquisition of ALT5 Subsidiary (see Note 3), the Company leases commercial office space. These assets and properties are leased under non-cancellable agreements that expire at various future dates. The agreements, which have been classified as operating leases, provide for minimum rent and require the Company to pay all insurance, taxes, and other maintenance costs. As a result, the Company recognizes assets and liabilities for leases with lease terms greater than 12 months. The amounts recognized reflect the present value of remaining lease payments for all leases. The discount rate used is an estimate of the Companys blended incremental borrowing rate based on information available associated with each subsidiarys debt outstanding at lease commencement. In considering the lease asset value, the Company considers fixed and variable payment terms, prepayments and options to extend, terminate or purchase. Renewal, termination, or purchase options affect the lease term used for determining lease asset value only if the option is reasonably certain to be exercised. The following table details the Companys right of use assets and lease liabilities as of September 27, 2025 and December 28, 2024 (in $000s): September 27, 2025 December 28, 2024 Right of use asset - operating leases $ 109 $ 121 Lease liabilities: Current - operating $ 11 $ 10 Long term - operating 107 113 Total lease liabilities $ 118 $ 123 As of September 27, 2025, the weighted average …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

Debentures Debentures outstanding as of September 27, 2025 and December 28, 2024 consisted for the following (in $000s): September 27, 2025 December 28, 2024 Interest rate of 12%, maturity date of June 30, 2025 $ 563 $ 563 Total debentures $ 563 $ 563 ALT5 Subsidiary issued seven debentures over a period from October 2018 through September 2019. The debentures bore interest at 12% per annum and matured on of June 30, 2025. The Company is in the process of negotiating a revised maturity date with the holders. Debt Long-term debt as of September 27, 2025 and December 28, 2024 consisted of the following (in $000s): September 27, 2025 December 28, 2024 Legacy subsidiary fixed deposits $ 7,937 $ 4,247 Legacy subsidiary loan 2,398 3,782 Unaffiliated third-party 718 3,508 Seller notes 5,920 Other 33 Total notes payable, related parties 16,973 11,570 Less current portion (8,318) Total long-term notes payable, related parties $ 8,655 $ 11,570 Legacy Subsidiary Fixed Deposits ALT5 Subsidiary entered into several Corporate Fixed Deposit Agreements with otherwise unaffiliated third-parties, pursuant to which the Company became obligated for an aggregate of $5.5 million, as set forth in the respective agreements. Each obligation bears interest at a rate of 13% or 15% per annum, and has a maturity date range of April 2026 to March 2027. Several of these unaffiliated third-parties agreed to convert their respective investments into Future Equity Agreements for shares of the Companys subsidi …

LongTermDebtTextBlock · excerpt; the full note is in the filing

Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update ( ASU ) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ( ASU 2023-07 ). ASU 2023-07 requires, among other updates, enhanced disclosures about significant segment expenses that are regularly provided to the CODM, as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective adoption. Early adoption is permitted. The Company does not anticipate this guidance will have a material impact upon its financial position and results of operations. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ( ASU 2023-09 ). ASU 2023-09 requires enhanced annual disclosures regarding the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, and may be adopted on a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures. …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Related Parties Shared Services Tony Isaac, the Companys President, is the father of Jon Isaac, President and Chief Executive Officer of Live Ventures and managing member of Isaac Capital Group LLC (ICG). Tony Isaac is also a member of the Board of Directors of Live Ventures. The Company shares certain executive, accounting and legal services with Live Ventures. The total services shared were approximately $31,000 and $44,000 for the 13 weeks ended September 27, 2025 and September 28, 2024, respectively, and $117,000 and $145,000 for the 39 weeks ended September 27, 2025 and September 28, 2024, respectively. ALT5 rents approximately 9,900 square feet of office space from Live Ventures in Las Vegas, Nevada. Notes with Live Ventures and ICG On February 7, 2024, the Company entered into a promissory notes with each of Live Ventures and ICG. The initial principal amount of each note is $300,000, with an interest rate of 10% per annum. At the Companys option, the obligation under each note is convertible after the six-month anniversary thereof at a per-share conversion price of $0.61, subject to standard adjustments for (i) stock dividends and splits, (ii) subsequent rights offerings, and (iii) pro rata distributions. The Companys board of directors approved the issuance of the two notes on February 7, 2024. As of September 27, 2025 and December 28, 2024, the balances outstanding on the Live Ventures and ICG promissory notes were approximately $0 and $30,000, respectively, consist …

RelatedPartyTransactionsDisclosureTextBlock · excerpt; the full note is in the filing

Segment Information The Company operates within targeted markets through three reportable segments for continuing operations: Fintech, Biotech, and Corporate and Other. The Biotech segment is being presented as discontinued operations for the 13 and 39 weeks ended September 27, 2025 and September 28, 2024 (see Note 4). The following tables present the Company's segment information for the 13 and 39 weeks ended September 27, 2025 and September 28, 2024 (in $000's): Thirteen Weeks Ended Thirty-Nine Weeks Ended September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024 Revenues Fintech $ 7,575 $ 4,941 $ 19,467 $ 7,110 Corporate and other Discontinued operations Total Revenues $ 7,575 $ 4,941 $ 19,467 $ 7,110 Gross profit Fintech $ 2,623 $ 2,361 $ 7,989 $ 3,459 Corporate and other Discontinued operations Total Gross profit $ 2,623 $ 2,361 $ 7,989 $ 3,459 Operating loss Fintech $ (4,420) $ 353 $ (5,862) $ 614 Corporate and other (12,119) (1,085) (14,402) (4,930) Discontinued operations (2,049) (489) (3,246) (1,627) Total Operating loss $ (18,588) $ (1,221) $ (23,510) $ (5,943) Depreciation and amortization Fintech $ 894 $ 536 $ 2,456 $ 715 Corporate and other Discontinued operations 322 438 1,447 1,604 Total Depreciation and amortization $ 1,216 $ 974 $ 3,903 $ 2,319 Interest expense (income), net Fintech $ 479 $ 110 $ 1,251 $ 267 Corporate and other 360 (363) 858 (272) Discontinued operations Total Interest expense (income), net $ 839 $ (253) $ 2,109 $ (5) Net lo …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Summary of Significant Accounting Policies B asis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the U.S. (U.S. GAAP) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these financial statements do not include all of the information and notes required for complete financial statements prepared in conformity with U.S. GAAP. In our opinion, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation have been included. However, the Companys results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. For further information, refer to the consolidated financial statements and notes thereto included in our Form 10-K for the fiscal year ended December 28, 2024. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumption that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at th …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

Registered Direct Offering Registered Direct Offering On or about August 12, 2025, the Company entered into securities purchase agreements (the Registered Offering Purchase Agreements) with certain institutional investors, pursuant to which the Company agreed to issue to the Purchasers (as defined therein), in a registered direct offering (the Registered Offering), an aggregate of 100,000,000 shares of the Companys common stock, par value $0.001 per share (Common Stock), at a purchase price of $7.50 per share. The Company intends to use up to $10.0 million of the net proceeds from the Registered Offering to settle existing litigation, pay existing debt, and fund the Companys existing business operations. The balance of the net proceeds was used to fund the acquisition of $WLFI tokens from World Liberty Financial, Inc. (the Lead Investor), pursuant to a Token Purchase Agreement, and the establishment of the Companys cryptocurrency treasury operations. The shares of Common Stock issued in the Registered Offering were issued pursuant to a prospectus supplement, which was filed with the SEC on August 11, 2025, in connection with a takedown from the Companys shelf registration statement on Form S-3, as amended, (File No. 333-289176), which was declared effective by the SEC on August 8, 2025. Private Placement Offering Also, on August 12, 2025, the Company consummated transactions resulting from a Securities Purchase Agreement (the Private Placement Purchase Agreement and, together …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

Subsequent event The Company has evaluated subsequent events between September 27, 2025 and the filing of this Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to disclosures in its condensed consolidated financial statements except as otherwise disclosed in the Companys Current Reports on Form 8-K filed from and after that date and the filing of this 10-Q. …

SubsequentEventsTextBlock · excerpt; the full note is in the filing