Digital Asset Treasury Strategy
In
The Company’s digital asset treasury strategy consists of five core components: (1) Capital Deployment — acquiring BERA through open market purchases and negotiated transactions; (2) Network Participation — participating in Proof of Liquidity (PoL) staking and validator infrastructure; (3) Governance Participation — earning Berachain Governance Tokens (BGT); (4) Risk-Adjusted Yield Participation — deploying capital into select decentralized finance (DeFi) protocols on the Berachain network; and (5) Capital Allocation Discipline — evaluating and executing strategic initiatives that enhance shareholder value on a per-share basis.
As of
On
Management Commentary
“Fiscal year 2025 marked a pivotal year for
Fourth Quarter FY 2025 Financial Highlights
The fourth quarter of fiscal year 2025 was a transformative period for
| (in thousands) | Q4 2025 | % Change vs. Q4 2024 |
| Revenue | -18% | |
| Gross profit (loss) | ( | N/M |
| Operating loss | ( | 915% |
| Change in fair value of digital assets | ( | N/A |
| Net loss | ( | 693% |
FY 2025 Financial Highlights
For the year ended
| (in thousands) | FY 2025 | % Change vs. FY 2024 |
| Revenue | -67% | |
| Gross profit (loss) | ( | N/M |
| Operating loss | ( | 359% |
| Change in fair value of digital assets | ( | N/A |
| Net loss | ( | 385% |
The Company’s full financial statements, including the Consolidated Statements of Operations, Consolidated Balance Sheet, and Consolidated Statements of Cash Flows, are included as exhibits to this press release and should be read in their entirety.
Subsequent Events
Subsequent to
Delisting Notice
On
Reverse Stock Split
On
We expect to effect the reverse stock split shortly following the issuance of these financial statements.
Token Transaction Agreements
On
Pursuant to the Lending Agreement, the Subsidiary (as Lender) may agree to lend to the Counterparty (as Borrower) an amount of USDC and/or USDT stablecoins (the “Lent Tokens”) pursuant to loan confirmation agreements to be agreed between the parties from time to time, accruing interest at a rate to be determined in such agreements. The Counterparty intends to use the Lent Tokens to acquire BERA tokens in the open market or in privately negotiated transactions from various counterparties.
Pursuant to the Purchase and Sale Agreement, the Subsidiary (as Buyer) may request to purchase tranches of BERA tokens from the Counterparty (as Seller), pursuant to tranche notices to be agreed between the parties from time to time. The purchase price for each tranche is determined through a combination of time-weighted average price and other pricing mechanics, including protective “market out” provisions. Furthermore, the Purchase and Sale Agreement permit flexible transaction sizing set within a pre-negotiated percentage range.
The Counterparty subsequently informed the Company that it may, from time to time, conduct significant transactions with
Appointment of Chief Executive Officer
On
ATM Offering
On
Subject to the terms and conditions of the Sales Agreement, Yorkville will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell the ATM Shares from time to time, based upon the Company’s instructions. The Company has provided Yorkville with customary indemnification and contribution rights, and Yorkville will be entitled to a commission of up to 3.0% of the gross proceeds from each sale of the ATM Shares pursuant to the Sales Agreement.
About
Founded in 2005,
About Berachain
Berachain is a decentralized, open-source, EVM-compatible layer-1 blockchain engineered for high throughput, low latency, and full compatibility with Ethereum tooling, smart contracts, and infrastructure. Berachain utilizes a novel Proof of Liquidity consensus mechanism that integrates network security with active liquidity provisioning. For more information, visit berachain.com.
Investor Contact:
IR@greenlane.com
or
PCG Advisory
+1-646-418-7002
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements.” Forward-looking statements are statements other than historical facts and include, without limitation, statements regarding progress and achievement of the Company’s goals regarding BERA acquisition, staking, and validator participation, the development of the Berachain network ecosystem including business adoption of the network, the long-term value of BERA, continued growth and advancement of the Company’s DAT strategy and the applicable benefits to the Company, other projections or statements of plans and objectives and statements regarding the Company’s plans to regain compliance with Nasdaq’s listing requirements.
These forward-looking statements are based on current expectations, estimates, assumptions, and projections, and involve known and unknown risks, uncertainties, and other factors, many of which are beyond the Company’s control, that may cause actual results, performance, or achievements to differ materially from those expressed or implied by such statements. Important factors that may affect actual results include, among others, the Company’s ability to execute its growth strategy; its ability to raise and deploy capital effectively; developments in technology and the competitive landscape; changes in the regulatory landscape applicable to digital assets, including BERA; the market performance of BERA; and other risks and uncertainties described under “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the
Cautionary Note Regarding Digital Assets
BERA is a digital asset that is not legal tender, is not backed by any government or central bank, and may be subject to extreme price volatility, regulatory uncertainty and technological risk. Investments in and exposures to digital assets such as BERA are highly speculative and may result in the loss of all or a substantial portion of the invested capital. Statements about the Berachain protocol, its consensus model, ecosystem projects, and fundraising are based on publicly available information and/or information provided by third parties. The Company has not independently verified all such information and makes no representation as to its accuracy or completeness. Protocol parameters and incentive mechanisms may change over time through governance or other processes. The Company’s activities involving BERA and other digital assets may not be suitable for all investors and are subject to the risks described in the “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the
CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) | ||
| Year Ended | Year Ended | |
| Net revenue | ||
| Cost of sales | ||
| Gross profit (loss) | ( | |
| Operating expenses: | ||
| Salaries, benefits and payroll taxes | ||
| General and administrative | ||
| Stock-based compensation – strategic advisory warrants | — | |
| Restructuring charges | — | |
| Impairment of property and equipment | ||
| Depreciation and amortization | ||
| Total operating expenses | ||
| Loss from operations | ( | ( |
| Other income (expense): | ||
| Interest expense | ( | ( |
| Change in fair value of contingent consideration | — | |
| Change in fair value of digital assets | ( | — |
| Loss on extinguishment of debt | — | ( |
| Other expense, net | ( | |
| Total other expense | ( | ( |
| Loss before income taxes | ( | ( |
| Provision for income taxes | — | |
| Net loss | ( | ( |
| Less: net loss attributable to noncontrolling interests | — | ( |
| Net loss attributable to | ( | ( |
| Net loss per share — basic and diluted | ( | ( |
| Weighted average shares — basic and diluted | 7,492 | 1,212 |
CONSOLIDATED BALANCE SHEETS (in thousands) | ||
| ASSETS | ||
| Current assets: | ||
| Cash and cash equivalents | ||
| Accounts receivable, net | ||
| Inventories, net | — | |
| Vendor deposits | — | |
| Other current assets | ||
| Total current assets | ||
| Property and equipment, net | ||
| Operating lease assets, net | ||
| Digital assets | — | |
| Other long-term assets | ||
| Total assets | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
| Current liabilities: | ||
| Accounts payable | ||
| Accrued liabilities | ||
| Customer deposits | — | |
| Notes payable | — | |
| Operating lease obligations, current | ||
| Total current liabilities | ||
| Operating lease obligations, long-term | — | |
| Total liabilities | ||
| Total stockholders’ equity | ||
| Total liabilities and stockholders’ equity | ||
CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) | ||
| Year Ended | Year Ended | |
| Cash flows from operating activities: | ||
| Net loss | ( | ( |
| Adjustments to reconcile net loss: | ||
| Depreciation and amortization | ||
| Stock-based compensation expense | ||
| Strategic advisory warrants | — | |
| Change in fair value of contingent consideration | — | ( |
| Provision for credit losses | ||
| Loss on disposal of fixed assets | ||
| Loss on extinguishment of debt | — | |
| Write-off of vendor deposits, accrued liabilities and customer deposits | ( | — |
| Inventory impairment | — | |
| Impairment of property and equipment | ||
| Change in fair value of digital assets | — | |
| Amortization of deferred financing costs | ||
| Other adjustments | ||
| Changes in operating assets and liabilities: | ||
| Accounts receivable | ( | |
| Inventories | ||
| Vendor deposits | — | |
| Other current assets | ( | |
| Accounts payable | ( | ( |
| Accrued liabilities | ( | |
| Customer deposits | — | ( |
| Net cash used in operating activities | ( | ( |
| Cash flows from investing activities: | ||
| Purchases of property and equipment | ( | ( |
| Purchases of digital assets | ( | — |
| Net cash used in investing activities | ( | ( |
| Cash flows from financing activities: | ||
| Proceeds from issuance of common stock | ||
| Proceeds from exercise of options and warrants | ||
| Repayment of future accounts receivable | — | ( |
| Proceeds from sale of future receivables | — | |
| Repayment of notes payable | ( | ( |
| Proceeds from notes payable | — | |
| Other financing activities | — | ( |
| Net cash provided by financing activities | ||
| Effects of exchange rates on cash | — | |
| Net change in cash and cash equivalents | ||
| Cash and cash equivalents, beginning of period | ||
| Cash and cash equivalents, end of period | ||
Source: