- Eliminated substantially all of the Company’s debt, ended the year with
$6.8 million in Cash and$8.2 million of Stockholders’ Equity. - Fourth Quarter Revenue increased 12% sequentially, and Fourth Quarter Net Loss was
$0.6 million including a$0.5 million success-based employee bonus expense. - Updated and extended agreement with
Partner Colorado Credit Union (“PCCU”) through 2031; expected to increase cash flow by over$10 million over the period, driving a 70% increase in loan program revenue in the fourth quarter versus the third quarter.
Balance Sheet Transformation and Highlights
2025 | 2025 (Unaudited) | 2024 | ||||||||||
| Cash and cash equivalents | $ | 6,779,040 | $ | 861,722 | $ | 2,324,647 | ||||||
| Total Assets | $ | 17,207,024 | $ | 13,664,414 | $ | 13,218,287 | ||||||
| Total Debt and Forward Purchase Liability | $ | - | $ | - | $ | 18,313,753 | ||||||
| Total Liabilities | $ | 8,971,116 | $ | 6,667,803 | $ | 25,506,301 | ||||||
| Total Stockholders’ Equity (Deficit) | $ | 8,235,908 | $ | 6,996,611 | $ | (12,288,014 | ) | |||||
| Working Capital (Deficit) | $ | 5,698,858 | $ | 5,766,174 | $ | (983,833 | ) | |||||
- Eliminated substantially all of the Company’s
$18 million in debt and raised$6.7 million in new capital in theSeptember 30, 2025 recapitalization. - Stockholders’ equity was positive
$8.2 million atDecember 31, 2025 , a$20.5 million improvement compared to($12.3) million atDecember 31, 2024 . $6.8 million of cash and cash equivalents atDecember 31, 2025 , an increase of$4.5 million compared to$2.3 million atDecember 31, 2024 .- Liabilities at
December 31, 2025 include approximately$3.0 million of non-cash liabilities, and are offset by approximately$3.1 million in non-cash contract assets, which are both related to the indemnification of loan losses under the Second Amended and Restated Commercial Alliance Agreement with PCCU. This agreement was effectiveOctober 1, 2025 .
Fourth Quarter 2024 and 2025, Third Quarter 2025, and Full Year Income Statement Highlights
| Three Months Ended (Unaudited) | Year Ended | |||||||||||||||||||
| Total Revenue | $ | 2,062,076 | $ | 1,833,770 | $ | 3,671,596 | $ | 7,673,532 | $ | 15,242,560 | ||||||||||
| Total Operating Expenses | $ | 3,281,503 | $ | 3,051,016 | $ | 11,565,095 | $ | 13,072,742 | $ | 22,334,046 | ||||||||||
| Operating Loss | $ | (1,219,427 | ) | $ | (1,217,246 | ) | $ | (7,893,499 | ) | $ | (5,399,210 | ) | $ | (7,091,486 | ) | |||||
| Net (loss) income | $ | (582,592 | ) | $ | 179,508 | $ | (51,664,495 | ) | $ | (2,160,998 | ) | $ | (48,319,475 | ) | ||||||
Fourth Quarter 2025 Financial Summary
- Revenue was approximately
$2.1 million in the fourth quarter 2025, a 12% increase compared to approximately$1.8 million in the third quarter of 2025, and a 44% decline compared to the fourth quarter 2024. - Loan program income (formerly loan interest income) for the fourth quarter 2025 was approximately
$0.9 million , versus approximately$1.8 million for the fourth quarter 2024. Fourth quarter 2025 loan program income increased approximately 70% compared to third quarter 2025 primarily due to higher share of interest revenue under the Second Amended and Restated Commercial Alliance Agreement, which was effectiveOctober 1, 2025 . - Operating expenses for the fourth quarter 2025 decreased 72% year over year to approximately
$3.3 million , compared to approximately$11.6 million in the fourth quarter 2024, and increased 8% compared to approximately$3.1 million in the third quarter 2025. Fourth quarter 2025 operating expenses include approximately$0.5 million of success-based employee bonus. Excluding non-cash impairment of goodwill, intangibles, loan loss provisions, and amortization of contract asset, operating expenses declined 9% to approximately$3.3 million from approximately$3.7 million in the prior year period. - Operating loss was approximately
($1.2) million , compared to a loss of approximately($7.9) million in the fourth quarter 2024 and approximately($1.2) million in the third quarter 2025. - Net loss was approximately
($0.6) million for the fourth quarter 2025, compared to net income of approximately$0.2 million in the third quarter 2025 and a loss of approximately($51.7) million in the fourth quarter 2024. Fourth quarter 2025 results include approximately$0.5 million of success-based employee bonus. This compares to net income of approximately$0.1 million in the fourth quarter 2024 when excluding non-cash write downs of deferred tax assets, goodwill, and intangible assets totaling approximately$53.1 million , and a loan loss benefit of approximately$1.2 million . - Adjusted EBITDA(1) for the fourth quarter 2025 was approximately
($1.1) million , compared to approximately$0.1 million for the fourth quarter 2024.
Full Year 2025 Financial Summary
- Net loss for the year ended
December 31, 2025 was approximately($2.2) million , compared to a net loss of approximately($48.3) million for the year endedDecember 31, 2024 . - Revenue for the year ended
December 31, 2025 was approximately$7.7 million , compared to approximately$15.2 million for the year endedDecember 31, 2024 . - Operating expenses decreased 41% for the year ended
December 31, 2025 to approximately$13.1 million , compared to approximately$22.3 million for the year endedDecember 31, 2024 . - Loan program income for the year ended
December 31, 2025 was approximately$2.5 million for the year endedDecember 31, 2025 versus approximately$6.6 million for the year endedDecember 31, 2024 . - Adjusted EBITDA(1) for the year ended
December 31, 2025 was approximately($3.9) million , compared to Adjusted EBITDA(1) of approximately$2.9 million for the year endedDecember 31, 2024 .
(1) Adjusted EBITDA is a non-GAAP financial metric. A reconciliation of non-GAAP to GAAP measures is included at the end of this earnings release.
Operational and Governance Summary
| Item | Status today | Prior Status | |||
| PCCU CAA Term | Extended through 2031 | Expired 2029 | |||
| Loan Program Income Share | Up to 65% | 35% | |||
| Asset Hosting Fee | 23% reduction with graduated calculation, saves approximately | Fixed calculation at 1.0% below | |||
| Board of Directors | 5 members; PCCU has no appointment rights | 7 members; PCCU had appointment rights | |||
| Senior Financial Leadership | CEO/CFO and Principal Accounting Officer with significant Big 4 and public company experience | N/A | |||
“When we released our preliminary results, we could confirm the strategic wins but not all of the final numbers for the year ended
“With a clean balance sheet, a financial institution agreement extended through 2031 at nearly double our prior share of loan program income, and new revenue lines, we enter 2026 in a fundamentally different financial position than we have been in at any point in our recent history.”
For more information on the Company’s year ended
About Safe Harbor:
Safe Harbor is a financial platform delivering smarter banking, lending, payments and business services tailored to how the cannabis industry actually operates. As one of the original pioneers of compliant cannabis banking in the
Cautionary Statement Regarding Forward-Looking Statements:
Certain information contained in this press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included herein may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Forward-looking statements may include, but are not limited to, statements with respect to trends in the cannabis industry, including proposed changes in
Safe Harbor Investor Relations Contact:
ir@SHFinancial.org
Safe Harbor Media Relations Contact:
safeharbor@kcsa.com
CONSOLIDATED BALANCE SHEETS | ||||||||
2025 | 2024 | |||||||
| ASSETS | ||||||||
| Current Assets: | ||||||||
| Cash and cash equivalents | $ | 6,779,040 | $ | 2,324,647 | ||||
| Accounts receivable – trade | 31,376 | 134,609 | ||||||
| Accounts receivable – related party | 1,009,483 | 968,023 | ||||||
| Prepaid expenses | 862,400 | 659,536 | ||||||
| Accrued interest receivable | - | 16,319 | ||||||
| Forward purchase receivable | - | 4,584,221 | ||||||
| Loans receivable, net | - | 13,332 | ||||||
| Contract asset | 516,283 | - | ||||||
| Other current assets | 3,000,000 | 3,000,000 | ||||||
| Total Current Assets | 12,198,582 | 11,700,687 | ||||||
| Long-term loans receivable, net | - | 378,854 | ||||||
| Operating lease right to use assets | 547,186 | 703,524 | ||||||
| Investment in preferred securities | 1,450,000 | - | ||||||
| Prepaid expenses | 414,329 | 412,500 | ||||||
| Contract asset | 2,581,417 | - | ||||||
| Other assets | 15,510 | 22,722 | ||||||
| Total Assets | $ | 17,207,024 | $ | 13,218,287 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
| Current Liabilities: | ||||||||
| Accounts payable | $ | 189,828 | $ | 140,723 | ||||
| Accounts payable-related party | 171,365 | 75,608 | ||||||
| Accrued expenses | 1,310,463 | 1,301,378 | ||||||
| Deferred revenue | 15,415 | 28,335 | ||||||
| Lease liabilities | 181,963 | 161,952 | ||||||
| Senior secured promissory note | - | 255,765 | ||||||
| Deferred consideration | 3,000,000 | 3,338,343 | ||||||
| Forward purchase derivative liability | - | 7,309,580 | ||||||
| Stand-ready guarantee liability | 711,667 | - | ||||||
| Financial indemnification liability | 433,968 | - | ||||||
| Other current liabilities | 485,055 | 72,836 | ||||||
| Total Current Liabilities | 6,499,724 | 12,684,520 | ||||||
| Warrant liabilities | 39,620 | 1,360,491 | ||||||
| Senior secured promissory note | - | 10,748,408 | ||||||
| Stand-ready guarantee liability | 1,245,416 | - | ||||||
| Financial indemnification liability | 657,804 | - | ||||||
| Lease liabilities | 528,552 | 712,882 | ||||||
| Total Liabilities | 8,971,116 | 25,506,301 | ||||||
| Commitment and Contingencies (Note 20) | ||||||||
| Stockholders’ Equity (Deficit) | ||||||||
| Convertible preferred stock, | - | - | ||||||
| Series B Convertible Preferred Stock, 35,000 authorized, shares, par value | 3 | - | ||||||
| Class A Common Stock, | 428 | 278 | ||||||
| Additional paid-in capital | 131,152,020 | 108,467,253 | ||||||
| Accumulated deficit | (122,916,543 | ) | (120,755,545 | ) | ||||
| Total Stockholders’ Equity (Deficit) | $ | 8,235,908 | $ | (12,288,014 | ) | |||
| Total Liabilities and Stockholders’ Equity (Deficit) | $ | 17,207,024 | $ | 13,218,287 | ||||
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||
| For The Year Ended | ||||||||
| 2025 | 2024 | |||||||
| Revenue | $ | 7,673,532 | $ | 15,242,560 | ||||
| Operating expenses | ||||||||
| Compensation and employee benefits | 6,266,317 | 7,783,331 | ||||||
| General and administrative expenses | 3,294,275 | 4,018,094 | ||||||
| Professional services | 3,328,222 | 2,518,394 | ||||||
| Lease expense | 232,773 | 258,477 | ||||||
| Amortization of contract asset | 129,072 | - | ||||||
| Credit loss (benefit) expense | (177,917 | ) | (1,393,131 | ) | ||||
| Impairment of goodwill | - | 6,058,000 | ||||||
| Impairment of long-lived intangible assets | - | 3,090,881 | ||||||
| Total operating expenses | 13,072,742 | 22,334,046 | ||||||
| Operating loss | (5,399,210 | ) | (7,091,486 | ) | ||||
| Other (income) expenses | ||||||||
| Interest expense | (492,643 | ) | (533,390 | ) | ||||
| Change in fair value of warrant liabilities | 1,320,871 | 2,803,638 | ||||||
| Gain on extinguishment of forward purchase derivative | 3,336,213 | - | ||||||
| Costs incurred to secure financing | (987,621 | ) | - | |||||
| Discount on common stock sold pursuant to the ELOC | (76,553 | ) | - | |||||
| Change in the fair value of deferred consideration | 79,475 | 361,449 | ||||||
| Total other income | 3,179,742 | 2,631,697 | ||||||
| Net loss before provision (benefit) for income taxes | (2,219,468 | ) | (4,459,789 | ) | ||||
| Provision (benefit) for income taxes | (58,470 | ) | 43,859,686 | |||||
| Net loss | (2,160,998 | ) | (48,319,475 | ) | ||||
| Deemed dividend on Series B Preferred Stock redemption | (241,435 | ) | - | |||||
| Net loss attributable to common stockholders | $ | (2,402,433 | ) | $ | (48,319,475 | ) | ||
| Weighted average shares outstanding, basic and diluted | 2,921,648 | 2,772,867 | ||||||
| Basic and diluted net loss per share | $ | (0.82 | ) | $ | (17.43 | ) | ||
Earnings Before Interest Taxes Depreciation and Amortization (EBITDA) and Adjusted EBITDA
“EBITDA” is defined as net income (loss) before interest expense, income tax expense (benefit), and depreciation and amortization. “Adjusted EBITDA” is further adjusted to exclude non-cash, unusual, and infrequent items that management does not consider reflective of the Company’s core operating performance.
We present EBITDA and Adjusted EBITDA because management uses these measures to evaluate operating performance, develop forward-looking operating plans, and make strategic decisions regarding resource allocation. We believe these measures provide useful supplemental information to investors evaluating our results in the same manner as management.
These measures have material limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our GAAP results. Specifically, although depreciation and amortization are non-cash charges, the underlying assets may require future replacement and neither EBITDA nor Adjusted EBITDA reflects the associated capital expenditure requirements. In addition, neither measure reflects changes in working capital needs or tax payments that may reduce cash available to the Company. Accordingly, these measures should be considered alongside net income (loss) and other GAAP results.
A reconciliation of net loss to EBITDA and Adjusted EBITDA is as follows:
| Year ended | 2025 | 2024 | ||||||
| Net loss | $ | (2,160,998 | ) | $ | (48,319,475 | ) | ||
| Interest expense | 492,643 | 533,390 | ||||||
| Amortization of prepaid consulting associated with Series B | 59,857 | - | ||||||
| Amortization of contract asset | 129,072 | - | ||||||
| Depreciation and amortization expense | 3,155 | 711,929 | ||||||
| Provision for income taxes (benefit) | (58,470 | ) | 43,859,686 | |||||
| EBITDA | (1,534,741 | ) | (3,214,470 | ) | ||||
| Other adjustments: | ||||||||
| Credit loss (benefit) expense | (177,917 | ) | (1,393,131 | ) | ||||
| Change in the fair value of warrants | (1,320,871 | ) | (2,803,640 | ) | ||||
| Deferred loan origination fees and costs | - | (63,275 | ) | |||||
| Change in the fair value of deferred consideration | (79,475 | ) | (361,449 | ) | ||||
| Gain on extinguishment of forward purchase derivative | (3,336,213 | ) | - | |||||
| Costs incurred to secure financing | 987,621 | - | ||||||
| Discount on common stock sold pursuant to the ELOC | 76,553 | - | ||||||
| Stock based compensation | 1,523,489 | 1,575,952 | ||||||
| - | 9,148,881 | |||||||
| Adjusted EBITDA | $ | (3,861,554 | ) | $ | 2,888,868 | |||
| Three Months ended | 2025 | 2024 | ||||||
| Net loss | $ | (582,592 | ) | $ | (51,664,495 | ) | ||
| Interest expense | 11,876 | 48,672 | ||||||
| Amortization of prepaid consulting associated with Series B | 59,857 | - | ||||||
| Amortization of contract asset | 129,072 | - | ||||||
| Depreciation and amortization expense | - | 160,573 | ||||||
| Provision for income taxes (benefit) | - | 43,804,107 | ||||||
| EBITDA | (381,787 | ) | (7,651,143 | ) | ||||
| Other adjustments: | ||||||||
| Credit loss (benefit) expense | (177,917 | ) | (1,234,545 | ) | ||||
| Change in the fair value of warrants | (724,048 | ) | (47,595 | ) | ||||
| Deferred loan origination fees and costs | - | (141,856 | ) | |||||
| Change in the fair value of deferred consideration | - | (34,190 | ) | |||||
| Costs incurred to secure financing | (1,216 | - | ||||||
| Discount on common stock sold pursuant to the ELOC | 76,553 | - | ||||||
| Stock based compensation | 143,609 | 24,029 | ||||||
| - | 9,148,881 | |||||||
| Adjusted EBITDA | $ | (1,064,806 | ) | $ | 63,581 | |||
Source: Safe Harbor Financial Services, Inc.