Onfolio Holdings, Inc

Onfolio Holdings Inc. will hold its 2026 Annual Meeting of Stockholders virtually on August 6, 2026, to vote on several key proposals. These include approving the potential issuance of over 19.99% of common stock through an equity facility at a price below Nasdaq's "Minimum Price," and increasing the authorized common stock from 300 million to 600 million shares. Stockholders will also vote on the election of four directors and the ratification of Astra Audit & Advisory, LLC as the independent auditor for fiscal year 2026. The Board recommends a "FOR" vote on all proposals.

Onfolio Holdings, Inc. announced the commercial launch of two AI-powered platforms, SharePulse and Parlance, developed by its internal AI product initiative, Onfolio Labs. SharePulse is an investor relations analytics and engagement platform, while Parlance is a managed communications service. Both platforms were initially built for internal use and are now offered as subscription products, targeting public companies, IR firms, and communications teams. The company sees a significant opportunity in the growing IR software and AI-enabled content markets, aiming for recurring revenue and high-margin businesses.

Onfolio Holdings Inc. received a notice from Nasdaq on May 26, 2026, indicating non-compliance with the minimum $2,500,000 stockholders' equity requirement for continued listing. The company's Quarterly Report showed stockholders' equity of $1,216,603 as of March 31, 2026, and it also fails to meet alternative listing standards. Onfolio has 45 days, until July 10, 2026, to submit a plan to regain compliance, with a potential extension of up to 180 days. While the notice has no immediate effect on stock trading, there is no assurance that the company will regain compliance.

Onfolio Holdings secured a $100 million equity financing facility in April 2026 and activated its acquisition program, targeting $5 million to $10 million in aggregate annual adjusted EBITDA by year-end 2026. The company also regained compliance with Nasdaq listing rules. For the first quarter ended March 31, 2026, Onfolio reported revenue of $1.87 million, a decrease from $2.81 million in Q1 2025, and a net loss of $1.92 million, compared to a net loss of $0.81 million in the prior year. Operating expenses decreased by 30% due to a shift to an AI-driven operating model, which management believes improved its operating profile.

Onfolio Holdings reported a significant widening of its net loss to $2.57 million for the first quarter of 2026, compared to a net loss of $0.81 million in the prior year. Total revenue decreased by 33.6% to $1.87 million, driven by declines in both service and product sales. The company also experienced a substantial decline in total assets and stockholders' equity, alongside increased cash usage from operations and financing activities, and significant negative impacts from digital asset fair value changes and investment impairments.

Onfolio Holdings Inc. filed a Certificate of Amendment to its Certificate of Incorporation on May 8, 2026. This amendment significantly increased the number of authorized shares of common stock from 50,000,000 to 300,000,000 shares. This corporate action provides the company with greater flexibility for future capital raises or strategic transactions.

Onfolio Holdings, Inc. announced the activation of its acquisition program, targeting $5 million to $10 million in aggregate annual adjusted EBITDA from new acquisitions by the end of the year. The company plans to acquire cash-generative online businesses in digital marketing, e-commerce, and financial media at an average multiple of 2-4x trailing adjusted EBITDA. This strategic move is expected to approximately double Onfolio's revenue run rate and lead to consistent profitability on both an EBITDA and GAAP net income basis.

Onfolio Holdings Inc. announced it will host a conference call on Monday, May 18, 2026, at 8:00 a.m. Eastern time. The call is scheduled to discuss the company's financial results for the first quarter ended March 31, 2026. Financial results will be released in a press release before the conference call, which will include a live question and answer period and a webcast replay.

Onfolio Holdings Inc. announced that Robert Lipstein notified the company's Chair of the Board of his intention to resign as a director. The resignation is effective May 31, 2026. The company stated that Mr. Lipstein's departure is not a result of any disagreement with the company, its management, or the Board of Directors.

Onfolio Holdings Inc. entered into an Equity Purchase Facility Agreement with an institutional investor on April 10, 2026. This agreement provides the company with the right, but not the obligation, to sell up to an aggregate of $100 million in newly issued common stock. This facility offers Onfolio flexible access to capital, which can be utilized for various corporate purposes at the company's discretion.