WILMINGTON, Del., March 31, 2026 (GLOBE NEWSWIRE) -- Onfolio Holdings Inc. (Nasdaq: ONFO, ONFOW) (OTC: ONFOP) (“Onfolio” or the “Company”), an owner-operator of cash-generative online businesses, announces financial results for the full year ended December 31, 2025. The Company’s Annual Report on Form 10-K was filed with the Securities and Exchange Commission on March 31, 2026 and is available on the SEC’s website at www.sec.gov.
Recent Corporate Highlights
- Secured a $300 million convertible note financing facility in November 2025; approximately $6 million raised to date.
- Portfolio operating profit grew from approximately $1.4M annually in 2024 to approximately $1.8 million annually by end of 2025.
- EBITDA As Defined turned positive at $151,000, compared to ($588,000) in 2024.
- Initiated digital asset treasury strategy with approximately $2.3 million in BTC, ETH, and SOL holdings generating staking rewards.
Full Year 2025 Financial Highlights
- Revenue grew 36% to $10.73M vs. $7.86M in 2024
- Revenue from services (B2B) grew 62% to $7.39M vs. $4.66M in 2024, driven primarily by the full-year contribution of Eastern Standard (approximately $3.34M) and DDS Rank (approximately $91K)
- Revenue from product sales (B2C) grew 5% to $3.34M vs. $3.20M in 2024
- Gross profit grew 41% to $6.43M, or 60% of revenue, vs. $4.54M, or 58% of revenue, in 2024
- Total operating expenses increased 32% to $9.34M vs. $7.05M in 2024, driven primarily by the full-year inclusion of Eastern Standard
- Net loss was $2.54M (including $2.37M in non-cash expenses, a $1.10M non-cash gain on change in fair value of derivative liabilities, and a $0.23M non-cash loss on change in fair value of digital assets) vs. $1.77M in 2024
- Net loss attributable to common shareholders was $(3.06M) or $(0.58) per share vs. $(2.12M), or $(0.41) per share, in 2024
- Cash operating loss (excluding non-cash items) improved 38% to $0.88M vs. $1.42M in 2024
- EBITDA As Defined was positive $151,000 vs. negative $(588,000) in 2024
- Cash at 12/31/25 was $2.17M vs. $0.48M at 12/31/24
“2025 was a year of operational foundation-building. We grew revenue 36 percent, expanded our gross margin profile, and ended the year with a stronger cash position. Portfolio operating profit tripled from 2023 to 2025, which we believe is the most useful measure of our portfolio’s bottom-line trajectory,” commented Onfolio CEO Dominic Wells.
“We made a deliberate decision to pause acquisitions in 2025 and focus on getting our existing portfolio to a point where it could fund parent company costs. The honest assessment is that we got close, but not quite there. Q3 was our strongest quarter, with portfolio operating profit reaching approximately $500,000. We then saw headwinds in Q4, primarily driven by a deliberate pullback in advertising spend at Proofread Anywhere where returns had diminished. That decision compressed Q4 revenue but we believe it was the right call. Q1 2026 appears to show early improvement.”
“Eastern Standard, our largest business, grew revenues approximately 10 percent year over year in its first full year under our ownership, and began distributing meaningfully to the parent company in the second half. That is exactly what we acquired it to do,” continued Wells.
“We are now consolidating our five agency businesses into a unified platform, with centralized sales and marketing, shared fulfilment, and clearer accountability. We believe this structure makes our agencies more durable and positions them well for the AI-driven changes happening across the industry.”
“Heading into 2026, our priorities are clear: grow cash flow from the existing portfolio, resume accretive acquisitions, and close the gap between what the portfolio distributes and what it costs to run the parent company. When those two numbers cross, we are self-funding,” Wells continued.
“The $300 million financing facility has materially changed our position in the market. Deal flow has increased in both size and quality. We are actively evaluating opportunities that were simply out of reach a year ago, and we expect to make multiple acquisitions in 2026.”
“Our plan is straightforward, control costs, grow portfolio cash flow, and acquire additional profitable businesses,” concluded Wells.
Recent Business and Operational Highlights
- Agency Consolidation: The Company is consolidating its five B2B agency businesses (Eastern Standard, RevenueZen, SEO Butler, Pace Generative, DDS Rank) into a unified platform with centralized sales and marketing execution.
- Path to Profitability: Published detailed roadmap outlining plan to reach self-funding through cost discipline, operational improvement, and accretive acquisitions. Full report: onfolio.com/path-to-profit
- AI-Native Operating Model: AI tools driving structural advantages across the portfolio, reducing costs, expanding small-team capacity, and converting internal tools into new revenue streams. Full report: onfolio.com/ai-strategy-report-card
- Acquisition Pipeline: Actively pursuing acquisitions with strengthened deal flow and growing seller interest in stock-based transaction structures. Full report: onfolio.com/acquisition-pipeline-update
- Digital Asset Holdings: Approximately $2.3M in digital assets as of December 31, 2025, consisting of 5.32 BTC, 318.33 ETH (288.16 staked), and 6,786.17 SOL (all staked), generating approximately 4% annualized staking yield.
For more detailed information regarding Onfolio’s financial results, please see the Company’s Form 10-K and other SEC filings at investors.onfolio.com/filings.
Conference Call
Onfolio will hold a conference call on April 1, 2026 at 8:00 a.m. Eastern time to discuss its financial results for the year ended December 31, 2025.
Date: Wednesday, April 1, 2026
Time: 8:00 a.m. Eastern time
Webcast Link: Here
Dial-In Link: Here
Toll-free dial-in number: 1-877-704-4453
International dial-in number: 1-201-389-0920
Conference ID: 13759145
Please call one of the conference telephone numbers 5-10 minutes prior to the start time, and an operator will register your name and organization. Alternatively, you can connect instantly to the event via the webcast link or dial-in link above.
About Onfolio Holdings
Onfolio Holdings Inc. (Nasdaq: ONFO, ONFOW) (OTC: ONFOP)is an owner-operator of cash-generative online businesses. The Company acquires and operates profitable online businesses across diverse verticals, including marketing, education, and e-commerce, with a focus on sustainable cash flow and long-term value creation. Visit www.onfolio.com for more information.
Forward-Looking Statements
The information posted in this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements by use of the words “may,” “will,” “should,” “plans,” “explores,” “expects,” “anticipates,” “continues,” “estimates,” “projects,” “intends,” and similar expressions. Examples of forward-looking statements include, among others, statements we make regarding expected operating results, such as revenue growth and earnings, and strategy for growth and financial results.
Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: general economic and business conditions, effects of continued geopolitical unrest and regional conflicts, competition, changes in technology and methods of marketing, delays in completing new customer offerings, changes in customer order patterns, changes in customer offering mix, continued success in technological advances and delivering technological innovations, delays due to issues with outsourced service providers, those events and factors described by us in Item 1A “Risk Factors” in our most recent Form 10-K; other risks to which our Company is subject; other factors beyond the Company’s control. Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.
Investor Contact
investors@onfolio.com
Consolidated Balance Sheets
December 31 December 31 2025 2024 Assets Current Assets: Cash$2,175,223 $476,874 Accounts receivable, net 476,578 755,804 Inventory 44,800 65,876 Prepaids and other current assets 227,224 138,007 Total Current Assets 2,923,825 1,436,561 Intangible assets 1,683,798 3,323,211 Goodwill 4,203,145 4,210,557 Investment in digital assets 2,263,471 9,465 Fixed Assets 3,423 5,135 Due from related party 95,189 126,530 Investment in unconsolidated joint ventures, cost method 188,007 213,007 Investment in unconsolidated joint ventures, equity method - 268,231 Other assets - - Total Assets$11,360,858 $9,592,697 Liabilities and Stockholders Equity Current Liabilities: Accounts payable and other current liabilities$1,066,702 $969,068 Dividends payable 121,789 100,797 Notes payable, current 487,658 312,634 Notes Payable - Related Party, current 897,904 790,000 Contingent consideration 164,382 981,591 Derivative liability 3,463,727 - Deferred revenue 497,113 589,913 Total Current Liabilities 6,699,275 4,194,003 Notes payable - 450,000 Notes payable - related parties 480,141 1,049,000 Convertible notes, net of discount 276,273 - Due to joint ventures - long term - - Total Liabilities 7,455,689 5,243,003 Commitments and Contingencies Stockholders' Equity: Preferred stock, $0.001 per value, 5,000,000 shares authorized Series A Preferred stock, $0.001 par value, 1,000,000 shares authorized, 169,460 and 134,460 issued and outstanding at December 31, 2025 and 2024 169 134 Common stock, $0.001 par value, 50,000,000 shares authorized, 5,127,395 and 5,107,395 issued and outstanding at December 31, 2024 and 2023 5,864 5,128 Additional paid-in capital 24,524,989 22,316,751 Accumulated other comprehensive income 91,110 68,105 Accumulated deficit (22,141,797) (19,078,287) Total Onfolio Inc. stockholders equity 2,480,335 3,311,831 Non-Controlling Interests 1,424,834 1,037,863 Total Stockholders' Equity 3,905,169 4,349,694 Total Liabilities and Stockholders' Equity$11,360,858 $9,592,697 The accompanying notes are an integral part of these consolidated financial statements
Consolidated Statements of Operations
For the Three Months Ended Dec 31, For the Years Ended Dec 31, 2025
2024
2025
2024
Revenue, services$1,648,519 $1,833,257 $7,386,084 $4,660,069 Revenue, product sales 379,514 703,547 3,344,134 3,202,008 Total Revenue 2,028,033 2,536,804 10,730,218 7,862,077 Cost of revenue, services 939,139 1,018,386 3,910,452 2,609,061 Cost of revenue, product sales 75,293 158,982 389,568 708,139 Total cost of revenue 1,014,432 1,177,368 4,300,020 3,317,200 Gross profit 1,013,601 1,359,436 6,430,198 4,544,877 Operating expenses Selling, general and administrative 1,351,274 1,861,661 7,467,169 5,718,243 Professional fees 420,597 353,695 1,212,805 948,751 Acquisition costs - 142,465 68,625 264,731 Impairement of goodwill and intangible assets 439,964 116,322 439,964 121,000 Total operating expenses 2,211,835 2,474,143 9,188,563 7,052,725 Loss from operations (1,198,234) (1,114,707) (2,758,365) (2,507,848) Other income (expense) Equity method income (loss) - 748 767 (4,812) Dividend income 8,632 6,313 26,095 12,157 Interest income (expense), net (217,390) (41,103) (498,409) (101,667) Other income (8,941) 3,249 (2,093) 6,183 Gain on change in fair value of digital assets (226,753) - (226,753) - Gain on change in fair value of contingent consideration (14,233) 368,464 111,813 368,464 Change in fair value of derivative liability 1,083,185 - 1,083,185 - Impairment of investments - - (293,998) - Gain on sale of business - - 453,581 Total other income 624,500 337,671 200,607 733,906 Loss before income taxes (573,734) (777,036) (2,557,758) (1,773,942) Income tax (provision) benefit - - 17,390 - Net loss (573,734) (777,036) (2,540,368) (1,773,942) Net income (loss) attributable to noncontrolling interest 49,769 - (48,291) 7,737 Net loss attributable to Onfolio Holdings Inc. (523,965) (777,036) (2,588,659) (1,766,205) Preferred Dividends (130,895) (54,231) (474,851) (354,228) Net loss to common shareholders$(654,860) $(831,267) $(3,063,510) $(2,120,433) Net loss per common shareholder Basic and diluted$(0.12) $(0.16) $(0.58) $(0.41) Weighted average shares outstanding Basic and diluted 5,654,788 5,110,195 5,260,327 5,117,941 The accompanying notes are an integral part of these consolidated financial statements
Net income to Non-GAAP EBITDA For the Years Ended December 31, 2025 and 2024
2025 2024 Net Income/(Loss)$(2,540,368) $(1,773,942) Interest 498,409 101,667 Taxes 17,390 - Depreciation & Amortization 1,201,161 906,737 EBITDA (823,408) (765,538) Impairment losses 733,962 121,000 Stock based compensation 240,653 56,887 EBITDA as Defined $151,207 $(587,651)
Consolidated Statements of Cash Flows
For the Years Ended December 31, 2025 and 2024
2025 2024 Cash Flows from Operating Activities Net loss$(2,540,368) $(1,773,942) Adjustments to reconcile net loss to net cash provided by operating activities: Stock-based compensation expense 240,653 56,887 Equity method loss (income) (767) 4,812 Dividends received from equity method investment - - Depreciation expense 1,712 - Amortization of debt discounts and debt issuance costs 140,685 - Amortization of intangible assets 1,199,449 906,737 Impairment of intangible assets 439,964 121,000 Gain on sale of subsidiary - (453,581) Impairment of investments 293,998 Change in FV of contingent consideration (111,813) (368,464) Change in FV of derivative (1,083,185) - Change in FV of digital assets 229,086 - Earning on digital assets (2,333) - Net change in: Accounts receivable 286,637 (282,002) Inventory 21,076 26,761 Prepaids and other current assets (89,217) 4,891 Accounts payable and other current liabilities 97,634 477,247 Due to joint ventures 31,341 24,441 Deferred revenue (92,800) 86,850 Due to related parties - - Net cash used in operating activities (938,248) (1,168,363) Cash Flows from Investing Activities Cash paid to acquire businesses - (255,000) Cash received for sale of subisiary - 780,000 Investments in joint ventures - (59,000) Cash received for sale of digital assets 3,612 - Investment in digital assets (2,484,371) (15,000) Net cash used in investing activities (2,480,759) 451,000 Cash Flows from Financing Activities Proceeds from sale of Series A preferred stock 805,000 20,000 Proceeds from sale of common stock units 993,356 - Proceeds from exercise of stock options - 12,960 Payments of preferred dividends (453,859) (321,442) Distributions to non-controlling interest holders (61,320) (20,400) Proceeds from notes payable 593,371 881,650 Payments on note payables (955,847) (386,339) Proceeds from convertible notes payable 4,770,000 - Proceeds from notes payable - related parties 60,965 200,000 Payments on note payables - related parties (461,919) (1,000) Payments on contigent consideration (195,396) (59,093) Net cash provided by financing activities 5,094,351 326,336 Effect of foreign currency translation 23,005 (114,360) Net Change in Cash 1,698,349 (505,387) Cash, Beginning of Period 476,874 982,261 Cash, End of Period 2,175,223 476,874 Cash Paid For: Income Taxes$- $- Interest$337,730 $101,667 Non-cash transactions: Dividends on preferred stock$474,851 $354,228 Non-controlling interest issued for settlement of note payable$400,000 $- Settlement of contingent consideration$510,000 $- Digital assets contributed for convertible note$- $- Establishment of derivative liability on conversion feature$4,546,912 Notes payable issued for asset acquisitions$- $1,890,000 Preferred stock issued for acquisitions$- $1,035,000 Contingent consideration issued for acquisitions$- $1,349,148 Common stock options issued for acquisitions$- $60,000 Non-controlling interest issued for acquisitions$- $1,066,000 The accompanying notes are an integral part of these consolidated financial statements
Consolidated Statements of Stockholders' Equity
For the Years Ended December 31, 2025 and 2024
Preferred Stock, $0.001 Par value Common Stock, $0.001 Par Value Additional Accumulated Accumulated Other Non Stockholders' Shares Amount Shares Amount Paid-In Capital Deficit Comprehensive Income Controlling Interest Equity Balance, December 31, 202392,260 93 5,107,395 5,108 21,107,311 (16,957,854) 182,465 - 4,337,123 - - - - - - Acquisition of Business41,400 41 - - 1,094,959 - - 1,066,000 2,161,000 Sale of preferred stock for cash800 - - - 20,000 - - - 20,000 Stock-based compensation- - - - 56,887 - - - 56,887 Partner Contributions 24,654 24,654 Common stock issued for exercise of options- - 20,000 20 12,940 - - - 12,960 Preferred dividends- - - - - (354,228) - - (354,228) Foreign currency translation- - - - - - (114,360) (114,360) Distribution to non-controlling interest (20,400) (20,400) Net loss- - - - - (1,766,205) - (7,737) (1,773,942) Balance, December 31, 2024134,460 134 5,127,395 5,128 22,316,751 (19,078,287) 68,105 1,037,863 4,349,694 - - - - - - Sale of common stock for Cash- - 735,819 736 992,620 - - - 993,356 Sale of preferred stock for cash32,200 32 - - 804,968 - - - 805,000 Preferred stock and common stock options issued for payment of contingent consideration2,800 3 - - 169,997 - - - 170,000 Stock-based compensation- - - - 240,653 - - - 240,653 Payment of note payble by NCI 400,000 400,000 Preferred dividends- - - - - (474,851) - - (474,851) Foreign currency translation- - - - - - 23,005 23,005 Distribution to non-controlling interest (61,320) (61,320) Net loss- - - - - (2,588,659) - 48,291 (2,540,368) Balance, December 31, 2025169,460 $169 5,863,214 $5,864 $24,524,989 $(22,141,797) $91,110 $1,424,834 $3,905,169 The accompanying notes are an integral part of these consolidated financial statements