BTLN 10-K & 10-Q changes, risk factors and insider trading
Brightline Interactive, Inc. · Nasdaq · Services-Computer Programming Services · CIK 1854445 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “We expect to require additional capital to finance our operations, which may not be available to us on acceptable terms, or at all.”
New heading “As we shift our focus to our transformation into a pureplay Physical AI infrastructure company, we will depend more on U.S. Government contracts as our main source of revenue and changes in governmental policies, budget priorities, funding levels, shutdowns, delays in passing appropriations, or cancellation of existing contracts could have a material adverse effect on our business.”
New heading “We indemnify our officers and directors against liability to us and our security holders, and such indemnification could increase our operating costs.”
New heading “Provisions in our articles of incorporation, our by-laws and Nevada law might discourage, delay or prevent a change in control of our company or changes in our management and, therefore, depress the trading price of our common stock.”
New heading “We are authorized to issue “blank check” preferred stock without stockholder approval, which could adversely impact the rights of holders of our securities.”
New heading “We have identified a material weakness in our internal control over financial reporting. This material weakness could continue to adversely affect our results of operations and financial condition. In the future, we may identify additional material weaknesses or otherwise fail to maintain an effective system of internal control over financial reporting or adequate disclosure controls and procedures, which may result in material errors in our financial statements or cause us to fail to meet our period reporting obligations.”
Removed heading “We may not be successful in raising additional capital necessary to meet expected funding needs. If we need additional funding for operations and we are unable to raise it, we may not be able to continue our business operations.”
Removed heading “We place significant decision making powers with our underlying entities’ management, which presents certain risks that may cause the operating results of individual entities to vary.”
Removed heading “Our centralized management will have significant discretion over directing our resources and if management does not allocate resources effectively, our business, financial condition or result of operations could be harmed.”
Removed heading “If we do not make our platforms, including new versions or technology advancements, easier to use or properly train customers on how to use our platforms, our ability to broaden the appeal of our products and services and to increase our revenue could suffer.”
Removed heading “Risks Related to Our Acquisition Strategy”
Removed heading “We may be unable to obtain additional financing, if required, to fund the existing operations of the business, complete future acquisitions or to fund the development and commercialization of the companies, technologies, or intellectual property.”
Removed heading “If we fail to integrate any existing or acquired entities into the Glimpse ecosystem, we may not realize the anticipated benefits of the collaborative Glimpse ecosystem and the integration of any acquisitions, which could harm our business, financial condition or results of operations.”
Removed heading “We may make more acquisitions in the future. Our ability to identify complementary assets, products or businesses for acquisition and successfully integrate them could affect our business, financial condition and operating results.”
Largest changes
“We have identified a material weakness in our internal control over financial reporting. This material weakness could continue to adversely affect our results of operations and financial condition. In the future, we may identify additional material weaknesses or otherwise fail to maintain an effective system of internal control over financial reporting or adequate disclosure controls and procedures, which may result in material errors in our financial statements or cause us to fail to meet our period reporting obligations.”see in full comparison
“As we shift our focus to our transformation into a pureplay Physical AI infrastructure company, we will depend more on U.S. Government contracts as our main source of revenue and changes in governmental policies, budget priorities, funding levels, shutdowns, delays in passing appropriations, or cancellation of existing contracts could have a material adverse effect on our business.”see in full comparison
“If we fail to integrate any existing or acquired entities into the Glimpse ecosystem, we may not realize the anticipated benefits of the collaborative Glimpse ecosystem and the integration of any acquisitions, which could harm our business, financial condition or results of operations.”see in full comparison
“Effective internal controls over financial reporting are necessary for us to provide reliable financial reports and, together with adequate disclosure controls and procedures, are designed to prevent fraud. Any failure to implement required new or improved controls, or difficulties encountered in their implementation, could cause us to fail to meet our reporting obligations. …”see in full comparison
Onsee in full comparisonSeptemberMarch3,13,2024,2026, we received a notification letter from the Listing Qualifications Department of Nasdaq notifying us that, because thetheclosing bid price for our common stock was below $1.00 for the prior 30 consecutive business days, we no longer met the minimum bid pricepricerequirement for continued listing on the Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid pricepriceof $1.00 per share (the “Minimum Bid Price Requirement”). In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), we had a period of 180 calendar days fromSeptemberMarch3,13,2024,2026, or untilMarchSeptember3,9,2025,2026, to regain compliance with the Minimum Bid Price Requirement.Requirement.On September 11, 2026 we received a Staff Determination from the Listing Qualifications Department of Nasdaq informing us that Nasdaq’s staff had determined to delist our common stock from Nasdaq pursuant to Nasdaq Marketplace Rule 5550(a)(2). Under the Staff Determination, we have the right to appeal the Staff Determination by requesting a hearing before the Hearings Panel. OnDecemberSeptember24,17,2025,2026, weannouncedtimely submitted a request for a Hearing before the Hearings Panel. There can be no assurance that following the Hearing, the Hearings Panel will determine to continue to allow the listing of our common stock on Nasdaq or that wehadwillreceivedbewrittenable tofrom the Nasdaq informing the us that we had regainedevidence compliance with theMinimumapplicableBidlistingPricecriteriaRequirement.within the period of time, if any, that may be granted by the Hearings Panel.
“If we do not make our platforms, including new versions or technology advancements, easier to use or properly train customers on how to use our platforms, our ability to broaden the appeal of our products and services and to increase our revenue could suffer.”see in full comparison
Full comparison: every changed paragraph (57)
Investing in us involves a high degree of risk. You should carefully consider the following risks and uncertainties, together with all other information in this Report, including our consolidated financial statements and related notes and the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section, before investing in us. Any of the risks and uncertainties we describe below could adversely affect our business, financial condition, results of operations, prospects or the trading price of our securities. References to past events are provided by way of example only and are not intended to be a complete listing or a representation as to whether or not such factors have occurred in the past or their likelihood of occurring in the future The risks described below are not the only ones we face and additional risks that we currently do not know about or that we currently believe to be immaterial may also impair our business, financial condition, operating results, prospects and the trading price of our securities.
We
were incorporated in June 2016 and are an early stage technology development company, comprised of a wholly-owned group of early
stage stage
entities in Immersivethe technologyPhysical AI space. As such, we are subject to the risks associated with being an early stage company operating
in in
an emerging industry, including, but not limited to, the risks set forth herein.
We
have incurred significant net losses since inception. For the fiscal years ended June 30, 20252026 and 2024,2025, we incurred a net loss of approximately $2.6
$16.6 million and approximately $6.4$2.6 million, respectively. As of June 30, 2025,2026, we had an accumulated deficit of approximately $65.6$82.2
million. We continue to devote efforts towards building and evolving ourSpacialCore. technology platform and perusing growth opportunities. Our cash
flow has significantly improved in recent quarters and we expect our current cash balance to
be sufficient in funding operations for at least the next 12 months from the date of issuance of these consolidated financial statements.
However, weWe may continue to generate negative cash flow in future periods
which may eventually require us to raise capital in order to
maintain our operations.
We expect to require additional capital to finance our operations, which may not be available to us on acceptable terms, or at all.
We expect to require further funding to support our ongoing activities and operations. There can be no assurance that such funding will be available on satisfactory terms or at all. Any inability to obtain funding will adversely affect our business and financial condition and consequently our performance. We may seek to raise further funds through equity or debt financing, joint ventures or other means. There can be no assurance that additional financing will be available when needed or, if available, that the terms of such financing will be favorable to us, which may result in substantial dilution to our shareholders.
We
may not be successful in raising additional capital necessary to meet expected funding needs. If we need additional funding for operations
and we are unable to raise it, we may not be able to continue our business operations.
We
expect our capital needs to continue in order to maintain and expand our operations. Our ability to raise additional funds through equity
or debt financings or other sources will depend on the financial success of our current business and successful implementation of our
key strategic initiatives, financial, economic and market conditions and other factors, some of which are beyond our control. No assurance
can be given that we will be successful in raising the required capital at a reasonable cost and at the required times, or at all. Further
equity financings may have a dilutive effect on stockholders and any debt financing, if available, may require restrictions to be placed
on our future financing and operating activities. If we require additional capital and are unsuccessful in raising that capital, we may
not be able to continue our business operations and advance our growth initiatives, which could adversely impact our business, financial
condition and results of operations.
The
ImmersiveSpatial technologycomputing industriesindustry areis very dynamic, with new technology and services being introduced by a range of players, from larger established
established companies to start-ups, on a frequent basis. Our competitors may announce new products, services, or enhancements that better
meet the
needs of end-users or changing industry standards. Further, new competitors or alliances among competitors could emerge. Increased competition
competition may cause price reductions, reduced gross margins and loss of market share, any of which could have a material adverse effect
on our
business, financial condition and results of operations.
Furthermore,
the worldwide ImmersiveSpatial technologycomputing marketsmarket areis increasingly competitive. A number of companies developing ImmersiveSpatial technologycomputing products
and services
compete for a limited number of customers. Some of our competitors in this market have substantially greater financial and
other resources,
larger research and development staffs, and more experience and capabilities in developing, marketing and distributing
products. Potential
pricing pressure could result in significant price erosion, reduced profit margins and loss of market share, any
of which could have
a material adverse effect on our business, results of operations, financial position and liquidity.
For
both the fiscal years ended June 30, 20252026 and 2024,2025, our five largest customers accounted for approximately 76% and 53%100% of our
revenue. revenues, respectively.
There are inherent risks whenever a large percentage of total revenues are concentrated with a limited
number of customers. It is not
possible for us to predict the future level of demand for our services that will be generated by
these customers or the future demand
for the products and services of these customers in the end-user marketplace. In addition,
revenues from these customers may fluctuate
from time to time based on the commencement and completion of projects, the timing of
which may be affected by market conditions or other
facts, some of which may be outside of our control. Further, some of our
contracts with these customers permit them to terminate our
services at any time (subject to notice and certain other provisions).
If any of these customers experience declining or delayed sales
due to market, economic or competitive conditions, we could be
pressured to reduce the prices we charge for our services or we could
lose a major customer. Any such development could have an
adverse effect on our margins and financial position, and would negatively
affect our revenues and results of operations and/or
trading price of our common stock.
As we shift our focus to our transformation into a pureplay Physical AI infrastructure company, we will depend more on U.S. Government contracts as our main source of revenue and changes in governmental policies, budget priorities, funding levels, shutdowns, delays in passing appropriations, or cancellation of existing contracts could have a material adverse effect on our business.
As we shift our focus to our transformation into a pureplay Physical AI infrastructure company, we expect a larger portion of our revenue will be derived from contracts with the U.S. Government, including contracts funded through the Department of War and other national security agencies. As a result, our business, financial condition, and operating results will be influenced by U.S. Government policies, contract awards, budgetary cycles, and appropriations. U.S. Government funding is subject to periodic authorization and appropriations processes, which are often unpredictable. In recent periods, these processes have been impacted by continuing resolutions, budget disagreements, and the risk of periodic lapses in appropriated funding.
Government shutdowns, failure to pass a budget or continuing resolution, or delays in the approval of program-level funding may temporarily halt or slow performance under our contracts, delay new awards, or otherwise limit our ability to invoice and collect payment. During such periods, we may be required to continue working at our own cost and risk, suspend activities, or experience reductions in revenue and cash flow. In addition, shifts in political priorities or public policy—whether driven by changes in administration, congressional composition, geopolitical developments, or fiscal objectives—may result in the reduced scope, restructuring, or outright cancellation of existing programs.
The U.S. Government also generally has the right to terminate contracts for convenience, and may modify or reduce the scope of work under existing arrangements. If the U.S. Government exercises its rights to cancel, terminate, or materially change our contracts with them, we may not be able to replace that revenue in the near term or at all.
Any of these events could materially and adversely affect our business, revenue visibility, ability to plan long-term investments, financial condition, and results of operations.
We
anticipate that we may require additional funds to increase or sustain our current levels of expenditure for the R&D of new products
and technologies, and to obtain and maintain patents and other intellectual property rights in these technologies, the timing and amount
of which are difficult to forecast. Any funds we need may not be available on commercially reasonable terms or at all. If we cannot obtain
the necessary additional capital when needed, we might be forced to reduce our R&D efforts which wouldmay materially and adversely affect
our business. If we raise capital in an offering of our common stock, preferred stock or securities convertible into our common stock,
our then-existing stockholders’ interests will be diluted.
We
place significant decision making powers with our underlying entities’ management, which presents certain risks that may cause
the operating results of individual entities to vary.
We
believe that our practice of placing significant decision making powers with each of our entities’ management is important to our
successful growth and allows us to be responsive to opportunities and to our customers’ needs. However, this practice could make
it difficult to coordinate procedures across our operations and presents certain risks, including the risk that we may be slower or less
effective in our attempts to identify or react to problems affecting an important business issue, or that we would be slower to identify
a misalignment between an entity’s and our overall business strategy. Inconsistent implementation of corporate strategy and policies
at the entity level could materially and adversely affect our financial position, results of operations and cash flows and prospects.
The
operating results of an underlying entity may differ from those of another entity for a variety of reasons, including market size, customer
base, competitive landscape, regulatory requirements and economic conditions affecting a particular industry vertical. As a result, certain
of our entities may experience higher or lower levels of profitability and growth than other entities.
Our
centralized management will have significant discretion over directing our resources and if management does not allocate resources effectively,
our business, financial condition or result of operations could be harmed.
Our
centralized management has significant discretion over directing our resources to any and all of our entities. As a consequence, it is
possible that one or more of our entities will not receive adequate capital or management resources. If an entity does not receive adequate
capital or resources, it may not be able to commercialize its products and services, or if its products and services are already commercialized,
it may not be able to keep such products and services competitive. Therefore, if we don’t allocate resources effectively, our business,
financial condition or result of operations could be harmed.
Our
business depends on the performance and reliability of the Internet, mobile networks, cloud and other infrastructure that is not under
our our
control. Disruptions in such infrastructure, including as the result of power outages, telecommunications delay or failure, security
breach, or computer virus, as well as failure by telecommunications network operators to provide us with the bandwidth we need to provide
our products and offerings, could cause delays or interruptions to our products, offerings, and platforms. Any of these events could
damage our reputation, resulting in fewer users actively using our platforms, disrupt our operations, and subject us to liability, which
could adversely affect our business, financial condition, and operating results.
If
we do not make our platforms, including new versions or technology advancements, easier to use or properly train customers on how to
use our platforms, our ability to broaden the appeal of our products and services and to increase our revenue could suffer.
In
order to get full use of our platforms, users may require need training. We provide a variety of training and support services to our
customers, and we believe we will need to continue to maintain and enhance the breadth and effectiveness of our training and support
services as the scope and complexity of our platforms increase. If we do not provide effective training and support resources for our
customers on how to efficiently and effectively use our platforms, our ability to grow our business will suffer, and our business and
results of operations may be adversely affected. Additionally, when we announce or release new versions of our platforms or advancements
in our technology, we could fail to sufficiently explain or train our customers on how to use such new versions or advancements or we
may announce or release such versions prematurely. These failures on our part may lead to our customers being confused about use of our
products or expected technology releases, and our ability to grow our business, results of operations, brand and reputation may be adversely
affected.
Our
business can include the hosting and/or transmission of proprietary information and sensitive or confidential data. In connection with
our services business, some of our employees also have access to its customers’ confidential data and other information, which could
could be compromised, whether intentionally or unintentionally, by our employees, consultants or vendors.
We indemnify our officers and directors against liability to us and our security holders, and such indemnification could increase our operating costs.
Our articles of incorporation and bylaws require us to indemnify our officers and directors against claims associated with carrying out the duties of their offices. We are also required to advance the costs of certain legal defenses upon the indemnitee undertaking to repay such expenses to the extent it is determined that such person was not entitled to indemnification of such expenses. The SEC has advised that indemnification for liabilities arising under the Securities Act for our officers, directors, or control persons, is against public policy and is therefore unenforceable.
Provisions in our articles of incorporation, our by-laws and Nevada law might discourage, delay or prevent a change in control of our company or changes in our management and, therefore, depress the trading price of our common stock.
Provisions of our articles of incorporation, our by-laws and Nevada law may have the effect of deterring unsolicited takeovers or delaying or preventing a change in control of our company or changes in our management, including transactions in which our stockholders might otherwise receive a premium for their shares over then current market prices. In addition, these provisions may limit the ability of stockholders to approve transactions that they may deem to be in their best interests. These provisions include:
The existence of the forgoing provisions and anti-takeover measures could limit the price that investors might be willing to pay in the future for shares of our common stock. They could also deter potential acquirers of our company, thereby reducing the likelihood that you could receive a premium for your common stock in an acquisition.
We are authorized to issue “blank check” preferred stock without stockholder approval, which could adversely impact the rights of holders of our securities.
Our articles of incorporation authorize us to issue up to 20,000,000 shares of blank check preferred stock. Any preferred stock that we issue in the future may rank ahead of our common stock in terms of dividend priority or liquidation premiums and may have greater voting rights than our common stock. Any preferred stock issued may contain provisions allowing those shares to be converted into shares of common stock, which could dilute the value of our common stock to current stockholders and could adversely affect the market price, if any, of our common stock. The preferred stock could be utilized, under certain circumstances, as a method of discouraging, delaying, or preventing a change in control of our company. Although we have no present intention to issue any shares of our authorized preferred stock, there can be no assurance that we will not do so in the future.
Risks
Related to Our Acquisition Strategy
We
may be unable to obtain additional financing, if required, to fund the existing operations of the business, complete future acquisitions
or to fund the development and commercialization of the companies, technologies, or intellectual property.
Our
primary business strategy is to (i) generate and increase revenues of our existing entities and (ii) to further enhance our presence
in the Immersive technology market through the acquisition of additional companies, technologies, or intellectual property. If our existing
entities do not achieve sufficient levels of revenue and profits, we may be required to seek additional financing through the issuance
of equity or debt securities or other arrangements to finance the operations of the business.
Additionally,
there can be no assurance that we will be able to successfully identify, acquire or profitably manage such additional companies, technologies,
or intellectual property or successfully integrate these, if any, into the Glimpse ecosystem without substantial costs, delays or other
operational or financial problems. If potential acquisition targets are unwilling to accept our equity as the consideration for their
businesses, then we may be required to seek additional financing through the issuance of debt securities or other arrangements to finance
the acquisition transaction. If we complete a business combination, we may require additional financing to fund the operations or growth
of an acquisition target. Further, acquisitions involve a number of other special risks, including possible adverse effects on our operating
results, diversion of management’s attention, dependence on retention, hiring and training of key personnel, risks associated with
unanticipated problems or legal liabilities, and realization of acquired intangible assets, some or all of which could have a material
adverse effect on our business, financial condition and results of operations. In addition, there can be no assurance that the companies,
technologies, or intellectual property acquired in the future, if any, will generate anticipated revenues and earnings. As a result,
we may be required to seek additional financing through the issuance of equity or debt securities or other arrangements. To the extent
that we are unable to acquire additional companies, technologies, or intellectual property or integrate those successfully, our ability
to generate and increase our revenues may be reduced significantly. As a result, we may be required to seek additional financing through
the issuance of equity or debt securities or other arrangements. As an early-stage company, we cannot assure that such financing will
be available on acceptable terms, if at all.
With
respect to our future acquisition strategy, no assurance can be made that we will have the funds necessary to make future acquisitions.
To the extent that additional financing proves to be unavailable, that fact will likely have a negative impact on our business and we
may be compelled to restructure the operations of the business or abandon a particular contemplated business combination.
If
we fail to integrate any existing or acquired entities into the Glimpse ecosystem, we may not realize the anticipated benefits of the
collaborative Glimpse ecosystem and the integration of any acquisitions, which could harm our business, financial condition or results
of operations.
Even
though Glimpse’s ecosystem provides a centralized corporate structure and the potential for cross company collaboration synergies,
each entity has its own business development, technology development, sales team and general manager. Although we believe that the integration
of our existing entities has been a success, there is still continued risk that we may encounter difficulties related to continued integration
of the existing entities in the future. There is also the risk that the business development, sales team and general manager of a future
acquired entity are unsuccessful. Some of these risks are out of our control. Successfully integrating any acquired entity may be more
difficult, costly or time-consuming than we anticipate, or we may not otherwise realize any of the anticipated benefits of such acquisition.
Any of the foregoing could adversely affect our business, financial condition or results of operations.
We
may make more acquisitions in the future. Our ability to identify complementary assets, products or businesses for acquisition and successfully
integrate them could affect our business, financial condition and operating results.
In
the future, we may continue to pursue acquisitions of assets, products or businesses that we believe are complementary to our existing
business and/or to enhance our market position or expand our product portfolio. There is a risk that we will not be able to identify
suitable acquisition candidates available for sale at reasonable prices, complete any acquisition, or successfully integrate any acquired
product or business into our operations. We may face competition for acquisition candidates from other parties including those that have
substantially greater available resources. Acquisitions may involve a number of other risks, including:
If
we do not successfully address these risks or any other problems encountered in connection with an acquisition, the acquisition could
have a material adverse effect on our business, results of operations and financial condition. Problems with an acquired business could
have a material adverse effect on our performance or our business as a whole. In addition, if we proceed with an acquisition, our available
cash may be used to complete the transaction, diminishing our liquidity and capital resources, or shares may be issued which could cause
significant dilution to existing stockholders.
The
value of our software and services is dependent on our ability to secure and maintain appropriate patent and other intellectual property
rights protection. We intend to continue to pursue additional patent protection for our new software and technology. Although we own
multiple patents covering some of our technology that have already been issued, we may not be able to obtain additional patents that
we apply
for, or that any of these patents, once issued, will give us commercially significant protection for our technology, or will
be found
valid if challenged. Moreover, we have not obtained patent protection for our technology in all foreign countries in which our
products products
might be sold. In any event, the patent laws and enforcement regimes of other countries may differ from those of the United
States as
to the patentability of our personal display and related technologies and the degree of protection afforded.
On
SeptemberMarch 3,13, 2024,2026, we received a notification letter from the Listing Qualifications Department of Nasdaq notifying us that, because the
the closing bid price for our common stock was below $1.00 for the prior 30 consecutive business days, we no longer met the minimum bid price
price requirement for continued listing on the Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price
price of $1.00 per share (the “Minimum Bid Price Requirement”). In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A),
we had
a period of 180 calendar days from SeptemberMarch 3,13, 2024,2026, or until MarchSeptember 3,9, 2025,2026, to regain compliance with the Minimum Bid Price Requirement.
Requirement.On September 11, 2026 we received a Staff Determination from the Listing Qualifications Department of Nasdaq informing us that Nasdaq’s
staff had determined to delist our common stock from Nasdaq pursuant to Nasdaq Marketplace Rule 5550(a)(2). Under the Staff Determination,
we have the right to appeal the Staff Determination by requesting a hearing before the Hearings Panel. On DecemberSeptember 24,17, 2025,2026, we announcedtimely submitted a request for a Hearing before the Hearings Panel. There can be no assurance that following
the Hearing, the Hearings Panel will determine to continue to allow the listing of our common stock on Nasdaq or that we hadwill receivedbe writtenable
to from the Nasdaq informing the us that we had regainedevidence compliance
with the Minimumapplicable Bidlisting Pricecriteria Requirement.within the period of time, if any, that may be granted by the Hearings Panel.
Even
thoughif we regainedare granted additional time by the Hearing Panel and regain compliance with the Minimum Bid Price Requirement, we cannot assure
that we will not, in the future, fail to comply
with Nasdaq’s requirements to maintain the listing of our common stock on Nasdaq,
or that we will be able to regain compliance
in the event of any such non-compliance. A delisting of our common stock from Nasdaq may
materially impair our stockholders’ ability
to buy and sell our common stock and could have an adverse effect on the market price
of, and the efficiency of the trading market for,
our common stock. The delisting of our common stock could significantly impair our
ability to raise capital and the value of your investment.
As
a public company, we incur significant legal, accounting, insurance, investor relations and other expenses that we did not incur as a
private company, which we expect to further increase afternow that we are no longer an “emerging growth company.” The Sarbanes-Oxley
Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act, the listing requirements of Nasdaq, and other applicable securities
rules and regulations impose various requirements on public companies. Our management and other personnel devotes a substantial amount
of time to compliance with these requirements. Moreover, these rules and regulations increase our legal and financial compliance costs
and make some activities more time-consuming and costly.
The
requirements of being a public company may strain our resources and distract our management, which could make it difficult to manage
our business, particularly afternow that we are no longer an “emerging growth company.”
We have identified a material weakness in our internal control over financial reporting. This material weakness could continue to adversely affect our results of operations and financial condition. In the future, we may identify additional material weaknesses or otherwise fail to maintain an effective system of internal control over financial reporting or adequate disclosure controls and procedures, which may result in material errors in our financial statements or cause us to fail to meet our period reporting obligations.
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, evaluating the effectiveness of our internal controls and disclosing any changes or material weaknesses identified through such evaluation. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.
As of June 30, 2026, we determined that we did not have sufficient resources within our finance department to document and account for complex equity instruments. Our management subsequently concluded that a material weakness existed and our internal control over financial reporting was not effective as of June 30, 2026. The material weakness was due to the inadequate design and implementation of controls to the accounting of complex financial instruments.
Management is implementing enhanced internal controls to remediate the material weakness. Specifically, we are evaluating the size and composition of our finance department. We plan to improve this process by involving outside experts and additional internal levels of review. The elements of our remediation plan can only be accomplished over time, and we can offer no assurance that these initiatives will ultimately have the intended effects.
Effective internal controls over financial reporting are necessary for us to provide reliable financial reports and, together with adequate disclosure controls and procedures, are designed to prevent fraud. Any failure to implement required new or improved controls, or difficulties encountered in their implementation, could cause us to fail to meet our reporting obligations. If we are not able to comply with the requirements of the Sarbanes-Oxley Act or if we are unable to maintain effective internal control over financial reporting, we may not be able to produce timely and accurate financial statements or guarantee that information required to be disclosed by us in the reports that we file with the SEC, is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms. Any failure of our internal control over financial reporting or disclosure controls and procedures could cause our investors to lose confidence in our publicly reported information, cause the market price of our stock to decline, expose us to sanctions or investigations by the SEC or other regulatory authorities, or impact our results of operations.
We
are an “emerging growth company” and a “smaller reporting company,” and we cannot be certain if the reduced reporting
and disclosure requirements applicable
to emerging growth companies and/or smaller reporting companies will make our common stock less
attractive to investors.
We
are an “emerging growth company,” as defined in the Securities Act, as modified by the Jumpstart Our Business Startups Act
of 2012, as amended (“JOBS Act”). As such, we are eligible to take, have taken, and intend to take, advantage of certain
exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies for as long
as we continue to be an emerging growth company, including the exemption from the auditor attestation requirements with respect to internal
control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation
in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive
compensation and stockholder approval of any golden parachute payments not previously approved.
In
addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period
provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging
growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies.
We have elected to take advantage of the benefits of this extended transition period. As a result, our financial statements may not be
comparable to the financial statements of issuers who are required to comply with the effective dates for new or revised accounting standards
that are applicable to public companies, which may make our common stock less attractive to investors. In addition, if we cease to be
an emerging growth company, we will no longer be able to use the extended transition period for complying with new or revised accounting
standards.
We
will remain an emerging growth company until the earliest of: (i) the last day of the fiscal year during which we have total annual gross
revenues of at least $1.235 billion, (ii) the last day of our fiscal year following the fifth anniversary of the completion of our initial
public offering, (iii) the date on which we have, during the preceding three year period, issued more than $1.0 billion in non-convertible
debt, or (iv) the date on which we are deemed to be a “large accelerated filer” under the Exchange Act, which could occur
if the market value of our common shares that are held by non-affiliates is $700 million or more as of the last business day of our most
recently completed second fiscal quarter.
We
are also a “smaller reporting company” as defined in the Exchange Act. We may continue to be a smaller reporting company
even after we are no longer an emerging growth company. We may take advantage of certain of the scaled disclosures
available to smaller
reporting companies until the fiscal year following the determination that our voting and non-voting common stock
held by non-affiliates
is $250 million or more as measured on the last business day of our second fiscal quarter, or our annual revenues
are less than $100
million during the most recently completed fiscal year and our voting and non-voting common stock held by non-affiliates
is $700 million
or more measured on the last business day of our second fiscal quarter.
Management's Discussion & Analysis (MD&A)
New heading “Nasdaq Notice and Reverse Stock Split”
New heading “Securities Purchase Agreement (“SPA”)”
New heading “Reclassifications”
New heading “Customer Concentration”
New heading “Discontinued Operations”
New heading “Discontinued activities”
New heading “Critical Accounting Estimates”
Removed heading “Critical Accounting Policies and Estimates and Recent Accounting Pronouncements”
Removed heading “Basis of presentation”
Removed heading “Principles of Consolidation”
Removed heading “Use of Accounting Estimates”
Removed heading “Business Combinations”
Removed heading “Intangible assets (excluding Goodwill)”
Removed heading “Impairment of Long-Lived Assets”
Removed heading “Fair Value of Financial Instruments”
Removed heading “Revenue Recognition”
Removed heading “Employee Stock-Based Compensation”
Removed heading “Recent Accounting Pronouncements”
Largest changes
“The Company evaluated whether there are conditions or events that raise doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing expectations for the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented as of the date the financial statements are issued. …”see in full comparison
“On September 11, 2026, the Company, received a written notification (the “Staff Determination”) from the Nasdaq informing the Company that Nasdaq’s staff had determined to delist the Company’s common stock from Nasdaq pursuant to Nasdaq Listing Rule 5550(a)(2), requiring a minimum bid price of at least $1.00 per share (the “Bid Price Requirement”). The Company did not regain compliance with the Bid Price Requirement by the September 9, 2026 deadline, and Nasdaq subsequently issued the Staff Determination on September 11, 2026. …”see in full comparison
“The Company’s primary customer is the DOW. U.S. Government funding for new DOW projects is on hold as a result of the U.S. Government shutdown in early 2026, continuing budget resolutions which produced no new funding, and delay in passing of the U.S. Government fiscal year 2026 budget. The budget delay has resulted in the Company no longer being able to invoice its current primary DOW customer for work currently being done, material uncertainty regarding whether the current work will be funded in an ultimate U.S. …”see in full comparison
“The Company reviews long-lived assets to be held and used, other than goodwill, for impairment at least annually, or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If an evaluation of recoverability is required, the estimated undiscounted future cash flows directly associated with the asset are compared with the asset’s carrying amount. If the estimated future cash flows from the use of the asset are less than the carrying value, an impairment charge would be recorded to write down the asset to its estimated fair value.”see in full comparison
Full comparison: every changed paragraph (105)
The
objective of this Management’s Discussion and Analysis is to allow investors to view the Company from management’s perspective,
considering items that would have a material impact on future operations. The following discussion and analysis of the results of operations
and financial condition of TheBrightline Glimpse Group,Interactive, Inc. and its underlying entities (collectively referred to as “GlimpseBrightline”
or or
the “Company”) as of and for the fiscal years ended June 30, 20252026 and 2024,2025, should be read in conjunction with our consolidated
financial statements and the notes to those consolidated financial statements appearing elsewhere in this Report, as well as the other
financial information we file with the SEC from time to time. References in this Management’s Discussion and Analysis of Financial
Condition and Results of Operations to “us,” “we”, “our” and similar terms refer to the Company.
This Management’s Discussion and Analysis of Financial Condition and Results of Operations contains statements that are forward-looking.
These statements are based on current expectations and assumptions that are subject to risks, uncertainties and other factors. Actual
results could differ materially because of factors discussed in “Risk Factors” elsewhere in this Report, and other factors
that we may not know. See “Cautionary Statement Regarding Forward-Looking Statements.”
Brightline Interactive, Inc. (“Brightline,” the “Company,” or “BLI”), formerly known as The Glimpse Group, Inc., is a software firm building SpatialCore, an interoperability and operational context platform for Physical AI. Brightline’s operating entities are located in the United States. The Company was incorporated in the State of Nevada in June 2016 under the name The Glimpse Group, Inc.
In June 2026, the Company initiated the transformation from a portfolio of businesses into a focused technology company centered on its Brightline Interactive subsidiary (“BLI Sub”) and SpatialCore, its interoperability infrastructure platform for Physical AI. In connection therewith, the Company commenced divestiture or wind down of all subsidiaries at that time except BLI Sub. This culminated in August 2026 with the merger of all remaining subsidiaries into the parent The Glimpse Group, Inc. (“Glimpse”) and renaming Glimpse to Brightline Interactive, Inc.
We are an Immersive technology company, providing
enterprise focused Virtual Reality (VR), Augmented Reality (AR) and Spatial Computing software and services (Immersive technologies).
Glimpse’s operating entities are located in the United States. We believe that we offer significant exposure to the growing and
potentially transformative Immersive technology markets, while mitigating downside risk via our diversified model and ecosystem.
Our
ecosystem of Immersive technology entities, collaborative environment and diversified business model aims to simplify the challenges
faced by companies in the emerging Immersive technology industry, create scale, build operational efficiencies, reduce time to market
and enhance go-to-market synergies, while simultaneously providing investors an opportunity to invest directly via a diversified infrastructure.
The
Immersive technology industry is an early-stage technology industry with nascent markets. We believe that this industry has significant
growth potential across verticals, may be transformative, and that our diversified ecosystem creates important competitive advantages.
We currently target a wide array of industry verticals, including but not limited to: Corporate Training, Education, Healthcare, Government
& Defense, Branding/Marketing/Advertising, Retail, Media & Entertainment, Corporate Events and Social VR support groups and therapy.
We focus primarily on the business-to-business (“B2B”) and business-to-business-to-consumer (“B2B2C”) segments, and we are hardware agnostic.
In
fiscal year 2024, we shifted our businesses focus (“Strategic Shift”) to focus on providing immersive technology solutions
software and services that are primarily driven by Spatial Computing, Cloud and Artificial Intelligence (“AI”), including
our product “Spatial Core,” led by our entity Brightline Interactive, LLC (“BLI”).
We believe that Spatial Core is a key differentiator, growth driver and competitive advantage for us.
Critical
Accounting Policies and Estimates and Recent Accounting Pronouncements
Basis
of presentation
The
consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States
of America (“GAAP”). While our significant accounting policies are more fully described in our financial statements, we believe
the following accounting policies are the most critical to aid in fully understanding and evaluating this management discussion and analysis.
Principles
of Consolidation
The
consolidated financial statements include the balances of Glimpse and its wholly owned entities. All significant intercompany accounts
and transactions have been eliminated in consolidation.
Use
of Accounting Estimates
The
preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the accompanying
consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could
differ from those estimates.
The principal estimates relate to the valuation of
allowance for doubtful accounts, stock options, revenue recognition, allocation of the purchase price of assets relating to business combinations,
calculation of contingent consideration for acquisitions, fair value of intangible assets and goodwill impairment.
Business
Combinations
The
results of a business acquired in a business combination are included in the Company’s consolidated financial statements from the
date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business generally being recorded at their
estimated fair values as of the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed
is recognized as goodwill. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred.
The
Company performs valuations of assets acquired and liabilities assumed and allocates the purchase price to its respective assets and
liabilities. Determining the fair value of assets acquired and liabilities assumed may require management to use significant judgment
and estimates, including the selection of valuation methodologies, estimates of future revenues, costs and cash flows. Estimates of fair
value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual
results may differ from estimates. During the measurement period, which is typically one year from the acquisition date, if new information
is obtained about facts and circumstances that existed as of the acquisition date, changes in the estimated values of the net assets
recorded may change the amount of the purchase price allocated to goodwill. Upon the conclusion of the measurement period, any subsequent
adjustments are recorded in the consolidated statement of operations. At times, the Company engages the assistance of valuation specialists
in determining fair values of assets acquired and liabilities assumed in a business combination.
Intangible
assets (excluding Goodwill)
Intangible
assets represent the allocation of a portion of an acquisition’s purchase price. They include acquired customer relationships and
developed technology purchased. Intangible assets are stated at allocated cost less accumulated amortization. Amortization is computed
using the straight-line method over the estimated useful lives of the related assets. The Company reviews intangibles, being amortized,
for impairment when current events indicate that the fair value may be less than the carrying value.
Goodwill
Goodwill
represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations accounted
for under the acquisition method. Goodwill is not amortized but instead is tested at least annually for impairment, or more frequently
when events or changes in circumstances indicate that goodwill might be impaired.
Impairment
of Long-Lived Assets
The
Company reviews long-lived assets to be held and used, other than goodwill, for impairment at least annually, or whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable. If an evaluation of recoverability is required, the estimated
undiscounted future cash flows directly associated with the asset are compared with the asset’s carrying amount. If the estimated
future cash flows from the use of the asset are less than the carrying value, an impairment charge would be recorded to write down the
asset to its estimated fair value.
Fair
Value of Financial Instruments
Fair
value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal
or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.
Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs.
The fair value hierarchy, which is based on three levels of inputs, the first two of which are considered observable and the last unobservable,
that may be used to measure fair value, is as follows:
The
Company classifies its cash equivalents and investments within Level 1 of the fair value hierarchy on the basis of valuations based on
quoted prices for the specific securities in an active market.
The Company’s contingent consideration is
categorized as Level 3 within the fair value hierarchy. Contingent consideration is recorded within contingent consideration,
current, and contingent consideration, non-current, in the Company’s consolidated balance sheets as of June 30, 2025 and 2024.
Contingent consideration has been recorded at its fair values using unobservable inputs that include assumptions regarding financial
forecasts and discount rates. The development and determination of the unobservable inputs for
Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management.
The
Company’s other financial instruments consist primarily of accounts receivable, accounts payable and other liabilities, and
are reported at approximate fair value due to the short-term nature of these instruments.
Revenue
Recognition
Nature
of Revenues
The
Company reports its revenues in three categories:
The
Company applies the following steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations
under each of its agreements:
Revenue
is recognized when the Company satisfies its performance obligation under the contract by transferring the promised product to its customer
or service is performed and collection is reasonably assured. A performance obligation is a promise in a contract to transfer a distinct
product or service to a customer. A portion of the Company’s contracts have a single performance obligation, as the promise to
transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. Other
contracts can include various services and products which are at times capable of being distinct, and therefore may be accounted for
as separate performance obligations.
Revenue
is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services.
As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales taxes and other taxes are excluded
from revenues.
For distinct performance obligations recognized at
a point in time, any unrecognized portion of revenue and any corresponding unrecognized expenses are presented as deferred revenue and
deferred costs, respectively, in the accompanying consolidated balance sheets. Deferred costs include cash based payroll costs, and may
include payments to consultants and vendors.
For distinct performance obligations recognized over
time, the Company records deferred cost (costs in excess of billings) when revenue is recognized prior to invoicing, or deferred revenue
(billings in excess of costs) when revenue is recognized subsequent to invoicing.
Significant
Judgments
The
Company’s contracts with customers may include promises to transfer multiple products/services. Determining whether products/services
are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment.
Further, judgment may be required to determine the standalone selling price for each distinct performance obligation.
Disaggregation
of Revenue
The
Company generated revenue for the years ended June 30, 2025 and 2024 by delivering: (i) Software Services, consisting primarily of VR/AR/Spatial
Computing software projects, solutions and consulting services, and (ii) Software Licenses & SaaS, consisting primarily of VR, AR
and Spatial Computing software licenses or SaaS. The Company currently generates its revenues primarily from customers in the United
States.
Revenue
for a significant portion of Software Services projects and solutions (projects whereby, the development of the project leads to an identifiable
asset with an alternative use to the Company) is recognized at the point of time in which the customer obtains control of the project,
customer accepts delivery and confirms completion of the project. On rare occasions, the Company generates Software Services revenues
are custom project solutions (projects whereby, the development of the custom project leads to an identifiable asset with no alternative
use to the Company, and, in which, the Company also has an enforceable right to payment under the contract) and are therefore recognized
based on the percentage of completion using an input model with a master budget. The budget is reviewed periodically and percentage of
completion adjusted accordingly.
Revenue
for Software Services consulting services and website maintenance is recognized when the Company performs the services, typically on
a monthly retainer basis.
Revenue
for Software Licenses is recognized at the point of time in which the Company delivers the software and customer accepts delivery. Software
Licenses often include third party components that are a fully integrated part of the Software License stack and are therefore considered
as one deliverable and performance obligation. If there are significant contractually stated ongoing service obligations to be performed
during the term of the Software License or SaaS contract, then revenues are recognized ratably over the term of the contract.
Employee
Stock-Based Compensation
The
Company recognizes stock-based compensation expense related to grants to employees or service providers based on grant date fair values
of common stock or the stock options, which are amortized over the requisite period, as well as forfeitures as they occur.
The
Company values the options using the Black-Scholes Merton (“Black Scholes”) method utilizing various inputs such as expected
term, expected volatility and the risk-free rate. The expected term reflects the application of the simplified method, which is the weighted
average of the contractual term of the grant and the vesting period for each tranche. Expected volatility is based upon historical volatility
for a rolling previous year’s trading days of the Company’s common stock. The risk-free rate is based on the implied yield
of U.S. Treasury notes as of the grant date with a remaining term approximately equal to the expected life of the award.
ResearchSignificant
Transactions and DevelopmentRecent CostsDevelopments
Nasdaq Notice and Reverse Stock Split
On March 13, 2026, the Company received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the closing bid price for the Company’s common stock listed on Nasdaq was below $1.00 for the prior 30 consecutive business days, the Company no longer meets the minimum bid price requirement for continued listing on the Nasdaq Capital Market. In accordance with Nasdaq Marketplace rules, the Company had a period of 180 calendar days from March 13, 2026 or until September 9, 2026, to regain compliance with the Minimum Bid Price Requirement.
On September 11, 2026, the Company, received a written notification (the “Staff Determination”) from the Nasdaq informing the Company that Nasdaq’s staff had determined to delist the Company’s common stock from Nasdaq pursuant to Nasdaq Listing Rule 5550(a)(2), requiring a minimum bid price of at least $1.00 per share (the “Bid Price Requirement”). The Company did not regain compliance with the Bid Price Requirement by the September 9, 2026 deadline, and Nasdaq subsequently issued the Staff Determination on September 11, 2026. Under the Staff Determination, the Company has the right to appeal the Staff Determination by requesting a hearing before a Nasdaq Hearings Panel (the “Hearings Panel”). On September 17, 2026 the Company timely submitted a request for a hearing (the “Hearing”) before the Hearings Panel. The Hearing request stayed the suspension of the Company’s securities and the filing of a Form 25-NSE with the Securities and Exchange Commission (“SEC”) pending the issuance of a written decision by the Hearings Panel. The Common Stock will remain listed on Nasdaq, pending the outcome of the Hearing. There can be no assurance that following the Hearing, the Hearings Panel will determine to continue to allow the listing of the Common Stock on Nasdaq or that the Company will be able to evidence compliance with the applicable listing criteria within the period of time, if any, that may be granted by the Hearings Panel.
The Staff Determination does not affect the Company’s operations or reporting requirements with the SEC.
In connection with the above, in an effort to regain compliance with the Bid Price Requirement, the Company declared an 1:8 reverse common stock split effective with the opening of public equity markets on September 28, 2026.
The Company and its Board of Directors continue to review other potential measures going forward.
Securities Purchase Agreement (“SPA”)
On September 23, 2026 the Company entered into a $1.25 million SPA, which provides for issuance of a reverse split adjusted amount of 223,214 common shares and a like amount of warrants convertible on a one for one basis into Company common stock. The warrants are immediately exercisable at a reverse split adjusted price of $16.00 per share. The Company anticipates the full gross proceeds to be received by September 30, 2026. This transaction does not change the Company’s status described in the Going Concern section below.
Research
and development expenses are expensed as incurred, and include payroll, employee benefits and stock-based compensation expense. Research
and development expenses also include third-party development and programming costs. Given the emerging industry and uncertain market
environment the Company operates in, research and development costs are not capitalized.
Recent
Accounting Pronouncements
In
December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which includes amendments
that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and
income taxes paid by jurisdiction. The amendments are effective for the Company’s annual periods beginning July 1, 2025. The Company
is currently evaluating the ASU to determine its impact on the Company’s disclosures.
Reclassifications
What changed in the latest 10-Q
Risk Factors
Our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 contains a discussion of the material risks associated with our business. There have been no material changes to the risks described in such Annual Report on Form 10-K, except as described below.
See PART I, ITEM 2. of this filing regarding Nasdaq Notice.
See PART I, ITEM 2. of this regarding Going Concern.
Full comparison: every changed paragraph (3)
Our
Annual Report on Form 10-K for the fiscal year ended June 30, 2025 contains a discussion of the material risks associated with our business.
There have been no material changes to the risks described in such Annual Report on Form 10-K.10-K, except as described below.
See PART I, ITEM 2. of this filing regarding Nasdaq Notice.
See PART I, ITEM 2. of this regarding Going Concern.
Management's Discussion & Analysis (MD&A)
New heading “Nasdaq Ticker Symbol Change”
New heading “Customer Termination”
Removed heading “Update on Potential Subsidiary Spin Off”
Largest changes
“The Company has incurred recurring losses since its inception, including a net loss of approximately $14.9 million for the nine months ended March 31, 2026. In addition, as of March 31, 2026, the Company had an accumulated deficit of $80.5 million. Furthermore, the circumstances around the BLI goodwill impairment and Glimpse Lenses’ customer termination have posed additional challenges to the Company. …”see in full comparison
Operating expenses for the three months endedsee in full comparisonDecemberMarch 31,20252026 were approximately$2.05$13.29 million compared to approximately$2.02$2.60 million for the three months endedDecemberMarch 31,2024,2025, anincreaseapproximatelyoffour1%.fold increase. The increase primarily reflectsheadcounttheutilizationnon-cashchanges,impairmentoffsetofbyBrightline (“BLI”)decreases in revenue based incentive compensation and intangible asset amortization.goodwill. Operating expenses for thesixnine months endedDecemberMarch 31,20252026 were approximately$4.40$17.69 million compared to approximately$4.97$7.58 million for thesixnine months endedDecemberMarch 31,2024,2025,aandecreaseincrease of11%.approximately 133%. Thedecreaseincrease also primarily reflects thedivestiturenon-cash impairment oftheBLIQReal business, reduction in non-core businesses, decrease in revenue based incentive compensation and reduction in intangible asset amortization, offset by headcount utilization changes.goodwill.
“Net loss for the three months ended March 31, 2026 was approximately $12.68 million compared to a loss of approximately $1.50 million for the comparable 2025 period. This was primarily driven by the 2026 non-cash goodwill impairment. Net loss for the nine months ended March 31, 2026 was approximately $14.94 million compared to a loss of approximately $2.49 million for the nine months ended March 31, 2025. This was primarily driven by the 2026 non-cash goodwill impairment and 2026 reduced revenue and related gross profit.”see in full comparison
“In accordance with Nasdaq rules, we have a period of 180 calendar days from March 13, 2026, or until September 9, 2026, to regain compliance with the Minimum Bid Price Requirement. If at any time before September 9, 2026, the bid price of our common stock closes at or above $1.00 per share for a minimum of 10 consecutive business days, Nasdaq will provide written notification that we have achieved compliance with the Minimum Bid Price Requirement. In the event we do not regain compliance with the Minimum Bid Price Requirement by September 9, 2026, we may be eligible for additional time. …”see in full comparison
“Goodwill impairment expense for the three and nine months ended March 31, 2026 primarily represents the full impairment of goodwill attributable to BLI. The BLI product customer is principally the DOW. U.S. Government funding for new DOW projects that BLI was anticipating is on hold as a result of: 1) the U.S. Government shutdown in January 2026, 2) the Continuing Budget Resolution in February 2026 which produced no new funding, and 3) no formal passing of the U.S. Government fiscal year 2026 budget.”see in full comparison
“The Company evaluated whether there are conditions or events that raise doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing expectations for the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented as of the date the financial statements are issued.”see in full comparison
Full comparison: every changed paragraph (60)
We
are an Immersive technology company, providing enterprise focused Spatial Computing, Virtual Reality (VR), and Augmented Reality (AR)
software and services (Immersive technologies). Glimpse’s operating entities are located in the United States. We believe that
we offer significant exposure to the rapidly growing and potentially transformative Immersive technology markets, while mitigating downside
risk via our
diversified model and ecosystem.
The
Immersive technology industry is an early-stage technology industry with nascent markets. We believe that this industry has significant
growth potential
across verticals, may be transformative, and that our diversified ecosystem creates important competitive advantages.
We currently target a wide array ofseveral industry verticals,
including but not limited to: Government & Defense, Corporate Training, Education,
Healthcare, Branding/Marketing/Advertising, Retail, Media & Entertainment, Corporate Events and Social VR support
groups and therapy.
We focus primarily on the business-to-business (B2B) segment and we are hardware agnostic.
Business
Organization Chart (as of Decemberas of March 31, 20252026):
Significant Transactions and Recent Developments
As
previously reported, on July 11, 2025, we entered into an At-the-Market (“ATM”) Sales Agreement (the “Sales Agreement”)
with WestPark Capital, Inc., as sales agent (the “Agent”), pursuant to which we could offer and sell, from time to time through
the Agent, up to $3,081,340 of our common stock (the “Shares”), by any method permitted by law and deemed to be an “at
the market offering” as defined in Rule 415(a)(4) under the Securities Act.
On
November 21, 2025, the Sales Agreement was amended to increase the maximum amount we may offer and sell, from time to time through
the Agent, from $3,081,340 to $3,502,910.
SubsequentOn
to the end of the period, on January 2, 2026, theour ATM Sales Agreement was further amended to increase the maximum amount we may
offer and sell, from time to time
through the Agent, from $3,502,910 to $9,478,200.
Nasdaq Ticker Symbol Change
Effective February 19, 2026, we changed our ticker symbol on The Nasdaq Stock Market LLC (“Nasdaq”) from “VRAR” to “GGRP.” The change was implemented to better align our ticker with our going forward strategy. The change did not alter our business model or other terms of our common stock.
Nasdaq Notice
On March 13, 2026, we received a notification letter from the Listing Qualifications Department of Nasdaq notifying us that, because the closing bid price for our common stock was below $1.00 for the prior 30 consecutive business days, we no longer met the minimum bid price requirement for continued listing on the Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price of at least $1.00 per share (the “Minimum Bid Price Requirement”).
In accordance with Nasdaq rules, we have a period of 180 calendar days from March 13, 2026, or until September 9, 2026, to regain compliance with the Minimum Bid Price Requirement. If at any time before September 9, 2026, the bid price of our common stock closes at or above $1.00 per share for a minimum of 10 consecutive business days, Nasdaq will provide written notification that we have achieved compliance with the Minimum Bid Price Requirement. In the event we do not regain compliance with the Minimum Bid Price Requirement by September 9, 2026, we may be eligible for additional time. To qualify for additional time, we would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the Minimum Bid Price Requirement, and would need to provide written notice of our intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If we meet these requirements, Nasdaq will inform us that we have been granted an additional 180 calendar days to regain compliance. However, if it appears to the staff of Nasdaq (the “Staff”) that we will not be able to cure the deficiency, or if we are otherwise not eligible, the Staff would notify us that our common stock will be subject to delisting.
Our receipt of the notification letter has no immediate effect on the listing of our common stock on the Nasdaq Capital Market, which continues, and will continue, to trade uninterrupted on the Nasdaq Capital Market under the ticker “GGRP”. In addition, the notification does not affect our business, operations or reporting requirements with the SEC. In order to regain compliance with the Minimum Bid Price Requirement, we may consider various potential measures to resolve the deficiency. Our board of directors will continue to explore all options to maximize shareholder value.
Customer Termination
In March 2026, Glimpse Lenses’ largest customer terminated their revenue agreement with Glimpse (which Glimpse had retained as part of the QReal divestiture in October 2024). Glimpse will record no further revenue from this customer. Revenue recorded by Glimpse related to this customer was $0.23 million and $0.99 million, respectively, for the three and nine months ended March 31, 2026 and $0.46 million and $1.61 million, respectively, for the three and nine months ended March 31, 2025.
Update
on Potential Subsidiary Spin Off
As
previously reported, in September 2025, our board of directors approved the exploration of a potential spin off of our BLI subsidiary
as a separate public company to potentially unlock shareholder value and provide growth resources to BLI. We filed a confidential S1
registration with the Securities and Exchange Commission (“SEC”). In parallel, we are also exploring other divestiture alternatives for BLI. The success of the potential BLI
initial public offering or other divestiture is uncertain and may not occur.
Financial
Highlights for the three and sixnine months ended DecemberMarch 31, 20252026 compared to the three and sixnine months ended DecemberMarch 31, 2024.2025.
The
following table sets forth our results of operations for the three months and sixnine months ended DecemberMarch 31, 20252026 and 20242025:
Total
revenue for the three months ended DecemberMarch 31, 20252026 was approximately $1.30$0.66 million compared to approximately $3.17$1.42 million for the three
three months ended DecemberMarch 31, 2024,2025, a decrease of 59%. Total revenue for the six months ended December 31, 2025 was approximately $2.70
million compared to approximately $5.61 million for the six months ended December 31, 2024, a decrease of 52%.54%. The decrease for both
periods primarily reflectsrepresents timinga revenue reversal from previous quarters
this fiscal year arising from a change in estimated funding of a U.S. Department of War (“DoWDOW”) contractscontract anddue to U.S. Government
FY ‘26 budget delays, theand runwind offdown of
certain legacy customers reflecting our Strategic Shift and a declinelong-standing inrevenue somecontract existingwith customera accounts.social media customer.
Total revenue for the nine months ended March 31, 2026 was approximately $3.36 million compared to approximately $7.03 million for the nine months ended March 31, 2025, a decrease of approximately 52%. The decrease primarily reflects the timing of DOW contracts and U.S. Government FY ‘26 budget delays, wind down of a long-standing revenue contract with a social media customer, the runoff of certain legacy customers reflecting our Strategic Shift and a decline in some existing customer accounts.
For
the three months ended DecemberMarch 31, 2025,2026, Software Services revenue was approximately $1.18$0.44 million compared to approximately $3.13$1.28 million
for the three months ended DecemberMarch 31, 2024,2025, a decrease of 62%.approximately 66%. The decrease primarily reflects the aforementioned DOW contract
revenue reversal and wind down of long-standing customer revenue contract. For the sixnine months ended DecemberMarch 31, 2025,2026, Software Services
revenue revenue
was approximately $2.42$2.87 million compared to approximately $5.36$6.64 million for the sixnine months ended DecemberMarch 31, 2024,2025, a decrease
of 55%.
approximately 57%. The decrease for both periods primarily reflects the aforementioned DOW contract timing of DoW contracts and U.S. Government budget delays, wind
down of a long-standing revenue contract, the run offrunoff of certain legacy customers reflecting our Strategic Shift and a decline in some
existing customer accounts.
For the three months ended March 31, 2026, Software License revenue was approximately $0.21 million compared to approximately $0.14 million for the three months ended March 31, 2025, an increase of approximately 50%, reflecting the timing of a certain license renewal. For the nine months ended March 31, 2026, Software License revenue was approximately $0.46 million compared to approximately $0.39 million for the nine months ended March 31, 2025, an increase of approximately 18%, reflecting an increase in certain license contracts.
For
the three months ended December 31, 2025, Software License revenue was approximately $0.10 million compared to approximately $0.04 million
for the three months ended December 31, 2024, an increase of 150%, reflecting license timing. For the six months ended December 31, 2025,
Software License revenue was approximately $0.25 million compared to approximately $0.25 million for the six months ended December 31,
2024, flat period over period.
Royalty
income was approximately $0.02$0.01 million and approximately $0.03 million, respectively, for the three and sixnine months ended DecemberMarch 31, 2026,
2025, and zero for the prior year period,periods, reflecting a new revenue stream driven by prior subsidiary company divestitures.
FourFive
customers accounted for approximately 81%79% (29%,22%, 21%,19%, 21%17%, 12% and 10%, respectively) of the Company’s total gross revenues during
the the
three months ended DecemberMarch 31, 2025.2026. OneTwo of the same customers and two other customers accounted for approximately 80%51% (56%, 14% and
10%, respectively) of the Company’s total gross revenues during the three months ended December 31, 2024. Three customers accounted
for approximately 76% (28%, 28% and 19%, respectively) of the Company’s total gross revenues during the six months ended December
31, 2025. One of the same customers and another customer accounted for approximately 65% (44%30% and 21%, respectively) of the Company’s
total gross revenues during the sixnine months ended DecemberMarch 31, 2024.2026.
Three customers accounted for approximately 52% (32%, 10% and 10%, respectively) of the Company’s total gross revenues during the three months ended March 31, 2025. One of the same customers and another customer accounted for approximately 58% (35% and 23%, respectively) of the Company’s total gross revenues during the nine months ended March 31, 2025.
Gross
profit margin was approximately 61%89% for the three months ended DecemberMarch 31, 2025,2026 compared to approximately 64%72% for the three months ended
ended DecemberMarch 31, 2024.2025. The increase primarily reflects the effect of the aforementioned DOW contract revenue reversal. This effect is a one-time
occurrence. Gross profit margin was approximately 67%71% for both the sixnine months ended DecemberMarch 31, 20252026 compared to approximately
70% forand the sixnine months ended DecemberMarch 31,
2025. 2024.This Thereflects a decrease forin bothSoftware periodsServices wasgross primarilyprofit margin driven by thea change in cost structure of DOW projects offset by
DoWan projects.increase Software License gross profit margin reflecting mature licenses requiring less support costs.
Operating
expenses for the three months ended DecemberMarch 31, 20252026 were approximately $2.05$13.29 million compared to approximately $2.02$2.60 million for the
three months ended DecemberMarch 31, 2024,2025, an increaseapproximately offour 1%.fold increase. The increase primarily reflects headcountthe utilizationnon-cash changes,impairment offsetof byBrightline
(“BLI”) decreases
in revenue based incentive compensation and intangible asset amortization.goodwill. Operating expenses for the sixnine months ended DecemberMarch 31, 2025
2026 were approximately $4.40$17.69 million compared
to approximately $4.97$7.58 million for the sixnine months ended DecemberMarch 31, 2024,2025, aan decreaseincrease of 11%.
approximately 133%. The decreaseincrease also primarily
reflects the divestiturenon-cash impairment of theBLI QReal business, reduction in non-core businesses, decrease in revenue based incentive
compensation and reduction in intangible asset amortization, offset by headcount utilization changes.goodwill.
Research
and development expenses for the three months ended DecemberMarch 31, 20252026 were approximately $0.90$1.53 million compared to approximately $0.66$0.83 million
million for the three months ended DecemberMarch 31, 2024,2025, an increase of 36%.approximately 84%. The increase primarily reflects a lesser proportion of headcount
expense being allocated to revenue projects cost of goods in the current period.period due to revenue decrease, including DOW revenue reversal.
Research and development expenses for the sixnine months
ended DecemberMarch 31, 20252026 were approximately $1.87$3.40 million compared to $1.78approximately
$2.61 million for the sixnine months ended DecemberMarch 31, 2024,2025, an increase
of 5%.approximately 30%. The increase reflects a lesser proportion of
headcount expense being allocated to revenue projects cost of goods in the current
period, offsetperiod bydue decreasedto expenserevenue driven by the QReal divestiture.decrease.
General
and administrative expenses for the three months ended DecemberMarch 31, 20252026 were approximately $0.84$0.63 million compared to approximately $0.85$1.16
million for the three months ended DecemberMarch 31, 2024,2025, flata perioddecrease overof period.approximately 46%. The decrease primarily reflects a reduction in executive
performance bonuses and decrease in investor relation efforts. General and administrative expenses for the sixnine months
ended DecemberMarch 31, 2025
2026 were approximately $1.82$2.45 million compared to approximately $1.78$2.95 million for the sixnine months ended DecemberMarch 31, 2025, a decrease of
2024,approximately an17%. increaseThe decrease primarily reflects a reduction in executive performance bonuses, reduction in rent from reduced footprints,
reduction in professional fees due to more efficient sourcing and reduced depreciation due to run off of 2%.useful The six month period increase reflects increased investor relation efforts.lives.
Sales
and marketing expenses for the three months ended DecemberMarch 31, 20252026 were approximately $0.30$0.27 million compared to approximately $0.38$0.48 million
million for the three months ended DecemberMarch 31, 2024,2025, a decrease of 20%.approximately 44%. The decrease primarily reflects a reduction in revenue driven
incentive incentive
compensation. Sales and marketing expenses for the sixnine months ended DecemberMarch 31, 20252026 were approximately $0.63$0.90 million compared
to approximately
$1.12 $1.61 million for the sixnine months ended DecemberMarch 31, 2024,2025, a decrease of approximately 44%. The decrease representsprimarily reflects
a reduction in revenue driven incentive compensation, the divestiture of the QReal business,
business and reduction in non-core businesses and decrease in revenue driven incentive compensation.businesses.
Goodwill Impairment
Goodwill impairment expense for the three and nine months ended March 31, 2026 primarily represents the full impairment of goodwill attributable to BLI. The BLI product customer is principally the DOW. U.S. Government funding for new DOW projects that BLI was anticipating is on hold as a result of: 1) the U.S. Government shutdown in January 2026, 2) the Continuing Budget Resolution in February 2026 which produced no new funding, and 3) no formal passing of the U.S. Government fiscal year 2026 budget.
The budget delay above has resulted in BLI no longer being able to invoice its current primary DOW customer for work currently being done, material uncertainty regarding whether the current work will be funded in an ultimate U.S. Government budget passage and limited visibility regarding its ability to secure other future revenue contracts.
While revenues may be generated in the future, if the U.S. Government fiscal year 2026 budget or subsequent years budgets being approved or when the project is included in an approved budget in subsequent years, the current lack of sight into future revenue contracts and the Company’s inability to generate material revenues in the current fiscal year has removed the primary driver of the quantitative discounted cash flow modelling that is utilized in order to determine the enterprise value of BLI. This also makes the qualitative assessment of BLI’s technology challenging to assess. In accordance with our accounting policies, it has been determined that BLI enterprise value is negligible from a financial reporting perspective as of March 31, 2026.
This results in a total impairment of goodwill attributable to BLI of approximately $10.56 million.
Amortization
of acquisition intangible assets expense for the three months ended DecemberMarch 31, 20252026 was approximately $0.01 millionzero compared to approximately
$0.10 million for
the three months ended December,March 2024,31, a2025, decreaseand of 90%. Amortizationamortization of acquisition intangible assets expense for
the sixnine months ended DecemberMarch 31, 2025
2026 was approximately $0.06 million compared to approximately $0.23$0.33 million for the sixnine months ended
December March 31, 2024,2025. aThese decrease of 74%. The decrease for both periods reflectsdecreases
represent the expiration of the intangible assets useful life in 2025.lives.
Change
in Fair Value of Acquisition Contingent Consideration Change
in fair value of acquisition contingent consideration for the three months ended DecemberMarch 31, 20252026 was zero compared to approximately $0.03
$0.03 million for the three months ended DecemberMarch 31, 2024.2025. Change in fair value of acquisition contingent consideration for the six
nine months ended December
March 31, 20252026 was approximately $0.02 million compared to an expense of approximately $0.06$0.08 million for the sixnine months ended DecemberMarch
31, 2024.2025. The decrease for bothall periods reflects the final consideration payment related to the BLI acquisition in October 2025.
Other
income for the three months ended DecemberMarch 31, 20252026 was approximately $0.03$0.02 million compared to approximately $0.01$0.08 million for the three
months ended DecemberMarch 31, 2025. The reduction represents the decrease in interest income due to the lower investable cash balances in 2026.
Other income for the nine months ended March 31, 2026 was approximately $0.36 million compared to approximately $0.12 million for the
nine months ended March 31, 2025. The increase reflects increased investable cash balances and associated interest income as a result of
the equity raise in December 2024. Other income forrepresents the six months ended December 31, 2025 was approximately $0.34 million compared to
approximately $0.04 million for the six months ended December 31, 2025. The increase reflects the 2025 gain on sale of the Pose With
the Pros business and also reflects increased investable cash balances and associated interest income as a result of the equity raise
in Decemberfiscal 2024.year 2026.
Net loss for the three months ended March 31, 2026 was approximately $12.68 million compared to a loss of approximately $1.50 million for the comparable 2025 period. This was primarily driven by the 2026 non-cash goodwill impairment. Net loss for the nine months ended March 31, 2026 was approximately $14.94 million compared to a loss of approximately $2.49 million for the nine months ended March 31, 2025. This was primarily driven by the 2026 non-cash goodwill impairment and 2026 reduced revenue and related gross profit.
Net
loss for the three months ended December 31, 2025 was approximately $1.23 million compared to net income of approximately $0.02 million
for the three months ended December 31, 2024. This is primarily driven by reduced revenue and related gross profit. Net loss for the
six months ended December 31, 2025 was approximately $2.26 million compared to a net loss of approximately $0.98 million for the six
months ended December 31, 2024. This is primarily driven by reduced revenue and related gross profit, partially offset by expense reductions
and gain on sale of business.
The
following discussion and analysis includes both financial measures in accordance with Generally Accepted Accounting Principles (“GAAP”),
as well as non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance,
financial position or cash flows that either excludes or includes amounts that are not normally included or excluded in the most directly
comparable measure calculated and presented in accordance with GAAP. Non-GAAP financial measures should be viewed as supplemental to,
and should not be considered as alternatives to, net income (loss), operating income (loss), and cash flow from operating activities,
liquidity or any other financial measures. They may not be indicative of theour historical operating results of the Company nor are they
intended to be
predictive of potential future results. Investors should not consider non-GAAP financial measures in isolation or as substitutes for
for performance measures calculated in accordance with GAAP. Our management uses and relies on EBITDA and Adjusted EBITDA, which are non-GAAP
non-GAAP financial measures. We believe that both management and stockholders benefit from referring to the aforementioned non-GAAP financial
measures in planning, forecasting and analyzing future periods.
TheWe
Company definesdefine Adjusted EBITDA as income (or loss) from continuing operations before the items in the table below. Adjusted EBITDA is
an important
measure of our operating performance because it allows management, investors and analysts to evaluate and assess our core
operating results
from period-to-period after removing the impact of items of a non-operational nature that affect comparability.
We
have included a reconciliation of our financial measures calculated in accordance with GAAP to the most comparable non-GAAP financial
measures. We believe that providing the non-GAAP financial measures, together with the reconciliation to GAAP, helps investors make comparisons
between the Companyus and other companies. In making any comparisons to other companies, investors need to be aware that companies use different
different non-GAAP measures to evaluate their financial performance. Investors should pay close attention to the specific definition
being used
and to the reconciliation between such measures and the corresponding GAAP measures provided by each company under applicable
SEC rules.
The
following table presents a reconciliation of Netnet income (loss) to Adjusted EBITDA income
(loss) for the three and sixnine months ended December March
31, 20252026 and 20242025:
Adjusted
EBITDA loss was $0.89approximately $1.67 million for the three months ended DecemberMarch 31, 20252026 compared to $0.28an approximately $1.01 million income loss
for the three months ended
December March 31, 2024.2025. Adjusted EBITDA loss was $1.83approximately $3.50 million for the sixnine months ended DecemberMarch 31, 2025 2026
compared to aan $0.17approximately $1.22 million loss
for the sixnine months ended DecemberMarch 31, 2024.2025. The reduction inFor both periods isthis was primarily driven
by reduced revenue and related gross profit
in the 2025 periods.profit.
Going Concern
The Company evaluated whether there are conditions or events that raise doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing expectations for the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented as of the date the financial statements are issued.
The Company has incurred recurring losses since its inception, including a net loss of approximately $14.9 million for the nine months ended March 31, 2026. In addition, as of March 31, 2026, the Company had an accumulated deficit of $80.5 million. Furthermore, the circumstances around the BLI goodwill impairment and Glimpse Lenses’ customer termination have posed additional challenges to the Company. The Company’s cash and cash equivalents as of the date of this filing may not be sufficient to fund operations and other commitments for at least the next twelve months from the date of issuance of these consolidated financial statements. Accordingly, the Company has concluded that substantial doubt exists about the Company’s ability to continue as a going concern for a period of at least 12 months from the date of issuance of these consolidated financial statements.
In order to restore the going concern the Company may take actions which could include, but are not limited to: subsidiary spinoffs (via initial public offering or other manner), merger with another entity, and equity or debt financings. There is no assurance that these actions will be taken or be successful if pursued.
The condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described.
Net
cash used in operating activities was approximately $2.03$3.47 million for the sixnine months ended DecemberMarch 31, 2025,2026, compared to net cash used
in operating activities of approximately
$0.25 $0.12 million during the sixnine months ended DecemberMarch 31, 2024.2025. This was primarily driven by reduced
revenue and related gross profit in
the 2025 period.profit.
Net
cash used in investing activities for the sixnine months ended DecemberMarch 31, 20252026 was approximately $1.52$1.32 million compared to net cash used
in investing activities of approximately
$0.03 million$1.54 during the comparable 20242025 period. TheBoth 2025periods primarily represent contingent
consideration payments related to the BLI acquisition and the 2026 period primarilyalso representsreflects thenet finalcash received from sale of business. The $1.50 million contingent consideration
payment in October 2025 was the
final payment related to the BLI acquisition.
Net
cash provided by financing activities during the sixnine months ended DecemberMarch 31, 20252026 was approximately $0.06$0.11 million compared to net cash
provided by investing activities of approximately
$6.87 $6.88 million during the sixnine months ended DecemberMarch 31, 2024.2025. The 20242026 amount represents
the repayment of notes receivable related to the QReal divestiture and the 2025 amount represents the proceeds of securities purchase
agreements agreements
entered into with institutional investors.
As
of DecemberMarch 31, 2025,2026, the Companywe had cash and cash equivalents of $3.34$2.15 million, plus $0.56$0.66 million of accounts receivable.
As
of DecemberMarch 31, 2025,2026, the Companywe had no outstanding debt obligations.
As
of DecemberMarch 31, 2025,2026, the Companywe had no issued and outstanding preferred stock.
As
of DecemberMarch 31, 2025,2026, the Companywe had no outstanding contingent obligation.obligations.
As
of the date of the filing of this filing,Quarterly Report on Form 10-Q, the ATM facility has not been utilized.
BTLN insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-05-18 | Gates Tyler |
Grant/award | 36,364 | $0.55 | $20.0K |
Well-known investors holding BTLN (13F)
None of the 59 investors we track reported a position in their latest 13F.