Onfolio Holdings Inc. Announces Q1 2026 Financial Results and Provides Corporate Update

WILMINGTON, Del., May 18, 2026 (GLOBE NEWSWIRE) -- Onfolio Holdings Inc. (Nasdaq: ONFO, ONFOW) (OTC: ONFOP) (“Onfolio” or the “Company”), an owner-operator of cash-generative online businesses, announces financial results for the first quarter ended March 31, 2026.

Recent Corporate Highlights

• Activated acquisition program and will target the acquisition of between $5 million and $10 million in aggregate annual adjusted EBITDA before the end of 2026.
• Secured a $100 million equity financing facility in April 2026 to accelerate acquisition strategy.
• Regained compliance with Nasdaq Listing Rule 5550(a)(2) as of May 1, 2026.
  
  

First Quarter 2026 Financial Highlights

• Revenue was $1.87M vs. $2.81M in Q1 2025
• Gross profit decreased 46% to $0.92M, or 49% of revenue, vs. $1.71M, or 61% of revenue, in Q1 2025
• Total operating expenses decreased 30% to $1.75M vs. $2.49M in Q1 2025, primarily reflecting lower selling, general and administrative expenses as the Company continued shifting to an AI-driven operating model
• Net loss was $1.92M (including a $0.67M non-cash loss on change in fair value of derivative liabilities, $0.37M in non-cash expenses, and a $0.07M non-cash loss on change in fair value of digital assets) vs. net loss of $0.81M in Q1 2025
• Cash operating loss (excluding non-cash items) was $0.83M vs. loss of $0.79M in Q1 2025
• EBITDA As Defined was $(0.50M) vs. $(0.19M) in Q1 2025
• Cash at 3/31/26 was $0.84M vs. $2.18M at 12/31/25
  
  

“In the first quarter, we continued to execute our strategy while making deliberate decisions that reduced near-term revenue but materially improved our operating profile,” commented Onfolio CEO Dominic Wells. “As a result of these improvements, our loss from operations was essentially flat. We accomplished this despite approximately $1 million less revenue than the previous year. There were two factors here. First, we reduced ad spend at Proofread Anywhere, which resulted in significantly fewer sales, but significantly improved our operating margin. Second, our B2B division had a 30% reduction in operating expenses as a result of our progress on the agency consolidation. The clearest example is RevenueZen, which we repositioned under our new AgencyCo structure with the business’s operating expenses dropping by over 40% and operating margins nearly doubling, all while service quality held.

“This playbook is now being deployed across additional portfolio companies via the following framework: consolidate overhead, rebuild processes with AI, and focus the team on revenue-generating work. We believe this is what an AI-native operating model looks like in practice.

“We spent 2025 closing the gap to profitability, and now we’re deploying capital to grow. Our recently announced $100 million equity facility gives us more optionality to move aggressively on acquisitions, plug each one into the AI infrastructure we’ve built, and continue compounding through our operating portfolio.

“In fact, our acquisition pipeline has meaningfully improved that we now currently target adding $5 million to $10 million in annual adjusted EBITDA via acquisition before year-end. Every business we acquire makes the next one easier and more accretive, because the AI infrastructure underneath the portfolio gets better with each addition.

“We expect to be announcing several significant updates with regards to acquisitions soon.

“Overall, our strategy remains the same: control parent company costs, grow portfolio cash flow, and acquire additional profitable businesses. What has changed is the position we are operating from. The balance sheet is stronger, the operating model is more efficient, and with more capital to deploy, we believe we have positioned the business for increased growth and value creation,” concluded Wells.

Recent Business and Operational Highlights

• Compounding Value Through Agency Acquisition: Published detailed examples of how the Company’s portfolio creates value beyond simple addition through cross-referrals and shared infrastructure. Full report: https://onfolio.com/why-every-agency-we-buy-makes-the-others-more-valuable/
• The AI Acquisition Playbook: AI is creating an attractive kind of dynamic for finding hidden value in online businesses right now. Full report: https://onfolio.com/ai-acquisition-playbook/
• Evolved Deal Flow: Added capital infrastructure now enables pursuit of larger, higher-quality acquisitions ($1M–$10M+ EBITDA), with a pipeline representing $15–20M in potential EBITDA. Full report: https://onfolio.com/why-our-deal-flow-looks-different-now/
• Digital Asset Holdings: Approximately $1.6M in digital assets as of March 31, 2026, consisting of 5.32 BTC, 320.42 ETH (288.09 staked), and 6,880.46 SOL (all staked), generating approximately 4% annualized staking yield.
  
  

For more detailed information regarding Onfolio’s financial results, please see the Company’s Form 10-Q and other SEC filings at investors.onfolio.com/filings.

Conference Call

Onfolio will hold a conference call on May 18, 2026, at 8:00 a.m. Eastern time to discuss its financial results for the first quarter ended March 31, 2026.

Date: Monday, May 18, 2026

Time: 8:00 a.m. Eastern time

Webcast Link: Here

Dial-In Link: Here

Toll-free dial-in number: 1-877-704-4453

International dial-in number: 1-201-389-0920

Conference ID: 13760433

Please call one of the conference telephone numbers 5-10 minutes prior to the start time, and an operator will register your name and organization. Alternatively, you can connect instantly to the event via the webcast link or dial-in link above.

Non-GAAP Financial Measures

In addition to financial measures prepared in accordance with U.S. generally accepted accounting principles ("GAAP"), this press release contains the non-GAAP financial measure EBITDA. The Company defines EBITDA as Earnings Before Interest, Taxes, Depreciation and Amortization, plus change in fair value of digital assets, change in fair value of contingent consideration, and change in fair value of derivative liabilities, stock-based compensation and impairments.

The Company presents EBITDA because management uses this measure to evaluate the Company's operating performance, and believes it is helpful to investors as a supplement to, and not a substitute for, GAAP financial measures. EBITDA as defined by the Company may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation.

A reconciliation of EBITDA to the most directly comparable GAAP financial measure, net income (loss), is included in the financial tables accompanying this press release. Investors are encouraged to review the related GAAP financial measures and the reconciliation of EBITDA to those GAAP financial measures, and not to rely on any single financial measure to evaluate the Company's business.

About Onfolio Holdings

Onfolio Holdings Inc. (Nasdaq: ONFO) is an owner-operator of cash-generative online businesses. The Company acquires and operates profitable online businesses across diverse verticals, including marketing, education, and e-commerce, with a focus on sustainable cash flow and long-term value creation. Visit www.onfolio.com for more information.

Forward-Looking Statements

The information posted in this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements by use of the words “may,” “will,” “should,” “plans,” “explores,” “expects,” “anticipates,” “continues,” “estimates,” “projects,” “intends,” and similar expressions. Examples of forward-looking statements include, among others, statements we make regarding expected operating results, such as revenue growth and earnings, and strategy for growth and financial results.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: general economic and business conditions, effects of continued geopolitical unrest and regional conflicts, competition, changes in technology and methods of marketing, delays in completing new customer offerings, changes in customer order patterns, changes in customer offering mix, continued success in technological advances and delivering technological innovations, delays due to issues with outsourced service providers, those events and factors described by us in Item 1A “Risk Factors” in our most recent Form 10-K and Form 10-Q; other risks to which our Company is subject; other factors beyond the Company’s control. Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

Investor Contact

[email protected]

Onfolio Holdings, Inc.Consolidated Balance Sheets   March 31 December 31  2026   2025     Assets       Current Assets:   Cash$841,804  $2,175,223 Accounts receivable, net 418,423   476,578 Inventory 37,393   44,800 Prepaids and other current assets 235,648   227,224 Total Current Assets 1,533,268   2,923,825     Intangible assets 1,480,121   1,683,798 Goodwill 4,203,145   4,203,145 Investment in digital assets 1,613,642   2,263,471 Fixed Assets 2,995   3,423 Due from related party 97,003   95,189 Investment in unconsolidated joint ventures, cost method 59,000   188,007 Investment in unconsolidated joint ventures, equity method 2,098   - Other assets -   -     Total Assets$8,991,272  $11,360,858 Liabilities and Stockholders Equity       Current Liabilities:   Accounts payable and other current liabilities$1,169,611  $1,066,702 Dividends payable -   121,789 Notes payable, current 391,614   487,658 Notes Payable - Related Party, current 1,096,385   1,153,080 Contingent consideration 119,186   164,382 Derivative liability 3,777,864   3,463,727 Convertible notes, net of discount 826,475   - Deferred revenue 200,069   497,113 Total Current Liabilities 7,581,204   6,954,451     Notes payable -   - Notes payable - related parties 193,465   224,965 Convertible notes, net of discount -   276,273 Due to joint ventures - long term -   - Total Liabilities 7,774,669   7,455,689     Commitments and Contingencies       Stockholders' Equity:   Preferred stock, $0.001 per value, 5,000,000 shares authorized   Series A Preferred stock, $0.001 par value, 1,000,000 shares authorized, 169,460 and
134,460 issued and outstanding at December 31, 2025 and 2024 169   169 Common stock, $0.001 par value, 50,000,000 shares authorized, 5,127,395
and 5,107,395 issued and outstanding at December 31, 2024 and 2023 5,864   5,864 Additional paid-in capital 24,539,778   24,524,989 Accumulated other comprehensive income 101,309   91,110 Accumulated deficit (24,789,976)  (22,141,797)Total Onfolio Inc. stockholders equity (142,856)  2,480,335 Non-Controlling Interests 1,359,459   1,424,834 Total Stockholders' Equity 1,216,603   3,905,169     Total Liabilities and Stockholders' Equity$8,991,272  $11,360,858     The accompanying notes are an integral part of these consolidated financial statements

Onfolio Holdings, Inc.Consolidated Statements of Operations        For the Three Months Ended Mar 31,   2026   2025           Revenue, services $1,559,738  $1,796,595 Revenue, product sales  307,127   1,015,348 Total Revenue  1,866,865   2,811,943      Cost of revenue, services  904,369   1,016,860 Cost of revenue, product sales  44,361   87,963 Total cost of revenue  948,730   1,104,823      Gross profit  918,135   1,707,120      Operating expenses    Selling, general and administrative  1,320,786   2,221,346 Professional fees  430,704   237,905 Acquisition costs  -   33,410 Impairment of goodwill and intangible assets  -   - Total operating expenses  1,751,490   2,492,661      Loss from operations  (833,355)  (785,541)     Other income (expense)    Equity method income (loss)  2,098   909 Dividend income  2,223   2,250 Interest income (expense), net  (973,750)  (100,720)Other income  3,607   4,983 Gain on change in fair value of digital assets  (674,157)  - Gain on change in fair value of contingent consideration (6,672)  54,173 Change in fair value of derivative liability  (71,392)  - Loss on investments  (129,007)  Gain on sale of business  107,794   - Total other income   (1,739,256)  (38,405)     Loss before income taxes  (2,572,611)  (823,946)     Income tax (provision) benefit  -   17,518      Net loss  (2,572,611)  (806,428)     Net income (loss) attributable to noncontrolling interest 51,492   12,041 Net loss attributable to Onfolio Holdings Inc.  (2,521,119)  (794,387)     Preferred Dividends  (127,060)  (103,921)Net loss to common shareholders $(2,648,179) $(898,308)     Net loss per common shareholder      Basic and diluted $(0.45) $(0.18)     Weighted average shares outstanding      Basic and diluted  5,863,214   5,127,395      The accompanying notes are an integral part of these consolidated financial statements

CTA 10,199   (7,481)Comprehensinve loss$(2,637,980) $(905,789)                EBITDA Recon   Net Income/(Loss)$(2,572,611) $(806,428)Interest 973,750   100,720 Taxes -   - Depreciation & Amortization 204,105   301,540 EBITDA (1,394,756)  (404,168)Change in FV of digital assets 674,157   - Gain on change in fv of contingent consideration 6,672   (54,173)Change in FV of derivatives 71,392   - Impairment losses 129,007   - Stock Based compensation 14,789   272,930 Adjusted EBITDA$(498,739) $(185,411)    

Onfolio Holdings, Inc.Consolidated Statements of Stockholders' EquityFor the Three Months Ended March 31, 2026 and 2025  Preferred Stock,
$0.001 Par value Common Stock,
$0.001 Par Value Additional Accumulated Accumulated
Other Non Stockholders' Shares Amount Shares Amount Paid-In Capital Deficit Comprehensive Income Controlling Interest Equity                  Balance, December 31, 2025169,460  169 5,863,214   5,864  24,524,989  (22,141,797)  91,110  1,424,834   3,905,169      -   -    -   -  -   - Stock-based compensation-  - -   -  14,789  -   -  -   14,789 Preferred dividends-  - -   -  -  (127,060)  -  -   (127,060)Foreign currency translation-  - -   -  -  -   10,199    10,199 Distribution to non-controlling interest               (13,883)  (13,883)Net loss-  - -   -  -  (2,521,119)  -  (51,492)  (2,572,611)                  Balance, March 31, 2026169,460 $169 5,863,214  $5,864 $24,539,778 $(24,789,976) $101,309 $1,359,459  $1,216,603                   The accompanying notes are an integral part of these consolidated financial statements

Onfolio Holdings, Inc.Consolidated Statements of Cash FlowsFor the Three Months Ended March 31, 2026 and 2025       2026   2025     Cash Flows from Operating Activities   Net loss$(2,572,611) $(806,428)Adjustments to reconcile net loss to net cash provided by operating activities:      Stock-based compensation expense 14,789   272,930    Equity method loss (income) (2,098)  (909)   Dividends received from equity method investment -   - Depreciation expense 428   428 Amortization of debt discounts and debt issuance costs 139,576   - Liquidation damages upon registration default 654,745   - Amortization of intangible assets 203,677   301,112 Impairment of intangible assets -   - Gain on sale of subsidiary -   - Impairment of investments 129,007   - Change in FV of contingent consideration 6,672   (54,173)Change in FV of derivative 71,392   - Change in FV of digital assets 689,112   - Earning on digital assets (14,955)  - Net change in:      Accounts receivable 33,826   67,041    Inventory 7,407   18,849 Prepaids and other current assets (8,424)  (56,786)Accounts payable and other current liabilities 102,911   49,684 Due to joint ventures (1,814)  (1,855)   Deferred revenue (297,044)  65,058 Due to related parties -   -     Net cash used in operating activities (843,404)  (145,049)    Cash Flows from Investing Activities   Cash paid to acquire businesses -   - Cash received for sale of subsidiary -   - Investments in joint ventures -   - Cash received for sale of digital assets -   - Investment in digital assets -   - Net cash used in investing activities -   -     Cash Flows from Financing Activities   Proceeds from sale of Series A preferred stock -   700,000 Proceeds from sale of common stock units -   - Proceeds from exercise of stock options -   - Payments of preferred dividends (248,849)  (99,250)Distributions to non-controlling interest holders (13,883)  (17,820)Proceeds from notes payable -   - Payments on note payables (97,418)  (176,624)Proceeds from convertible notes payable -   - Proceeds from notes payable - related parties -   - Payments on note payables - related parties (88,196)  - Payments on contingent consideration (51,868)  (108,475)    Net cash provided by financing activities (500,214)  297,831     Effect of foreign currency translation 10,199   36,459     Net Change in Cash (1,333,419)  189,241 Cash, Beginning of Period 2,175,223   476,874     Cash, End of Period 841,804   666,115     Cash Paid For:      Income Taxes$-  $-    Interest$195,483  $77,259     Non-cash transactions:   Dividends on preferred stock$127,060  $103,921 Non-controlling interest issued for settlement of note payable  $400,000 Settlement of contingent consideration$-  $510,000 Digital assets received for settlement of accounts receivable$24,329  $- Establishment of derivative liability on conversion feature$-           The accompanying notes are an integral part of these consolidated financial statements