WILMINGTON, Del., Aug. 20, 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 second quarter ended June 30, 2026.

Recent Corporate Highlights

Effected a 1-for-50 reverse stock split, effective August 10, 2026, intended to regain compliance with Nasdaq's minimum bid price requirement under Listing Rule 5550(a)(2).
Retired the entire $6 million principal under the Company's senior secured convertible note subsequent to quarter-end, reducing debt burden, strengthening balance-sheet, and increasing stockholders' equity toward compliance with Nasdaq's $2.5 million minimum stockholders' equity requirement under Listing Rule 5550(b)(1).

Second Quarter 2026 Financial Highlights

Revenue was $1.50M vs. $3.15M in Q2 2025
Gross profit decreased 62% to $0.73M, or 49% of revenue, vs. $1.94M, or 62% of revenue, in Q2 2025
Total operating expenses decreased 31% to $1.70M vs. $2.44M in Q2 2025, primarily reflecting lower selling, general and administrative expenses, including reduced advertising and marketing spend and lower amortization expense, partially offset by higher professional fees related to the Company's financing activities and Nasdaq compliance matters
Net loss was $1.65M (including a $0.28M non-cash loss on change in fair value of digital assets and $0.18M in non-cash amortization and stock-based compensation expense) vs. $0.53M in Q2 2025
Cash operating loss (excluding non-cash items) was $0.86M vs. $0.25M in Q2 2025
EBITDA As Defined was $(0.78M) vs. $(0.15M) in Q2 2025
Cash at 6/30/26 was $0.25M vs. $2.18M at 12/31/25

"While our portfolio continued to navigate headwinds in the second quarter, we continued to make notable progress positioning Onfolio for long-term value creation," commented Onfolio CEO Dominic Wells. "Revenue declined primarily due to a slowdown in new sales at our Eastern Standard subsidiary and continued reduced advertising spend at Proofread Anywhere, and our gross margin came down as our revenue mix shifted further toward our lower-margin B2B services business. However, RevenueZen’s results improved significantly after Eastern Standard took over management of its fulfilment, which shows our AgencyCo playbook can work, but overall portfolio performance is not yet where we need it to be, and we’re being direct about that.

"Outside the portfolio, we made real progress on the issues that matter most to shareholders right now. We terminated our letter of intent with Paramount Helium in July, and we’ve refocused fully on our core strategy of acquiring and operating profitable online businesses. We also took direct action on our two Nasdaq listing deficiencies: 1) our senior secured noteholder has converted all of its outstanding principal into equity since quarter-end, which strengthens our stockholders’ equity position, and 2) on August 10, 2026, we completed a 1-for-50 reverse stock split intended to bring our share price back above the $1.00 minimum bid price requirement.

"We’re also continuing our work to reduce parent company overhead and get portfolio cash flowing back up to the parent, which remains the core lever for reaching profitability. This playbook, consolidating overhead, rebuilding processes with AI, and focusing our teams on revenue-generating work, is what we continue to deploy across the portfolio.

"Overall, our focus for the remainder of the year is unchanged: control parent company costs, get portfolio cash flowing again, and close acquisitions that are accretive from day one. We believe the path ahead is our best opportunity to maximize value for shareholders, and we look forward to keeping you updated on our progress," concluded Wells.

Recent Business and Operational Highlights

Onfolio Labs – SharePulse and Parlance: Launched two AI-powered products, SharePulse (an investor relations analytics platform) and Parlance (a managed AI communications service for public companies), representing a new asset-light, recurring-revenue software line alongside the Company's acquisition portfolio. Full report: https://onfolio.com/onfolio-labs-sharepulse-parlance/
What Happened With Onfolio's Helium Deal: Provided shareholders a full account of the evaluation and termination of the Company's binding letter of intent with Paramount Helium LLC, and outlined the Company's near-term priorities, including Nasdaq compliance, balance sheet strength, and portfolio cash flow. Full report: https://onfolio.com/what-happened-with-onfolios-helium-deal/
Digital Asset Holdings: Approximately $1.33M in digital assets as of June 30, 2026, consisting of 5.32 BTC, 322.33 ETH (288.06 staked), and 6,971.79 SOL (all staked), with the ETH and SOL holdings actively staked to generate 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 August 20, 2026, at 8:00 a.m. Eastern time to discuss its financial results for the second quarter ended June 30, 2026.

Date: Thursday, August 20, 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: 13761326

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. Neither EBITDA nor EBITDA As Defined is a measurement of financial performance under U.S. GAAP.

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

Forward-Looking Statements

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

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: general economic and business conditions, effects of continued geopolitical unrest and regional conflicts, competition, changes in technology and methods of marketing, delays in completing new customer offerings, changes in customer order patterns, changes in customer offering mix, continued success in technological advances and delivering technological innovations, delays due to issues with outsourced service providers, those events and factors described by us in Item 1A "Risk Factors" in our most recent Form 10-K 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

investors@onfolio.com


Onfolio Holdings, Inc.
Consolidated Balance Sheets


	June 30			December 31
		2026			2025

Assets

Current Assets:
Cash	$	250,733		$	2,175,223
Accounts receivable, net		403,907			476,578
Inventory		28,112			44,800
Prepaids and other current assets		153,260			227,224
Deferred offering costs		30,000			-
Total Current Assets		866,012			2,923,825

Intangible assets		1,320,044			1,683,798
Goodwill		4,203,145			4,203,145
Investment in digital assets		1,332,958			2,263,471
Fixed Assets		2,568			3,423
Due from related party		6,292			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	$	7,792,117		$	11,360,858
Liabilities and Stockholders Equity

Current Liabilities:
Accounts payable and other current liabilities	$	1,224,349		$	1,066,702
Dividends payable		122,934			121,789
Notes payable, current		522,853			487,658
Notes Payable - Related Party, current		1,273,809			1,153,080
Contingent consideration		72,370			164,382
Derivative liability		5,633,342			3,463,727
Convertible notes, net of discount		548,968			-
Deferred revenue		204,167			497,113
Total Current Liabilities		9,602,792			6,954,451

Notes payable		-			-
Notes payable - related parties		4,465			224,965
Convertible notes, net of discount		-			276,273
Due to joint ventures - long term		-			-
Total Liabilities		9,607,257			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		150			5,864
Additional paid-in capital		26,252,158			24,524,989
Accumulated other comprehensive income		92,546			91,110
Accumulated deficit		(29,456,766	)		(22,141,797	)
Total Onfolio Inc. stockholders equity		(3,111,743	)		2,480,335
Non-Controlling Interests		1,296,603			1,424,834
Total Stockholders' Equity		(1,815,140	)		3,905,169

Total Liabilities and Stockholders' Equity	$	7,792,117		$	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 Jun 30,						For the Six Months Ended Jun 30,
		2026			2025			2026			2025


Revenue, services	$	1,218,962		$	2,062,603		$	2,778,700		$	3,859,198
Revenue, product sales		278,593			1,085,606			585,720			2,100,954
Total Revenue		1,497,555			3,148,209			3,364,420			5,960,152

Cost of revenue, services		731,179			1,074,065			1,635,548			2,086,349
Cost of revenue, product sales		34,373			135,867			78,734			228,406
Total cost of revenue		765,552			1,209,932			1,714,282			2,314,755

Gross profit		732,003			1,938,277			1,650,138			3,645,397

Operating expenses
Selling, general and administrative		1,142,648			2,066,796			2,463,434			4,288,142
Professional fees		554,863			345,741			985,567			583,646
Acquisition costs		-			32,263			-			65,673
Impairement of goodwill and intangible assets		-			-			-			-
Total operating expenses		1,697,511			2,444,800			3,449,001			4,937,461

Loss from operations		(965,508	)		(506,523	)		(1,798,863	)		(1,292,064	)

Other income (expense)
Equity method income (loss)		-			(142	)		2,098			767
Dividend income		3,300			7,671			5,523			9,921
Interest income (expense), net		(408,196	)		(72,602	)		(1,381,946	)		(173,322	)
Other income		10,190			20,746			13,797			25,729
Gain on change in fair value of digital assets		(280,685	)		-			(954,842	)		-
Gain on change in fair value of contingent consideration		(13,435	)		16,539			(20,107	)		70,712
Change in fair value of derivative liability		(2,948,217	)		-			(3,019,609	)		-
Loss on investments					-			(129,007	)		-
Gain on sale of business		-			-			107,794			-
Total other income		(3,637,043	)		(27,788	)		(5,376,299	)		(66,193	)

Loss before income taxes		(4,602,551	)		(534,311	)		(7,175,162	)		(1,358,257	)

Income tax (provision) benefit		-			(128	)		-			17,390

Net loss		(4,602,551	)		(534,439	)		(7,175,162	)		(1,340,867	)

Net income (loss) attributable to noncontrolling interest		62,856			(35,165	)		114,348			(23,124	)
Net loss attributable to Onfolio Holdings Inc.		(4,539,695	)		(569,604	)		(7,060,814	)		(1,363,991	)

Preferred Dividends		(127,095	)		(95,930	)		(254,155	)		(199,851	)
Net loss to common shareholders	$	(4,666,790	)	$	(665,534	)	$	(7,314,969	)	$	(1,563,842	)

Net loss per common shareholder
Basic and diluted	$	(35.57	)	$	(6.49	)	$	(58.86	)	$	(15.25	)

Weighted average shares outstanding
Basic and diluted		131,207			102,548			124,274			102,548

The accompanying notes are an integral part of these consolidated financial statements


								-

CTA								1,436			(7481)
Comprehensinve loss							$	(7,313,533	)	$	(1,571,323	)




EBITDA Recon
Net Income/(Loss)	$	(4,602,551	)	$	(534,439	)	$	(7,175,162	)	$	(1,340,867	)
Interest		408,196			72,602			1,381,946			173,322
Taxes		-			(128	)		-			-
Depreciation & Amortization		160,504			301,541			364,609			603,081
EBITDA		(4,033,851	)		(160,424	)		(5,428,607	)		(564,464	)
Change in FV of digital assets		280,685			-			954,842			-
Gain on change in fv of contingent consideration		13,435			(16,539	)		20,107			(70,712	)
Change in FV of derivatives		2,948,217			-			3,019,609			-
Impairment losses		-			-			129,007			-
Stock Based compensation		15,258			26,013			30,047			298,943
Adjusted EBITDA	$	(776,256	)	$	(150,950	)	$	(1,274,995	)	$	(336,233	)

Onfolio Holdings, Inc.
Consolidated Statements of Stockholders' Equity
For the Three Months Ended June 30, 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, 2025	169,460		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, 2026	169,460		169	5,863,214		5,864		24,539,778			(24,789,976	)		101,309			1,359,459			1,216,603
				-		-					-			-			-			-
Common shares issued as commitment fee	-		-	50,000		50		29,950			-			-			-			30,000
Common shares issued for conversion of notes payable, accrued interest and settlement	-		-	1,560,916		1,560		567,109			-			-			-			568,669
Settlement of derivative								1,092,739												1,092,739
Common shares issued for exercise of stock options	-		-	49,018		49		(49	)		-			-			-			-
Stock-based compensation	-		-	-		-		15,258			-			-			-			15,258
Preferred dividends	-		-	-		-		-			(127,095	)		-			-			(127,095	)
Foreign currency translation	-		-	-		-		-			-			(8,763	)		-			(8,763	)
Distribution to non-controlling interest	-		-	-		-		-			-			-			-			-
Net loss	-		-	-		-		-			(4,539,695	)		-			(62,856	)		(4,602,551	)

Balance, June 30, 2026	169,460	$	169	7,523,148	$	7,523	$	26,244,785		$	(29,456,766	)	$	92,546		$	1,296,603		$	(1,815,140	)

The accompanying notes are an integral part of these consolidated financial statements


Onfolio Holdings, Inc.
Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2026 and 2025


		2026			2025

Cash Flows from Operating Activities
Net loss	$	(7,175,162	)	$	(1,340,867	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation expense		30,047			298,943
Equity method loss (income)		(2,098	)		(767	)
Dividends received from equity method investment		-			-
Depreciation expense		855			856
Amortization of debt discounts and debt issuance costs		375,997			-
Liquidation damages upon registration default		654,745			-
Amortization of intangible assets		363,754			602,225
Impairment of intangible assets		-			-
Gain on sale of subsidiary		-			-
Impairment of investments		129,007			-
Change in FV of contingent consideration		20,107			(70,712	)
Change in FV of derivative		3,019,609			-
Change in FV of digital assets		992,955			-
Earning on digital assets		(38,113	)		-
Net change in:
Accounts receivable		48,342			217,384
Inventory		16,688			36,336
Prepaids and other current assets		73,964			(60,834	)
Accounts payable and other current liabilities		238,816			(3,271	)
Due to joint ventures		88,897			(4,274	)
Deferred revenue		(292,946	)		(250,183	)
Due to related parties		-			-

Net cash used in operating activities		(1,454,536	)		(575,164	)

Cash Flows from Investing Activities
Cash paid to acquire businesses		-			-
Cash received for sale of subisiary		-			-
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		-			830,000
Proceeds from sale of common stock units		-			-
Proceeds from exercise of stock options		-			-
Payments of preferred dividends		(253,010	)		(201,848	)
Distributions to non-controlling interest holders		(13,883	)		(37,680	)
Proceeds from notes payable		212,700			358,800
Payments on note payables		(205,307	)		(266,295	)
Proceeds from convertible notes payable		-			-
Proceeds from notes payable - related parties		-			35,965
Payments on note payables - related parties		(99,771	)		-
Payments on contigent consideration		(112,119	)		(133,845	)

Net cash provided by financing activities		(471,390	)		585,097

Effect of foreign currency translation		1,436			27,452

Net Change in Cash		(1,924,490	)		37,385
Cash, Beginning of Period		2,175,223			476,874

Cash, End of Period		250,733			514,259

Cash Paid For:
Income Taxes	$	-		$	-
Interest	$	250,733		$	122,733

Non-cash transactions:
Dividends on preferred stock	$	122,934		$	199,851
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	$	49




The accompanying notes are an integral part of these consolidated financial statements