Exhibit
99.1
Greenlane
Reports Fourth Quarter and Full Year 2025 Financial Results
Company
Completes Strategic Transition to Berachain-Focused Digital Asset Treasury
Boca
Raton, Florida – March 31, 2026 - Greenlane Holdings, Inc. (“Greenlane” or the “Company”) (Nasdaq:
GNLN), a publicly traded digital asset treasury company focused on the acquisition, management, and strategic deployment of BERA, the
native token of the Berachain blockchain network, today reported its financial results for the fourth quarter and full year ended December
31, 2025.
Digital
Asset Treasury Strategy
In
October 2025, following the closing of a private placement that raised $110.7M in capital, Greenlane adopted a Treasury Policy and initiated
a strategic shift toward a digital asset treasury strategy focused on BERA, the native token of the Berachain blockchain network. This
strategy reflects the Company’s conviction in the long-term potential of the Berachain ecosystem and represents a fundamental reorientation
of the organization’s capital deployment and strategic focus.
The
Company’s digital asset treasury strategy consists of five core components: (1) Capital Deployment — acquiring BERA through
open market purchases and negotiated transactions; (2) Network Participation — participating in Proof of Liquidity (PoL) staking
and validator infrastructure; (3) Governance Participation — earning Berachain Governance Tokens (BGT); (4) Risk-Adjusted Yield
Participation — deploying capital into select decentralized finance (DeFi) protocols on the Berachain network; and (5) Capital
Allocation Discipline — evaluating and executing strategic initiatives that enhance shareholder value on a per-share basis.
As
of December 31, 2025, the Company held 51,659,912 units of BERA at a cost basis of $58.3M with a fair value of $36.6M. During fiscal
year 2025, the Company recognized a $31.1M loss on the change in fair value of its BERA holdings. In addition to its BERA holdings, the
Company held $22.6M in stablecoins (USDT and USDC) classified as cash equivalents on its balance sheet. As of December 31, 2025, the
Company had no outstanding debt and maintained $32.5M in cash and cash equivalents, providing substantial financial flexibility for continued
capital deployment and strategic initiatives.
On
March 3, 2026, the Company disclosed that, as of February 27, 2026, the Company held approximately 70.4 million units of BERA and had
deployed up to 50 million units of BERA into validator infrastructure across multiple operators.
Management
Commentary
“Fiscal
year 2025 marked a pivotal year for Greenlane as we initiated our Berachain-focused Digital Asset Treasury strategy and began deploying
capital into the ecosystem. We took deliberate steps to reposition the Company — acquiring BERA and participating in Proof of Liquidity
staking — while maintaining a disciplined approach to capital allocation and transparent reporting. These foundational actions
reflect our conviction in the long-term potential of Berachain and our commitment to building value for shareholders on a per-share basis.”
Jason
Hitchcock, Chief Executive Officer
Fourth
Quarter FY 2025 Financial Highlights
The
fourth quarter of fiscal year 2025 was a transformative period for Greenlane, encompassing the October 2025 initiation of the Company’s
Digital Asset Treasury strategy and the commencement of BERA acquisition activity. Q4 net revenue was approximately $1.4M, a decrease
of 18% from $1.7M in Q4 2024, reflecting the continued wind-down of legacy operations. Operating loss was $(38.6)M, compared to $(3.8)M
in Q4 2024, driven primarily by $18.6M in non-cash stock-based compensation related to strategic advisory warrants, presented as a separate
line item within operating expenses, and a $6.0M increase in compensation costs associated with the strategic transition. Net loss attributable
to Greenlane Holdings was $(69.6)M, compared to $(8.8)M in Q4 2024, reflecting the $31.1M change in fair value of digital assets recognized
entirely in the fourth quarter following the initial BERA acquisition.
| (in thousands) | |
Q4 2025 | | |
% Change vs. Q4 2024 | |
| Revenue | |
$ | 1,361 | | |
| -18 | % |
| Gross profit (loss) | |
$ | (8,085 | ) | |
| N/M | |
| Operating loss | |
$ | (38,582 | ) | |
| 915 | % |
| Change in fair value of digital assets | |
$ | (31,147 | ) | |
| N/A | |
| Net loss | |
$ | (69,565 | ) | |
| 693 | % |
FY
2025 Financial Highlights
For
the year ended December 31, 2025, total net revenue was approximately $4.4M, compared to approximately $13.3M for the prior year, a decrease
of 67%, reflecting the Company’s strategic transition away from legacy wholesale and distribution operations. Gross loss was $(12.5)M,
compared to gross profit of $6.3M in the prior year, driven by a $6.3M inventory impairment recorded in connection with the wind-down
of warehouse operations. Net loss attributable to Greenlane Holdings was $(85.6)M, compared to $(17.6)M in the prior year, primarily
reflecting $31.1M in digital asset fair value losses, $18.6M in non-cash stock-based compensation related to strategic advisory warrants,
$4.8M in other stock-based compensation, and restructuring charges.
| (in thousands) | |
FY 2025 | | |
% Change vs. FY 2024 | |
| Revenue | |
$ | 4,355 | | |
| -67 | % |
| Gross profit (loss) | |
$ | (12,465 | ) | |
| N/M | |
| Operating loss | |
$ | (54,246 | ) | |
| 359 | % |
| Change in fair value of digital assets | |
$ | (31,147 | ) | |
| N/A | |
| Net loss | |
$ | (85,580 | ) | |
| 385 | % |
The
Company’s full financial statements, including the Consolidated Statements of Operations, Consolidated Balance Sheet, and Consolidated
Statements of Cash Flows, are included as exhibits to this press release and should be read in their entirety.
Subsequent
Events
Subsequent
to December 31, 2025, the following material developments have occurred:
Delisting
Notice
On
March 25, 2026, we received a notification letter from the Listing Qualifications Department of Nasdaq (the “Delisting Notice”),
notifying us that we were not in compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market
and its staff has determined to delist our securities pursuant to its discretionary authority under Listing Rule 5550(a)(2). Due to having
effected two reverse stock splits over the prior two-year period, we are not eligible for the 180-day period to regain compliance under
Rule 4810(c)(3)(A). Pursuant to the Delisting Notice, we plan to appeal this determination before a Nasdaq Hearings Panel, staying the
suspension of our common stock.
Reverse
Stock Split
On
March 25, 2026, our stockholders approved an amendment to our amended and restated certificate of incorporation to effect a reverse stock
split of our issued and outstanding Common Stock at a ratio within a range of 1-for-5 to 1-for-15, with the final ratio and timing to
be determined at the discretion of the Board of Directors.
We
expect to effect the reverse stock split shortly following the issuance of these financial statements.
Token
Transaction Agreements
On
February 4, 2026, Greenlane Subsidiary Inc. (the “Subsidiary”), a wholly-owned subsidiary of the Company, entered into (a)
a Token Purchase and Sale Agreement (the “Purchase and Sale Agreement”) and (b) a Token Lending Agreement (the “Lending
Agreement,” and together with the Purchase and Sale Agreement, the “Transaction Agreements”) with Berachain Operations
Corporation, a British Virgin Islands Business Company (the “Counterparty”).
Pursuant
to the Lending Agreement, the Subsidiary (as Lender) may agree to lend to the Counterparty (as Borrower) an amount of USDC and/or USDT
stablecoins (the “Lent Tokens”) pursuant to loan confirmation agreements to be agreed between the parties from time to time,
accruing interest at a rate to be determined in such agreements. The Counterparty intends to use the Lent Tokens to acquire BERA tokens
in the open market or in privately negotiated transactions from various counterparties.
Pursuant
to the Purchase and Sale Agreement, the Subsidiary (as Buyer) may request to purchase tranches of BERA tokens from the Counterparty (as
Seller), pursuant to tranche notices to be agreed between the parties from time to time. The purchase price for each tranche is determined
through a combination of time-weighted average price and other pricing mechanics, including protective “market out” provisions.
Furthermore, the Purchase and Sale Agreement permit flexible transaction sizing set within a pre-negotiated percentage range.
The
Counterparty subsequently informed the Company that it may, from time to time, conduct significant transactions with BSQD Corp. (“BSQD”)
to source BERA to fulfill its obligations under the Purchase and Sale Agreement. BSQD is an entity that is wholly owned by Ben Isenberg,
Greenlane’s Chief Investment Officer. Any such transactions with BSQD are conducted on an arm’s-length basis at prevailing
market prices and conditions.
Appointment
of Chief Executive Officer
On
February 11, 2026, the Board of Directors unanimously appointed Jason Hitchcock as Chief Executive Officer of the Company. Mr. Hitchcock
brings over 15 years of experience building and scaling revenue engines across SaaS, blockchain infrastructure, and decentralized finance.
He joins Greenlane as we continue to execute our Berachain-focused Digital Asset Treasury strategy.
ATM
Offering
On
January 7, 2026, the Company entered into a Sales Agreement (the “Sales Agreement”) with Yorkville Securities, LLC (“Yorkville”)
pursuant to which the Company may, from time to time, offer and sell shares (the “ATM Shares”) of its Class A common stock
through or to Yorkville, acting as sales agent or principal (the “ATM Offering”). On January 7, 2026, the Company filed a
prospectus supplement in connection with the ATM Offering for up to $5,355,687 of shares of Common Stock.
Subject
to the terms and conditions of the Sales Agreement, Yorkville will use its commercially reasonable efforts consistent with its normal
trading and sales practices to sell the ATM Shares from time to time, based upon the Company’s instructions. The Company has provided
Yorkville with customary indemnification and contribution rights, and Yorkville will be entitled to a commission of up to 3.0% of the
gross proceeds from each sale of the ATM Shares pursuant to the Sales Agreement.
About
Greenlane
Founded
in 2005, Greenlane Holdings, Inc. (Nasdaq: GNLN) is a publicly traded digital asset treasury company with a strategic focus centered
on BERA, the native digital asset of the Berachain blockchain network. In addition to its digital asset treasury activities, the Company
continues to operate a reduced-scale wholesale and distribution business through an asset-light drop-ship model. For more information,
visit investor.gnln.com.
About
Berachain
Berachain
is a decentralized, open-source, EVM-compatible layer-1 blockchain engineered for high throughput, low latency, and full compatibility
with Ethereum tooling, smart contracts, and infrastructure. Berachain utilizes a novel Proof of Liquidity consensus mechanism that integrates
network security with active liquidity provisioning. For more information, visit berachain.com.
Investor
Contact:
IR@greenlane.com
or
PCG
Advisory
Kevin
McGrath
+1-646-418-7002
Forward-Looking
Statements
This
press release contains statements that constitute “forward-looking statements.” Forward-looking statements are statements
other than historical facts and include, without limitation, statements regarding progress and achievement of the Company’s goals
regarding BERA acquisition, staking, and validator participation, the development of the Berachain network ecosystem including business
adoption of the network, the long-term value of BERA, continued growth and advancement of the Company’s DAT strategy and the applicable
benefits to the Company, other projections or statements of plans and objectives and statements regarding the Company’s plans to
regain compliance with Nasdaq’s listing requirements.
These
forward-looking statements are based on current expectations, estimates, assumptions, and projections, and involve known and unknown
risks, uncertainties, and other factors, many of which are beyond the Company’s control, that may cause actual results, performance,
or achievements to differ materially from those expressed or implied by such statements. Important factors that may affect actual results
include, among others, the Company’s ability to execute its growth strategy; its ability to raise and deploy capital effectively;
developments in technology and the competitive landscape; changes in the regulatory landscape applicable to digital assets, including
BERA; the market performance of BERA; and other risks and uncertainties described under “Risk Factors” in the Company’s
Annual Report on Form 10-K filed with the SEC on March 31, 2026 and in other subsequent filings with the SEC. These filings are available
at www.sec.gov. The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes
no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise,
except as required by law.
Cautionary
Note Regarding Digital Assets
BERA
is a digital asset that is not legal tender, is not backed by any government or central bank, and may be subject to extreme price volatility,
regulatory uncertainty and technological risk. Investments in and exposures to digital assets such as BERA are highly speculative and
may result in the loss of all or a substantial portion of the invested capital. Statements about the Berachain protocol, its consensus
model, ecosystem projects, and fundraising are based on publicly available information and/or information provided by third parties.
The Company has not independently verified all such information and makes no representation as to its accuracy or completeness. Protocol
parameters and incentive mechanisms may change over time through governance or other processes. The Company’s activities involving
BERA and other digital assets may not be suitable for all investors and are subject to the risks described in the “Risk Factors”
in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2026 and in other subsequent filings with the SEC.
These filings are available at www.sec.gov.
GREENLANE
HOLDINGS, INC.
CONSOLIDATED
STATEMENTS OF OPERATIONS
(in
thousands, except per share data)
| | |
Year Ended December 31, 2025 | | |
Year Ended December 31, 2024 | |
| Net revenue | |
$ | 4,355 | | |
$ | 13,275 | |
| Cost of sales | |
$ | 16,820 | | |
$ | 6,993 | |
| Gross profit (loss) | |
$ | (12,465 | ) | |
$ | 6,282 | |
| | |
| | | |
| | |
| Operating expenses: | |
| | | |
| | |
| Salaries, benefits and payroll taxes | |
$ | 9,947 | | |
$ | 7,380 | |
| General and administrative | |
$ | 10,646 | | |
$ | 9,764 | |
| Stock-based compensation – strategic advisory warrants | |
$ | 18,553 | | |
| — | |
| Restructuring charges | |
$ | 1,492 | | |
| — | |
| Impairment of property and equipment | |
$ | 650 | | |
$ | 153 | |
| Depreciation and amortization | |
$ | 493 | | |
$ | 800 | |
| Total operating expenses | |
$ | 41,781 | | |
$ | 18,097 | |
| | |
| | | |
| | |
| Loss from operations | |
$ | (54,246 | ) | |
$ | (11,815 | ) |
| | |
| | | |
| | |
| Other income (expense): | |
| | | |
| | |
| Interest expense | |
$ | (394 | ) | |
$ | (5,941 | ) |
| Change in fair value of contingent consideration | |
| — | | |
$ | 1,000 | |
| Change in fair value of digital assets | |
$ | (31,147 | ) | |
| — | |
| Loss on extinguishment of debt | |
| — | | |
$ | (876 | ) |
| Other expense, net | |
$ | 213 | | |
$ | (25 | ) |
| Total other expense | |
$ | (31,327 | ) | |
$ | 5,842 | ) |
| | |
| | | |
| | |
| Loss before income taxes | |
$ | (85,573 | ) | |
$ | (17,657 | ) |
| Provision for income taxes | |
$ | 7 | | |
| — | |
| Net loss | |
$ | (85,580 | ) | |
$ | (17,657 | ) |
| Less: net loss attributable to noncontrolling interests | |
| — | | |
$ | (17 | ) |
| Net loss attributable to Greenlane Holdings, Inc. | |
$ | (85,580 | ) | |
$ | (17,640 | ) |
| | |
| | | |
| | |
| Net loss per share — basic and diluted | |
$ | (11.42 | ) | |
$ | (14.56 | ) |
| | |
| | | |
| | |
| Weighted average shares — basic and diluted | |
| 7,492 | | |
| 1,212 | |
GREENLANE
HOLDINGS, INC.
CONSOLIDATED
BALANCE SHEETS
(in
thousands)
| | |
December 31, 2025 | | |
December 31, 2024 | |
| ASSETS | |
| | | |
| | |
| Current assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 32,513 | | |
$ | 899 | |
| Accounts receivable, net | |
$ | 1,572 | | |
$ | 4,262 | |
| Inventories, net | |
| — | | |
$ | 14,215 | |
| Vendor deposits | |
| — | | |
$ | 3,091 | |
| Other current assets | |
$ | 2,001 | | |
$ | 1,305 | |
| Total current assets | |
$ | 36,086 | | |
$ | 23,772 | |
| | |
| | | |
| | |
| Property and equipment, net | |
$ | 253 | | |
$ | 1,420 | |
| Operating lease assets, net | |
$ | 144 | | |
$ | 1,043 | |
| Digital assets | |
$ | 36,555 | | |
| — | |
| Other long-term assets | |
$ | 1,893 | | |
$ | 2,396 | |
| Total assets | |
$ | 74,931 | | |
$ | 28,631 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 5,414 | | |
$ | 9,787 | |
| Accrued liabilities | |
$ | 1,627 | | |
$ | 1,218 | |
| Customer deposits | |
| — | | |
$ | 2,661 | |
| Notes payable | |
| — | | |
$ | 7,674 | |
| Operating lease obligations, current | |
$ | 166 | | |
$ | 926 | |
| Total current liabilities | |
$ | 7,207 | | |
$ | 22,266 | |
| | |
| | | |
| | |
| Operating lease obligations, long-term | |
| — | | |
$ | 83 | |
| Total liabilities | |
$ | 7,207 | | |
$ | 22,349 | |
| | |
| | | |
| | |
| Total stockholders’ equity | |
$ | 67,724 | | |
$ | 6,282 | |
| | |
| | | |
| | |
| Total liabilities and stockholders’ equity | |
$ | 74,931 | | |
$ | 28,631 | |
GREENLANE
HOLDINGS, INC.
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(in
thousands)
| | |
Year Ended December 31, 2025 | | |
Year Ended December 31, 2024 | |
| Cash flows from operating activities: | |
| | | |
| | |
| Net loss | |
$ | (85,580 | ) | |
$ | (17,657 | ) |
| Adjustments to reconcile net loss: | |
| | | |
| | |
| Depreciation and amortization | |
$ | 493 | | |
$ | 800 | |
| Stock-based compensation expense | |
$ | 4,837 | | |
$ | 86 | |
| Strategic advisory warrants | |
$ | 18,553 | | |
| — | |
| Change in fair value of contingent consideration | |
| — | | |
$ | (1,000 | ) |
| Provision for credit losses | |
$ | 1,974 | | |
$ | 245 | |
| Loss on disposal of fixed assets | |
$ | 121 | | |
$ | 215 | |
| Loss on extinguishment of debt | |
| — | | |
$ | 876 | |
| Write-off of vendor deposits, accrued liabilities and customer deposits | |
$ | (571 | ) | |
| — | |
| Inventory impairment | |
$ | 6,301 | | |
| — | |
| Impairment of property and equipment | |
$ | 650 | | |
$ | 153 | |
| Change in fair value of digital assets | |
$ | 31,147 | | |
| — | |
| Amortization of deferred financing costs | |
$ | 284 | | |
$ | 4,927 | |
| Other adjustments | |
$ | 57 | | |
$ | 171 | |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| Accounts receivable | |
$ | 716 | | |
$ | (2,814 | ) |
| Inventories | |
$ | 9,712 | | |
$ | 6,315 | |
| Vendor deposits | |
| — | | |
$ | 674 | |
| Other current assets | |
$ | (193 | ) | |
$ | 3,533 | |
| Accounts payable | |
$ | (5,170 | ) | |
$ | (2,319 | ) |
| Accrued liabilities | |
$ | 409 | | |
$ | (841 | ) |
| Customer deposits | |
| — | | |
$ | (114 | ) |
| Net cash used in operating activities | |
$ | (16,260 | ) | |
$ | (6,750 | ) |
| | |
| | | |
| | |
| Cash flows from investing activities: | |
| | | |
| | |
| Purchases of property and equipment | |
$ | (98 | ) | |
$ | (244 | ) |
| Purchases of digital assets | |
$ | (8,162 | ) | |
| — | |
| Net cash used in investing activities | |
$ | (8,260 | ) | |
$ | (244 | ) |
| | |
| | | |
| | |
| Cash flows from financing activities: | |
| | | |
| | |
| Proceeds from issuance of common stock | |
$ | 20,746 | | |
$ | 5,640 | |
| Proceeds from exercise of options and warrants | |
$ | 43,346 | | |
$ | 1,827 | |
| Repayment of future accounts receivable | |
| — | | |
$ | (939 | ) |
| Proceeds from sale of future receivables | |
| — | | |
$ | 225 | |
| Repayment of notes payable | |
$ | (7,958 | ) | |
$ | (2,275 | ) |
| Proceeds from notes payable | |
| — | | |
$ | 2,950 | |
| Other financing activities | |
| — | | |
$ | (1 | ) |
| Net cash provided by financing activities | |
$ | 56,134 | | |
$ | 7,427 | |
| | |
| | | |
| | |
| Effects of exchange rates on cash | |
| — | | |
$ | 3 | |
| | |
| | | |
| | |
| Net change in cash and cash equivalents | |
$ | 31,614 | | |
$ | 436 | |
| Cash and cash equivalents, beginning of period | |
$ | 899 | | |
$ | 463 | |
| Cash and cash equivalents, end of period | |
$ | 32,513 | | |
$ | 899 | |
