BEN (Nasdaq: BNAI) Strengthens Balance Sheet with Over $1.24 Million in Liability Reductions Including Conversion of $504,684 in affiliate debt at $2.10 Per Share

Rhea-AI Summary

Brand Engagement Network (Nasdaq: BNAI) strengthened its balance sheet on Dec 17–18, 2025 by converting debt to equity and reducing liabilities.

Key actions: an affiliate investor converted $504,684 of matured debt at $2.10 per share, fully satisfying principal, interest, and fees; negotiated settlements and payments cut accounts payable by more than $250,010 and fully satisfied vendor obligations exceeding $487,306. Collectively, outstanding liabilities fell by more than $1,242,000, improving reported financial flexibility. Additional details were filed on a Form 8-K with the SEC.

Positive

• Debt-to-equity conversion of $504,684 at $2.10 per share
• Accounts payable reduced by > $250,010
• Vendor obligations fully satisfied for > $487,306
• Total liabilities reduced by > $1,242,000

Negative

• None.

Key Figures

Debt converted $504,684 Affiliate debt converted to equity on December 17, 2025

Conversion price $2.10 per share Price for converting $504,684 of debt into equity

Accounts payable reduction More than $250,010 Reduction in accounts payable via settlements and payments

Vendor obligation satisfied Exceeding $487,306 Complete satisfaction of vendor-related obligations

Total liability reduction More than $1,242,000 Combined impact of debt conversion and liability settlements

Pre-news price $1.53 Close before liability reduction announcement

52-week range $1.48–$11.80 Pre-news 52-week low and high

Market cap $7,809,199 Equity value before this announcement

Market Reality Check

$1.73 Last Close

Volume Volume 295,139 is about 1.72x the 20-day average of 171,825, indicating elevated trading interest before this news. high

Technical Shares at $1.53 were trading below the $3.56 200-day MA and only slightly above the $1.48 52-week low.

Peers on Argus 1 Down

Key peers showed mixed moves, with FAAS down 8.3%, DTSS down 7.48%, OLB down 4.04%, BLIN down 1.04%, while NEHC gained 11.46%. Momentum scanner only flagged RVYL, down 29.9% without news, suggesting BNAI’s action is more stock-specific than broad sector rotation.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 11	AI healthcare venture	Positive	-3.7%	Skye Salud sovereign AI healthcare platform for Mexico with revenue share.
Dec 08	Platform formation	Positive	+7.5%	Formation of Skye Salud to deploy augmented-intelligence healthcare in Mexico.
Dec 02	Reverse stock split	Negative	-10.7%	Announcement of a 1-for-10 reverse stock split to adjust share price.
Nov 10	AI licensing deal	Positive	+28.4%	Exclusive $5M AI licensing partnership in Latin America and Spain.
Oct 14	Earnings update	Positive	-6.9%	Q2 2025 results with lower expenses and debt extinguishment-driven net income.

Pattern Detected

Recent positive strategic and financial announcements have sometimes been followed by negative or muted price reactions, while dilutive or structural actions like the reverse split have aligned with share price weakness.

Recent Company History

This announcement continues BNAI’s focus on restructuring and strategic partnerships. In Q2 2025, the company reported sharply lower operating expenses and a shift to $0.9M net income, aided by a $4.0M debt extinguishment gain, though shares fell 6.88%. An October $5,000,000 AI licensing deal in Latin America drove a 28.43% gain. The company then advanced its Latin American healthcare strategy with Skye Salud announcements in December, producing mixed reactions. A 1-for-10 reverse split on Dec 12, 2025 coincided with further downside.

Market Pulse Summary

The stock surged +12.4% in the session following this news. A strong positive reaction aligns with the balance sheet focus shown in this release, where liabilities fell by more than $1,242,000 through debt conversion and settlements. Past news, such as the $5,000,000 AI licensing deal, has triggered sharp upside moves. However, prior filings highlighted tight liquidity and ongoing losses, and a prospectus covering 28,370,786 shares signaled capital-raising capacity, which could temper the durability of any sharp rally.

Key Terms

multimodal artificial intelligence technical

"a developer of secure and governed multimodal artificial intelligence solutions"

A system that can understand and generate different kinds of information—such as text, images, audio and video—together rather than only one at a time. Think of it like a person who can read, look at a picture and listen to a conversation and then combine those inputs to make a decision. For investors it matters because multimodal AI can unlock new products, broaden automation and revenue opportunities, and change cost and risk profiles for companies that develop or deploy it.

accounts payable financial

"including more than $250,010 reduction in accounts payable"

Accounts payable are the short-term bills a company owes to suppliers or service providers for goods and services it has already received but not yet paid for — like a stack of IOUs from the business to its vendors. Investors watch accounts payable because rising or falling balances affect a company’s cash on hand and short-term financial health, signaling how well it can cover obligations, manage cash flow, and fund operations without borrowing.

Form 8-K regulatory

"included in a Current Report on Form 8-K filed with the Securities"

A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.

AI-generated analysis. Not financial advice.

WILMINGTON, Del., Dec. 18, 2025 /PRNewswire/ -- Brand Engagement Network, Inc. (Nasdaq: BNAI) ("BEN" or the "Company"), a developer of secure and governed multimodal artificial intelligence solutions for regulated industries, today announced actions that strengthened its balance sheet through the conversion of debt into equity and the reduction of outstanding liabilities.

On December 17, 2025, BEN Capital Fund One LLC, a long-term investor of the Company, converted $504,684 of matured debt into equity at a conversion price of $2.10 per share, fully satisfying the related principal, accrued interest, and loan fees.

Additionally, the Company has reduced outstanding liabilities through negotiated settlements and payments with third-party counterparties, including more than $250,010 reduction in accounts payable and the complete satisfaction of a vendor-related obligations exceeding $487,306. Collectively, these actions have reduced the Company's outstanding liabilities by more than $1,242,000, significantly improving the Company's balance sheet and financial flexibility.

Additional information regarding these transactions is included in a Current Report on Form  8-K filed with the Securities and Exchange Commission.

About Brand Engagement Network, Inc.
Brand Engagement Network, Inc. (Nasdaq: BNAI) develops secure, governed multimodal artificial intelligence solutions designed for regulated industries. The Company's technology enables intelligent, compliant engagement across conversational AI, voice, and digital interfaces.

Forward-Looking Statements: Certain statements in this communication are "forward-looking statements" within the meaning of federal securities laws. They are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect, among other things, BEN's current expectations, assumptions, plans, strategies, and anticipated results. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. There are a number of risks, uncertainties and conditions that may cause BEN's actual results to differ materially from those expressed or implied by these forward-looking statements, including but not limited to the risk factors described in Part I, Item 1A of Risk Factors in BEN's Annual Report on Form 10-K for the year ended December 31, 2024 and the other risk factors identified from time to time in BEN's other filings with the Securities and Exchange Commission (the "SEC"). These forward-looking statements may include words such as "believe," "expect," "anticipate," "estimate," "intend," "plan," "project," "should," "may," "will," "might," "could," "would," or similar expressions.

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SOURCE Brand Engagement Network, Inc. (BEN)

FAQ

What did BNAI announce about the $504,684 debt conversion on Dec 17, 2025?

An affiliate converted $504,684 of matured debt into equity at a conversion price of $2.10 per share, satisfying principal, interest, and fees.

How much did Brand Engagement Network reduce its liabilities in December 2025?

The company reported reducing outstanding liabilities by more than $1,242,000 through conversions, settlements, and payments.

Which liability categories did BNAI cut in the Dec 2025 actions?

Actions included an affiliate debt conversion, > $250,010 reduction in accounts payable, and full satisfaction of vendor obligations > $487,306.

Will the $504,684 conversion at $2.10 per share affect BNAI shareholders?

The conversion issued equity in exchange for matured debt; the filing does not state the percentage dilution to existing shareholders.

Where can investors find more details about BNAI's liability reductions filed Dec 2025?

Additional transaction details are available in the company's Form 8-K filed with the SEC.