Forum Reports First Quarter 2026 Financial Results
Rhea-AI Summary
Forum (Nasdaq: FRMM) reported Q1 2026 revenue of $2.9 million, all gross profit, with cash and equivalents of $65.9 million. The quarter included a $77.5 million net loss from continuing operations and $76 million Adjusted EBITDA loss, mainly from realized digital asset losses.
Forum launched AI infrastructure bridge financing backed by NVIDA GPUs and began a strategic review. About $25 million repurchased and retired 5.8 million shares, 28% of outstanding. Updated 2026 outlook guides to $18–$22 million revenue and year-end AUM of $100–$175 million.
AI-generated analysis. Not financial advice.
Positive
- Q1 2026 revenue of $2.9 million, all reported as gross profit
- Cash and cash equivalents of $65.9 million at March 31, 2026
- Launched AI infrastructure bridge financing backed by NVIDA GPUs targeting mid-teens annualized returns
- Repurchased and retired 5.8 million shares for about $25 million, 28% of shares outstanding
- 2026 revenue outlook of $18–$22 million supported by existing yield-generating assets
- 2027 AUM target of $250–$300 million with projected 50%–100% revenue growth
Negative
- Q1 2026 net loss from continuing operations of $77.5 million
- Q1 2026 Adjusted EBITDA loss of $76 million
- Losses primarily due to realized losses on disposition of digital assets
- 2026 year-end AUM guidance cut to $100–$175 million from $125–$200 million
- 2026 revenue guidance range reduced at the high end to $18–$22 million from $18–$26 million
- Company expects a moderately slower pace of near-term AUM growth
Key Figures
Market Reality Check
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Previous Earnings Reports
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Mar 31 | Quarterly earnings | Neutral | +4.7% | Reported Q4 and full-year 2025 results and issued 2026 guidance. |
The last tagged earnings event saw a 4.71% positive move, indicating prior results and guidance were received constructively.
Over recent months, Forum has combined platform development with capital allocation moves. April news covered a reinitiated share repurchase program, formation of a special committee to evaluate strategic alternatives, and subsequent updates on repurchases totaling about $24.1M. An analyst initiation highlighted the digital asset platform and expected strong 2027 revenue growth. The prior earnings release on Mar 31, 2026 reported $6.5M 2025 revenue, large GAAP losses, and 2026 guidance, which the current quarter’s results and updated outlook now refine.
Historical Comparison
Past earnings for FRMM saw an average move of 4.71%. Today’s Q1 2026 update refines that prior 2026 guidance, including AUM and revenue ranges, while maintaining a growth narrative for the tokenization platform.
Guidance has evolved from an initial 2026 outlook of $125M–$200M AUM and $18M–$26M revenue to updated ranges of $100M–$175M AUM and $18M–$22M, reflecting capital deployed into share repurchases.
Market Pulse Summary
This announcement details Q1 2026 results and an updated outlook. Forum reported revenue of $2.9M, a net loss from continuing operations of $77.5M, Adjusted EBITDA of - $76M, and cash of $65.9M. After quarter end, it deployed $25M to repurchase and retire 5.8M shares. Guidance now targets $100M–$175M AUM and $18M–$22M revenue for 2026, while aiming for $250M–$300M AUM and 50%–100% revenue growth in 2027.
Key Terms
tokenization technical
assets under management (AUM) financial
adjusted EBITDA financial
gaap financial
nvidia gpus technical
stake financial
webcast technical
AI-generated analysis. Not financial advice.
"Forum continues to execute against our core strategy of building a platform centered on originating, structuring, and tokenizing institutional-grade, yield-generating assets," said McAndrew Rudisill, chairman and CEO. "We've expanded our origination capabilities with our entry into AI infrastructure bridge financing through NVIDA GPU-backed transactions and have made significant progress toward establishing distribution and co-investment partnerships with banks and large institutional investment companies. These developments reinforce the strength of our model — generating yield today while building a sustainable, scalable tokenization pipeline — and we believe they position Forum well to create long-term value."
Business Highlights:
- Established AI Infrastructure Financing: Announced entry into AI infrastructure financing through short-term bridge loans supporting the acquisition and deployment of NVIDA GPUs for AI data centers, targeting mid-teens annualized returns. The strategy generates immediate income while establishing a scalable pipeline of high-yield, institutional-grade assets for potential tokenization.
- Announced Shareholder Value Initiatives: Announced share repurchases and the formation of a special committee of independent directors to evaluate strategic alternatives, with the goal of maximizing shareholder value. After the quarter end, the Company deployed approximately
$25 million 28% of shares outstanding, all of which have been retired and cancelled. Following the repurchase, as of April 30, 2026, the Company had approximately 14.5 million shares outstanding.
"The first quarter and the weeks since have been a period of meaningful activity across the business — expanding our real-world asset base, executing a significant share repurchase program, and initiating a formal strategic review process," said John Saunders, chief financial officer. "As we look to the balance of 2026, our focus remains on growth through multiple levers: expansion of asset pipelines, increased capital deployment, and broader distribution through retail and institutional partnerships. These are positioning Forum to increase scale across our tokenization platform, and we remain on track for accelerated, year-over-year revenue growth by the end of 2026."
Outlook
Forum is updating its full-year 2026 outlook to reflect the capital deployed into its share repurchase program. Approximately
- The Company now expects to exit 2026 with between
$100 million $175 million $125 million $200 million - The Company anticipates total revenue to be in the range of
$18 million $22 million $18 million $26 million - Forum is targeting AUM at year-end 2027 to be in the range of
$250 million $300 million 50% to100% in 2027.
First Quarter 2026 GAAP Financial Highlights
(in millions) | For the Quarter Ended March 31, 2026 |
Revenue | |
Gross Profit | |
Cash and Cash Equivalents |
- Revenue of
$2.9 million $1.1 million $1.8 million - Net loss from Continuing Operations of
$77.5 million - Adjusted EBITDA loss of
$76 million
* Schedules reconciling the Company's generally accepted accounting principles in
Conference Call Information
The Company will host a live webcast at 10:30 a.m. ET on May 14, 2026, to discuss its first quarter 2026 results.
To register and listen to the live webcast, please use the link found here. A replay of the webcast will be available for approximately one year in the investor's section of the Company's website at forum-markets.com.
About Forum
Forum Markets, Incorporated (Nasdaq: FRMM) is a digital asset platform modernizing capital markets through the tokenization of institutional-grade real-world assets. The Company structures and brings cash-generating assets onto blockchain-based infrastructure to unlock liquidity, broaden investor access, and enable more efficient primary issuance and secondary market activity. Forum integrates traditional asset management principles with scalable digital market architecture as it builds a new framework for how real-world value is originated, accessed, and traded. For more information, visit www.forum-markets.com.
FORUM MARKETS, INCORPORATED | |||||
For the three months ended | |||||
2026 | 2025 | ||||
Revenues | $ 2,859 | $ - | |||
Total cost of revenues | - | - | |||
Gross income | 2,859 | - | |||
Selling, general and administrative expense | 7,492 | 1,967 | |||
Operating income (loss) | (4,633) | (1,967) | |||
Interest expense | (1,001) | - | |||
Other income | (71,900) | 6 | |||
Income (loss) before income taxes | (77,534) | (1,961) | |||
Income tax benefit | - | - | |||
Net Income (loss) from Continuing Operations | (77,534) | (1,961) | |||
Net Income (loss) from Discontinued Operations | 1,270 | (408) | |||
Deemed Dividend | - | - | |||
Net Income (loss) | (76,264) | (2,369) | |||
Other Comprehensive Income (loss) | (202) | (65) | |||
Total Comprehensive Loss | (76,466) | (2,434) | |||
Basic and Diluted Net Loss per Common Share - Continuing operation | $ (3.64) | $ (5.54) | |||
Basic and Diluted Net Loss per Common Share - Discontinured operation | $ 0.06 | $ (1.15) | |||
Weighted average Common Stock outstanding – basic | 21,300 | 354 | |||
Weighted average Common Stock outstanding – diluted | 21,300 | 354 | |||
FORUM MARKETS, INCORPORATED | |||
As of | As of | ||
ASSETS | |||
Current assets: | |||
Cash and cash equivalents | $ 65,905 | $ 8,018 | |
Restricted cash | - | 1,016 | |
Accounts receivable | 375 | - | |
Loans receivable | 11,458 | - | |
Prepaid expenses and other current assets | 4,531 | 4,514 | |
Current assets of discontinued operations | 256 | 22 | |
Total current assets | 82,525 | 13,570 | |
Marketable Securities | 31,771 | 4,411 | |
Digital Assets | 28,307 | 61,587 | |
Staking Receivables | - | 181,011 | |
Property and equipment, net | 17,556 | - | |
Right of use assets - operating | 1,734 | - | |
Other noncurrent assets | 45,718 | 45,718 | |
Total assets | $ 207,611 | $ 306,297 | |
LIABILITIES AND STOCKHOLDERS' EQUITY | |||
Current liabilities: | |||
Accounts payable | $ 451 | $ 1,556 | |
Accrued expenses and other current liabilities | 11,497 | 6,377 | |
Right of use liabilities - operating | 903 | - | |
Loans payable, current portion | 251 | 251 | |
Collateralized loans, current portion | - | 31,513 | |
Current liabilities of discontinued operations | 223 | 1,232 | |
Total current liabilities | 13,325 | 40,929 | |
Long-term accrued expenses and other noncurrent liabilities | - | - | |
Collateralized loans, noncurrent portion | 25,950 | 25,950 | |
Total liabilities | $ 39,275 | $ 66,879 | |
STOCKHOLDERS' EQUITY | |||
Common Stock | 2 | 2 | |
Treasury Stock | - | - | |
Additional paid-in capital | 839,837 | 834,453 | |
Accumulated other comprehensive income | (3,195) | (2,993) | |
Accumulated deficit | (668,308) | (592,044) | |
Total stockholders' Equity | 168,336 | 239,418 | |
Total liabilities and stockholders' Equity | $ 207,611 | 306,297 | |
FORUM MARKETS, INCORPORATED | |||
For the three months ended March 31, | |||
2026 | 2025 | ||
Cash Flows from Operating Activities: | |||
Net loss | $ (77,534) | $ (1,961) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Stock based compensation expense | 104 | 578 | |
Depreciation and amortization | 473 | ||
Amortization of loan premiums | 2 | ||
Change in fair value of long term receivable | 48,637 | - | |
Change in fair value of digital assets | 6,342 | - | |
Change in fair value of available for sale securities | (46) | - | |
Change in fair value of derivative liabilities | 10,543 | - | |
Non-cash staking and incentive revenue | 460 | - | |
Loss on make whole provision | 3,885 | ||
Changes in operating assets and liabilities: | |||
Accounts receivable | (375) | - | |
Right of use assets | 72 | - | |
Prepaid expense and other currentassets | (11,841) | 220 | |
Accounts payable | (2,010) | 7 | |
Accrued expenses | 1,013 | 263 | |
Net cash used in operating activities from continuing operations | (20,275) | (893) | |
Net cash used in operating activities from discontinued operations | (175) | 6 | |
Net cash used in operating activities | (20,450) | (887) | |
Cash Flows from Investing Activities: | |||
Purcases of marketable securities | (27,313) | - | |
Purchases of digital assets | (757) | - | |
Purchase of loans receivable | (11,455) | - | |
Purchase of property and equipment | (16,813) | - | |
Repayment of loans receivable | 60 | - | |
Sale of digital assets | 128,096 | - | |
Net cash used in investing activities from continuing operations | 71,818 | - | |
Net cash used in investing activities from discontinued operations | - | - | |
Net cash used in investing activities | 71,818 | - | |
Cash Flows from Financing Activities: | |||
Proceeds from exercise of options | - | - | |
Proceeds from exercise of warrants | - | - | |
Proceeds from shares issued for cash, net | 5,503 | - | |
Net cash provided by (used in) financing activities from continuing operations | 5,503 | - | |
Net cash provided by (used in) financing activities from discontinued operations | - | (3) | |
Net cash provided by (used in) financing activities | 5,503 | (3) | |
Net change in cash, cash equivalents and restricted cash | 56,871 | (890) | |
Cash, cash equivalents and restricted cash – beginning of the period | 9,034 | 4,567 | |
Cash, cash equivalents and restricted cash – end of the period | $ 65,905 | $ 3,677 | |
GAAP to Non-GAAP Reconciliation | ||||||
(in thousands) | For the three months ended March 31, | |||||
2026 | 2025 | |||||
Net income (loss) from continuing operations | $ (77,534) | $ (1,961) | ||||
Income tax benefit | - | - | ||||
Depreciation and amortization | 473 | - | ||||
Interest expense | 1,001 | - | ||||
EBITDA | (76,060) | (1,961) | ||||
Stock-based compensation(1) | 104 | 578 | ||||
Business development & integration expenses(2) | - | - | ||||
Offering costs(3) | - | |||||
Loss on disposal and non-cash impairment charges(4) | - | - | ||||
Adjusted EBITDA | $ (75,956) | $ (1,383) | ||||
(1) non-cash stock-based compensation expense associated with employee and non-employee equity awards |
Non-GAAP Financial Measures
Although we believe that net income or loss, as determined in accordance with
Adjusted EBITDA is a non-GAAP profitability measure that represents EBITDA before certain items that are considered to hinder comparison of the performance of our businesses on a period-over-period basis or with other businesses. During the periods presented, we exclude from Adjusted EBITDA certain costs that are required to be expensed in accordance with GAAP, including non-cash stock-based compensation, business development and integration expenses, offering costs, non-cash adjustments to the fair value of earnout consideration, and non-cash adjustments to the fair value of outstanding warrants. Our management believes that the inclusion of supplementary adjustments to EBITDA applied in presenting Adjusted EBITDA are appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future.
Each of the profitability measures described below are not recognized under GAAP and do not purport to be an alternative to net income or loss determined in accordance with GAAP as a measure of our performance. Such measures have limitations as analytical tools, and should not be considered in isolation or as substitutes for our results as reported under GAAP. EBITDA and Adjusted EBITDA exclude items that can have a significant effect on our profit or loss and should, therefore, be used only in conjunction with our GAAP profit or loss for the period. Our management compensates for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. Because not all companies use identical calculations, these measures may not be comparable to other similarly titled measures of other companies.
EBITDA and Adjusted EBITDA are unaudited, and have limitations as analytical tools, and you should not consider them in isolation, or as a substitute for analysis of our operating results as reported under GAAP. Some of these limitations are: EBITDA and Adjusted EBITDA do not reflect cash expenditures, or future or contractual commitments; EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, capital expenditures or working capital needs; EBITDA and Adjusted EBITDA do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on debt or cash income tax payments; although depreciation and amortization are noncash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements. In addition, other companies in this industry may calculate EBITDA and Adjusted EBITDA differently than the Company does, limiting its usefulness as a comparative measure. The Company's presentation of these measures should not be construed as an inference that future results will be unaffected by unusual or nonrecurring items. We compensate for these limitations by providing a reconciliation of each of these non-GAAP measures to the most comparable GAAP measure. We encourage investors and others to review our business, results of operations, and financial information in their entirety, not to rely on any single financial measure, and to view these non-GAAP measures in conjunction with the most directly comparable GAAP financial measure. For more information on these non-GAAP financial measures, please see the below reconciliation of these non-GAAP financial measures to their GAAP counterparts, under "GAAP to non-GAAP Reconciliation", above.
Projections
The financial projections (the "Projections") included herein were prepared by Forum in good faith using assumptions believed to be reasonable. A significant number of assumptions about the operations of the business of Forum were based, in part, on economic, competitive, and general business conditions prevailing at the time the Projections were developed. Any future changes in these conditions, may materially impact the ability of Forum to achieve the financial results set forth in the Projections. The Projections are based on numerous assumptions, including realization of the operating strategy of Forum; industry performance; no material adverse changes in applicable legislation or regulations, or the administration thereof, or generally accepted accounting principles; general business and economic conditions; competition; retention of key management and other key employees; absence of material contingent or unliquidated litigation, indemnity, or other claims; minimal changes in current ETH pricing; no significant increases in interest rates or inflation; and other matters, many of which will be beyond the control of Forum, and some or all of which may not materialize. Additionally, to the extent that the assumptions inherent in the Projections are based upon future business decisions and objectives, they are subject to change. Although the Projections are presented with numerical specificity and are based on reasonable expectations developed by Forum's management, the assumptions and estimates underlying the Projections are subject to significant business, economic, and competitive uncertainties and contingencies, many of which will be beyond the control of Forum. Accordingly, the Projections are only estimates and are necessarily speculative in nature. It is expected that some or all of the assumptions in the Projections will not be realized and that actual results will vary from the Projections. Such variations may be material and may increase over time. In light of the foregoing, readers are cautioned not to place undue reliance on the Projections. The projected financial information contained herein should not be regarded as a representation or warranty by Forum, its management, advisors, or any other person that the Projections can or will be achieved. Forum cautions that the Projections are speculative in nature and based upon subjective decisions and assumptions. As a result, the Projections should not be relied on as necessarily predictive of actual future events.
Forward Looking Statements
This press release contains "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the expected benefits of the Company's stock repurchase, prior private placements and related transactions, prior OTC transaction, the amount, timing, and sources of funding for its stock repurchase program, the fact that common stock share repurchases may not be conducted in the timeframe or in the manner the Company expects, expectations regarding the capitalization, resources and ownership structure of the Company, the expected benefits of the expectations with respect to future performance, and growth of the Company; the ability of the Company to execute its plans, the assets to be held by the Company, the Company's current and anticipated yield strategies, and future performance. Forward looking statements are subject to numerous risks and uncertainties, many of which are beyond the Company's control, and actual results may differ materially. Applicable risks and uncertainties include, among others, the risk that the proposed transactions described herein may not be completed in a timely manner or at all; failure to realize the anticipated benefits of the stock repurchase program, previously announced private placements, sale of convertible notes, and related transactions, including the Company's ability to achieve profitable operations; fluctuations in the market price of ETH that will impact the Company's accounting and financial reporting; government regulation of cryptocurrencies; the Company's ability to repurchase shares of common stock, the timing thereof, purchase price thereof, and the fact that repurchases may not be undertaken under the stock repurchase program; changes in securities laws or regulations; changes in business, market, financial, political and regulatory conditions; risks relating to the Company's OTC transaction, including the Company's ability to repay such facility, covenants associated therewith and security interests associated therewith; risks relating to the Company's previously announced ATM offering, including potential downward pressure on the Company's stock price associated therewith; risks relating to the Company's operations and business, including the highly volatile nature of the price of Ether and other cryptocurrencies; the risk that the Company's stock price may be correlated to the price of digital assets; risks related to increased competition in the industries in which the Company does and will operate; risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for
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SOURCE Forum Markets, Incorporated