Onfolio Provides Corporate Update: Stockholders' Equity Above Nasdaq Minimum, No Convertible Notes Outstanding

Rhea-AI Summary

Onfolio Holdings (Nasdaq: ONFO) reported stockholders' equity above the $2.5 million minimum required for continued listing on The Nasdaq Capital Market. Confirmation is due by November 23, 2026, and compliance remains subject to Nasdaq's determination.

The company has no convertible notes outstanding, and its institutional financing facility remains in place. It made October's $450,000 initial payment to Eastern Standard's sellers on schedule, funded by selling a portion of its digital assets; remaining installments run through July 2027. Stockholders authorized reverse splits if needed for bid-price compliance. Existing acquisition letters of intent remain in place, with additional letters being finalized. Onfolio believes it may close one or two acquisitions soon, particularly once listing compliance is resolved.

6 points · 2 major

PositiveiHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 3 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major pointStockholders' equity is now above Nasdaq's $2.5 million continued-listing minimum.
• Major pointEastern Standard sellers received the scheduled $450,000 initial payment in October, funded by digital-asset sales. 53% of market cap
• Moderate point. Forward-looking: it has not happened yet and may not happen.Previously announced acquisition letters of intent remain in place; additional letters are being finalized.
• Moderate point. Forward-looking: it has not happened yet and may not happen.Onfolio believes it may close one or two acquisitions soon, particularly once listing compliance is resolved.
• Minor pointNo convertible notes are currently outstanding.
• Minor pointInstitutional investor financing facility remains in place.

Negative

• Moderate pointEquity compliance remains subject to Nasdaq's determination, with confirmation required by November 23, 2026.
• Minor pointStockholders authorized one or more reverse splits if needed to meet Nasdaq's $1.00 minimum bid price.
• Minor point. Forward-looking: it has not happened yet and may not happen.Remaining Eastern Standard balance requires monthly installments through July 2027.

News Explained

For potential acquisitions, Onfolio says it will not provide specific target dates, leaving the timing of any closing without a dated milestone in this update.

Key Figures

Minimum stockholders’ equity: $2.5 million Compliance extension deadline: November 23, 2026 Minimum bid price: $1.00 +2 more

Minimum stockholders’ equity

$2.5 million

Nasdaq continued-listing requirement

Compliance extension deadline

November 23, 2026

Deadline to evidence compliance with the equity requirement

Minimum bid price

$1.00

Nasdaq requirement; stockholders approved board authority for reverse splits if needed

Initial forbearance payment

$450,000

Paid on schedule in October to Eastern Standard sellers

Remaining payment schedule

Through July 2027

Remaining forbearance balance payable in monthly installments

Historical Context

2 past events · Latest: Oct 07

2 events

1. Oct 07

   Nasdaq extension

   24h Move

   -5.3%

   Nasdaq extended the deadline to regain compliance with its stockholders’ equity requirement.

2. Aug 27

   Bid-price compliance

   24h Move

   -4.0%

   Nasdaq confirmed the company regained minimum bid-price compliance after a reverse stock split.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

stockholders' equity, reverse stock splits, convertible notes, forbearance agreement

4 terms

stockholders' equity financial

"The Company's stockholders' equity is now above the $2.5 million minimum"

Stockholders' equity is the portion of a company's assets that belongs to its owners after all debts and obligations are paid; think of it as the value left for shareholders if the company sold everything and paid off what it owes. Investors watch it because it shows the company's net worth, indicates how much of growth is funded by owners versus debt, and helps assess financial health and the potential for future dividends or stock value increases — like the equity in a house after the mortgage is settled.

reverse stock splits financial

"authority to effect one or more reverse stock splits, if needed"

A reverse stock split is when a company combines multiple existing shares into fewer higher-priced shares—like trading four small slices of a pie for one larger slice. It doesn’t change the overall value of an investor’s holdings immediately, but it raises the per-share price and can matter to investors because it can affect market perception, stock exchange listing eligibility, and trading liquidity, and it changes share counts used in investor metrics.

convertible notes financial

"The Company currently has no convertible notes outstanding."

Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.

forbearance agreement financial

"the $450,000 initial payment due under its forbearance agreement"

A forbearance agreement is a temporary deal between a borrower and a lender where the lender agrees to delay or reduce payments instead of declaring a default; think of it as a pause button on a loan while both sides work out a longer-term fix. It matters to investors because it affects a company’s short-term cash flow and the likelihood of loan losses or restructuring, which can change credit risk and share value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Company makes scheduled payment to Eastern Standard sellers, continues to reduce debt and works to close acquisitions

WILMINGTON, Del., Nov. 13, 2026 (GLOBE NEWSWIRE) -- Onfolio Holdings, Inc. (Nasdaq: ONFO, ONFOW) (OTC: ONFOP) (the "Company" or "Onfolio"), an owner-operator of cash-generative online businesses, today provided a corporate update.

Stockholders' equity

The Company's stockholders' equity is now above the $2.5 million minimum required for continued listing on The Nasdaq Capital Market. In October, Nasdaq granted the Company an extension until November 23, 2026 to evidence compliance with this requirement. The Company will provide the required confirmation to Nasdaq, and compliance remains subject to Nasdaq's determination.

Minimum bid price

At its special meeting on November 5, 2026, stockholders approved giving the Board authority to effect one or more reverse stock splits, if needed, to maintain compliance with Nasdaq's $1.00 minimum bid price requirement.

Balance sheet

The Company currently has no convertible notes outstanding. Its financing facility with an institutional investor remains in place.

In October, the Company made the $450,000 initial payment due under its forbearance agreement with the sellers of Eastern Standard on schedule, funded through a sale of a portion of its digital assets. The remaining balance is payable in monthly installments through July 2027. Reducing debt remains a priority for the Company.

Acquisitions

All of the Company's previously announced letters of intent remain in place, and the Company is finalizing additional letters of intent. The Company believes it may be able to close one or two acquisitions soon, particularly once its listing compliance is resolved. Acquisitions involve many parties and moving pieces, and timelines can change, so the Company will not provide specific target dates in future.

"We've spent the last few months working through the balance sheet, and it's in a much better place," said Onfolio CEO Dominic Wells. "Our equity is back above the Nasdaq minimum, we have no convertible notes outstanding, and we met the Eastern Standard payment on time. That puts us in a stronger position to get acquisitions closed, which is where our focus is now."

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. The Company uses AI across its operations to improve acquired businesses, build internal tools, and develop AI-powered products.

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. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. These risks and uncertainties include, but are not limited to, Nasdaq's determination regarding the Company's compliance with its continued listing requirements, the Company's ability to maintain compliance with the minimum bid price requirement, the Company's ability to make remaining payments under its forbearance agreement, the Company's ability to complete due diligence, negotiate definitive agreements, obtain financing and close acquisitions on expected timelines or at all, market conditions affecting the Company's common stock, general economic and business conditions, those events and factors described by us in Item 1.A "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

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Has Onfolio regained compliance with Nasdaq's stockholders' equity requirement?

Onfolio's stockholders' equity is above the $2.5 million minimum, but compliance remains subject to Nasdaq's determination. Nasdaq granted an extension until November 23, 2026, to evidence compliance, and the company will provide the required confirmation.

Does Onfolio have any convertible notes outstanding?

Onfolio currently has no convertible notes outstanding. Its financing facility with an institutional investor remains in place.

Will Onfolio provide target dates for its planned acquisitions?

Onfolio will not provide specific acquisition target dates in future. The company said acquisitions involve multiple parties and timelines can change.