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Safe Harbor Expands Consulting and Managed Services Platform Through Talent-Led Strategic Transaction

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Safe Harbor (NASDAQ: SHFS) announced the hiring of 420 IT Solutions founders Frank A. Salluce and David Smokler and the integration of 420 IT Solutions’ operating assets and active client contracts into Safe Harbor’s Consulting and Managed Services division on Dec. 23, 2025. The deal adds immediate revenue, cannabis-focused consulting capabilities, and industry relationships, while the founders will lead expansion efforts. Consideration is fully performance-based: up to 125,000 shares issuable only if Safe Harbor achieves incremental revenue milestones of $5 million in 2026 or $6 million in 2027.

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Positive

  • Acquired operating assets and active client contracts
  • Adds founders with 60+ years combined compliance and advisory experience
  • Consideration is performance-based, preserving near-term cash

Negative

  • Up to 125,000 shares may be issued upon milestone achievement
  • No guaranteed cash payment; earnout tied to $5M 2026 or $6M 2027 revenue

News Market Reaction

+3.13%
2 alerts
+3.13% News Effect
-7.3% Trough Tracked
+$122K Valuation Impact
$4M Market Cap
0.3x Rel. Volume

On the day this news was published, SHFS gained 3.13%, reflecting a moderate positive market reaction. Argus tracked a trough of -7.3% from its starting point during tracking. Our momentum scanner triggered 2 alerts that day, indicating moderate trading interest and price volatility. This price movement added approximately $122K to the company's valuation, bringing the market cap to $4M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Performance-based shares: up to 125,000 shares Revenue milestone 2026: $5 million Revenue milestone 2027: $6 million +5 more
8 metrics
Performance-based shares up to 125,000 shares Acquisition consideration for 420 IT Solutions founders tied to revenue milestones
Revenue milestone 2026 $5 million Incremental revenue target triggering share issuance in 2026
Revenue milestone 2027 $6 million Incremental revenue target triggering share issuance in 2027
Q3 2025 revenue $1.83 million Quarterly revenue per 10-Q, down from $3.48 million prior year
Q3 2025 net income $0.18 million Net income in Q3 2025 vs $0.35 million a year ago
Total liabilities $6.67 million Liabilities at Q3 2025 quarter-end, reduced from $25.51 million at year-end
Debt cancellation $10.75 million Debt cancelled and exchanged for Series B preferred stock and warrants
Shares outstanding 3,081,076 shares Common shares outstanding as of November 10, 2025

Market Reality Check

Price: $0.9864 Vol: Volume 187,162 is below t...
low vol
$0.9864 Last Close
Volume Volume 187,162 is below the 20-day average of 503,842, suggesting a modest pre-news participation level. low
Technical Shares at $1.28 are trading below the 200-day MA of $3.09 and far under the 52-week high of $10.534.

Peers on Argus

SHFS was up 4.92% while peers showed mixed moves: GLBZ -4.15%, CARV -4.84%, MBBC...

SHFS was up 4.92% while peers showed mixed moves: GLBZ -4.15%, CARV -4.84%, MBBC +5.18%, BAFN +0.51%, KFFB -2.3%, indicating a stock-specific reaction rather than a broad regional bank move.

Historical Context

5 past events · Latest: Dec 18 (Positive)
Pattern 5 events
Date Event Sentiment Move Catalyst
Dec 18 Policy shift comment Positive -15.2% Company statement on federal cannabis rescheduling and banking growth opportunity.
Dec 18 Strategic positioning Positive -15.2% Positioning to benefit from cannabis rescheduling and SAFER Banking Act progress.
Dec 09 Product launch & win Positive +7.3% Launch of Payroll Boost and major banking win with Canopy HR.
Nov 17 Platform launch Positive +7.3% Launch of first complete cannabis financial solutions platform with four pillars.
Nov 12 Conference & update Positive -23.3% Conference presentation highlighting recapitalization, deposit metrics, and Q3 profitability.
Pattern Detected

Recent strategically positive announcements have produced mixed reactions, with platform launches and product wins coinciding with gains, while policy and capital-structure headlines sometimes aligned with sharp selloffs.

Recent Company History

This announcement follows a series of platform- and capital-structure-focused developments. In November 2025, Safe Harbor launched a complete financial solutions platform and earlier debuted a fully managed cannabis banking program. A $24M recapitalization eliminated $19M of debt, and Q3 2025 10‑Q data showed revenue of $1.83M and net income of $0.18M amid lower top-line but a cleaner balance sheet. Policy-focused cannabis rescheduling statements on Dec 18, 2025 coincided with notable share price declines, underscoring sensitivity to financing and regulatory narratives.

Market Pulse Summary

This announcement adds experienced leadership and a cannabis-focused consulting business via a perfo...
Analysis

This announcement adds experienced leadership and a cannabis-focused consulting business via a performance-based equity structure of up to 125,000 shares tied to $5–6 million revenue milestones. It follows recent platform launches, recapitalization, and Q3 2025 results showing revenue of $1.83 million and net income of $0.18 million with materially lower liabilities. Investors may monitor how quickly consulting and managed services scale, the mix of recurring contracts, and how these revenues diversify dependence on key banking partners.

Key Terms

receivership
1 terms
receivership financial
"more than 60 years of audit, assurance, advisory, risk, receivership, and compliance"
Receivership is a legal process where a court or lender appoints an independent manager (receiver) to take control of a troubled company's assets and operations to preserve value and repay creditors. For investors, it signals severe financial distress and a high risk that equity holders may lose value, while creditors may recover some funds; think of it as a neutral custodian stepping in to stabilize and sell parts of a business like a guardian selling belongings to pay debts.

AI-generated analysis. Not financial advice.

Hiring of 420 IT Solutions’ founders adds experienced leadership, active client contracts, and established cannabis-focused consulting capabilities

DENVER, Dec. 23, 2025 (GLOBE NEWSWIRE) -- SHF Holdings, Inc., d/b/a Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a provider of banking, lending, and financial services to the legal cannabis industry, announced the strategic hiring of the founders of 420 IT Solutions, a leading cannabis-focused consulting and managed services firm serving financial institutions and cannabis operators, along with the integration of 420 IT Solutions’ core operating assets and active client contracts into Safe Harbor’s platform.

420 IT Solutions co-founders Frank A. Salluce and David Smokler have joined Safe Harbor and will lead and scale the Company’s expanded Consulting and Managed Services division. This transaction represents a strategic expansion of Safe Harbor’s financial platform, adding an established operating business with proven leadership, immediate revenue, and deep industry relationships across both financial institutions and cannabis operators.

As part of the transaction, Safe Harbor has acquired 420 IT Solutions’ operating assets, including existing client contracts, brand and trademarks, proprietary advisory frameworks, and related digital and operational assets focused on regulated banking environments. Acquisition consideration is fully performance-based, as it is comprised of up to 125,000 of the Company’s shares that are issuable only upon the achievement of incremental revenue milestones of $5 million in 2026 or $6 million in 2027.

“This is a strategic expansion designed to accelerate execution of our consulting and managed services strategy,” said Terry Mendez, CEO of Safe Harbor. “Frank and David bring a proven operating business, existing revenue, and trusted industry relationships, and their performance-aligned incentives should directly support our growth objectives. This strengthens our ability to serve both financial institutions and cannabis operators with a broader, more integrated set of compliant solutions.”

Frank Salluce and David Smokler collectively bring more than 60 years of audit, assurance, advisory, risk, receivership, and compliance consulting experience, including senior leadership roles at PwC, EY, BDO, CohnReznick, and other global professional services firms. Their backgrounds add execution depth, credibility, and expanded access to financial institution relationships that complement Safe Harbor’s existing network.

“420 IT Solutions was built to help regulated financial institutions and cannabis businesses navigate complex compliance environments effectively,” said David Smokler. “By joining Safe Harbor, we gain the scale, platform, and distribution to expand those capabilities while remaining tightly aligned with performance and results.”

Frank Salluce added: “Safe Harbor’s leadership, infrastructure, and long-term vision create a strong opportunity to accelerate growth across consulting and managed services. We are excited to build on existing client relationships, introduce new cannabis operators and financial institutions to the platform, and expand the value delivered to operators across the ecosystem.”

This integration strengthens Safe Harbor’s ability to deepen existing client relationships and introduce new financial institutions through established consulting engagements, supporting a more diversified and scalable financial services model.

About Safe Harbor: 
Safe Harbor is a cannabis-exclusive financial platform delivering smarter banking, lending, payments and business services tailored to how the cannabis industry actually operates. As one of the original pioneers of compliant cannabis banking in the U.S., Safe Harbor has facilitated more than $26 billion in cannabis-related transactions across 41 states and territories. Through its proprietary Cannabis Banking Solutions™ Platform and network of regulated financial institution partners, Safe Harbor empowers cannabis operators to gain clarity, control and confidence in their financial operations. From daily banking to long-term growth, Safe Harbor provides real solutions and personal support—built exclusively for cannabis. Safe Harbor is a financial technology company, not a bank. Banking services are provided by our partner financial institutions. For more information, visit www.SHFinancial.org.

Cautionary Statement Regarding Forward-Looking Statements:
Certain information contained in this press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included herein may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Forward-looking statements may include, but are not limited to, statements with respect to trends in the cannabis industry, including proposed changes in U.S and state laws, rules, regulations and guidance relating to Safe Harbor’s services; Safe Harbor’s growth prospects and Safe Harbor’s market size; Safe Harbor’s projected financial and operational performance, including relative to its competitors and historical performance; success or viability of new product and service offerings Safe Harbor may introduce in the future; the impact volatility in the capital markets, which may adversely affect the price of Safe Harbor’s securities; the outcome of any legal proceedings that have been or may be brought by or against Safe Harbor; and other statements regarding Safe Harbor’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “outlook,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would,” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in Safe Harbor’s filings with the U.S. Securities and Exchange Commission. Safe Harbor undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.

Safe Harbor Investor Relations Contact:
ir@SHFinancial.org

Safe Harbor Media Relations Contact:
safeharbor@kcsa.com


FAQ

What did Safe Harbor (SHFS) announce on December 23, 2025?

Safe Harbor hired 420 IT Solutions founders and integrated 420 IT operating assets and active client contracts into its Consulting and Managed Services division.

How is the 420 IT Solutions transaction for SHFS structured?

The acquisition consideration is fully performance-based: up to 125,000 shares payable only if incremental revenue reaches $5M in 2026 or $6M in 2027.

Who will lead Safe Harbor’s expanded Consulting and Managed Services division (SHFS)?

Frank A. Salluce and David Smokler, co-founders of 420 IT Solutions, joined Safe Harbor to lead and scale the division.

What immediate business benefits does the SHFS transaction provide?

It adds immediate revenue, cannabis-focused consulting capabilities, proprietary advisory frameworks, and expanded financial institution relationships.

Does the SHFS deal require cash payment to 420 IT founders?

No; consideration is stock-based and contingent on revenue milestones, so there is no guaranteed cash payout disclosed.
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