Xtreme One Entertainment Board Approves Strategic Expansion Including up to $25 Million Capital Raise, Planned Uplisting to OTC, and Near-Term M&A Strategy in Mixed Martial Arts & New Sports Vertical

Rhea-AI Summary

Xtreme One Entertainment (OTCPink: XONI) approved a multi-tiered expansion plan tied to completing audited financials by end of October 2025.

Key actions include a planned $25 million Tier 2 Reg A offering, an expected uplisting from OTC Pink to the OTCQB, a near-term M&A program targeting regional MMA promotions, a Board sub-committee to pursue a new sports vertical via M&A, and an independent valuation of $46 million commissioned from a top‑10 accounting firm's sports practice. Proceeds will fund content, events, M&A, geographic expansion, and technology investments. The company expects its first international fight in a decade and to close its first M&A deal in Q4 2025.

Positive

• Independent valuation of $46 million
• Planned $25 million Tier 2 Reg A offering
• Planned uplisting from OTC Pink to OTCQB after audit
• Near-term M&A strategy targeting regional MMA promotions
• Planned first international fight in Q4 2025

Negative

• Reg A Tier 2 proceeds will dilute existing shareholders if fully raised
• Uplisting depends on completing audited financials; delays could postpone plans
• Uplisting target is OTCQB, not a national exchange (limited upgrade)

News Market Reaction

-6.00%

1 alert

-6.00% News Effect

On the day this news was published, XONI declined 6.00%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

GRAND RAPIDS, Mich., Oct. 09, 2025 (GLOBE NEWSWIRE) -- The Board of Directors of Xtreme One Entertainment, Inc. (OTCPink: XONI) (“Xtreme One”), a leading innovator in live sports and entertainment and the parent company of Xtreme Fighting Championships (XFC), announced it approved a multi-tiered strategy set to kick off this month with the expected completion of its audited financials. The expansion plan, fueled by a planned $25 million Tier 2 Regulation A (Reg A) stock offering, includes a planned uplisting from the OTC Pink Sheets to the OTCQB Venture Market, beginning its M&A strategy aimed at adding complementary regional mixed martial arts (MMA) promotions, and a Board sub-committee aimed at entering a new sports vertical through M&A.

The Board also reviewed an independent valuation of Xtreme One, which it commissioned from the sports and entertainment practice at a top 10 U.S. accounting firm in advance of pricing Xtreme One’s planned Reg A offering. The Board accepted and approved an independent valuation of $46 million, a significant premium to the Company’s current market capitalization, underscoring its growth trajectory, the fast-growing sports category, and the need for Xtreme One to move up to a more liquid, higher exposure market.  

“The last two years under the leadership of a new Board and new management team have been focused on execution, disciplined growth, and building on the 20-year heritage of the XFC as the development league for the next generation of great MMA fighters,” said Xtreme One Chairman of the Board Jeff Lambert. “We’re poised to be to the UFC what the G-League is to the NBA or what minor league baseball is to the MLB, and discovering, developing and launching pro MMA athletes to the pinnacle of the sport.

“We’ve laid the groundwork for a breakout fourth quarter that will see us do our first international fight in a decade, close on our first M&A deal, and deliver on our promise to expand into a complementary sports vertical to leverage our media, production and marketing expertise,” Lambert added.

Xtreme One said it expects to complete its long-anticipated financial audit by the end of October 2025 and will immediately file to uplist to the OTCQB exchange. The Audit will also trigger the Company filing an amended Reg A offering with the SEC to raise up to $25 million. Xtreme One received SEC qualification for its Reg A offering in the first quarter of 2025, but elected to pursue the more rigorous, yet greater reach and scale potential afforded by a Tier 2 Reg A offering, which requires two years of audited financials among other standards.

Proceeds from the offering will support expansion of XFC’s original content, the addition of more fights across new geographies, strategic M&A, entry into new sports verticals, and investments in technology designed to enhance fan and athlete experiences.

“We’re building the team, operational excellence, reporting standards and transparency of a large public company because that’s our destination,” said Chris Defendis, President of Xtreme One. “We’ve engaged an independent audit firm, a top 10 accounting firm for our valuation, we have world-class Board members and talent, and we’re attracting fighters from the top gyms and from around the world that see our commitment to being a fighter and fan-first organization.”

The planned OTCQB uplisting is expected to deliver greater visibility among retail and institutional investors, attract more market makers, enhance liquidity for shareholders, and build a stronger corporate profile for Xtreme One and its fans.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Xtreme One Entertainment, Inc.

Xtreme One Entertainment, Inc. (OTC: XONI) is a diversified holding company focused on media, entertainment, live sports, and event marketing. Through its wholly owned subsidiary, XFC Global, Inc., Xtreme One licenses the brands and IP of Xtreme Fighting Championships, which has delivered more than 50 professional MMA events across the U.S. and Latin America since 2006. Since acquiring XFC in 2023, Xtreme One has produced six nationally televised MMA events reaching millions of fans. XFC fights stream live on beIN Sports, Band Sports Brazil, CDN Deportes, YouTube, Triller TV, the American Forces Network, and a growing list of media platforms.

For more information, visit XtremeOne.com or XFC.global. Investors can access rewards, merchandise discounts, and VIP event opportunities through the Xtreme Shareholder Rewards Program at TiiCKER.com/XONI.

Forward-Looking Statements

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. These statements are subject to risks and uncertainties including, but not limited to, the following: the Company’s lack of history of operating profitability, statements regarding the Company’s proposed offering, the anticipated timing, size, and use of proceeds of the offering, the Company’s future growth plans, strategy, and expectations regarding market opportunities, the need to raise capital to fund operations and growth, competition and the ability to develop or license intellectual property that is critical to the Company’s business, The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

THE COMPANY IS “TESTING THE WATERS” UNDER REGULATION A UNDER THE SECURITIES ACT OF 1933. THIS PROCESS ALLOWS COMPANIES TO DETERMINE WHETHER THERE MAY BE INTEREST IN AN EVENTUAL OFFERING OF ITS SECURITIES. THE COMPANY IS NOT UNDER ANY OBLIGATION TO MAKE AN OFFERING UNDER REGULATION A. IT MAY CHOOSE TO MAKE AN OFFERING TO SOME, BUT NOT ALL, OF THE PEOPLE WHO INDICATE AN INTEREST IN INVESTING, AND THAT OFFERING MIGHT NOT BE MADE UNDER REGULATION A. IF THE COMPANY DOES GO AHEAD WITH AN OFFERING, IT WILL ONLY BE ABLE TO MAKE SALES AFTER IT HAS FILED AN OFFERING STATEMENT WITH THE SECURITIES AND EXCHANGE COMMISSION (SEC) AND THE SEC HAS “QUALIFIED” THE OFFERING STATEMENT. THE INFORMATION IN THAT OFFERING STATEMENT WILL BE MORE COMPLETE THAN THE INFORMATION THE COMPANY IS PROVIDING NOW AND COULD DIFFER IN IMPORTANT WAYS. YOU MUST READ THE DOCUMENTS FILED WITH THE SEC BEFORE INVESTING.

NO OFFER TO BUY THE SECURITIES CAN BE ACCEPTED AND NO PART OF THE PURCHASE PRICE CAN BE RECEIVED UNTIL THE OFFERING STATEMENT FILED BY THE COMPANY WITH THE SEC HAS BEEN QUALIFIED BY THE SEC. ANY SUCH OFFER MAY BE WITHDRAWN OR REVOKED, WITHOUT OBLIGATION OR COMMITMENT OF ANY KIND, AT ANY TIME BEFORE NOTICE OF ACCEPTANCE GIVEN AFTER THE DATE OF QUALIFICATION.

Media Contact:
Haley Toigo
htoigo@xtremeone.com
616-901-3120

Investor Relations:
Chris Defendis
cdefendis@xtremeone.com
312-342-6571

FAQ

What is Xtreme One (XONI) planning to raise with its Tier 2 Reg A in 2025?

Xtreme One plans a Tier 2 Reg A offering to raise up to $25 million.

When does XONI expect to complete its audited financials and file to uplist?

The company expects to complete its audit by end of October 2025 and then file to uplist to the OTCQB.

What valuation did Xtreme One accept ahead of pricing the Reg A offering?

An independent valuation of $46 million was accepted by the Board.

How will XONI use proceeds from the planned Reg A offering?

Proceeds will fund original content, more fights and geographies, strategic M&A, new sports vertical entry, and technology investments.

What M&A activity does Xtreme One (XONI) plan in Q4 2025?

The company plans a near-term M&A program aimed at acquiring complementary regional MMA promotions and expects to close its first deal in Q4 2025.

Will XONI expand internationally in 2025?

Xtreme One expects to stage its first international fight in a decade during Q4 2025.

How might the planned uplisting affect XONI shareholders?

Management says uplisting to the OTCQB should improve visibility, market maker interest, and liquidity for shareholders after audit completion.