Welcome to our dedicated page for Allied Esports Entertainment SEC filings (Ticker: AGAE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Allied Gaming & Entertainment Inc. filings document regulatory disclosures for a Delaware company with common stock listed on Nasdaq under AGAE. The record includes Form 8-K reports on financial results, material agreements, settlement-related obligations, executive reimbursement and proposed share issuance matters, board composition, committee reconstitution, and Nasdaq continued-listing compliance tied to periodic reporting.
Proxy and shareholder-meeting filings address the company's shareholder rights plan, advisory voting matters, and related governance procedures. Additional filings include a Form 12b-25 notification for a delayed annual report, capital-structure disclosures for common stock, and formal reporting around special meetings, shareholder votes, risk-related market activity, and corporate governance actions.
All in FutureTech Alliance, Inc. reported Q1 2026 revenue of $1.55 million, down from $2.28 million a year earlier, as in-person esports event activity and casual mobile gaming both softened. The company posted a net loss of $5.24 million, or $0.83 per share, compared with a $4.90 million loss, or $0.67 per share, in Q1 2025.
Cash and cash equivalents were $4.29 million with $26.72 million in short-term investments, supporting working capital of about $22.0 million, while loans payable fell to $14.38 million. The company recorded a $0.72 million CECL reserve on past-due loans receivable of $20.17 million and a $1.63 million loss on marketable securities and derivatives, plus a $0.95 million foreign currency loss.
Subsequent to quarter-end, AIFA agreed to pay Knighted Pastures a court-ordered fee award of about $5.94 million with interest, entered into a binding term sheet resolving related litigation, and announced a 1-for-6 reverse stock split. It also signed agreements to acquire a 57.67% controlling interest in HyalRoute Fiber-Optic Communication Group for approximately $2.3 billion in newly issued stock, and disclosed Nasdaq notices regarding potential delisting tied to bid price and prior late filings.
All In FutureTech Alliance, Inc. implemented a 1-for-6 reverse stock split of its common stock, effective at 5:01 p.m. Eastern Time on June 11, 2026. Every six previously issued and outstanding shares were automatically combined into one share, with no change to the $0.0001 par value.
The company proportionally adjusted the exercise prices and share amounts for all outstanding stock options and restricted stock units, and the number of shares reserved for these awards decreased accordingly. Fractional shares were not issued; any fractional positions were rounded up to the nearest whole share. The reverse split affects all stockholders proportionately, so percentage ownership remains essentially the same. The common stock began trading on Nasdaq on a split-adjusted basis on June 12, 2026, under a new CUSIP number 019170 208.
All In FutureTech Alliance, Inc. is implementing a 1-for-6 reverse stock split of its common stock after stockholders overwhelmingly approved a reverse split proposal at a June 1, 2026 special meeting. Approximately 21.2 million votes were cast in favor, representing about 99% of votes cast.
The reverse split is expected to become effective on June 11, 2026 at 5:01 p.m. Eastern Time, with Nasdaq trading on a split-adjusted basis beginning June 12, 2026. The split will reduce outstanding common shares from about 38.3 million to about 6.4 million, with fractional shares rounded up to the nearest whole share.
The company states that the reverse split is part of its response to a Nasdaq notice regarding noncompliance with the minimum bid price requirement and supports efforts to regain and maintain compliance with Nasdaq continued listing standards while it pursues its broader AI-focused strategic transformation.
All In FutureTech Alliance Inc. is reshaping its business by agreeing to acquire a controlling 57.67% stake in HyalRoute Fiber-Optic Communication Group for a total of US$2.3068 billion, paid entirely in newly issued common shares at a US$10.00 reference price.
The core Debt-to-Equity Rights Purchase Agreement values Purchased Rights at US$1.742 billion, to be settled in 174,200,000 shares issued in three locked-up tranches, subject to shareholder and regulatory approvals and other closing conditions. Two minority share purchase agreements add roughly 14.12% more of HyalRoute’s equity, also paid in unregistered, lock‑up‑restricted stock. HyalRoute brings about 85,000 kilometers of pan‑ASEAN fiber networks, submarine cable capacity, and a developing silicon‑photonics compute center, with revenue rebounding from about US$120 million in 2024 to about US$219 million in 2025 and net income rising to about US$108.5 million. An independent valuation report appraised HyalRoute at US$4.3 billion, compared with the transaction’s implied US$4.0 billion base valuation.
All In FutureTech Alliance, Inc. reported that Nasdaq has notified the company it is not in compliance with Nasdaq Listing Rule 5250(c)(1) because it missed the May 15, 2026 due date for its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 and remains delinquent on its Form 10-K for the year ended December 31, 2025. The letter serves as an additional basis for potential delisting from Nasdaq but has no immediate effect on trading of the company’s common stock. The company states that its 2025 Form 10-K has now been completed, filed and released, and that the March 31, 2026 Form 10-Q is in preparation as it works to regain compliance while pursuing a broader strategic transformation toward AI-focused digital infrastructure.
All In FutureTech Alliance, Inc. reports full-year 2025 revenue of $7.98 million, down from $9.08 million in 2024, as in-person event revenue rose modestly but casual mobile gaming declined. The company posted a larger net loss of $34.62 million versus $22.58 million, driven mainly by sharply higher general and administrative costs and asset impairments.
General and administrative expenses increased to $31.05 million, including substantial legal and professional fees related to stockholder disputes and litigation, strategic cooperation and education license payments, a CECL allowance on loans receivable, and higher payroll and consulting costs. Impairments included $7.25 million on long-lived assets and $0.67 million on goodwill.
Liquidity remains meaningful, with $11.8 million in cash, plus short-term investments and marketable securities, and a working capital surplus of $27.19 million at year-end 2025, although current liabilities include $33.1 million of loans payable. The company continues to pivot toward AI, digital infrastructure, mobile gaming, and education, highlighted by its 40% stake in Z-Tech and the acquisition of Saiju School in Japan, while resolving key litigation with Knighted Pastures through a global settlement and fee award.
All In FutureTech Alliance, Inc. is asking shareholders to approve a reverse stock split ranging from 1-for-2 to 1-for-25 at a special meeting to be held virtually on June 1, 2026. The board would retain sole discretion over the exact ratio and timing.
The proposal is presented to address Nasdaq’s bid price deficiency and related delisting risk; on the record date there were 38,265,046 shares outstanding as of May 14, 2026. If approved, the board may implement one chosen ratio and file a Certificate of Amendment effective at 5:01 p.m. Eastern Time on the selected date.
All In FutureTech Alliance, Inc. is asking stockholders to approve a reverse stock split of its common stock at a ratio between 1-for-2 and 1-for-25, with the exact ratio and timing to be chosen later by the board, or not implemented at all. The special meeting will be held virtually on June 1, 2026. The main goal is to help the company regain and maintain compliance with Nasdaq’s $1.00 minimum bid price requirement and reduce the risk of delisting after receiving a deficiency notice and facing an additional delisting basis for not filing its Form 10-K for the year ended December 31, 2025. On May 14, 2026, the record date, there were 37,016,657 common shares outstanding, and each holder’s ownership percentage would be unchanged after the split, with fractional shares rounded up to the nearest whole share. The total authorized common shares would remain 100,000,000, effectively increasing the number of authorized but unissued shares available for future financings and equity awards. The proxy also highlights potential drawbacks, including possible lower liquidity, more odd-lot holdings, and an increased pool of unissued shares that could have anti-takeover effects. The board unanimously recommends a “FOR” vote on the reverse stock split proposal.
Allied Gaming & Entertainment Inc. has rebranded as All In FutureTech Alliance, Inc., marking a strategic pivot toward AI and digital infrastructure. On May 15, 2026, the company filed a Certificate of Amendment in Delaware to change its corporate name and updated its bylaws accordingly. Its common stock is expected to begin trading on Nasdaq under the new ticker “AIFA” on or about May 19, 2026, with existing shares remaining valid. Management approved the draft Form 10-K for the year ended December 31, 2025 on May 13, 2026 and is proceeding with the formal filing process. The company highlights a long-term strategy focused on artificial intelligence, fiber-optic communications and an integrated digital ecosystem, and notes that its strategic review process has concluded.
Allied Gaming & Entertainment Inc. reported that Nasdaq staff has determined its common stock will be delisted from the Nasdaq Capital Market and suspended on May 15, 2026, after the company failed to meet the $1.00 Minimum Bid Price Rule and did not file its Form 10-K for the year ended December 31, 2025.
The company plans to request a hearing before an independent Nasdaq panel by May 13, 2026, which would trigger at least a 15-day stay of suspension, and it may seek an extended stay while presenting a compliance plan, including a potential reverse stock split and completion of the delinquent 10-K.
The board also amended the bylaws to lower the stockholder meeting quorum requirement from a majority of outstanding voting stock to 33 1/3% of shares entitled to vote, making it easier to conduct business at meetings.
Allied Gaming & Entertainment Inc. reported that Nasdaq staff has determined its common stock will be delisted from the Nasdaq Capital Market and suspended on May 15, 2026, after the company failed to meet the $1.00 Minimum Bid Price Rule and did not file its Form 10-K for the year ended December 31, 2025.
The company plans to request a hearing before an independent Nasdaq panel by May 13, 2026, which would trigger at least a 15-day stay of suspension, and it may seek an extended stay while presenting a compliance plan, including a potential reverse stock split and completion of the delinquent 10-K.
The board also amended the bylaws to lower the stockholder meeting quorum requirement from a majority of outstanding voting stock to 33 1/3% of shares entitled to vote, making it easier to conduct business at meetings.