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Borealis Foods (BRLS) more than doubles K–12 revenue as school reach widens

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Borealis Foods Inc. (BRLS) reported strong momentum in its U.S. K–12 school foodservice channel. Preliminary revenue from this channel for the six months ended June 30, 2026 increased 110% compared with the same period in 2025, based on unaudited channel-level data that remains subject to adjustment.

The company has expanded its reach to more than 20,000 schools across approximately 2,500 school districts, with school products shipped over the past 12 months through 106 distributors in 40 states. Management highlights U.S. K–12 institutional foodservice as a key national growth channel supported by its U.S. manufacturing platform.

Positive

  • Preliminary K–12 school foodservice revenue grew 110% year over year for the six months ended June 30, 2026, supported by expansion to more than 20,000 schools, approximately 2,500 districts, and shipments through 106 distributors across 40 states.

Negative

  • None.
Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Preliminary K–12 foodservice revenue growth 110% increase year over year Six months ended June 30, 2026 vs. six months ended June 30, 2025
Schools reached More than 20,000 schools U.S. K–12 school foodservice presence since entering the channel
School districts served Approximately 2,500 school districts U.S. K–12 school foodservice market coverage
Distributors 106 distributors School products shipped through these distributors over past 12 months
States covered 40 states Geographic reach of K–12 school shipments over past 12 months
National School Lunch Program participants More than 95,000 U.S. schools and institutions Total potential market cited for long-term institutional opportunity
institutional foodservice financial
"highlight the growth of institutional foodservice as a national channel"
Operations and companies that prepare, manage, and deliver meals for large organizations and public institutions—such as hospitals, schools, prisons, long‑term care facilities, military bases, and corporate cafeterias—often under contract or as part of on‑site services. It matters to investors because this sector represents a distinct revenue stream tied to institutional budgets, occupancy and contract terms, labor and food‑cost pressures, and regulatory standards; think of it as the commercial kitchen and delivery system that feeds entire organizations rather than individual retail customers.
National School Lunch Program regulatory
"More than 95,000 U.S. schools and institutions participate in the National School Lunch Program"
A national school lunch program is a government-run initiative that provides subsidized or free meals to students at public schools to ensure children receive basic nutrition. Investors watch these programs because they create steady demand for food producers, suppliers, and service providers, influence government spending and regulatory rules, and can affect companies’ revenue streams much like a long-term, predictable customer contract.
preliminary revenue financial
"preliminary revenue from the channel increasing 110% for the six months ended June 30, 2026"
forward-looking statements regulatory
"This press release contains forward-looking statements within the meaning of the federal securities laws."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Nasdaq Capital Market market
"Common Shares | | BRLS | | Nasdaq Capital Market"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
Preliminary U.S. K–12 school foodservice revenue 110% year-over-year increase Increased 110% vs. six months ended June 30, 2025

FAQ

What revenue growth did Borealis Foods (BRLS) report in its U.S. K–12 school foodservice channel?

Borealis Foods reported that preliminary revenue from its U.S. K–12 school foodservice channel increased 110% for the six months ended June 30, 2026, compared with the six months ended June 30, 2025. The company states this figure is unaudited and subject to adjustment.

Is the 110% K–12 revenue increase at Borealis Foods (BRLS) final and audited?

No. The company states the 110% year-over-year increase in K–12 school foodservice revenue is preliminary, unaudited, based on channel-level results, and subject to adjustment as it prepares financial statements for the quarter ended June 30, 2026.

How extensive is Borealis Foods’ (BRLS) presence in U.S. K–12 schools?

Borealis Foods reports it has expanded to more than 20,000 schools, representing approximately 2,500 school districts, in the U.S. K–12 foodservice market, indicating broad penetration of its products in school nutrition programs.

What does Borealis Foods (BRLS) disclose about its K–12 distribution network?

Over the past 12 months, Borealis Foods’ K–12 school products have shipped through 106 distributors across 40 states. The company describes this as evidence of broader market penetration and an expanding national distribution network in institutional foodservice.

How large is the potential U.S. school market Borealis Foods (BRLS) targets?

Borealis Foods notes that more than 95,000 U.S. schools and institutions participate in the National School Lunch Program. The company describes this as a meaningful long-term opportunity as it grows its institutional foodservice business nationally.

What growth strategy does Borealis Foods (BRLS) emphasize in this 8-K?

The company emphasizes continued expansion in the U.S. K–12 foodservice market, viewing institutional foodservice as a national growth channel. It links adoption in schools to potential increased production volume, greater manufacturing utilization, and long-term growth through its U.S. manufacturing platform.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

August 26, 2026

Date of Report (date of earliest event reported)

 

BOREALIS FOODS INC.

(Exact name of registrant as specified in its charter)

 

Ontario, Canada   001-40778   98-1638988

(State or other jurisdiction of

incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

1540 Cornwall Rd., Suite 104

Oakville, Ontario, Canada L6J 7W5

(Address of principal executive offices and zip code)

 

(905) 278-2200

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Common Shares   BRLS   Nasdaq Capital Market
Warrants   BRLSW   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

On August 26, 2026, Borealis Foods Inc. (the “Company”) issued a press release announcing, among other things, that preliminary revenue from the Company’s U.S. K–12 school foodservice channel for the six months ended June 30, 2026 increased 110% compared with the six months ended June 30, 2025. The preliminary revenue information is unaudited and is subject to adjustment in connection with the completion of the Company’s financial statements for the quarter ended June 30, 2026.

 

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 7.01 Regulation FD Disclosure.

 

On August 26, 2026, the Company issued a press release announcing continued national expansion in the U.S. K–12 school foodservice market, including that the Company has expanded its presence to more than 20,000 schools, representing approximately 2,500 school districts, and that the Company’s school products have shipped over the past 12 months through 106 distributors across 40 states. The information regarding preliminary revenue is set forth in Item 2.02 above and is incorporated herein by reference.

 

The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d): The following exhibits are being furnished herewith:

 

Exhibit No.   Description
99.1   Press Release, dated August 26, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 26th day of August 2026.

 

 

  BOREALIS FOODS INC.
     
  By:  /s/ Pouneh V. Rahimi
Date: August 26, 2026   Pouneh V. Rahimi
    Chief Legal Officer

 

2

 

Exhibit 99.1

 

Borealis Foods’ U.S. School Foodservice Revenue Increases 110% Year Over Year Amid National Expansion

 

Expansion to more than 20,000 schools and shipments through 106 distributors across 40 states highlight the growth of institutional foodservice as a national channel

 

NEW YORK, August 26, 2026 – Borealis Foods Inc. (Nasdaq: BRLS), a food technology and manufacturing company, today announced continued national expansion in the U.S. K–12 foodservice market, with preliminary revenue from the channel increasing 110% for the six months ended June 30, 2026 compared with the six months ended June 30, 2025.

 

Since entering the school foodservice channel, Borealis Foods has expanded its presence to more than 20,000 schools representing approximately 2,500 school districts. Over the past 12 months, the company’s school products have shipped through 106 distributors across 40 states, reflecting broader market penetration and an expanding national distribution network.

 

The preliminary 110% year-over-year increase in K–12 foodservice revenue reflects increased adoption within the market and the growing importance of institutional foodservice as a national growth channel for Borealis Foods. The revenue figure described above is preliminary, is based on the Company’s channel-level results, has not been audited or reviewed, and is subject to adjustment in connection with the Company’s preparation of its financial statements for the quarter ended June 30, 2026.

 

“Our progress in the K–12 market reflects Borealis Foods’ ability to identify large institutional opportunities and scale differentiated food solutions through our U.S. manufacturing platform,” said Reza Soltanzadeh, Founder and Chief Executive Officer of Borealis Foods. “Revenue growth of 110% year over year, combined with an expanding distributor network and access to thousands of schools, reflects the momentum we are building in this market.”

 

The expansion reflects demand from school nutrition programs for foods that meet nutritional requirements while remaining practical for school kitchens and appealing to students.

 

The company’s products provide school nutrition teams with flexible meal options that can be incorporated into soups, stir-fries, salads, bowls and other speed-scratch recipes. This versatility allows school districts to introduce familiar foods in new ways while supporting operational efficiency and menu variety.

 

The announcement comes as Borealis Foods participates in the School Nutrition Association’s 2026 Annual National Conference in Charlotte, North Carolina, where school nutrition professionals have expressed strong interest in and provided positive feedback regarding the company’s offerings.

 

“The response from school districts has been outstanding,” said Amanda Bot, Vice President, K–12 Division. “School nutrition administrators are looking for foods that students will be excited to see on the menu, but those products must also be practical, versatile and dependable. Our growing presence in this market reflects our ability to help school foodservice programs address those needs.”

 

More than 95,000 U.S. schools and institutions participate in the National School Lunch Program, representing a meaningful long-term opportunity for Borealis Foods as it continues to expand its institutional foodservice business nationally.

 

“As adoption continues, we believe this channel can support increased production volume, greater manufacturing utilization and long-term growth,” Soltanzadeh said. “The national reach we have established provides a strong foundation for continued expansion.”

 

 

 

 

About Borealis Foods

 

Borealis Foods Inc. is a food technology and manufacturing company focused on developing and commercializing nutritious, affordable and sustainable food products. Through its wholly owned subsidiary, Palmetto Gourmet Foods, the company develops and manufactures innovative noodle products for retail, foodservice and major food industry partners from its U.S. production facility in Saluda, South Carolina.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include statements regarding the Company’s continued expansion in the K–12 foodservice market, anticipated adoption by school districts and foodservice distributors, the Company’s ability to expand distribution, increase institutional production volume, improve manufacturing utilization and execute its overall growth strategy. These statements are based on current expectations and involve risks and uncertainties that could cause actual results to differ materially, including risks relating to school and distributor purchasing decisions, competitive market conditions, supply chain and production factors, customer demand, the Company’s liquidity and financing requirements, its ability to maintain compliance with Nasdaq continued listing requirements, and the other risks described in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update these statements except as required by applicable law.

 

Media Contact

 

Henry Wong

Chief Marketing and Public Relations Officer

Borealis Foods Inc.

1540 Cornwall Road, Suite 104

Oakville, ON L6J 7W5

(905) 278-2200

 

 

 

Filing Exhibits & Attachments

5 documents