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Dynamic Aerospace Systems (OTCQB: BRQL) details Q2 $2.18M loss and growth plans

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Dynamic Aerospace Systems (BRQL) reported a GAAP net loss of $2.18 million for the quarter ended June 30, 2026. Management highlighted that a substantial portion of this loss reflects non-cash accounting items, including depreciation and amortization, stock-based compensation, amortization of debt discount, and financing-related accounting costs, partially offset by a $105,000 non-cash gain from the fair value adjustment of derivative liabilities.

After adjusting for these non-cash items, management presents a non-GAAP Adjusted Operational Loss of $1.12 million, and, after further normalizing for $27,800 of S-1 registration and uplisting-related expenses, an Adjusted Operational Loss, as normalized of $1.09 million, or about $363,733 per month. The company links this cash utilization to expanded operations following 2025 asset acquisitions and a larger team focused on customer engagement, demonstrations, IP development, and sales.

Operationally, Dynamic Aerospace Systems advanced its UAV platforms through deliveries of Breacher/Mitigator systems to the Arizona Department of Public Safety, integration of Unusual Machines NDAA-compliant components, new provisional patents, and a partnership with Flightbox for autonomous medical drone logistics. The company is also investing in S-1 registration and a potential future uplisting to a national exchange, such as NYSE American, aiming to strengthen its capital-markets position and institutional visibility.

Positive

  • None.

Negative

  • None.

Filing Explained

At March 31, cash equaled 12.2 days of first-quarter operating cash use while capital-markets initiatives remained incomplete.

Dynamic Aerospace Systems used this Form 8-K to report its second-quarter update; its S-1 and possible exchange uplisting remain in preparation, so the filing describes no completed financing or listing, and registration itself does not sell securities.

The company presents a non-GAAP adjusted operational loss of $1.119 million, or $1.091 million after excluding $27,800 of S-1 and uplisting costs, but says this measure is not a GAAP performance measure. It also says those excluded costs may decline after effectiveness and completion, while giving no assurance about timing.

The latest supplied quarter-end record showed $46,463 of cash and equivalents at March 31, 2026, alongside $342,941 of operating cash outflow for the quarter. That cash balance equals 12.2 days of the last reported operating cash use, a historical comparison rather than a forecast.

The named milestones to monitor are declaration of the S-1 effective and completion of the potential national-exchange uplisting; the filing does not establish either milestone.

Sources and calculations
  • Cash and equivalents vs quarterly operating cash outflow, in days of cash use $46,463 / ($342,941 / 90) = [object Object]
GAAP net loss $2,180,000 Three months ended June 30, 2026
Total non-cash adjustments, net $1,061,000 Non-cash impact included in Q2 2026 GAAP net loss
Adjusted Operational Loss (non-GAAP) $1,119,000 Q2 2026, before S-1 and uplisting-related normalization
S-1 and uplisting-related costs $27,800 Separated from core operations for Q2 2026 normalization
Adjusted Operational Loss, as normalized $1,091,200 Q2 2026 non-GAAP measure after S-1 and uplisting adjustment
Adjusted Operational Loss per month $363,733 Normalized Q2 2026 non-GAAP loss divided by three months
Gain on fair value adjustment of derivative liabilities $105,000 Non-cash gain included in Q2 2026 GAAP net loss
Provisional patent filings 3 New autonomous logistics and UAV IP filings during the quarter
Adjusted Operational Loss financial
"Management believes Adjusted Operational Loss provides useful information to investors"
non-GAAP financial
"Adjusted Operational Loss (non-GAAP) (1)"
Non-GAAP refers to financial measures that companies use to show their earnings or performance without including certain expenses or income that are often added back to give a different picture. It matters because it can make a company's results look better or more favorable, but it may also hide important costs, so investors need to look at both GAAP (official rules) and non-GAAP numbers to get a full understanding.
amortization of debt discount financial
"Amortization of debt discount | | $ | (223,000 | )"
When a company issues a bond or loan for less than its face value, the shortfall is a debt discount; amortization of that discount is the process of gradually recognizing that shortfall as extra interest expense over the life of the debt, while the recorded debt balance rises toward its face amount. Investors care because this increases reported interest expense and adjusts the book value of the liability over time, affecting earnings, interest coverage and covenant calculations even though it doesn’t represent an immediate cash payment—think of it as spreading a hidden borrowing fee evenly across each payment period.
fair value adjustment of derivative liabilities financial
"gain on fair value adjustment of derivative liabilities | | $ | 105,000"
national exchange up-listing regulatory
"costs related to S-1 registration and a national exchange up-listing"
GAAP net loss $2,180,000
Adjusted Operational Loss (non-GAAP) $1,119,000
Adjusted Operational Loss, as normalized (non-GAAP) $1,091,200

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

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FAQ

What was Dynamic Aerospace Systems (BRQL) GAAP net loss for Q2 2026?

Dynamic Aerospace Systems reported a GAAP net loss of $2.18 million for the quarter ended June 30, 2026. Management notes this figure includes significant non-cash accounting items that do not reflect operating cash outflows in the same way as core expenses.

What is Dynamic Aerospace Systems (BRQL) Adjusted Operational Loss for Q2 2026?

For Q2 2026, management reports a non-GAAP Adjusted Operational Loss of $1.12 million. After normalizing for S-1 and uplisting-related costs, this becomes an Adjusted Operational Loss, as normalized of $1.09 million, or about $363,733 per month.

Which non-cash items affected BRQL’s Q2 2026 results?

Key non-cash items included depreciation and amortization, stock-based compensation, amortization of debt discount, financing-related accounting costs, and a $105,000 gain from fair value adjustment of derivative liabilities, totaling a $1.06 million net non-cash impact.

What operational milestones did Dynamic Aerospace Systems (BRQL) achieve in Q2 2026?

During Q2 2026, the company delivered Breacher/Mitigator tactical drone systems to the Arizona Department of Public Safety, integrated NDAA-compliant components, filed three provisional patents, and engaged a Japanese defense delegation to explore collaboration opportunities.

What is BRQL’s capital markets and exchange uplisting strategy?

The company is pursuing S-1 registration and evaluating a potential future uplisting to a national exchange such as NYSE American. It incurred legal, accounting, compliance, and uplisting-related expenses to strengthen public-company infrastructure and support future financing opportunities.

EXHIBIT 99.1

 

Dynamic Aerospace Systems, Ticker BRQL, Reports Second Quarter 2026 Financial Results and Provides Shareholder Update

 

Management provides perspective on second quarter financial results, strategic execution, and initiatives supporting future growth.

 

ANN ARBOR, MI / ACCESS Newswire / August 10, 2026 / Dynamic Aerospace Systems ("DAS") (OTCQB: BRQL), an innovator in unmanned aerial vehicles (UAVs), autonomous logistics, and aerospace technologies, today issued the following shareholder letter providing an update on its second quarter 2026 financial results, operational milestones, strategic partnerships, capital markets initiatives, and continued execution of the Company's long-term growth strategy across government, healthcare, and commercial markets.

 

Dear Shareholders and Future Investors,

 

The second quarter of 2026 marked another important period of progress for Dynamic Aerospace Systems as we continued to advance our technology platforms, expanding strategic relationships and positioning the Company for future growth.

 

On April 30 we disclosed our Drone Days Demo for the Arizona Department of Public Safety. In May were able to attend the Xponential Expo in Detroit with Unusual Machines and were able to demonstrate our Mitigator class of drones.That was followed by hosting a high-level Japanese delegation at our Michigan facilities that included Mitsubishi Heavy Industries, Kawasaki Heavy Industries, Subaru, NEC, IHI, and other Japanese defense leaders after the DPS Drone Expo.  The visit provided an opportunity to demonstrate our technology platforms, discuss potential applications, and begin exploring future collaboration opportunities within the Japanese market. We have subsequently been invited to continue those discussions and demos in Japan and management is evaluating participation as schedules and strategic priorities permit.

 

Throughout the quarter we continued to drive tangible momentum:

 

 

·

In collaboration with the Arizona Department of Public Safety, we hosted a multi-agency Drone Demo Expo as demand accelerates for U.S.-manufactured UAV systems.

 

·

We delivered Breacher/Mitigator Quad and Hex tactical drone systems to the Arizona Department of Public Safety for operational evaluation.

 

·

We integrated Unusual Machines NDAA-compliant components into our Mitigator/Breacher tactical drone platform.

 

·

We expanded our autonomous logistics and UAV intellectual-property portfolio with three new provisional patent filings.

 

Building on our momentum:

 

Subsequent to June 30, 2026, we have continued to build on this momentum, most notably:

 

 

·

We presented at RedChip’s “Vertical Economy: The Race to Dominate the Skies” Virtual Investor Conference, with the conference replays now available.

 

·

Most recently, we partnered with Flightbox, Inc. to advance autonomous medical drone logistics for healthcare, government, and commercial markets.

 

 

 

 

Ultimately, we believe success will be measured against our ability to innovate, execute, generate sustainable revenue and create long-term value for shareholders. But numbers alone won’t tell the full story. The road to success is always laid down with grit, determination, and ingenuity. At DAS we've assembled a multidisciplinary team that combines aerospace engineering, autonomous systems development, manufacturing, software, military experience, and public-company leadership. Our leadership and Board include executives with backgrounds spanning Honeywell Aerospace, FedEx, and other leading organizations. We believe this depth of experience positions us well as we continue executing our long-term strategy. 

 

Understanding Our Financial Performance and Operational Progress

 

For the quarter ended June 30, 2026, the company reported a GAAP net loss of $2.18 million. While this figure accurately reflects required accounting treatment under U.S. GAAP standards, it is important for shareholders to understand that a meaningful portion of the reported loss consisted of non-cash accounting entries rather than actual operational cash expenditures during the quarter. Non-cash items included in the GAAP net loss are as follows:

 

Line Item

 

Amount

 

GAAP net loss (three months ended June 30, 2026)

 

$ 2,180,000

 

Less: non-cash items excluded from Adjusted Operational Loss:

 

 

 

 

Depreciation and amortization

 

$ (86,000 )

Stock-based compensation

 

$ (559,000 )

Amortization of debt discount

 

$ (223,000 )

Financing-related accounting costs

 

$ (298,000 )

Gain on fair value adjustment of derivative liabilities

 

$ 105,000

 

Total non-cash adjustments, net

 

$ (1,061,000 )

Adjusted Operational Loss (non-GAAP)(1)

 

$ 1,119,000

 

S-1 registration and national exchange up-listing(2)

 

$ (27,800 )

Adjusted Operational Loss, as normalized (non-GAAP) (2)

 

$ 1,091,200

 

Divide by: months in period

 

 

3

 

Adjusted Operational Loss, as normalized per month (non-GAAP) (2)

 

$ 363,733

 

 

 

(1)

“Adjusted Operational Loss”, “Adjusted Operational Loss, as normalized” and “Adjusted Operational Loss, as normalized per month” are non-GAAP financial measures. The Company defines Adjusted Operational Loss as GAAP net loss adjusted to exclude depreciation and amortization, stock-based compensation, amortization of debt discount, financing-related accounting costs, and the non-cash adjustments to fair value of derivative liabilities. S-1 registration and up-listing normalizing items relate to legal, accounting, and advisory costs incurred in connection with these discrete capital-markets initiatives, which management believes are separately identifiable from, and not indicative of, the costs incurred in the Company's core UAV design, manufacturing, and commercialization operations

 

 
2

 

 

 

 

Management believes Adjusted Operational Loss provides useful information to investors because it reflects the Company's operational cash utilization during the period, exclusive of non-cash accounting entries, which management believes is a meaningful supplement to GAAP results given the Company's pre-revenue stage and ongoing capital-markets initiatives. Management uses Adjusted Operational Loss internally for internal budgeting and forecasting, assessing cash needs in connection with capital-markets and up-listing initiatives.

 

 

 

 

 

Adjusted Operational Loss is not a measure of financial performance under GAAP, should not be considered in isolation or as a substitute for net loss or other measures of financial performance prepared in accordance with GAAP, and may not be comparable to similarly titled measures used by other companies.

 

 

 

 

(2)

Management believes it is useful to investors to identify costs related to S-1 registration and a national exchange up-listing separately because these costs are being incurred in connection with a discrete corporate initiative — the Company's registration statement and pursuit of a national securities exchange listing — rather than in the ordinary course of the Company's core operations. The Company expects the magnitude of these costs to decline once the registration statement is declared effective and the up-listing process is complete, although the Company may continue to incur legal, accounting, and compliance costs of this general nature as a public company, and there is no assurance as to the timing of completion of either process

 

These accounting charges are required under GAAP but do not directly reduce the company’s operating cash position in the same way as payroll, manufacturing, engineering, advertising and demonstrations, travel, or vendor payments.  In addition, the quarter included a non-cash accounting gain of approximately $105,000 related to the fair value adjustment of derivative liabilities. While this reduced the reported accounting loss, it also did not provide operational cash to the company. After adjusting for these items, the company’s total net non-cash impact for the quarter was $1.06 million. The quarter also continued to include legal, accounting, compliance, and related expenses associated primarily with ongoing S-1 activities, and capital-markets preparation. After normalizing these items, management estimates the company’s adjusted operational loss for Q2 2026 was $1.1 million, or roughly $364,000 per month. Importantly, this reflects the continued scaling of operations following the 2025 asset acquisitions, including full-period salaries for the expanded team, while management remains focused on directing spending toward strategic initiatives, customer engagement, demonstrations, intellectual-property development, and sales activities that we believe can create long-term shareholder value. We believe it is important for shareholders to evaluate the company not only through traditional GAAP reporting metrics, but also through the lens of operational cash utilization, strategic investment positioning, intellectual property development, customer engagement, and long-term growth initiatives as we continue transitioning Dynamic Aerospace Systems into a scalable aerospace and autonomous systems platform.

 

Capital Markets and Exchange Uplisting Initiatives

 

During the second quarter, the company continued advancing its broader capital markets strategy, including ongoing efforts to position Dynamic Aerospace Systems for a potential future uplisting to a major national exchange such as the NYSE American.

 

As part of these initiatives, the company continued to incur legal, accounting, compliance, and up-listing related expenses associated with strengthening its public-company infrastructure and preparing for future capital-markets opportunities.  Management continues to evaluate these initiatives as market conditions evolve and will provide additional updates as appropriate. Management believes these efforts represent important foundational steps toward increasing institutional visibility, improving long-term market accessibility, enhancing shareholder awareness, and positioning the company for future growth and financing opportunities as the business continues to mature.

 

 
3

 

 

In closing, none of this progress happens without the people behind it. I want to thank our team for the dedication they've shown this year, our working partners at Drops Smart Hubs, Potomac River Group, Unusual Machines, Noon Fulfillment (UAE), Flightbox and others for their continued collaboration, and our shareholders for the trust and support that make this work possible. We remain early in the Company's development, but we believe the progress achieved during the quarter provides a solid foundation for continued execution.  We look forward to updating you on our continued progress in the quarters to come.

 

Best regards,

 

Kent Wilson

 

CEO / Chairman of the Board

 

About Dynamic Aerospace Systems (DAS): Dynamic Aerospace Systems is a Nevada-incorporated business dedicated to developing innovative aerospace technologies, with a focus on advanced drones (UAVs) for military defense and commercial applications. Committed to engineering excellence and strategic partnerships, DAS delivers reliable, high-performance solutions to meet the evolving needs of the aerospace industry. The Company’s common stock is traded on the OTCQB Market under the ticker symbol “BRQL.” For more information about DAS, visit: https://www.dynamicaerosystems.com/investor-relations/why-dynamic

 

Contact Information:

Dynamic Aerospace Systems (DAS)

3753 Plaza Dr, Ann Arbor, MI 48108

 

Investor Relations: ir@dynamicaerosystems.com

Media Inquiries: media@dynamicaerosystems.com

 

Follow DAS news and updates:

X: https://x.com/DynamicAeroSys

LinkedIn: https://www.linkedin.com/company/dynamic-aerospace-systems/

BlueSky: https://bsky.app/profile/dynamicaerosys.bsky.social

Facebook: https://www.facebook.com/profile.php?id=61572730386312

StockTwits: https://stocktwits.com/symbol/BRQL

 

Forward-Looking Statement:

 

This letter contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding the Company's business strategy, product development, customer evaluations, partnerships, intellectual property, regulatory approvals, anticipated demonstrations, capital markets activities, potential exchange uplisting, financing initiatives, sales opportunities, market expansion, and future operating performance. These statements are based on management's current expectations, estimates, and assumptions and are subject to a number of known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Factors that may cause actual results to differ include, among others, the Company's ability to obtain additional financing, execute its business strategy, secure customer contracts, successfully commercialize its technologies, complete regulatory and certification processes, satisfy exchange listing requirements, maintain strategic relationships, and general economic, industry, and market conditions. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this letter. Except as required by applicable law, Dynamic Aerospace Systems undertakes no obligation to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances.

 

 
4

 

Filing Exhibits & Attachments

6 documents