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ChronoScale Q1 continuing-operations loss widens to $26.4M

ChronoScale also secured a 50 MW Microsoft deployment and received $328.2 million in aggregate prepayments under existing customer contracts.

(High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

ChronoScale Holdings Corporation (CHRN) reported fiscal first-quarter 2027 revenue of $41.5 million for the quarter ended August 31, 2026, up 148% from $16.7 million in the prior-year comparable period. Net loss from continuing operations was $26.4 million, compared with $11.2 million in fiscal first quarter 2026; adjusted EBITDA, a non-GAAP measure, was $5.9 million versus $9.4 million. Cash and cash equivalents were $15.2 million as of August 31, 2026.

ChronoScale secured a 50 MW AI compute deployment with Microsoft in North America and entered strategic partnerships with Nutanix and Baseten. The three-year Baseten partnership supports a planned deployment of approximately 4 MW, with completion expected in calendar Q1 2027. ChronoScale received $328.2 million in aggregate prepayments under existing customer contracts and said it was on track for $1 billion in annualized run-rate revenue by calendar Q3 2027; that operating metric is based on current assumptions, is not a forecast of revenue for any specific reporting period, and actual revenue may differ materially.

On September 30, 2026, ChronoScale completed the sale of the Legacy Ekso Business. Its results were excluded from continuing operations and reported separately as discontinued operations; net loss from discontinued operations was $16.1 million.

2 points · 0 major

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0 major · 2 points

How the balance works

Positive

  • Moderate pointRevenue increased 148% to $41.5 million in fiscal first-quarter 2027.
  • Moderate pointOperating cash flow was $14.625 million, versus $95,000 a year earlier.

Negative

  • Moderate pointContinuing-operations net loss widened to $26.4 million from $11.2 million.
  • Moderate pointAdjusted EBITDA declined to $5.9 million from $9.4 million.

Filing Explained

The reported increase in common shares means each share represents a smaller fraction of the outstanding common-share base than at May 31.

The August 31 balance sheet lists cash at $15,221 thousand and current liabilities at $101,174 thousand, so reported cash was below current liabilities. The cash-flow statement reports $14,625 thousand provided by operating activities during the quarter.

Common shares issued and outstanding were 145,637,452 on August 31, 2026, versus 145,212,325 on May 31, 2026; the higher reported count means each share represented a smaller fraction of the common-share base than at May 31.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Revenue $41.5 million Fiscal first quarter 2027; up 148% from $16.7 million in the prior-year comparable period
Net loss from continuing operations $26.4 million Fiscal first quarter 2027; compared with $11.2 million in fiscal first quarter 2026
Adjusted EBITDA $5.9 million Non-GAAP measure for fiscal first quarter 2027; compared with $9.4 million in fiscal first quarter 2026
Cash flow provided by operating activities $14.625 million Three months ended August 31, 2026; compared with $95,000 in the prior-year period
Cash and cash equivalents $15.2 million As of August 31, 2026
Microsoft AI compute deployment 50 MW Secured deployment in North America
Aggregate customer-contract prepayments $328.2 million Received under existing customer contracts
Annualized run-rate revenue $1 billion ChronoScale said it was on track for this metric by calendar Q3 2027; based on current assumptions
Adjusted EBITDA financial
"Adjusted EBITDA is a non-GAAP financial measure"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
discontinued operations financial
"reported its results in discontinued operations"
Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.
annualized run-rate revenue financial
"Annualized run-rate revenue is an operating metric"
Annualized run-rate revenue is an estimate of how much money a company would make over a full year based on its most recent short-term revenue, by multiplying that recent pace to cover twelve months. Investors use it like a snapshot or speedometer—helpful for spotting growing or shrinking sales quickly, but it can be misleading if recent results were unusually high or low, so it should be checked against long-term trends and seasonal effects.
resale arrangements financial
"pursuant to resale arrangements with the customer"
held for sale financial
"classified its legacy Ekso Bionics business as held for sale"
An asset or a group of assets classified as 'held for sale' is one the company intends to sell rather than keep using, and management has committed to that plan with an active effort to find a buyer. Investors care because these items are removed from ongoing operating results and valued differently, offering a clearer view of the business’s continuing performance—think of it like marking a piece of furniture for the garage sale rather than counting it as part of your regular household setup.
Revenue $41.5 million Up 148% from $16.7 million in the prior-year comparable period
Net loss from continuing operations $26.4 million Compared with $11.2 million in fiscal first quarter 2026
Adjusted EBITDA $5.9 million Compared with $9.4 million in fiscal first quarter 2026
Guidance

ChronoScale said it was on track for $1 billion in annualized run-rate revenue by calendar Q3 2027; the operating metric is based on current assumptions and is not a forecast of revenue for any specific reporting period.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What revenue did CHRN report for fiscal first quarter 2027?

ChronoScale reported $41.5 million in revenue for fiscal first quarter 2027, up 148% from $16.7 million in the prior-year comparable period. The increase was primarily attributable to revenue from a new customer, including AI infrastructure hardware and related support and maintenance services under resale arrangements.

What were CHRN’s net loss and adjusted EBITDA in fiscal first quarter 2027?

Net loss from continuing operations was $26.4 million, or $0.18 per basic and diluted share, compared with $11.2 million and $0.08 per share a year earlier. Adjusted EBITDA was $5.9 million versus $9.4 million; adjusted EBITDA is a non-GAAP measure.

What does CHRN mean by $1 billion in annualized run-rate revenue?

ChronoScale calculates annualized run-rate revenue by multiplying revenue expected under customer contracts in a quarterly period by four. The metric is based on current assumptions about contract terms and deployment schedules, is not a forecast of revenue for a specific reporting period, and actual revenue may differ materially.

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

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false 0001549084 0001549084 2026-10-15 2026-10-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

October 15, 2026

(Date of earliest event reported)

 

CHRONOSCALE HOLDINGS CORPORATION

(Exact name of registrant as specified in its charter)

 

Nevada   001-37854   42-3357005

(State or other jurisdiction

of incorporation)

  (Commission
File Number)
 

(IRS Employer

Identification No.)

 

2440 Sand Hill Road, Suite 400, Menlo Park, CA   94025
(Address of principal executive offices)   (Zip Code)

 

(650) 977-4969

(Registrant’s telephone number, including area code)

 

 

(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 (see General Instruction A.2. below):

 

☐ 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(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   CHRN   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

☐ 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 October 15, 2026, ChronoScale Holdings Corporation (the “Company”) issued a press release announcing its financial results for the first fiscal quarter ended August 31, 2026.

 

A copy of such press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

 

The information in this Item 2.02 of Form 8-K and Exhibit 99.1 attached hereto 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 in any filing under the Securities Act of 1933, as amended or the Exchange Act, regardless of any general incorporation language in such filing.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No.   Description
     
99.1   Press Release dated October 15, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 
 

 

SIGNATURE

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: October 15, 2026   By: /s/ Jerome Wong
      Name: Jerome Wong
      Title: Chief Financial Officer

 

 

 

Exhibit 99.1

 

 

ChronoScale Reports Fiscal First Quarter 2027 Results

 

MENLO PARK, Calif. – October 15, 2026 — ChronoScale Holdings Corporation (NASDAQ: CHRN) (“ChronoScale” or the “Company”), an accelerated compute platform purpose-built to support demanding artificial intelligence workloads, reported financial results for the fiscal first quarter ended August 31, 2026.

 

Following the business combination completed on May 5, 2026, the Company classified its legacy Ekso Bionics business (“Legacy Ekso Business”) as held for sale and reported its results in discontinued operations in accordance with U.S. generally accepted accounting principles (“GAAP”). Accordingly, Legacy Ekso Business’ results are excluded from the Company’s continuing operations and presented separately in its consolidated financial statements. Subsequent to quarter end, the Company completed the sale of the Legacy Ekso Business on September 30, 2026. Unless otherwise specified, disclosures in this earnings release, including the below, reflect continuing operations only.

 

Fiscal First Quarter 2027 Financial Highlights

 

  ● Revenue: $41.5 million, up 148% from $16.7 million in the prior-year comparable period.
     
  ● Net loss: $26.4 million.
     
  ● Net loss per basic and diluted share: $0.18.
     
  ● Adjusted EBITDA: $5.9 million.

 

Adjusted EBITDA is a non-GAAP financial measure. A reconciliation of this non-GAAP measure to the most directly comparable financial measure presented in accordance with accounting principles generally accepted in the United States (“GAAP”) is set forth below. See “Reconciliation of GAAP to Non-GAAP Measures.”

 

Fiscal First Quarter 2027 Operational Highlights

 

  ● Secured a 50 MW AI compute deployment with Microsoft in North America, which is expected to integrate NVIDIA GB300 NVL72 systems with liquid cooling, high-performance networking, storage, software, and purpose-built data center infrastructure, positioning the Company among a select group of providers delivering next-generation, high-density AI capacity to a hyperscale customer.
     
  ● Entered a strategic partnership with Nutanix to deliver enterprise-ready AI infrastructure, broadening the company’s reach beyond hyperscalers and accelerating adoption of its AI services across global markets.
     
  ● Entered into a three-year strategic partnership with Baseten Labs, Inc to support the planned deployment of approximately 4 MW of AI compute capacity, with completion expected in calendar Q1 2027.

 

 
 

 

Subsequent to the Quarter

 

  ● On September 30, 2026, ChronoScale completed the sale of the Legacy Ekso Business, exiting it entirely and eliminating its ongoing operating funding requirements.
     
  ● Announced a contract extension with an existing AI customer and a new customer agreement, putting ChronoScale on track for $1 billion in annualized run-rate revenue* by calendar Q3 2027.
     
  ● Received $328.2 million in aggregate prepayments under its existing customer contracts.

 

Management Commentary

 

“We believe our strong revenue growth and expanded customer commitments validate the demand we are seeing and our opportunity to grow alongside our customers,” said Cenly Chen, Chief Executive Officer of ChronoScale. “Our Microsoft deployment and partnerships with Nutanix and Baseten should position us to serve hyperscale and enterprise AI demand, while the completed Ekso sale is intended to allow us to sharpen our focus on AI infrastructure. With our customer agreements and current deployment schedule supporting an expected $1 billion in annualized revenue run rate by calendar Q3 2027, our priority is disciplined execution and delivering the infrastructure our customers need at scale.”

 

Financial Results from Operations for Fiscal First Quarter 2027

 

Revenue in the fiscal first quarter of 2027 was $41.5 million, up 148% from $16.7 million in the fiscal first quarter of 2026. The increase was primarily attributable to revenue generated from a new customer during the three months ended August 31, 2026, including revenue recognized from the sale of AI infrastructure hardware and related support and maintenance services pursuant to resale arrangements with the customer.

 

Cost of revenues were $45.6 million for the three months ended August 31, 2026, up 91% from $23.9 million in the prior-year period. The increase was driven primarily by higher AI infrastructure hardware purchases under resale arrangements with a customer, along with higher depreciation and amortization from additional in-service compute equipment and leases, higher energy costs from increased rates and usage, and higher personnel expenses. These increases were partially offset by lower lease and lease-related expenses resulting from prior-period lease renegotiations.

 

Selling, general and administrative expense increased approximately $20.4 million, to $20.7 million for the three months ended August 31, 2026, from $0.4 million in the prior-year period. The increase was driven primarily by higher stock-based compensation from restricted stock unit and restricted stock award grants to eligible employees and non-employee directors, respectively during the period, higher professional service expenses for legal services related to discrete transactions and projects, and higher personnel expenses from increased headcount. Lease and lease-related expenses not directly attributable to generating revenue also increased, as did other general operating costs, including filing fees, insurance, and supplies.

 

Net loss from continuing operations for the fiscal first quarter 2027 was $26.4 million, or $0.18 per basic and diluted share. This compares to a net loss from continuing operations of $11.2 million, or $0.08 per basic and diluted share for the fiscal first quarter of 2026.

 

 

*Annualized run-rate revenue is an operating metric calculated by multiplying revenue expected to be recognized under the Company’s customer contracts in a quarterly period by four. Annualized run-rate revenue is based on current assumptions regarding contract terms and deployment schedules, is not a forecast of revenue for any specific reporting period, and is not a measure of revenue calculated in accordance with GAAP. Actual revenue may differ materially.

 

 
 

 

Net loss from discontinued operations was $16.1 million for the three months ended August 31, 2026 and represents the statement of operations activity related to the Legacy Ekso Business.

 

Adjusted EBITDA, a non-GAAP financial measure, was $5.9 million for the fiscal first quarter 2027 compared to an Adjusted EBITDA of $9.4 million for the fiscal first quarter 2026.

 

As of August 31, 2026, the Company had $15.2 million in cash and cash equivalents.

 

For the details of how the Company defines non-GAAP financial measures and the reconciliation thereof, please see “Reconciliation of GAAP to Non-GAAP Measures” below.

 

About ChronoScale

 

ChronoScale (Nasdaq: CHRN) is an accelerated compute platform purpose-built to support demanding artificial intelligence workloads. Focused on large-scale deployments, the platform delivers dedicated compute environments optimized for performance, consistency, and long-term operational execution, with the ability to scale capacity alongside accelerating AI demand.

 

Forward-Looking Statements

 

Statements in this Press Release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Such forward-looking statements include but are not limited to: (i) statements regarding the Company, its plans and objectives and anticipated future economic performance; (ii) statements about the cloud compute industry; (iii) statements regarding the Company’s ability to expand capacity and meet accelerating demand; (iv) statements regarding the Company’s ability to execute on planned infrastructure deployments and commissioning schedules; (v) statements regarding the performance of customers, suppliers, utilities and other counterparties; (vi) statements regarding the expected timing, scale, financing and revenue contribution of the Company’s planned deployments, including for Microsoft and Baseten, the anticipated implementation of the Nutanix partnership, and the Company’s expected annualized run-rate revenue; and (vii) statements of assumptions underlying other statements and statements about the Company or its business. You are cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events and thus are inherently subject to uncertainty. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the Company’s expectations. These risks, uncertainties, and other factors include: the ability to raise capital to fund the acquisition and deployment of GPUs, other equipment and other capital expenditures, including significant existing purchase obligations for AI infrastructure; our customers’ ability to terminate their agreements under certain circumstances, require refunds of upfront payments or prepayments, or be entitled to delay credits or penalties if we fail to perform on a timely basis or at all with respect to our deployment and other obligations under existing customer contracts; the availability and timely delivery of GPUs, power and other equipment from third-party suppliers and utilities; the Company’s ability to enter into definitive agreements, including with respect to the Nutanix partnership and the lease and tenant fit-out arrangements for the Texas data center facility supporting the Microsoft deployment; the Company’s ability to replace departing key personnel; the timely achievement of the deployment schedule in its customer agreements; customer concentration and the ability to renew or expand customer relationships; achievement of our target annualized run-rate revenue and revenue expectations in connection with our customer contracts; limitations on the Company’s ability to attract and retain key personnel, including executive officers and Board members of the Company; the success of the Company’s risk management activities, including any failure by the Company to implement and maintain effective internal controls; cash flow and access to capital; conditions in the debt and equity capital markets; slower than anticipated growth in the cloud compute industry; uncertainties related to market conditions, and other factors discussed in the “Risk Factors” section of the Company’s Annual Report on Form 10-K filed with the SEC on August 19, 2026, and the Company’s Quarterly Report on Form 10-Q for the quarter ended August 31, 2026, filed with the SEC on October 14, 2026, and the risks described in other filings that the Company may make from time to time with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by applicable law.

 

 
 

 

Use and Reconciliation of Non-GAAP Financial Measures

 

To supplement our consolidated financial statements presented under GAAP, we are presenting certain non-GAAP financial measures. We are providing these non-GAAP financial measures to disclose additional information to facilitate the comparison of past and present operations by providing perspective on results absent one-time or significant non-cash items. We utilize these measures in the business planning process to understand expected operating performance and to evaluate results against those expectations. We believe that these non-GAAP financial measures, when considered together with our GAAP financial results, provide management and investors with an additional understanding of our core business operating results regarding factors and trends affecting our business and provide a reasonable basis for comparing our ongoing results of operations.

 

These non-GAAP financial measures are provided as supplemental measures to our performance measures calculated in accordance with GAAP and therefore, are not intended to be considered in isolation or as a substitute for comparable GAAP measures. These non-GAAP financial measures should not be viewed as measures or reflections of liquidity or profitability in accordance with GAAP. Further, these non-GAAP financial measures have no standardized meaning prescribed by GAAP and are not prepared under any comprehensive set of accounting rules or principles. Because of the non-standardized definitions of non-GAAP financial measures, we caution investors that the non-GAAP financial measures as used by us in this earnings release have limits in their usefulness to investors and may be calculated differently from, and therefore may not be directly comparable to, similarly titled measures used by other companies. Further, investors should be aware that when evaluating these non-GAAP financial measures, these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. In addition, from time to time in the future there may be items that we may exclude for purposes of our non-GAAP financial measures and we may in the future cease to exclude items that we have historically excluded for purposes of our non-GAAP financial measures. Likewise, we may determine to modify the nature of the adjustments to arrive at our non-GAAP financial measures. Investors should review the non-GAAP reconciliations provided below and not rely on any single financial measure to evaluate our business.

 

EBITDA and Adjusted EBITDA

 

“EBITDA” is defined as earnings before interest expense, interest income, and depreciation and amortization. “Adjusted EBITDA” is defined as EBITDA adjusted for stock-based compensation, unutilized colocation expenses, diligence, acquisition, disposition and integration expenses, gain on change in fair value of warrants, loss on sale of assets, and other non-recurring expenses that management believes are not representative of our expected ongoing costs.

 

Investor Relations Contact

 

Ralf Esper or Clay Liolios

Gateway Group, Inc.

(949) 574-3860

CHRN@gateway-grp.com

 

 
 

 

CHRONOSCALE HOLDINGS CORPORATION

Condensed Consolidated Balance Sheets
(Unaudited)

(Dollars in thousands, except par value amounts)

 

 

   August 31, 2026   May 31, 2026 
ASSETS          
Current assets:          
Cash   15,221   $9,664 
Accounts receivable   7,557    12,542 
Prepaid expenses and other current assets   2,924    2,200 
Current assets held for sale   4,988    19,841 
Total current assets   30,690    44,247 
Property and equipment, net   32,491    32,081 
Operating lease right of use assets, net   67,297    72,004 
Finance lease right of use assets, net   109,876    122,509 
Goodwill   54,387    54,513 
Other assets   664    520 
TOTAL ASSETS  $295,405   $325,874 
           
LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ EQUITY          
Current liabilities:          
Accounts payable  $15,780   $9,052 
Accrued liabilities   7,334    3,740 
Current portion of operating lease liability   18,998    18,130 
Current portion of finance lease liability   43,478    47,571 
Current portion of debt   10,539    3,370 
Current deferred revenue   57    — 
Current liabilities held for sale   4,988    5,028 
Total current liabilities   101,174    86,891 
Long-term portion of operating lease liability   35,434    40,289 
Long-term portion of finance lease liability   2,457    10,729 
Long-term debt   151    474 
Long-term portion of deferred revenue   107    — 
Warrant liabilities   5,432    5,454 
Total liabilities   144,755    143,837 
Commitments and contingencies          
Temporary equity:          
Convertible preferred stock, $0.001 par value; 10,000,000 shares authorized; 0 issued and outstanding as of August 31, 2026; 2,926 issued and outstanding as of May 31, 2026, with a $2,926 redemption value   —    2,012 
Stockholders’ equity:          
Common stock, $0.001 par value; 290,000,000 shares authorized; 145,637,452 and 145,212,325 shares issued and outstanding as of August 31, 2026 and May 31, 2026, respectively   145    145 
Additional paid in capital   392,451    379,342 
Accumulated deficit   (241,946)   (199,462)
Total stockholders’ equity   150,650    180,025 
TOTAL LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ EQUITY  $295,405   $325,874 

 

 
 

 

CHRONOSCALE HOLDINGS CORPORATION

Condensed Consolidated Statements of Operations

(Unaudited)

(Dollars in thousands, except per share amounts)

 

 

   Three Months Ended 
   August 31, 2026   August 31, 2025 
Revenue  $41,482   $16,718 
Costs and expenses:          
Cost of revenues   45,628    23,876 
Selling, general and administrative   20,741    383 
Loss on sale of assets   —    492 
Total costs and expenses   66,369    24,751 
Operating loss   (24,887)   (8,033)
Interest expense, net   1,565    3,210 
Gain on change in fair value of warrants   (22)   — 
Net loss from continuing operations  $(26,430)  $(11,243)
Net loss from discontinued operations  $(16,054)  $— 
Net loss  $(42,484)  $(11,243)
           
Basic and diluted net loss per share attributable to common shareholders          
Continuing operations  $(0.18)  $(0.08)
Discontinued operations   (0.11)   — 
Basic and diluted net loss per share  $(0.29)  $(0.08)
Basic and diluted weighted average number of shares outstanding   145,407,573    138,216,820 

 

 
 

 

CHRONOSCALE HOLDINGS CORPORATION

Reconciliation of GAAP to Non-GAAP Measures

(Unaudited)

(In thousands, except percentage data)

 

 

   Three Months Ended 
   August 31, 2026   August 31, 2025 
CASH FLOW FROM OPERATING ACTIVITIES          
Net loss  $(42,484)  $(11,243)
Adjustments to reconcile net loss to net cash provided by operating activities:          
Depreciation and amortization   15,338    14,486 
Stock-based compensation expense   10,128    90 
Lease expense   5,109    5,193 
Gain on change in fair value of warrants   (22)   — 
Loss on sale of assets   —    492 
Amortization of debt discounts   159    — 
Loss on classification of held for sale   14,126    — 
Changes in operating assets and liabilities:          
Accounts receivable   5,810    (3,434)
Prepaid expenses and other current assets   (780)   (424)
Other assets   (200)   — 
Accounts payable   6,786    (2,030)
Accrued liabilities   3,741    2,717 
Lease assets and liabilities   (3,179)   (2,810)
Deferred revenues   93    (2,942)
CASH FLOW PROVIDED BY OPERATING ACTIVITIES   14,625    95 
CASH FLOW FROM INVESTING ACTIVITIES          
Purchases of property and equipment and other assets   (3,063)   (977)
CASH FLOW USED IN INVESTING ACTIVITIES   (3,063)   (977)
CASH FLOW FROM FINANCING ACTIVITIES          
Repayment of note payable   (313)   — 
Repayment of finance leases   (13,692)   (25,737)
Proceeds from Grid Note from Applied Parent   7,000    — 
Capital contributions from Applied Parent   —    24,228 
Proceeds from exercise of warrants   1,000    — 
CASH FLOW USED IN FINANCING ACTIVITIES   (6,005)   (1,509)
NET INCREASE (DECREASE) IN CASH   5,557    (2,391)
CASH, BEGINNING OF PERIOD, INCLUDING CASH FROM DISCONTINUED OPERATIONS   9,666    2,398 
CASH, END OF PERIOD, INCLUDING CASH FROM DISCONTINUED OPERATIONS   15,223    — 
Less: CASH FROM DISCONTINUED OPERATIONS   2    — 
CASH FROM CONTINUING OPERATIONS, END OF PERIOD   15,221   $7 
Supplemental disclosure of non-cash investing and financing activities:          
Fair value adjustment of goodwill acquired in reverse merger acquisition  $126   $— 
Deemed dividend in connection with equity financings  $171   $— 
Series B preferred shares converted to common  $2,183   $— 
Operating right-of-use assets obtained by lease obligation  $402   $— 
Supplementary cash flows disclosure:          
Interest paid  $1,327   $3,210 
Net loss from continuing operations (GAAP)  $(26,430)  $(11,243)
Interest expense   1,580   $3,210 
Interest income   (10)   — 
Depreciation and amortization   15,338    14,486 
EBITDA (Non-GAAP)  $(9,522)  $6,453 
Stock-based compensation (1)   10,128    90 
Unutilized colocation expenses (2)   2,383    2,355 
Diligence, acquisition, disposition, and integration expenses (3)   2,526    6 
Gain on change in fair value of warrants   (22)   — 
Loss on sale of assets   —    492 
Other non-recurring expenses (4)   447    34 
Adjusted EBITDA (Non-GAAP)  $5,940   $9,430 

 

(1) Represents stock-based compensation expense and employment taxes incurred in connection with the vesting of stock-based awards.
   
(2) Represents expenses at third-party owned colocation facilities where we have not yet deployed.
   
(3) Represents legal, accounting and consulting costs incurred in association with certain discrete transactions and projects.
   
(4) Represents expenses that are not representative of our expected ongoing costs.

 

 

 

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