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Forum Markets (Nasdaq: FRMM) targets mid-teen returns on AI GPU loans

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Forum Markets, Incorporated detailed a new strategy to deploy capital into short-term bridge loans that finance the purchase and deployment of NVIDIA AI chips. These loans are expected to generate annualized returns in the mid-teens and sit ahead of longer-term “take-out” financing from institutional lenders.

The first contemplated deal is an AI chip infrastructure loan to a U.S.-based neocloud operator, where Forum expects to commit at least $25 million and up to $50 million. Forum can choose which deals to fund and intends to tokenize some or all of its loan positions on its Ethereum-based digital asset platform to broaden investor access and enhance the yield profile of its tokenized product pipeline.

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Insights

Forum is adding AI GPU bridge loans as a high-yield, tokenizable asset stream.

Forum Markets is positioning itself at the intersection of AI infrastructure and digital assets by committing capital to short-duration bridge loans used to buy NVIDIA GPUs. These loans target annualized returns in the mid-teens and are backed by pre-committed term takeout from USD.AI.

The structure relies on a third-party AI infrastructure bridge credit originator to source and underwrite deals, while a loan origination partner manages servicing. Forum retains discretion on a deal-by-deal basis, with the first contemplated transaction sized between $25 million and $50 million to a U.S. neocloud operator.

A key element is Forum’s ability to tokenize portions of these loans on its Ethereum-based platform, potentially creating on-chain exposure to institutional-grade AI chip credit. The company highlights strong projected growth for the data center GPU market through 2030, but also notes risks such as performance of financed infrastructure, fulfillment of takeout commitments, market volatility in digital assets, and its own path to profitable operations.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Minimum first-loan commitment $25 million First contemplated AI chip infrastructure bridge loan
Maximum first-loan commitment $50 million Forum’s election for initial neocloud operator deal
Target loan yield mid-teens annualized Short-duration AI chip infrastructure bridge loans
Bridge loan duration 60–120 days Time from GPU funding to term takeout repayment
Data center GPU market 2025 $120 billion Projected global market size in 2025
Data center GPU market 2030 $228 billion+ Projected global market size by 2030
NVIDIA data center revenue growth 75% year-over-year Most recent data center revenue growth rate
bridge loans financial
"short-term bridge loans financing the acquisition and deployment of NVIDIA AI chips"
A bridge loan is a short-term loan used to cover immediate cash needs until a company secures longer-term financing or completes a sale. Like a temporary bridge that gets you across a river while a permanent bridge is built, it keeps operations moving but often comes with higher interest or stricter terms, so investors watch them for signs of cash stress, possible extra costs, or changes in ownership and dilution risk.
tokenization financial
"tokenization of real-world assets on Ethereum"
Tokenization is the process of converting real-world assets or rights into digital tokens stored on a computer network. This allows assets, such as property or investments, to be divided into smaller parts, making them easier to buy, sell, or transfer electronically. For investors, tokenization can increase access to a wider range of investments and make transactions faster and more efficient.
neocloud operator technical
"an AI chip infrastructure loan to a U.S.-based neocloud operator"
pre-committed loan takeout financial
"Each transaction is backed by a pre-committed loan takeout from USD.AI"
digital asset liquidity platform financial
"tokenize some or all of its investment in any deal through its digital asset liquidity platform"
institutional-grade real-world assets financial
"tokenization of institutional-grade real-world assets on Ethereum"
false 0001690080 0001690080 2026-04-08 2026-04-08 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

  

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

 

Date of Report (Date of earliest event reported): April 8, 2026

 

 

FORUM MARKETS, INCORPORATED

(Exact name of registrant as specified in its charter)

 

Delaware   001-38105   90-1890354
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

2875 South Ocean Blvd., Suite 200
Palm Beach, FL
  33480
(Address of Principal Executive Offices)   (Zip Code)

 

(650) 507-0669
(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 $0.0001 per share   FRMM   The Nasdaq Stock Market LLC

 

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 8.01 Other Events.

 

On April 8, 2026, Forum Markets, Incorporated (formerly ETHZilla Corporation, which was formerly 180 Life Sciences Corp.) (“Forum”) issued a press release announcing its participation in an arrangement to deploy capital into short-term bridge loans financing the acquisition and deployment of NVIDIA AI chips — the graphics processing units (GPUs) that power modern AI data centers. Forum has partnered with a third-party AI infrastructure bridge credit originator that establishes a framework for the originator to present to Forum, on a deal-by-deal basis, short-duration bridge financing opportunities. Any transaction presented under the arrangement would be subject to the negotiation and execution of definitive agreements and Forum is not obligated to participate in any transaction. When Forum does invest, a loan origination partner handles all aspects of managing the loan from origination through repayment on Forum’s behalf. The arrangement is intended to target annualized returns in the mid-teens with repayment anticipated upon funding of such term take-out.

 

The first transaction contemplated under the arrangement is expected to be an AI chip infrastructure loan to a U.S.-based neocloud operator. Forum expects to commit a minimum of $25 million—and up to $50 million at its election—at an annualized rate of return in the mid-teens.

 

The yield generated through Forum’s participation in the AI chip infrastructure bridge lending arrangement is expected to enhance the overall return profile of Forum’s tokenized product pipeline.

 

A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Forward-Looking Statements

 

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the expected benefits of the GPU infrastructure bridge financing arrangement, expectations with respect to future performance including expected yield on committed transactions, Forum’s ability to tokenize its investment positions, and growth of Forum. Forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond Forum’s control, and actual results may differ materially. These statements may be preceded by, followed by, or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “targets,” “scheduled,” “anticipates,” “soon,” “goal,” “intends,” or similar expressions. Forward-looking statements are not guarantees of future performance, and involve risks, uncertainties and assumptions that may cause our actual results to differ materially from the expectations that we describe in our forward-looking statements.

 

Applicable risks and uncertainties include, among others, the performance of GPU infrastructure financed under arrangements with the Company’s third-party origination partner and the ability of the takeout lender to fulfill its pre-committed takeout obligations; the risk that anticipated yield on bridge financing transactions is not realized; the risk that Forum is unable to tokenize its investment positions as anticipated; Forum’s ability to achieve profitable operations; risks relating to Forum’s recent acquisitions; expectations regarding the capitalization, resources and ownership structure of Forum; the digital assets held by Forum; fluctuations in the market price of ETH; government regulation of cryptocurrencies; changes in securities laws or regulations; changes in business, market, financial, political and regulatory conditions; and other risks identified under the heading “Risk Factors” in Forum’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as well as other information Forum has filed or may file with the U.S. Securities and Exchange Commission (the “SEC”). Readers are encouraged to read Forum’s filings with the SEC, available at www.sec.gov. The forward-looking statements in this Current Report on Form 8-K speak only as of the date of this document, and Forum undertakes no obligation to update any forward-looking statements except as required by law.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.  Exhibit
99.1  Press Release, dated April 8, 2026, announcing participation in AI chip infrastructure financing.
104  Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  FORUM MARKETS, INCORPORATED
     
Date: April 8, 2026 By: /s/ McAndrew Rudisill
  Name: McAndrew Rudisill
  Title: Chief Executive Officer

 

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Exhibit 99.1

 

 

Forum to Participate in AI Chip Infrastructure Financing to Purchase NVIDIA GPUs; Targets Returns in the Mid-Teens

 

Forum intends to deploy capital into short-term AI chip infrastructure loans and tokenize the loans through Forum’s digital asset platform

 

PALM BEACH, Fla., April 8, 2026 /PRNewswire/ — Forum Markets, Incorporated (Nasdaq: FRMM) (“Forum”), a digital asset platform modernizing capital markets through the tokenization of real-world assets on Ethereum, today announced that it has entered into an arrangement to deploy capital into short-term bridge loans financing the acquisition and deployment of NVIDIA AI chips — the graphics processing units (GPUs) that power modern AI data centers — targeting annualized returns in the mid-teens on its first committed deal.

 

AI chip operators need capital to purchase and deploy hardware well before permanent financing becomes available when the infrastructure is installed and generating revenue. Short-term bridge loans fill that gap and are repaid once a longer-term lender takes over.

 

“This is a straightforward way for Forum to grow revenue by establishing additional pipelines of attractive high-yield institutional-grade assets for capital deployment and eventual tokenization on our platform,” said McAndrew Rudisill, chairman and chief executive officer of Forum. “We are targeting annualized returns in the mid-teens on short-duration loans backed by one of the fastest-growing infrastructure sectors in the world. And because we intend to tokenize a portion of each deal, we expect to generate additional value by bringing that yield on chain for a broader set of investors. That’s exactly how we want to deploy capital.”

 

AI chip infrastructure financing opportunities are identified and underwritten by a third-party AI infrastructure bridge credit originator in partnership with USD.AI and made available to Forum on a deal-by-deal basis. Forum reviews each opportunity and decides whether to participate — with no obligation to fund any specific deal. When Forum does invest, a loan origination partner handles all aspects of managing the loan from origination through repayment on Forum’s behalf. Each transaction is backed by a pre-committed loan takeout from USD.AI, an institutional term lender that steps in once the financed AI chip infrastructure is up and running, providing a clear path to repayment on a 60- to 120-day bridge timeline.

 

Demand for AI chip-accelerated data center infrastructure has grown dramatically alongside the rise of generative AI, with the global data center GPU market projected to expand from roughly $120 billion in 2025 to more than $228 billion by 20301. NVIDIA’s most recent data center revenue grew 75% year-over-year2, reflecting the pace at which enterprises, cloud providers, and neocloud operators are racing to build and finance AI chip capacity. That buildout requires significant short-term capital, and the financing structures to support it are still developing — creating an opportunity for Forum to generate attractive yield by deploying capital into specialist bridge loans that will fill the gap between hardware ordering and permanent financing.

 

 

1MarketsandMarkets, “Data Center GPU Market — Global Forecast to 2030,” May 2025. https://www.marketsandmarkets.com/Market-Reports/data-center-gpu-market-18997435.html
2NVIDIA Corporation, “NVIDIA Announces Financial Results for Fourth Quarter and Fiscal 2026,” February 25, 2026. https://nvidianews.nvidia.com/news/nvidia-announces-financial-results-for-fourth-quarter-and-fiscal-2026

 

 

 

 

First Deal:

 

The first transaction under the agreement is an AI chip infrastructure loan to a U.S.-based neocloud operator. Forum expects to commit a minimum of $25 million — and up to $50 million at its election — at an annualized rate of return in the mid-teens. The arrangement gives Forum the option to review and fund additional deals on the same framework going forward. Given the strong demand for AI chip bridge financing, Forum believes it can significantly scale its capital deployment into bridge loans in lockstep with its chip partners.

 

Enhancing Yield and Expanding the Token Platform

 

The yield generated through Forum’s participation in the AI chip infrastructure bridge lending arranagement is expected to enhance the overall return profile of Forum’s tokenized product pipeline. While AI chip infrastructure loans held for longer-term investment typically generate mid-single-digit yields, the short-duration bridge loans under this arrangement are expected to produce annualized returns in the mid-teens — resulting in a higher blended yield across Forum’s tokenized structures.

 

Forum has the option to tokenize some or all of its investment in any deal through its digital asset liquidity platform, bringing institutional AI chip credit exposure on chain and making it accessible to a broader set of investors. This reflects Forum’s broader economic model, which seeks to generate value at multiple points: yield on assets prior to tokenization, origination and structuring economics, recurring asset management revenue, and transaction-based activity as secondary market liquidity develops. The bridge lending arrangement contributes to the first of those — putting Forum’s capital to work at attractive short-duration rates before any tokenization event occurs, establishing a repeatable deployment framework that can grow significantly as additional AI GPU deals are originated by the platform.

 

About Forum

 

Forum Markets, Incorporated (Nasdaq: FRMM) is a digital asset platform modernizing capital markets through the tokenization of institutional-grade real-world assets on Ethereum. The company structures and brings cash-generating assets onto blockchain-based infrastructure to unlock liquidity, broaden investor access, and enable more efficient primary issuance and secondary market activity. Forum integrates traditional asset management principles with scalable digital market architecture as it builds a new framework for how real-world value is originated, accessed, and traded. For more information, visit www.forum-markets.com.

 

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Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the expected benefits of the GPU infrastructure bridge financing arrangement, expectations with respect to future performance including expected yield on committed transactions, Forum’s ability to tokenize its investment positions, and growth of Forum. Forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond Forum’s control, and actual results may differ materially. These statements may be preceded by, followed by, or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “targets,” “scheduled,” “anticipates,” “soon,” “goal,” “intends,” or similar expressions. Forward-looking statements are not guarantees of future performance, and involve risks, uncertainties and assumptions that may cause our actual results to differ materially from the expectations that we describe in our forward-looking statements.

 

Applicable risks and uncertainties include, among others, the performance of GPU infrastructure financed under arrangements with the Company’s third-party origination partner and the ability of the takeout lender to fulfill its pre-committed takeout obligations; the risk that anticipated yield on bridge financing transactions is not realized; the risk that Forum is unable to tokenize its investment positions as anticipated; Forum’s ability to achieve profitable operations; risks relating to Forum’s recent acquisitions; expectations regarding the capitalization, resources and ownership structure of Forum; the digital assets held by Forum; fluctuations in the market price of ETH; government regulation of cryptocurrencies; changes in securities laws or regulations; changes in business, market, financial, political and regulatory conditions; and other risks identified under the heading “Risk Factors” in Forum’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as well as other information Forum has filed or may file with the U.S. Securities and Exchange Commission (the “SEC”). Readers are encouraged to read Forum’s filings with the SEC, available at www.sec.gov. The forward-looking statements in this press release speak only as of the date of this document, and Forum undertakes no obligation to update any forward-looking statements except as required by law.

 

Media and Investor Contact:

 

John Kristoff

SVP, Corporate Communications and IR

IR@forum-markets.com

 

# # #

 

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FAQ

What new business initiative did Forum Markets (FRMM) announce in this 8-K?

Forum Markets announced an arrangement to deploy capital into short-term bridge loans that finance the acquisition and deployment of NVIDIA AI chips. These loans target annualized returns in the mid-teens and are intended to support AI data center buildouts before longer-term financing is available.

How much capital does Forum Markets expect to commit to its first AI chip infrastructure loan?

Forum expects to commit a minimum of $25 million and up to $50 million at its election for the first contemplated AI chip infrastructure loan. This initial transaction is with a U.S.-based neocloud operator and is structured as a short-duration bridge loan.

How does Forum Markets plan to use tokenization in its AI chip loan strategy?

Forum plans to tokenize some or all of its investments in AI chip infrastructure bridge loans on its Ethereum-based digital asset platform. Tokenization is expected to bring institutional-grade AI chip credit exposure on chain and broaden investor access to the yield generated by these loans.

What returns does Forum Markets target on its AI chip bridge loans?

Forum targets annualized returns in the mid-teens on short-duration bridge loans financing NVIDIA AI chip purchases and deployment. These yields are higher than typical mid-single-digit returns on longer-term AI infrastructure loans, potentially lifting the blended yield across Forum’s tokenized product pipeline.

Who sources and underwrites the AI chip infrastructure loans for Forum Markets?

A third-party AI infrastructure bridge credit originator, working in partnership with USD.AI, identifies and underwrites AI chip infrastructure opportunities. These opportunities are then presented to Forum on a deal-by-deal basis, and Forum chooses whether to participate in each loan without any obligation to fund specific deals.

How are Forum Markets’ AI chip bridge loans expected to be repaid?

Each bridge loan is backed by a pre-committed loan takeout from USD.AI, an institutional term lender. Once the financed GPU infrastructure is installed and generating revenue, USD.AI’s takeout financing repays the short-term bridge loan, typically over a 60- to 120-day timeline.

What key risks does Forum Markets highlight around its AI chip financing strategy?

Forum cites risks including the performance of GPU infrastructure financed under these arrangements, the ability of the takeout lender to fulfill pre-committed obligations, the possibility that anticipated yields are not realized, challenges tokenizing investment positions, profitability, and broader regulatory and market risks affecting cryptocurrencies and ETH prices.

Filing Exhibits & Attachments

4 documents