STOCK TITAN

TOMI Environmental Solutions (NASDAQ: TOMZ) doubles gross profit and narrows loss in Q2 2026

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

Rhea-AI Filing Summary

TOMI Environmental Solutions reported strong top-line growth for the three and six months ended June 30, 2026. Q2 2026 revenue was $2,246,909, up 118% from Q2 2025 and 36% sequentially, with six‑month revenue rising 50% to $3,901,136. Gross profit more than doubled to $1,385,306, and gross margin reached 61.7%.

Total operating expenses declined 10% year over year to $1,629,448, improving loss from operations to $(244,142) from $(1,132,689). Net loss narrowed to $(382,299), or $(0.05) per share, versus $(1,237,516) or $(0.19) per share a year earlier. Cash and equivalents were $321,899, shareholders’ equity improved to $1,428,436, and working capital increased to $1,818,000.

The company reaffirmed full‑year 2026 revenue guidance of at least $12.0 million (113% year‑over‑year growth) and reported a sales order backlog of $2.2 million at June 30, 2026, expanding to $2.6 million post‑quarter, alongside a commercial sales pipeline of about $35 million. TOMI signed a definitive merger agreement with Carbonium Core under which Carbonium stockholders will receive 19.99% of common stock at closing plus Series C preferred stock convertible into 90% of the combined company, contingent on shareholder approval and a required $10 million concurrent financing. The company also effected a 1‑for‑3 reverse stock split and received new EPA unconditional registration for SteraMist AgriMist, while expanding EU/UK regulatory coverage to 11 countries.

Positive

  • Revenue surged 118% year over year in Q2 2026 to $2.25 million, with six‑month revenue up 50% to $3.90 million, indicating strong demand across equipment and systems.
  • Profitability metrics improved: gross profit more than doubled to $1.39 million, gross margin reached 61.7%, and loss from operations narrowed by 78% to $(244,142).
  • Operating expenses fell 10% year over year to $1.63 million, showing cost discipline while revenue expanded rapidly.
  • Net loss materially narrowed to $(382,299), or $(0.05) per share, from $(1,237,516), or $(0.19) per share, in Q2 2025.
  • Backlog and pipeline provide visibility: sales order backlog was $2.2 million at June 30, 2026 (rising to $2.6 million post‑quarter) with a $35 million commercial sales pipeline, including $8.6 million in advanced stages.
  • Regulatory progress supports growth: SteraMist AgriMist received new EPA unconditional registration for post‑harvest and agricultural uses, and BIT approvals expanded to 11 EU/UK countries.
  • Full‑year 2026 guidance reaffirmed at a minimum of $12.0 million revenue, implying 113% year‑over‑year growth and confidence in second‑half execution.

Negative

  • The company remains unprofitable, posting a Q2 2026 net loss of $(382,299) and six‑month net loss of $(1,192,945), despite revenue growth and cost reductions.
  • Liquidity remains modest: cash and equivalents were $321,899 against total liabilities of $6,953,411, including $2,949,022 of convertible notes payable.
  • The Carbonium Core merger is highly dilutive: Series C preferred stock issued to Carbonium stockholders will be convertible into 90% of the combined company upon shareholder approval.
  • Merger completion is contingent on a required $10 million concurrent financing, regulatory and stockholder approvals, and continued Nasdaq compliance, introducing execution risk.

Insights

Analyzing...

Q2 2026 Revenue $2,246,909 Up 118% year-over-year versus Q2 2025 revenue of $1,031,115
Q2 2026 Gross Margin 61.7% Gross profit of $1,385,306 as a percentage of net sales
Q2 2026 Loss from Operations $(244,142) Improved 78% from $(1,132,689) in Q2 2025
Q2 2026 Net Loss $(382,299) Narrowed from $(1,237,516) in Q2 2025; $(0.05) per share
Full-Year 2026 Revenue Guidance $12.0 million Guidance for at least $12.0 million, 113% year-over-year growth
Cash and Equivalents $321,899 Balance as of June 30, 2026
Convertible Notes Payable $2,949,022 Net of discount as of June 30, 2026
Sales Order Backlog $2.2 million Backlog as of June 30, 2026; increased to $2.6 million post-quarter
Binary Ionization Technology® (BIT™) technical
"through its premier Binary Ionization Technology® (BIT™) platform"
FDA 510(k) clearance process regulatory
"advancing our formal FDA 510(k) clearance process"
unconditional registration regulatory
"the EPA recently granted a new unconditional registration for AgriMist (-4 label)"
reverse stock split financial
"the Company effected a 1-for-3 reverse stock split of its Common Stock"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
working capital financial
"working capital increased to $1,818,000 (up from $1,024,000 at year-end 2025)"
Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.
Employee Retention Credit financial
"Other income (Employee Retention Credit)"
A government-provided payroll tax credit that reimburses employers for a portion of wages paid to staff during qualifying downturns or disruptions, designed to encourage businesses to keep employees on the payroll. For investors, it matters because the credit improves a company’s cash flow and reduces payroll expenses—like a temporary government subsidy that boosts short-term profits and may change the company’s reported tax liabilities and cash reserves, which can affect valuation and risk assessments.
Q2 2026 revenue $2,246,909 Up 118% from $1,031,115 in Q2 2025
Six-month 2026 revenue $3,901,136 Up 50% from $2,607,673 in the prior-year period
Q2 2026 gross margin 61.7% Compared with 65.7% in Q2 2025 and 50.3% in Q1 2026
Q2 2026 loss from operations $(244,142) Improved 78% from $(1,132,689) in Q2 2025
Q2 2026 net loss per share $(0.05) Improved from $(0.19) per share in Q2 2025
Guidance

Reaffirms full-year 2026 revenue guidance of at least $12.0 million, representing 113% year-over-year growth.

FAQ

How did TOMI Environmental Solutions (TOMZ) perform financially in Q2 2026?

TOMI reported Q2 2026 revenue of $2,246,909, up 118% from Q2 2025, with gross margin at 61.7%. Net loss narrowed to $(382,299), or $(0.05) per share, from $(1,237,516), or $(0.19) per share, a year earlier.

What full-year 2026 guidance did TOMI Environmental Solutions (TOMZ) reaffirm?

The company reaffirmed full‑year 2026 revenue guidance of at least $12.0 million, representing 113% year‑over‑year growth. Management cites a growing backlog and a roughly $35 million commercial sales pipeline as support for this outlook.

What is the status of TOMI Environmental Solutions (TOMZ) merger with Carbonium Core?

TOMI signed a definitive merger agreement with Carbonium Core. Carbonium stockholders will receive 19.99% of TOMI common stock at closing plus Series C preferred convertible into 90% of the combined company, subject to approvals and a $10 million financing.

How strong is TOMI Environmental Solutions (TOMZ) balance sheet and cash position?

As of June 30, 2026, TOMI had $321,899 in cash and equivalents, $1,428,436 in shareholders’ equity, and working capital of $1,818,000. Total liabilities were $6,953,411, including $2,949,022 of convertible notes payable.

What regulatory milestones did TOMI Environmental Solutions (TOMZ) achieve in Q2 2026?

TOMI secured EPA unconditional registration for SteraMist (BIT) AgriMist for post‑harvest food safety, cannabis, hemp, and greenhouse uses, and expanded BIT regulatory authorizations to 11 EU/UK countries, broadening its addressable markets.

What was TOMI Environmental Solutions (TOMZ) backlog and sales pipeline at June 30, 2026?

Sales order backlog was $2.2 million as of June 30, 2026, growing to $2.6 million post‑quarter. The company reported an integrated project pipeline of $4.3 million and an overall commercial sales pipeline of about $35 million, with $8.6 million in advanced stages.

Did TOMI Environmental Solutions (TOMZ) change its share structure in 2026?

Yes. On July 20, 2026, TOMI effected a 1‑for‑3 reverse stock split of its common and Series A preferred stock to regain compliance with Nasdaq’s $1.00 minimum bid price requirement. All reported share figures are retroactively adjusted for this split.

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

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EXHIBIT 99.1

 

 

FOR IMMEDIATE RELEASE

 

TOMI Environmental Solutions, Inc. Reports

Second Quarter 2026 Financial Results

 

Company Delivers 118% Q2 Revenue Growth,

Reaffirms Full-Year 2026 Guidance of $12 Million (113% YoY Growth)

 

FREDERICK, Md., August 14, 2026 (GLOBE NEWSWIRE) -- TOMI Environmental Solutions, Inc. (NASDAQ: TOMZ), a global provider of disinfection and decontamination essentials through its premier Binary Ionization Technology® (BIT™) platform, today announced financial results for the three and six months ended June 30, 2026, and provided an update on strategic initiatives.

 

Select financial and operational achievements for the quarter are as follows:

 

 

·

Q2 Revenue Surges 118% Year-Over-Year to $2.25 Million; Sequential Revenue Increases 36% Over Q1 2026

 

·

Gross Profit More Than Doubles to $1.39 Million; Gross Margin Improves to 61.7% from 50.3% in Q1 2026

 

·

Reaffirms Full-Year 2026 Revenue Guidance of at Least $12.0 Million

 

·

Definitive Merger Agreement Signed with Carbonium Core

 

·

Secures Unconditional EPA Registration for SteraMist® (BIT®) – AgriMist across Post-Harvest Agriculture, Cannabis and Hemp

 

·

Expands European Regulatory Footprint to 11 Countries; Advances NSF Certification Framework for Biosafety Cabinets

  

Executive Commentary

 

Dr. Halden Shane, CEO of TOMI Environmental Solutions commented, “The second quarter of 2026 was a defining operational and commercial period for TOMI, delivering our third consecutive quarter of accelerating growth, with year-over-year revenue growth of 118% to $2,247,000. Gross profit roughly doubled, and with strict cost control, the Company continues to work toward operating at breakeven on a cash basis.  We are very proud of these achievements.  We believe this performance reflects strong execution across our razor-and-blade commercial model, driven by surge demand for capital equipment, Custom Engineered Systems, and rapid adoption of our SteraMist applicators.”

 

 
1

 

 

 

“From a strategic and technical perspective, we also made excellent progress. We made critical advances across our technical, regulatory, and commercial pipelines. In the second quarter, we delivered custom SteraMist iHP chambers to a Fortune 500 medical device manufacturer—advancing our formal FDA 510(k) clearance process—while expanding our commercial sales pipeline to approximately $35 million ($8.6 million in advanced stages) and growing our backlog to $2.6 million post-quarter.”

 

“On the regulatory front, our biocidal product registrations now span 11 European countries, and the EPA recently granted a new unconditional registration for AgriMist (-4 label), authorizing direct SteraMist application through the day of harvest across food safety, cannabis, and agriculture. We are excited for the future of TOMI and look forward to providing additional updates in the near term”

 

Q2 2026 Highlights:

 

 

·

Significant Revenue Acceleration: Q2 2026 revenue of $2,246,909 represented a 118% increase year-over-year versus Q2 2025 ($1,031,115) and a 36% sequential increase over Q1 2026 ($1,654,227), reflecting strong commercial momentum across mobile capital equipment and Custom Engineered System (CES) deployments. Six-month year-to-date revenue expanded 50% to $3,901,000 compared to $2,608,000 in the prior-year period.

 

·

Strong Gross Profit: Gross profit more than doubled, increasing 105% to $1,385,306 compared to $677,124 in Q2 2025 and increasing 67% sequentially from $831,776 in Q1 2026, reflecting strong revenue growth and continued expansion of the Company's equipment, consumable, and service businesses.

 

·

Strong Margin Profile: Gross margin improved to 61.7% for Q2 2026 from 50.3% in Q1 2026 and remained at a healthy level compared to 65.7% in Q2 2025, driven by strong equipment sales, higher revenue volume, and continued growth in consumable and recurring revenue streams.

 

·

Applicator & Consumable Growth: Q2 2026 applicator sales reached $355,000 (up from $13,000 in Q2 2025), validating growing customer adoption of our razor-and-blade business model. Mid-year BIT™ Solution consumable sales exceeded $700,000, continuing to build a high-margin recurring revenue stream.

 

·

Substantial Improvement in Operating Performance: Operating loss for Q2 2026 improved 78% to $(244,142) compared to $(1,132,689) in Q2 2025, demonstrating significant progress toward operating breakeven. Net loss for the second quarter of 2026 improved 69% to $(382,299), or $(0.05) per basic and diluted share, compared to $(1,237,516), or $(0.19) per basic and diluted share, for the second quarter of 2025. For the six-month period, net loss improved 20% to $(1,192,945) compared to $(1,493,109) in the prior-year period.

  

 
2

 

 

 

 

·

Disciplined Cost Overhead: Total operating expenses for Q2 2026 declined 10% year-over-year to $1,629,448 (versus $1,810,000 in Q2 2025), reflecting sustained overhead discipline across general, administrative, and selling costs while continuing to invest in core business development.

 

·

Strengthened Balance Sheet & Liquidity: Cash and cash equivalents reached $321,899 as of June 30, 2026, up from $87,775 at December 31, 2025. Shareholders’ equity improved significantly to $1,428,436 (up from $588,504 at year-end 2025), while working capital increased to $1,818,000 (up from $1,024,000 at year-end 2025), further strengthening liquidity and operational flexibility.

 

·

Expanding Backlog & High-Value Sales Pipeline: Total sales order backlog expanded to $2.2 million as of June 30, 2026 (and has since increased to $2.6 million post-quarter). Booked orders and expected completions before year-end exceed $6.2 million, supporting an active integrated project pipeline (SIS, Hybrid, and CES) of $4.3 million across 13 projects and an overall commercial sales pipeline of approximately $35 million ($8.6 million in advanced stages).

  

Financial Results for the three and six months ended June 30, 2026, compared to June 30, 2025

 

 

·

Sales, net was $2,246,909 compared to $1,031,115 for the three months ended June 30, 2026, and 2025, respectively, a 118% increase. Product revenue increased $1,205,000 (185%) to $1,858,000, driven by surge demand for capital equipment, Custom Engineered Systems (CES), and targeted SteraMist applicator adoption. Service revenue increased $11,000 (3%) to $389,000, supported by growing service provider rental activity and recurring decontamination service contracts.

 

·

Geographic Performance: Domestic (U.S.) revenue increased 132% to $1,908,000 compared to $822,000 in Q2 2025. International revenue grew 62% to $339,000 compared to $209,000 in Q2 2025, supported by the onboarding of new customers in the UK.

 

·

Gross Profit was $1,385,306, or 61.7% of net sales, for Q2 2026, compared to $677,124, or 65.7% of net sales, for Q2 2025. Gross profit increased 105% year-over-year and 67% sequentially from $831,776 in Q1 2026. The Company maintained a strong margin profile while benefiting from increased revenue volume, equipment sales, and continued growth in consumable and recurring service revenue.

  

 
3

 

 

 

 

·

Total operating expenses were $1,629,448 for Q2 2026, a reduction of $180,365 or 10% compared to $1,809,813 in Q2 2025, reflecting disciplined overhead management and lower general and administrative costs, partially offset by increased professional and consulting expenses associated with strategic growth initiatives.

 

·

Loss from operations was $(244,142) for Q2 2026, an improvement of $888,547 (78%) compared to $(1,132,689) for Q2 2025, demonstrating significant progress toward operating breakeven.

 

·

Net loss was $(382,299), or $(0.05) per basic and diluted share for Q2 2026, compared to a net loss of $(1,237,516) or $(0.19) per basic and diluted share for Q2 2025.

 

·

Sales order backlog stood at $2.2 million as of June 30, 2026 (expanding to $2.6 million post-quarter), supporting an active integrated project pipeline (SIS, Hybrid, and CES) of $4.3 million across 13 projects and providing strong visibility into second-half revenue conversion.

  

Recent Business Highlights:

 

 

·

On April 27, 2026, the Company reported strong interest in its solutions at INTERPHEX 2026, engaging with over 200 current and potential customers and finalizing timelines with a prominent American healthcare company to develop an iHP integration for its proprietary premix container system.

 

·

On April 29, 2026, the Company announced a major strategic pivot toward autonomous systems, targeting drone-enabled, robotic, and AI-powered SteraMist iHP decontamination across global transportation, defense, aviation, and maritime platforms.

 

·

On April 30, 2026, the Company executed a non-binding letter of intent to merge with Carbonium Core, Inc., a U.S.-based producer of nuclear-grade graphite for advanced reactor technologies, with an implied enterprise valuation of $120 million.

 

·

On May 7, 2026, the Company's Binary Ionization Technology received formal approval from four additional European Union member states, expanding total EU and UK regulatory authorizations to eleven countries.

 

·

On May 27, 2026, the Company highlighted expanded commercial relevance for SteraMist amid rising global concerns tied to a CDC-published hantavirus study and escalating Ebola outbreak activity.

 

·

On June 29, 2026, the Company signed a definitive Agreement and Plan of Merger with Carbonium Core, Inc., pursuant to which Carbonium stockholders will receive 19.99% of TOMZ common stock at closing plus Series C Preferred Stock convertible into 90% of the combined company upon shareholder approval, supported by a required $10 million concurrent financing transaction.

  

 
4

 

 

 

 

·

On July 20, 2026, post-quarter, the Company effected a 1-for-3 reverse stock split of its Common Stock and Series A Preferred Stock to regain compliance with Nasdaq's $1.00 minimum bid price requirement.

 

·

On August 3, 2026, post-quarter, the U.S. Environmental Protection Agency granted a new unconditional registration for SteraMist® (BIT®) – AgriMist (EPA Reg. No. 90150-4), expanding labeled use sites to include post-harvest food safety applications, cannabis and hemp cultivation, and greenhouse agriculture up to and including the day of harvest.

  

Looking Ahead

 

TOMI enters the second half of 2026 with strong commercial visibility, an expanding recurring revenue base, and a proposed corporate merger under way. The Company is executing a focused strategy to:

 

 

·

Advance Proposed Merger: Complete the required $10 million concurrent financing and advance toward closing the definitive merger with Carbonium Core, Inc., subject to regulatory and stockholder approvals.

 

 

 

 

·

Drive Recurring Revenue: Accelerate year-over-year recurring revenue through increased BIT™ Solution sales, expanding applicator adoption, and growing iHP Corporate Service contracts across healthcare and industrial sectors.

 

 

 

 

·

Convert Commercial Pipeline & Backlog: Deliver on our $2.5 million sales backlog and convert key opportunities within our $35 million commercial sales pipeline ($8.6 million in advanced stages), including integrated SIS, Hybrid, and Custom Engineered System deployments.

 

 

 

 

·

Advance High-Value Technical & Regulatory Pathways: Progress our FDA 510(k) medical device clearance submission, capitalize on the new EPA AgriMist label expansion in agricultural and food safety markets, and leverage 11 EU/UK regulatory authorizations to capture European cleanroom and life sciences demand.

 

 

 

 

·

Expand Defense & Institutional Sales: Scale distribution channels across defense and public health sectors by leveraging our Defense Logistics Agency (DLA) distribution authorization and expanding international partner networks across Europe, Canada, Latin America, and Asia.

  

Conference Call Information

 

TOMI will hold a conference call to discuss Second Quarter 2026 results at 4:30 p.m. ET today, August 14, 2026.

 

 
5

 

 

 

To participate in the call by phone, dial (888) 506-0062 approximately five minutes prior to the scheduled start time and provide participant access code 709299 or request the "TOMI Environmental Solutions second quarter earnings call." International callers please dial (973) 528-0011. To access the live webcast or view the press release, please visit the Investor Relations section of the TOMI website or register at the following link:

 

https://www.webcaster5.com/Webcast/Page/2262/54403

 

A replay of the teleconference will be available until August 21, 2026, and may be accessed by dialing (877) 481-4010. International callers may dial (919) 882-2331. Callers should use replay access code: 54403. A replay of the webcast will be available for at least 90 days on the company’s website, starting approximately one hour after the completion of the call.

 

TOMI™ Environmental Solutions, Inc.: Innovating for a safer world®

 

TOMI™ Environmental Solutions, Inc. (NASDAQ:TOMZ) is a global decontamination and infection prevention company, providing environmental solutions for indoor surface disinfection through the manufacturing, sales and licensing of its premier Binary Ionization Technology® (BIT™) platform. Invented under a defense grant in association with the Defense Advanced Research Projects Agency (DARPA) of the U.S. Department of Defense, BIT™ solution utilizes a low percentage Hydrogen Peroxide as its only active ingredient to produce a fog of ionized Hydrogen Peroxide (iHP™). Represented by the SteraMist® brand of products, iHP™ produces a germ-killing aerosol that works like a visual non-caustic gas.

 

TOMI products are designed to service a broad spectrum of commercial structures, including, but not limited to, hospitals and medical facilities, cruise ships, office buildings, hotel and motel rooms, schools, restaurants, meat and produce processing facilities, military barracks, police and fire departments, and athletic facilities. TOMI products and services have also been used in single-family homes and multi-unit residences.

 

TOMI develops training programs and application protocols for its clients and is a member in good standing with The American Biological Safety Association, The American Association of Tissue Banks, Association for Professionals in Infection Control and Epidemiology, Society for Healthcare Epidemiology of America, America Seed Trade Association, and The Restoration Industry Association.

 

For additional information, please visit https://www.steramist.com or contact us at info@tomimist.com.

 

 
6

 

 

 

Forward-Looking Statements

 

This press release contains forward-looking statements that are based on current expectations, estimates, forecasts and projections of future performance based on management's judgment, beliefs, current trends and anticipated business and market conditions. These forward-looking statements include, without limitation, statements regarding the proposed merger between TOMI Environmental Solutions, Inc. ("TOMI") and Carbonium Core, Inc. ("Carbonium"), including the anticipated timing and completion of the transaction, expected benefits to TOMI and its stockholders, anticipated growth opportunities, future business prospects, the commercialization and scaling of Carbonium's technology, anticipated financing activities, expected market demand for nuclear-grade graphite and other critical materials, and TOMI's expectations regarding future revenue growth, backlog conversion, business development initiatives, international expansion, operational performance and financial results, including the statements under the section entitled "Looking Ahead."

 

The proposed merger remains subject to the satisfaction or waiver of customary closing conditions, including, among other things, completion of contemplated financing activities, regulatory and other approvals, continued compliance with applicable Nasdaq requirements, and other conditions set forth in the definitive merger agreement. There can be no assurance that the transaction will be completed on the anticipated terms, within the expected timeframe, or at all.

 

Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those expressed or implied by such statements. These risks include, but are not limited to, risks related to the completion of the proposed merger; the ability of the combined company to successfully execute its business strategy; the commercialization, development and scalability of Carbonium's technology and operations; the ability to obtain necessary financing; changes in market demand, competitive conditions, regulatory developments or economic conditions; TOMI's ability to acquire new customers, expand sales, maintain growth, convert backlog and pipeline opportunities into revenue, and improve operating performance; reliance on a limited number of products for a significant portion of revenues; and other risks described in TOMI's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

 

The information provided in this press release is based on facts and circumstances known at the time of issuance. Actual results may differ materially from those anticipated due to a variety of factors, including those described above and other unknown or unpredictable factors. Although TOMI believes the expectations reflected in these forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievements. Readers are cautioned not to place undue reliance on forward-looking statements. All forward-looking statements speak only as of the date of this press release, and TOMI undertakes no obligation to update or revise any forward-looking statements, except as required by applicable law.

 

The following represents our condensed consolidated balance sheets and statement of operations from our Quarterly Report on Form 10-Q for the three months ended June 30, 2026:

 

 
7

 

 

TOMI ENVIRONMENTAL SOLUTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

 

 

ASSETS

 

 

 

 

 

 

As of

June 30,

2026

 

 

As of

December 31,

2025

 

Current assets:

 

(Unaudited)

 

 

 

Cash and cash equivalents

 

$ 321,899

 

 

$ 87,775

 

Accounts receivable, net

 

 

1,890,105

 

 

 

689,153

 

Inventories, net (Note 3)

 

 

2,812,414

 

 

 

2,926,427

 

Vendor deposits (Note 4)

 

 

226,999

 

 

 

161,597

 

Prepaid expenses

 

 

229,338

 

 

 

322,114

 

Other current assets

 

 

49,113

 

 

 

-

 

Total current assets

 

 

5,529,868

 

 

 

4,187,066

 

 

 

 

 

 

 

 

 

 

Property and equipment, net (Note 5)

 

 

513,176

 

 

 

614,311

 

 

 

 

 

 

 

 

 

 

Other assets:

 

 

 

 

 

 

 

 

Intangible assets, net (Note 6)

 

 

1,349,262

 

 

 

1,351,164

 

Operating lease – right of use asset (Note 7)

 

 

280,026

 

 

 

322,089

 

Other assets

 

 

709,515

 

 

 

559,671

 

Total other assets

 

 

2,338,803

 

 

 

2,232,924

 

Total assets

 

$ 8,381,847

 

 

$ 7,034,301

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$ 1,603,561

 

 

$ 1,480,189

 

Accrued expenses and other current liabilities (Note 12)

 

 

1,525,401

 

 

 

860,703

 

Deferred revenue

 

 

431,100

 

 

 

424,032

 

Sale of future receipts, net of discount of $0 and $113,191 at June 30, 2026 and December 31, 2025, respectively (Note 11)

 

 

-

 

 

 

254,234

 

Current portion of long-term operating lease (Note 7)

 

 

151,421

 

 

 

143,672

 

Total current liabilities

 

 

3,711,483

 

 

 

3,162,830

 

 

 

 

 

 

 

 

 

 

Long-term liabilities:

 

 

 

 

 

 

 

 

Long-term operating lease, net of current portion (Note 7)

 

 

292,906

 

 

 

370,591

 

Convertible notes payable, net of discount of $185,978 and $222,624 at June 30, 2026 and December 31, 2025, respectively (Note 8)

 

 

2,949,022

 

 

 

2,912,376

 

Total long-term liabilities

 

 

3,241,928

 

 

 

3,282,967

 

Total liabilities

 

 

6,953,411

 

 

 

6,445,797

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies (Notes 7, 8, 10 and 11)

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

Cumulative convertible Series A preferred stock; par value $0.01 per share, 1,000,000 shares authorized; 21,250 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively (retroactively adjusted for the 1-for-3 reverse stock split - Note 9)

 

$ 213

 

 

$ 213

 

Cumulative convertible Series B preferred stock; $1,000 stated value; 7.5% cumulative dividend; 4,000 shares authorized; none issued and outstanding at June 30, 2026 and December 31, 2025, respectively

 

 

-

 

 

 

-

 

Common stock; par value $0.01 per share, 250,000,000 shares authorized; 8,142,577 and 6,759,157 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively (retroactively adjusted for the 1-for-3 reverse stock split - Note 9)

 

 

81,425

 

 

 

67,591

 

Additional paid-in capital

 

 

60,591,729

 

 

 

58,572,686

 

Accumulated deficit

 

 

(59,244,931 )

 

 

(58,051,986 )

Total shareholders’ equity

 

 

1,428,436

 

 

 

588,504

 

Total liabilities and shareholders' equity

 

$ 8,381,847

 

 

$ 7,034,301

 

 

All share and per share amounts presented in these condensed consolidated financial statements have been retroactively adjusted to reflect the Company's 1-for-3 reverse stock split, effective July 20, 2026 (see Note 9), unless otherwise indicated.

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

 

 
8

 

 

TOMI ENVIRONMENTAL SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended June 30,

 

 

For the six months ended June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales, net

 

$ 2,246,909

 

 

$ 1,031,115

 

 

$ 3,901,136

 

 

$ 2,607,673

 

Cost of sales

 

 

861,603

 

 

 

353,991

 

 

 

1,684,054

 

 

 

978,804

 

Gross profit

 

 

1,385,306

 

 

 

677,124

 

 

 

2,217,082

 

 

 

1,628,869

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Professional fees

 

$ 342,693

 

 

$ 183,874

 

 

$ 524,663

 

 

$ 403,190

 

Depreciation and amortization

 

 

50,080

 

 

 

69,238

 

 

 

102,948

 

 

 

137,780

 

Selling expenses

 

 

228,025

 

 

 

240,462

 

 

 

425,327

 

 

 

486,868

 

Research and development

 

 

38,052

 

 

 

84,106

 

 

 

94,872

 

 

 

128,686

 

Consulting fees

 

 

176,706

 

 

 

63,098

 

 

 

241,795

 

 

 

142,169

 

General and administrative

 

 

793,892

 

 

 

1,169,035

 

 

 

1,697,885

 

 

 

2,217,330

 

Total operating expenses

 

 

1,629,448

 

 

 

1,809,813

 

 

 

3,087,490

 

 

 

3,516,023

 

Loss from operations

 

 

(244,142 )

 

 

(1,132,689 )

 

 

(870,408 )

 

 

(1,887,154 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (Employee Retention Credit)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

534,912

 

Interest income

 

 

486

 

 

 

1,421

 

 

 

516

 

 

 

84,311

 

Interest expense

 

 

(138,643 )

 

 

(106,248 )

 

 

(323,053 )

 

 

(225,178 )

Total other income (expense)

 

 

(138,157 )

 

 

(104,827 )

 

 

(322,537 )

 

 

394,045

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss before income taxes

 

 

(382,299 )

 

 

(1,237,516 )

 

 

(1,192,945 )

 

 

(1,493,109 )

Provision for income taxes (Note 13)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Net loss

 

$ (382,299 )

 

$ (1,237,516 )

 

$ (1,192,945 )

 

$ (1,493,109 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$ (0.05 )

 

$ (0.19 )

 

$ (0.17 )

 

$ (0.22 )

Diluted

 

$ (0.05 )

 

$ (0.19 )

 

$ (0.17 )

 

$ (0.22 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average common shares outstanding

 

 

7,596,869

 

 

 

6,682,504

 

 

 

7,204,206

 

 

 

6,677,149

 

Diluted weighted average common shares outstanding

 

 

7,596,869

 

 

 

6,682,504

 

 

 

7,204,206

 

 

 

6,677,149

 

 

All share and per share amounts presented in these condensed consolidated financial statements have been retroactively adjusted to reflect the Company's 1-for-3 reverse stock split, effective July 20, 2026 (see Note 9), unless otherwise indicated.

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

 

 
9

 

Filing Exhibits & Attachments

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