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FreeCast, Inc. entered into a Renewal Revolving Convertible Promissory Note with Nextelligence, Inc., an entity controlled by its CEO, William A. Mobley Jr. The note allows borrowings up to $5,000,000 and is convertible into Class A common stock at the closing market price immediately before any conversion notice.
As of April 21, 2026, loans under the note totaled $3,400,000, and after an additional $500,000 borrowing, the outstanding principal reached $3,900,000 as of April 29, 2026. The debt bears 12% annual interest and matures no later than June 30, 2027, with a default rate of 18%. FreeCast may prepay with five days’ notice, and standard anti-dilution adjustments apply for stock splits or combinations.
FreeCast, Inc. disclosed that Nextelligence, Inc., an entity controlled by CEO William A. Mobley Jr., sold 506,250 shares of Class A common stock on April 17, 2026 at prices of $4, $6, and $8 per share, leaving it with 10,113,000 shares held indirectly.
On April 20, 2026, Nextelligence converted a Convertible Promissory Note into 484,354 Class A shares, increasing its indirect holdings to 10,597,354 shares. At the same time, FreeCast and Nextelligence renewed a Revolving Convertible Promissory Note with capacity of up to $5,000,000, cancelling the former note and extending its maturity to June 30, 2027.
After conversions, the renewed note had $3,562,012 of principal plus interest outstanding, convertible into 1,149,037 Class A shares at a conversion price of $3.10 per share, with the conversion feature available through maturity.
FreeCast, Inc. entered into a Renewal Revolving Convertible Promissory Note with related-party lender Nextelligence, Inc. for principal up to $5,000,000. The note carries a fixed interest rate of 12.0% and matures no later than June 30, 2027, with default interest increasing to 18.0%.
Nextelligence, which is controlled by FreeCast’s Chief Executive Officer and board chairman William A. Mobley, converted $1,714,052 of outstanding principal into a total of 484,354 Class A common shares. This includes 455,841 shares at $3.51 per share and 28,513 shares at $4.00 per share, approved by the independent directors. After these conversions, the remaining principal balance under the renewed note is $3,400,000, and FreeCast may prepay with five days’ prior written notice.
FreeCast, Inc. is registering the resale of up to 5,750,000 shares of its Class A common stock held by Amiens Technology Investments LLC under an equity line financing. The Equity Purchase Agreement allows FreeCast, at its discretion, to sell up to $50 million of stock over a 36‑month period, with the resale shares in this prospectus based on an assumed $21,735,000 draw at $3.78 per share. FreeCast will not receive proceeds from the Selling Shareholder’s resales, but may receive up to $50 million in gross proceeds from primary sales to the investor and will also issue up to $750,000 in stock as a commitment fee, which will dilute existing holders. The company operates a streaming aggregation and platform‑as‑a‑service model but has a substantial accumulated deficit and recurring losses, raising doubt about its ability to continue as a going concern. Dual‑class stock and controlled‑company status give founder William A. Mobley, Jr. majority voting power and allow exemptions from some Nasdaq governance requirements.
FreeCast, Inc. approved and issued 137 warrants to 137 accredited investors to purchase an aggregate of 6,743,587 shares of its Class A common stock. The warrants have an exercise price of $4.25 per share, were immediately exercisable upon issuance, and expire on May 15, 2026.
The warrants were issued in a private placement relying on Section 4(a)(2) and Rule 506 of Regulation D, with recipients representing accredited investor status and acquiring the securities for investment purposes.
FreeCast, Inc. filed an amended report to correct and update details on its financing arrangements and an existing convertible note. The company clarified that, after an extra $225,000 draw on April 1, 2026, total loans under a revolving convertible note with Nextelligence reached $5,114,052 as of April 7, 2026.
FreeCast also amended its Equity Purchase Agreement with Amiens Technology Investments, which allows sales of up to $50 million of Class A common stock. The amendment lengthens the pricing period for determining purchase prices to ten trading days and doubles the time allowed to file the initial resale registration statement to thirty days.
FreeCast, Inc. updated two key financing arrangements that affect how it can raise cash and manage debt. The company amended its Equity Purchase Agreement with Amiens Technology Investments, LLC, which allows sales of up to $50 million of Class A common stock. The amendment doubles the pricing period used to calculate sale prices from five to ten trading days and gives FreeCast 30 days, instead of 15, to file the initial resale registration statement after its Nasdaq trading start on March 10, 2026.
FreeCast also detailed activity under a revolving convertible promissory note with Nextelligence, Inc., an entity controlled by its CEO. The note allows up to $5 million in borrowings at 12.0% annual interest, convertible into Class A shares at $8.00 per share. After an additional $200,000 borrowing on March 30, 2026, total principal outstanding under the note was $4,889,052 as of April 3, 2026, due no later than June 30, 2026, with an 18.0% default interest rate.
FreeCast, Inc. filed an amended quarterly report mainly to add required inline XBRL exhibits and updated CEO/CFO certifications; the financial results themselves are unchanged. For the six months ended December 31, 2025, FreeCast generated $257,950 in revenue and recorded a net loss of $5.6 million, narrowing losses from the prior year.
The company ended the period with $433,363 in cash, total assets of $1.23 million, and a working capital deficit of $3.84 million, resulting in a stockholders’ deficit of $3.55 million. Management discloses substantial doubt about FreeCast’s ability to continue as a going concern and plans to rely on additional debt and equity financing, including a related‑party revolving convertible note and a $50 million equity purchase agreement, to fund operations.
FreeCast, Inc. reported very small revenue and continued heavy losses for the six months ended December 31, 2025, and raised substantial doubt about its ability to continue as a going concern. Total revenue was $257,950 while the net loss was $5,646,331, improving from a $7,489,323 loss a year earlier.
Cash was $433,363 with a working capital deficit of $3,839,068 and an accumulated deficit of about $200.9 million. The company is funding operations largely through related-party convertible debt from Nextelligence, which totaled $2,425,552 in principal at December 31, 2025 and increased further after period end.
Subscriber counts rose from 925,270 to 1,006,203 over twelve months, but revenue per subscriber declined. Management plans to seek additional equity and debt financing and to grow advertising, FAST channel, and premium subscription revenues, but acknowledges no assurances that needed capital will be obtained.
FreeCast, Inc. reports a direct financial obligation under a related-party revolving convertible promissory note with Nextelligence, Inc., controlled by its Chief Executive Officer, William A. Mobley, Jr. The aggregate outstanding principal balance under the note is $4,689,052 as of March 23, 2026.
The note bears fixed interest at 12.0% per year, matures no later than June 30, 2026, and allows Nextelligence, at its option, to convert principal and accrued interest into Class A common stock at a conversion price of $8.00 per share. In default or certain bankruptcy events, the interest rate increases to 18.0% per year.