Greenlane Completes Strategic Shift to Berachain-Focused Digital Asset Treasury Amid Financial Losses and Nasdaq Delisting Notice

Greenlane Holdings, Inc. reported its fourth quarter and full year 2025 financial results, revealing substantial losses as the company completed its strategic transition to a Berachain-focused digital asset treasury. The company's shift, initiated in October 2025 following a $110.7 million private placement, represents a fundamental reorientation toward acquiring, managing, and strategically deploying BERA, the native token of the Berachain blockchain network. This strategic pivot reflects the company's conviction in the long-term potential of the Berachain ecosystem despite current financial challenges.

The company's digital asset treasury strategy consists of five core components: capital deployment through BERA acquisition, network participation via Proof of Liquidity staking and validator infrastructure, governance participation through earning Berachain Governance Tokens, risk-adjusted yield participation in decentralized finance protocols on the Berachain network, and capital allocation discipline. As of December 31, 2025, Greenlane held 51,659,912 units of BERA at a cost basis of $58.3 million with a fair value of $36.6 million, recognizing a $31.1 million loss on the change in fair value during fiscal year 2025. The company also held $22.6 million in stablecoins classified as cash equivalents and maintained $32.5 million in cash and cash equivalents with no outstanding debt.

Fourth quarter financial results showed a net revenue decrease of 18% to approximately $1.4 million compared to $1.7 million in Q4 2024, reflecting the continued wind-down of legacy operations. Operating loss was $(38.6) million, compared to $(3.8) million in Q4 2024, driven primarily by $18.6 million in non-cash stock-based compensation related to strategic advisory warrants and a $6.0 million increase in compensation costs associated with the strategic transition. Net loss attributable to Greenlane Holdings was $(69.6) million, compared to $(8.8) million in Q4 2024, reflecting the $31.1 million change in fair value of digital assets recognized entirely in the fourth quarter following initial BERA acquisition.

For the full year ended December 31, 2025, total net revenue was approximately $4.4 million, a 67% decrease from approximately $13.3 million in the prior year, reflecting the company's strategic transition away from legacy wholesale and distribution operations. Gross loss was $(12.5) million, compared to gross profit of $6.3 million in the prior year, driven by a $6.3 million inventory impairment recorded in connection with the wind-down of warehouse operations. Net loss attributable to Greenlane Holdings was $(85.6) million, compared to $(17.6) million in the prior year, primarily reflecting $31.1 million in digital asset fair value losses, $18.6 million in non-cash stock-based compensation related to strategic advisory warrants, $4.8 million in other stock-based compensation, and restructuring charges.

Subsequent to December 31, 2025, the company received a delisting notice from Nasdaq on March 25, 2026, notifying the company that it was not in compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market. Due to having effected two reverse stock splits over the prior two-year period, the company is not eligible for the 180-day period to regain compliance. The company plans to appeal this determination before a Nasdaq Hearings Panel, staying the suspension of its common stock. On the same day, stockholders approved an amendment to effect a reverse stock split at a ratio within a range of 1-for-5 to 1-for-15, with the final ratio and timing to be determined at the discretion of the Board of Directors.

The company entered into significant token transaction agreements on February 4, 2026, including a Token Purchase and Sale Agreement and a Token Lending Agreement with Berachain Operations Corporation. These agreements establish mechanisms for the company to lend stablecoins to acquire BERA tokens and purchase tranches of BERA through flexible transaction arrangements. The Counterparty subsequently informed the company that it may conduct transactions with BSQD Corp., an entity wholly owned by Ben Isenberg, Greenlane's Chief Investment Officer, though such transactions are conducted on an arm's-length basis at prevailing market prices.

On February 11, 2026, the Board of Directors unanimously appointed Jason Hitchcock as Chief Executive Officer, bringing over 15 years of experience building and scaling revenue engines across SaaS, blockchain infrastructure, and decentralized finance. The company also entered into an ATM Offering agreement with Yorkville Securities, LLC on January 7, 2026, allowing the company to offer and sell shares of its Class A common stock for up to $5,355,687. As of February 27, 2026, the company held approximately 70.4 million units of BERA and had deployed up to 50 million units of BERA into validator infrastructure across multiple operators, demonstrating continued execution of its Berachain-focused strategy despite financial and regulatory challenges.