v3.26.1
Unaudited Condensed Consolidated Interim Statements of Cash Flows - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Dec. 31, 2024
Dec. 31, 2025
Sep. 30, 2024
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net income (loss) $ (26,351) $ 102,958 $ (160,788) $ 78,631 $ (8,519)
Net loss from discontinued operations (104) (183) (158) 2,030 (1,141)
Net income (loss) for the year from continuing operations (26,247) 103,141 (160,630) 76,601 (7,378)
Adjustments required to reconcile net loss for the year to net cash used in operating activities:          
Amortization of debt discount 166 135 414 316
Depreciation 22 4
Stock-based compensation 1,907 178 6 18,826 230
Interest earned on marketable securities held in trust account (1,789)   (278)  
Loss on extinguishment of vendor obligations     278 289
Gain on extinguishment of vendor obligations     (211)
Gain on extinguishment of affiliates liabilities due to     (192)
Impairment loss     4,344 391
Gain on deconsolidation     (64)
Loss on extinguishment of convertible notes payable     7,080
Shares and warrants issued in connection with JV agreement     2,817
Shares issued as part of settlement agreement     157
Shares issued as penalty for filing     300
Shares issued as commitment for ELOC agreement     1,250
Employee termination benefits (3)      
Change in deferred taxes (42)      
Interest on loans 183      
Gain on marketable securities 91 (301)
Day one loss on stock purchase warrants issued in connection with private placement 15,429 13,533 13,435
Change in fair value - stock purchase warrant liabilities 6,188 (104,846) 663 (130,135)
Change in fair value of liability-classified stock purchase warrants (124) 140,585 (588)
Changes in lease assets and lease liabilities 88 (151)  
Change in fair value of derivative liabilities     625
Loss on reclassification of stock purchase warrants from equity-classified to liability-classified     46
Changes in operating assets and liabilities:          
Trade receivables (400)        
Other current assets 139 35 136 (264) (236)
Inventory 285        
Accounts payable (1,453) (51) 70 30
Due to affiliates 2 2,919
Interest payable - related parties 34 21 (34) 44
Accrued expenses and other current liabilities 995 (250) 2,861 760 2,935
Net cash used in operating activities – continuing operations (4,565) (1,622) (1,456) (6,147) (893)
Net cash used in operating activities – discontinuing operations (362) 280 1,116 (51) (2,925)
Net cash used in operating activities (4,927) (1,342) (340) (6,198) (3,818)
CASH FLOWS FROM INVESTING ACTIVITIES:          
Cash used in purchase of subsidiaries (5,042)      
Proceeds from sale of investment     64
Investment in short term securities 239 50
Loan granted     (2,351)
Investment of cash in Trust Account       (172,500)  
Due to affiliates (4) (984)
Cash provided by purchase of subsidiary 1,138 449
Payment on property and equipment (154) (10) (31)
Advance to target of planned acquisition (800) (1,000) (3,500)
Net cash used in investing activities (3,823) (810) (936) (179,827) 133
Net cash used in investing activities – continuing operations     (936) (178,867)
Net cash used in investing activities – discontinuing operations     (960) 133
CASH FLOWS FROM FINANCING ACTIVITIES:          
Repayment of short term bank credit (575)      
Business Combination, net of issuance costs     150
Proceeds from issuance of loans payable - related parties 411 1,354
Proceeds from issuance of private placement and embedded derivative, net of issuance costs     9,135 9,225
Proceeds from sale of SPAC Units and Private Placement Units, net of issuance costs     172,854
Proceeds from issuance of common stock, net of issuance costs     478
Dividend payment (297)        
Proceeds from issuance of private placement 10,000      
Repayments on loans payable - related parties (593) (1,000) (94)
Proceeds from issuance of convertible notes payable and embedded derivative, net of issuance costs     450
Proceeds from issuance of convertible notes payable and stock purchase warrants, net of issuance costs     996
Proceeds from issuance of note payable and stock purchase warrants     78
Proceeds from issuance of ELOC shares 3,530      
Net cash provided by financing activities – continuing operations     9,063 181,985 2,578
Net cash provided by financing activities – discontinuing operations     422
Net cash provided by financing activities 12,476 9,063 181,985 3,000
Effect of exchange rate changes on cash and cash equivalents– continuing operations (3) 36 95 29
Effect of exchange rate changes on cash and cash equivalents– discontinuing operations 35 34
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 3,726 (2,120) 7,823 (3,911) (656)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD, INCLUDING DISCONTINUED OPERATIONS 3,947 7,858 35 7,858 691
CASH, CASH EQUIVALENTS, RESTRICTED CASH CASH FROM HELD FOR SALE COMPANY AT END OF PERIOD, INCLUDING DISCONTINUED OPERATIONS 7,673 5,738 7,858 3,947 35
LESS CASH FROM DISCONTINUED OPERATIONS 1,275 960 35
CASH, CASH EQUIVALENTS, RESTRICTED CASH CASH FROM DISCONTINUED OPERATIONS AT END OF PERIOD FROM CONTINUING OPERATIONS 7,673 4,463 6,898 3,947
Cash paid during the year for:          
Interest     1
Non cash transactions:          
Purchase of subsidiaries against issuance of common stock and warrants 70,549      
Issuance of common stock to settle loans payable – related parties 300      
Fair value of pre-funded warrants exercised 3,056      
Issuance of common stock to settle loans payable – related parties and accrued and unpaid interest     613
Capital reduction on settlement of loans payable – related parties and accrued and unpaid interest through issuance of common stock     (343)
Issuance of common stock to settle due to affiliates     6,627
Capital reduction on settlement of due to affiliates through issuance of common stock     (3,900)
Issuance of common stock to settle accrued expenses and other current liabilities     760 1,880
Settlement of due to affiliates through issuance of loan payable – related parties     1,213
Settlement of accrued expenses and other current liabilities through issuance of Old Nukk common stock     213
Issuance of Old Nukk common stock to Brilliant vendors in exchange for receivable from Brilliant     1,802
Settlement of loans payable – related parties through exchange of notes receivable – related parties and accrued and unpaid interest     38
Settlement of loans payable – related parties through exchange of due from affiliates     12
Fair value of the stock purchase warrants issued in connection with the private placement agreement     23,239
Issuance of common stock issued as compensation for services     1,364
Issuance of common stock issued to settle Exit and Settlement Agreement     325
Issuance of common stock issued as compensation to board of directors     959
Fair value of derivative liability embedded within convertible note payable     (848)
Fair value of liability-classified warrants issued in connection with conversion of convertible notes     (663)    
Settlement of convertible notes payable through issuance of common stock     771    
Fair value of stock purchase warrants reclassified from equity-classified to liability-classified     (283)    
Issuance of common stock for digital assets purchased     4,360
Initial recognition of operating lease liability and a corresponding right-of- use asset 38 695
Fair value of the derivative liability extinguished from conversion of convertible note       260
Fair value of warrants exercised 4,960 31,919
Share issued to cover subsidiary's liabilities     509
Offering costs included in accrued offering costs     76
Fair value of common stock issued in connection with conversion of convertible note 3,153 1,532
Working capital (excluding cash and cash equivalents) (16,026)     (858)  
Long terms assets 7,723     323  
Intangible assets 5,182     7,388  
Goodwill 92,460     7,688  
Deferred considerations       (14,103)  
Intangible assets held for sale 905        
Long terms liabilities (19,233)     (887)  
Other comprehensive income 139        
Non-controlling interest (1,739)        
Issuance of common stock and warrants (70,549)        
Net cash provided by from the purchase of subsidiary consolidated for the first time $ (1,138)     $ (449)