v3.26.1
Basis of Presentation and Significant Accounting Policies (Tables)
12 Months Ended
Apr. 30, 2026
Accounting Policies [Abstract]  
Schedule of Key Assumption Inputs
LevelMeasurement
1
Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.
2
Inputs are other than quoted prices that are observable for the asset or liability as level 1 inputs, either directly or indirectly. Level 2 inputs include quoted prices for similar instruments in active markets, and inputs other than quoted prices that are observable for the asset or liability.
3
Inputs are unobservable for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.
The following summarizes the Company's asset and liability fair value hierarchy at April 30, 2026:
LevelAsset or LiabilityMeasurement
1
Cash and cash equivalents
Estimates of fair value are measured using observable, quoted market prices, or Level 1 inputs. For USDC, fair value estimated at parity with USD.
Digital Assets
Estimates of fair value are measured using observable, quoted market prices on principal exchanges, or Level 1 inputs, on Binance exchange for BNB, Bitcoin ("BTC"), and Tether ("USDT").
3
Warrant Liabilities
Estimates of fair value are measured using observable, quoted market prices on Nasdaq Capital Markets traded under BNCWZ that started trading on April 15, 2026, but are not actively traded at April 30, 2026, as well as unobservable inputs, including adjusted historical volatility of shares of the Company's common stock.
Cash Incentive Award
Estimates of fair value are measured using observable, quoted market prices of shares of the Company's common stock as well as unobservable inputs, including adjusted historical volatility of shares of the Company's common stock.
Intangible Assets & Goodwill
Estimates of fair value of Fat Panda's trade name and goodwill recorded from the Fat Panda Acquisition are based upon discounted future cash flows of Fat Panda. Carrying value represents the lower of carrying value or impaired fair value if undiscounted cash flows are less than the carrying value at the date of the impairment assessment.
The Company equally weights observed market pricing data of publicly-traded Stapled Warrants with a Monte-Carlo option pricing model to estimate their fair value, using the following inputs:
April 30,
2026
Stock price
$
3.11 
Expected volatility
95.0 
%
Risk-free interest rate
3.9 
%
Dividend yield
— 
%
Holding period (years)
2.3
The Company values the Cash Incentive Award with a Monte-Carlo option pricing model to estimate their fair value, using the following inputs:
April 30,
2026
Stock price
$
3.11 
Expected volatility
85.0 
%
Risk-free interest rate
3.7 
%
Dividend yield
— 
%
Holding period (years)
0.3
The following table summarizes the assumptions used to estimate the grant‑date fair value of options issued during the period from June 7, 2025 through April 30, 2026:
Stock price
$
7.74 
Expected volatility
132.4 
%
Risk-free interest rate
4.4 
%
Dividend yield
— 
%
Holding period (years)
1.0
While the Company valued the Strategic Advisor Warrants based on the fair value of the underlying shares of its common stock given a nominal exercise price, it valued the Asset Manager Warrants with a Black-Scholes option-pricing model using the following inputs:
Stock price
$
17.77 
Exercise price
$
10.23 
Expected term (in years)(A)
5.0
Risk-free interest rate
3.8 
%
Expected volatility(B)
110.0 
%
Expected dividend yield
— 
%
A.Expected term equals the contractual term since the warrant holders are nonemployees and expected to hold the warrants to expiration to maximize their value.
B.The Company estimates volatility based on the historical volatility of the guideline public companies over a period approximately equal to the expected term.
Schedule of Cash and Cash Equivalents The Company reported cash and cash equivalents in the following line items of its Consolidated Balance Sheets, which totals the aggregate amount presented in the Company's Consolidated Statements of Cash Flows:
SuccessorPredecessor
April 30, 2026April 30, 2025
Total cash and cash equivalents shown in the Consolidated Statements of Cash Flows
$3,061 
$2,149 
Schedule of Inventory Inventory consisted of the following:
Successor Predecessor
April 30,
2026
April 30,
2025
Finished goods
$
4,070 
$
3,241 
Raw materials
379 
264 
Allowance for excess and obsolete inventory
(409)
(211)
Inventory, net(A)
$
4,040 
$
3,294 
A.Includes labor and overhead expenses of $0.4 million and $0.6 million at April 30, 2026 and April 30, 2025, respectively. The Predecessor measured inventory on a standard cost basis until acquired by the Company.
Schedule of Goodwill
The carrying value of the Company's goodwill changed by the following amounts:
June 7, 2025
Goodwill
$
— 
Accumulated impairment losses
— 
— 
Changes in Goodwill
Fat Panda Acquisition
4,218 
Purchase price adjustments
(782)
Foreign currency translation adjustment
102 
April 30, 2026
Goodwill
3,538 
Accumulated impairment losses
— 
$
3,538 
Schedule of Finite-Lived Intangible Assets The Company's identified intangible assets include:
Estimated Useful Life (Years)Successor
Carrying Amount
AssetApril 30, 2026April 30, 2025
Trade names(A)
10.0
$
5,229 
$
— 
Accumulated amortization(B)(C)
(474)
— 
Foreign currency translation adjustment
45 
$
4,800 
$
— 
A.Trade name acquired as part of the Fat Panda Acquisition ("—Business Combinations—Fat Panda Acquisition"), and valued using a relief-from-royalty method.
B.Includes amortization expense of $0.5 million for the period from June 7, 2025 through April 30, 2026.
C.At April 30, 2026, the approximate aggregate annual amortization expense for definite-lived intangible assets is as follows:
2027
$
527 
2028
529 
2029
527 
2030
527 
2031
527 
Thereafter
2,163 
$
4,800 
Schedule of Accounts Payable and Accrued Liabilities
At April 30, 2026 and April 30, 2025, accounts payable and accrued expenses, other assets, and other liabilities included:
SuccessorPredecessor
April 30,
2026
April 30,
2025
Other current and non-current assets(A)
$2.4 million of non-BNB digital assets as well as right-of-use lease assets, prepaid expenses, accounts receivable, deposits, contract assets, and property and equipment.
Right-of-use lease assets, accounts receivable, property and equipment, and deposits.
Accounts payable and accrued expenses
$5.3 million of accounts payable as well as accrued compensation, sales taxes payable, and other expenses
$1.4 million of accrued compensation and $0.7 million of accounts payable as well as sales taxes payable.
Other current related party liabilities
Accrued fees under the AMA.
n.a.
Other current related party liabilities, at fair value
$0.6 million Cash Incentive Award(B)
n.a.
Other current and non-current liabilities
Current and deferred tax liabilities, lease liabilities, and deferred revenue.
Current tax liabilities, lease liabilities, and deferred revenue.
A.Net of $0.3 million, $— million, and $0.8 million depreciation and amortization for the period from June 7, 2025 through April 30, 2026, the period from May 1, 2025 through June 6, 2025, and the year ended April 30, 2025, respectively.
B.The Company estimates the fair value of this variable consideration cash award based on the trading price of shares of its common stock on a quarterly basis, with changes in fair value presented within "Other affiliate operating expenses" in the Consolidated Statements of Operations and Comprehensive Income. See Note 8 and Note 10 for more information regarding the Cash Incentive Award.
Schedule of the Preliminary Fair Value of Assets Acquired and Liabilities Assumed
The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date and is based on the best estimate of management, which is subject to change within the measurement period.
As Initially Reported
Adjustments(A)
Revised Amount
Cash and cash equivalents
$
1,922 
$
— 
$
1,922 
Accounts receivable
177 
88 
265 
Related party receivables
673 
— 
673 
Inventory
3,685 
(20)
3,665 
Prepaid expenses
113 
(33)
80 
Fixed assets
314 
— 
314 
Right-of-use asset
1,851 
(19)
1,832 
Deposits
219 
219 
Intangibles(B)
5,229 
— 
5,229 
Goodwill
4,218 
(782)
3,436 
Accounts payable and accrued liabilities
(2,308)
46 
(2,262)
Income taxes payable
(108)
670 
562 
Deferred tax liability
(1,256)
(33)
(1,289)
Lease liabilities, current
(533)
— 
(533)
Current portion of royalty liabilities
(13)
13 
— 
Lease liabilities, non-current
(1,332)
— 
(1,332)
Total net assets acquired
$
12,851 
$
(70)
$
12,781 
A.During the period from June 7, 2025 to April 30, 2026, the Company recorded measurement period adjustments resulting from new information about facts and circumstances that existed as of the Acquisition Date. These adjustments primarily related to updated valuations of working capital accounts, including accounts receivable, inventory, prepaid expenses, right-of-use asset, and accrued liabilities, as well as the fair value of the Fat Panda Promissory Notes as part of the purchase consideration. The cumulative impact of these adjustments was recorded as a decrease to goodwill, and prior-period comparative information has been revised as if the adjustments had been recognized at the Acquisition Date. At April 30, 2026, the release of amounts within the $1.9 million Escrow Deposit remains uncertain and may require further purchase price adjustments.
B.Represents the estimated fair value of Fat Panda's trade names, valued using a relief-from-royalty method, with an estimated useful life of 10 years.
Schedule of Business Combination, Pro Forma Information
The following unaudited pro forma consolidated financial information reflects the results of operations of the Company for the twelve months ended April 30, 2026, and 2025, as if the Fat Panda Acquisition transactions, including related financing, on June 6, 2025 had occurred on May 1, 2024. The unaudited pro forma results gives effect to certain purchase accounting and financing adjustments based on the historical financial statements of the Company, but neither necessarily reflect actual results of operations that would have been achieved nor are they necessarily indicative of future results of operations.
Year Ended April 30,
20262025
Revenue
$31,960 $31,486 
Net income (loss)
116,806 (5,111)