Material accounting policies |
9 Months Ended | ||||||
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| Accounting Policies [Abstract] | |||||||
| Material accounting policies | 2. Material accounting policies
Statement of compliance
The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and, for SEC registrants, with the instructions to Form 10-Q and Article 10 of Regulation S-X.
The condensed interim consolidated financial statements were authorized for issue by the Board of Directors on July 20, 2026.
Basis of preparation and presentation currency
The condensed interim consolidated financial statements have been prepared in accordance with GAAP applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business on the historical cost basis except for certain financial instruments that are measured at fair value.
All financial information is presented in US Dollars (“USD”). The interim financial statements are condensed and should be read in conjunction with the Company’s latest annual year-end consolidated financial statements for the year ended August 31, 2025. It is management’s opinion that all adjustments necessary for a fair statement of the results for the interim period has been made, and all adjustments are of a recurring nature or a description of the nature of and any amount of any adjustments other than normal recurring nature has been stated. Sufficient disclosures have been made so as to not make the interim financial information misleading. There are no prior-period adjustments in these condensed interim consolidated financial statements.
Pineapple Financial Inc. Notes to the Condensed Interim Consolidated Financial Statements - Unaudited For the period ended May 31, 2026 (Expressed in US Dollars)
2. Significant accounting policies (continued from previous page)
Adjustment for reverse stock split
On July 16, 2025, the Company effected a 1-for-20 reverse stock split of its issued and outstanding common shares. The reverse split did not affect the total shareholders’ equity of the Company or the par value of the common shares. All share, option, warrant and RSUs amounts, as well as all per-share information presented in these unaudited condensed interim consolidated financial statements, have been retroactively adjusted to reflect the reverse stock split for all periods presented.
Earnings/(Loss) per share (EPS)
Basic earnings or loss per share is calculated by dividing net income or loss attributable to common shareholders by the weighted-average number of common shares outstanding during the period.
Diluted earnings or loss per share is calculated by dividing net income or loss attributable to common shareholders by the weighted-average number of common shares outstanding during the period, adjusted for the effect of potentially dilutive securities, including stock options, restricted share units and warrants, only when their inclusion would reduce earnings per share or increase loss per share.
For the three months ended May 31, 2026, the Company reported net income. Accordingly, potentially dilutive securities were evaluated for inclusion in diluted earnings per share. Certain restricted share units were included in the diluted weighted-average number of common shares to the extent dilutive. Stock options and warrants were excluded because their effect would have been anti-dilutive or because applicable exercisability conditions had not been satisfied.
For the nine months ended May 31, 2026, the Company reported a net loss. Accordingly, all potentially dilutive securities, including stock options, restricted share units and warrants, were excluded from diluted loss per share because their inclusion would have been anti-dilutive. As a result, diluted loss per share was the same as basic loss per share for the nine-month period.
For the three and nine months ended May 31, 2025, the Company reported net losses. Accordingly, all potentially dilutive securities were excluded from diluted loss per share because their effect would have been anti-dilutive.
Operating segments
The Company determines its operating and reportable segments in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 280, Segment Reporting. Operating segments are identified based on the manner in which financial information is regularly reviewed by the Company’s chief operating decision makers (“CODM”) for the purposes of allocating resources and assessing performance.
During the nine months ended May 31, 2026, the Company revised its internal reporting structure to reflect the expansion of its business activities. As a result, the Company now operates through two reportable segments:
The Company’s chief operating decision makers, identified as the Chief Executive Officer and Chief Financial Officer, review financial information for these two segments separately to evaluate performance and make decisions regarding resource allocation.
Segment performance is primarily evaluated based on revenue, operating income (loss), and key underlying drivers specific to each segment, including transaction volumes in the mortgage business and fair value movements and yield generation in the digital asset segment.
Basis of Consolidation and Foreign Currency Translation
The accompanying unaudited condensed interim consolidated financial statements include the accounts of Pineapple Financial Inc. and its wholly owned subsidiaries, Pineapple Insurance Inc. and Pineapple National Inc. All intercompany transactions and balances have been eliminated upon consolidation. The accounting policies of the subsidiaries are consistent with those of the Company.
The accompanying unaudited condensed interim consolidated financial statements are presented in U.S. dollars, which is the Company’s reporting currency. The functional currency of the Company’s Canadian mortgage brokerage and insurance operations is the Canadian dollar, as these operations primarily generate revenues and incur expenses in Canadian dollars. The functional currency of the Company’s digital asset treasury activities, including activities related to Injective tokens, is the U.S. dollar, as these activities are primarily managed, financed and measured in U.S. dollars.
Assets and liabilities of entities or operations with a Canadian dollar functional currency are translated into U.S. dollars at exchange rates in effect at the balance sheet date. Revenues and expenses are translated at average exchange rates for the applicable period. Equity transactions are translated at historical exchange rates. Resulting foreign currency translation adjustments are recorded as a separate component of accumulated other comprehensive income or loss within shareholders’ equity.
Transactions denominated in currencies other than the applicable functional currency are remeasured into the functional currency at the exchange rate in effect on the transaction date. Monetary assets and liabilities denominated in currencies other than the applicable functional currency are remeasured at the exchange rate in effect at the balance sheet date, and the resulting foreign currency gains and losses are recognized in the consolidated statements of operations and comprehensive loss.
Pineapple Financial Inc. Notes to the Condensed Interim Consolidated Financial Statements - Unaudited For the period ended May 31, 2026 (Expressed in US Dollars)
2. Significant accounting policies (continued from previous page)
Digital assets
The Company holds digital assets within the scope of ASC 350-60, Intangibles—Goodwill and Other—Crypto Assets. These assets consist primarily of Injective (“INJ”) tokens and U.S. dollar-denominated stablecoins.
Digital assets are recognized when the Company obtains control of the assets, defined as the ability to direct the use of, and obtain substantially all of the remaining benefits from, the assets, generally upon settlement and transfer to a wallet or account under the Company’s control.
Digital assets are subsequently measured at fair value at each reporting date in accordance with ASC 350-60, with changes in fair value recognized within consolidated statements of operations in the period in which they occur. U.S. dollar-denominated stablecoins are accounted for as digital assets under ASC 350-60 and are measured at fair value in the same manner as the Company’s other digital assets. Because these assets are designed to maintain a stable value relative to the U.S. dollar, changes in fair value are generally not expected to be material. Stablecoins, which include USDC, are redeemable on a one-to-one basis for cash and cash equivalents and are classified as cash and cash equivalents. USDC is readily convertible to known amounts of cash, allowing for near-instant, one-to-one redemption of USDC for U.S. dollars. Furthermore, the underlying reserves backing USDC, comprising cash in segregated accounts titled for benefit of USDC holders and a government money market fund that holds cash, short-duration U.S. Treasuries, and overnight U.S. Treasury repurchase agreements, exhibit the risk and liquidity characteristics of cash equivalents as defined in ASC 230, Statement of Cash Flows. Digital assets are initially recognized at cost, including directly attributable transaction costs, or at fair value on the date of receipt for digital assets acquired through non-cash transactions, including staking rewards or exchanges for equity. The cost of digital assets disposed of is determined using the weighted-average cost method.
Fair value is determined in accordance with ASC 820, Fair Value Measurement, using quoted prices in active markets for identical assets (Level 1 inputs). The Company has determined that Coinbase Global, Inc.’s Coinbase exchange (“Coinbase”) represents its principal market for Injective (“INJ”) tokens, as it is the market with the greatest volume and level of activity that is accessible to the Company. Accordingly, fair value is based on the quoted closing price in the Company’s principal market at the measurement date. For purposes of determining and documenting the applicable closing price, the Company utilizes pricing information published by Coinbase, which sources and reports exchange-specific market data, including the official Coinbase closing price, and provides a consistent, transparent, and independently verifiable historical pricing record. Management believes the use of Coinbase as the pricing source faithfully reflects the quoted price in the Company’s principal market while providing consistency in the application of its fair value measurement policy across reporting periods.
Digital assets are presented in the consolidated balance sheets based on their nature and the Company’s intended use, consistent with applicable accounting guidance. The classification of digital assets as current or non-current involves management judgment based on expected holding periods and liquidity considerations.
Staking Income
The Company participates in proof-of-stake validation activities through delegated staking arrangements related to its digital assets, whereby it earns rewards in the form of additional digital tokens for supporting blockchain network operations.
Staking rewards are recognized as income when the Company obtains control of the reward tokens, which generally occurs when the rewards are received or become claimable by the Company. The determination of when control is obtained requires judgment based on the terms of the underlying staking arrangements.
Staking rewards are measured at fair value at the time of receipt or when they become claimable, using quoted market prices in active markets (Level 1 inputs) in accordance with ASC 820, Fair Value Measurement.
Staking income is recognized within other income as a component of digital asset-related income, which is distinct from the Company’s core operating revenue streams. After initial recognition, reward tokens that meet the scope criteria of ASC 350-60 are included within digital assets and are subsequently measured at fair value at each reporting date, with changes in fair value recognized in net income in accordance with the Company’s accounting policy for digital assets.
Derivative Liability
The Company enters into derivative transactions related to digital assets, principally consisting of costless collars executed through contemporaneous purchased put and written call option positions, together with a limited number of standalone written put options. The Company evaluates each option contract under ASC 815, Derivatives and Hedging. Each purchased put, written call and standalone written put meets the definition of a derivative instrument and is separately recognized and measured at fair value.
Pineapple Financial Inc. Notes to the Condensed Interim Consolidated Financial Statements - Unaudited For the period ended May 31, 2026 (Expressed in US Dollars)
2. Significant accounting policies (continued from previous page)
Derivative instruments are recognized as assets or liabilities in the consolidated balance sheets and are measured at fair value at inception and at each reporting date. Premiums received upon entering into written put option contracts are included in the initial fair value measurement of the derivative liability. Collateral posted in connection with derivative arrangements is accounted for separately from the related derivative instruments and is presented within restricted cash in the condensed consolidated balance sheets (see Note 13). Such collateral is not included in the measurement of the derivative asset or liability.
For balance-sheet presentation, the Company has elected to offset qualifying derivative asset and liability fair values executed with the same counterparty under an enforceable master netting arrangement in accordance with ASC 815-10-45-5.
Changes in the fair value of derivative instruments are recognized in net income in the period in which they occur. The Company does not designate its derivative instruments as hedging instruments for accounting purposes.
The fair values of the Company’s derivative instruments are determined in accordance with ASC 820, Fair Value Measurement. The Company considers counterparty-provided quarter-end valuations developed using established option-pricing methodologies consistent with the Black-Scholes-Merton framework. The valuation methodology incorporates market-based and market-corroborated inputs, including the spot price of the underlying digital asset, contractual strike price, remaining term to expiration, expected or implied volatility, risk-free interest rate and applicable settlement terms. Management independently evaluates the valuation methodology and significant inputs and performs a separate reasonableness assessment of the reported fair values. As of May 31, 2026, management’s independent assessment produced values that were not materially different from the counterparty-provided valuations. The Company’s derivative instruments are classified within Level 2 of the fair value hierarchy because the valuation incorporates inputs that are not directly observable, including implied volatility used in the option-pricing models. The Company does not designate these derivative instruments as hedging instruments for accounting purposes.
Loans Payable and Loans Receivable
The Company accounts for borrowings under its secured financing arrangements as debt obligations in accordance with ASC 470, Debt. Borrowings are initially recognized at the amount of proceeds received, net of any applicable debt issuance costs or discounts, and are subsequently measured at amortized cost. Interest expense is recognized over the contractual term of the borrowing using the effective interest method in accordance with ASC 835, Interest.
The Company also recognizes loans receivable arising from financing, collateral, treasury management or other contractual arrangements when it has a contractual right to receive cash or other financial assets from a counterparty. Loans receivable are accounted for as a financial asset and are measured at amortized cost, net of any allowance for expected credit losses, if applicable. Interest income is recognized over the contractual term of the arrangement using the effective interest method and is included in interest income in the consolidated statements of operations and comprehensive loss.
Loans payable and loans receivable are presented on a gross basis in the consolidated balance sheets. The Company does not offset loans payable against loans receivable because the arrangements represent separate contractual rights and obligations and the criteria for offsetting under ASC 210-20, Balance Sheet -Offsetting, have not been met.
Collateral pledged or received in connection with these arrangements is accounted for separately from the related loan payable or loan receivable, unless the applicable arrangement meets the criteria for sale, derecognition, or offsetting under U.S. GAAP.
Pineapple Financial Inc. Notes to the Condensed Interim Consolidated Financial Statements - Unaudited For the period ended May 31, 2026 (Expressed in US Dollars)
2. Significant accounting policies (continued from previous page)
Recently Issued and Adopted Accounting Standards
As an “emerging growth company,” as defined under the Jumpstart Our Business Startups Act of 2012, the Company is permitted to delay adoption of new or revised accounting pronouncements applicable to public business entities until such pronouncements are applicable to private companies. The Company has elected to use the extended transition period provided under the JOBS Act. Accordingly, unless otherwise indicated, the adoption dates discussed below reflect this election.
Accounting Pronouncements Not Yet Adopted
ASU 2024-03 - Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, as clarified by ASU 2025-01
In November 2024, the FASB issued ASU 2024-03, which requires public business entities to disclose additional information about certain expenses included in relevant expense captions presented on the face of the income statement. In January 2025, the FASB issued ASU 2025-01 to clarify the effective date for interim reporting periods for entities with non-calendar year-ends.
The amendments in ASU 2024-03 apply to public business entities and are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on its consolidated financial statement disclosures. The Company expects the adoption to affect disclosures only and does not expect a material impact on its consolidated financial position, results of operations or cash flows.
ASU 2024-04 – Debt-Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments
In November 2024, the FASB issued ASU 2024-04, which clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as induced conversions. The amendments are intended to improve consistency in the accounting for induced conversions of convertible debt instruments.
The amendments are effective for all entities for annual reporting periods beginning after December 15, 2025, including interim reporting periods within those annual periods. Early adoption is permitted for entities that have adopted ASU 2020-06. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
Pineapple Financial Inc. Notes to the Condensed Interim Consolidated Financial Statements - Unaudited For the period ended May 31, 2026 (Expressed in US Dollars)
2. Significant accounting policies (continued from previous page)
ASU 2025-03 - Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity
In May 2025, the FASB issued ASU 2025-03, which revises the guidance for determining the accounting acquirer in a business combination effected primarily by exchanging equity interests when the legal acquiree is a variable interest entity that meets the definition of a business.
The amendments are effective for all entities for annual reporting periods beginning after December 15, 2026, including interim reporting periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of this guidance; however, based on its preliminary assessment, the Company does not expect the adoption to have a material impact unless the Company enters into a transaction within the scope of the guidance.
ASU 2025-04 – Compensation - Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Clarifications to Share-Based Consideration Payable to a Customer
In May 2025, the FASB issued ASU 2025-04, which clarifies the accounting for share-based consideration payable to a customer, including the interaction between ASC 718 and ASC 606.
The amendments are effective for all entities for annual reporting periods beginning after December 15, 2026, including interim reporting periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of this guidance; however, based on its preliminary assessment, the Company does not expect the adoption to have a material impact on its consolidated financial statements and related disclosures.
ASU 2026-01 - Equity (Topic 505): Initial Measurement of Paid-in-Kind Dividends on Equity-Classified Preferred Stock
In April 2026, the FASB issued ASU 2026-01, which provides guidance on the initial measurement of paid-in-kind dividends on equity-classified preferred stock. The amendments require paid-in-kind dividends on equity-classified preferred stock to be initially measured on the basis of the paid-in-kind dividend rate stated in the preferred stock agreement.
The amendments are effective for all entities for annual reporting periods beginning after December 15, 2026, including interim reporting periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of this guidance; however, based on its preliminary assessment, the Company does not expect the adoption to have a material impact unless the Company issues equity-classified preferred stock with paid-in-kind dividend features.
ASU 2026-02 - Environmental Credits and Environmental Credit Obligations (Topic 818)
In May 2026, the FASB issued ASU 2026-02, which establishes accounting and disclosure requirements for environmental credits and environmental credit obligations. The guidance addresses the recognition, measurement, presentation and disclosure of environmental credits and related regulatory compliance obligations that may be settled with environmental credits.
For public business entities, the amendments are effective for annual reporting periods beginning after December 15, 2027, including interim periods within those annual reporting periods. For all other entities, the amendments are effective for annual reporting periods beginning after December 15, 2028, including interim periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating the impact of this guidance; however, based on its preliminary assessment, the Company does not expect the adoption to have a material impact on its consolidated financial statements and related disclosures.
The Company does not believe that any other recently issued accounting standards, if currently adopted, would have a material impact on the Company’s consolidated financial statements or related disclosures.
Pineapple Financial Inc. Notes to the Condensed Interim Consolidated Financial Statements - Unaudited For the period ended May 31, 2026 (Expressed in US Dollars)
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