Note 1 – Nature of business and summary of significant accounting policies

Nature of the business

SRx Global Inc. (formerly SRx Health Solutions and prior to that Better Choice Company, Inc.) and its subsidiaries are together referred to in these consolidated financial statements as the “Company.”

On June 18, 2026, the Company changed its legal name from “SRx Health Solutions, Inc.” to “SRX Global Inc.” The Company’s stock will remain trading on the NYSE under the ticker symbol “SRXH.”

The Company legal name change coincided with the completion of the Company’s acquisition of EMJ Crypto Technologies Inc. (“EMJC”), CCC Crypto Corp., and related intellectual property assets, pursuant to which the Company acquired a proprietary artificial intelligence-driven digital-asset treasury management platform. In connection with the acquisition, the Company shifted its strategic focus from its historical pet health and wellness business, conducted under the Halo brand, to an AI-enabled investment platform focused on digital-asset treasury management and related high-conviction investment strategies, while continuing to operate its legacy Halo pet health and wellness business, as further described in Note 2 – Asset acquisition.

On April 24, 2025, SRx Health Solutions, Inc., a corporation incorporated under the laws of the Province of Ontario on April 26, 2022 (“SRx Canada” or the “Accounting Acquirer”), consummated a business combination (the “Merger”) with Better Choice Company, Inc., a Delaware corporation (“Better Choice” or the “Legal Acquirer”). In the Merger, 1000994476 Ontario Inc. (“AcquireCo”), an indirect wholly-owned subsidiary of Better Choice, amalgamated with and into SRx Canada, with SRx Canada surviving the amalgamation and continuing its operations under the new legal name SRx Health Solutions (Canada) Inc. (“SRx Canada”), an indirect wholly-owned subsidiary of Better Choice.

In connection with the Merger, Better Choice changed its corporate name to “SRx Health Solutions, Inc.,” and adopted the operations of the Accounting Acquirer as its primary business. As such, SRx Canada is the continuing reporting entity for accounting purposes. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes in the Company’s Annual Report for the year ended September 30, 2025, filed with the SEC on December 5, 2025.

SRx Canada’s registered head office was originally located at 65 Queen Street West, Suite 800, Toronto, Ontario, M5H 2M5. Post the Merger, the Company’s registered head office remained at 801 US Highway 1, North Palm Beach, Florida 33408.

Effective during the year ended September 30, 2025, the Company made the strategic decision to discontinue the operations of its Canadian pharmacy and healthcare services business conducted through SRx Canada. On August 12, 2025, SRx Canada initiated restructuring proceedings under the Companies’ Creditors Arrangement Act (“CCAA”) in Canada. As a result, the SRx healthcare business is classified and presented as a discontinued operation in these consolidated financial statements in accordance with ASC 205-20. The CCAA proceedings relate exclusively to the discontinued SRx Canada healthcare business and do not impact the Company’s continuing pet food and pet wellness operations. Following the discontinuation, the Company’s continuing operations consist solely of its premium pet health and nutrition products segment operated through Halo, Purely for Pets, Inc. Additional information regarding the discontinued operations, CCAA proceedings, and the associated financial reporting impacts is provided in Note 22 – Discontinued operations.

Halo Spin-Out Distribution

On April 25, 2025, the Company distributed (the “Spin-Out Distribution”) to the Better Choice stockholders of record as of April 23, 2025 (the “Record Stockholders”) one share of Class A Common Stock, par value $0.001, of Halo Spin-Out SPV Inc., a Delaware corporation (“Halo SPV”), for every one share of Better Choice common stock held by the Record Stockholders. Halo SPV held 17% of the issued and outstanding capital stock of Halo, Purely for Pets, Inc. (“Halo”).

The ownership of Halo SPV following the Spin-Out Distribution mirrored the ownership of Better Choice immediately prior to the Merger and the Spin-Out Distribution. As such, the Record Stockholders, who received the Halo SPV shares, are the same ultimate owners who indirectly held Halo prior to the Spin-Out Distribution. Accordingly, the Spin-Out Distribution did not result in a substantive change in ownership of Halo from the perspective of the Company’s consolidated financial statements. In accordance with ASC 810, Consolidation, the Spin-Out Distribution represented a reorganization of ownership interests under common control and was therefore treated as a common control equity reorganization, with transfers of interests accounted for as equity transactions. Halo continues to be fully consolidated, with no change in the Company’s accounting treatment.

On August 21, 2025, the Company entered into a Share Exchange Agreement (the “Exchange Agreement”) with Halo Spin-Out SPV, whereby the Company acquired the 17% interest of Halo previously held by SPV in exchange for the issuance of 82,500 shares of the Company’s common stock. Following the transaction, the Company owns 100% of Halo. This transaction is accounted for as an equity transaction and did not result in a change to the Company’s total controlling interest of Halo.

Statement of Compliance

The Company’s condensed consolidated financial statements are prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial reports and accounting principles generally accepted in the U.S.(“GAAP”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended June 30, 2026 are not necessarily indicative of the results that may be expected for any other reporting period.

These condensed consolidated financial statements have been prepared on a historical cost basis, unless otherwise stated in the significant accounting policies. These condensed consolidated financial statements are presented in U.S. dollars and all values are rounded to the nearest thousand ($000), except when otherwise indicated.

These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes in the Company’s Annual Report for the year ended September 30, 2025, filed with the SEC on December 5, 2025.

Consolidation

The condensed consolidated financial statements comprise the financial statements of the Company and its wholly owned subsidiaries. When the Company does not own all of the equity in a subsidiary, the non-controlling interest is disclosed as a separate line item in the condensed consolidated statements of financial position and the earnings accruing to non-controlling interest holders are disclosed as a separate line item in the condensed consolidated statements of operations. The financial results of subsidiaries are included in the condensed consolidated financial statements from the date on which control commences, until the date on which control ceases. Intercompany balances and transactions are eliminated upon consolidation. Control is achieved when the Company is exposed to, or has the right to, variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

NYSE American Listing Compliance and Reverse Stock Split

On June 23, 2026, the Company was informed by the NYSE American LLC (the “NYSE American”) that it was not in compliance with the continued listing standards set forth in Section 1003(f)(v) of the NYSE American Company Guide, which relates to low selling price per share for a substantial period of time. The Company’s common stock closed below $0.10 on June 23, 2026, and NYSE American halted trading of the Company’s common stock, with the halt to continue until the Company effectuated a reverse stock split.

In response, on June 24, 2026, the Company announced its plan to proceed with a 1-for-60 reverse stock split of its issued and outstanding shares of common stock, par value $0.001 per share, as a measure the Company believes is necessary and in the best interests of the Company and its stockholders to regain compliance with NYSE American’s continued listing standards. The reverse stock split became effective July 6, 2026. See Note 23 – Subsequent events, for discussion of the reverse stock split.

Going Concern

The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the ordinary course of business. The Company has historically incurred operating losses and experienced negative operating cash flows; however, management has implemented actions to improve liquidity and operating performance, including cost-reduction initiatives, margin improvement measures, and securing additional financing, as further described in Note 10 – Debt.

After considering these actions and the Company’s cash flow forecasts for the twelve months following the issuance of these consolidated financial statements, management believes the Company will have sufficient liquidity to meet its obligations as they become due. Accordingly, management has determined that there are no material uncertainties that cast doubt on the Company’s going concern status, and management has a reasonable expectation that the Company has adequate resources to continue in operational existence beyond June 30, 2026, and the condensed consolidated financial statements continue to be prepared using the going concern assumption.

Fiscal, Regulation and Other Federal Policies

Significant changes in, and uncertainty with respect to, legislation, regulation, government policy and economic conditions could adversely affect the Company’s business. Specific legislative and regulatory proposals that could have a material impact on the Company include, but are not limited to, modifications to international trade policy (such as tariffs); public company reporting requirements; and environmental regulation.

The Company cannot predict what actions may ultimately be taken with respect to tariffs or trade relations between the U.S. and other countries, what products may be subject to such actions, or what actions may be taken by the other countries in retaliation. Accordingly, it is difficult to predict how such actions may impact the Company’s business, or the business or habits of its customers. The Company’s business operations, as well as the businesses of its customers on which it is substantially dependent, are located in countries at risk for escalating trade disputes, including the U.S. Any resulting trade wars could have a significant adverse effect on world trade and could adversely impact the Company’s condensed consolidated financial condition, results of operations and cash flows.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates these assumptions, judgments and estimates. Actual results may differ from these estimates.

In the opinion of management, the condensed consolidated financial statements contain all adjustments necessary for a fair statement of the results of operations for the three and nine months ended June 30, 2026 and 2025, the financial position as of June 30, 2026 and September 30, 2025 and the cash flows for the nine months ended June 30, 2026 and 2025.

Summary of significant accounting policies

For additional information, please refer to the most recently filed Annual Report regarding the Company’s summary of significant accounting policies.

Asset acquisition

The Company evaluates each acquisition to determine whether the acquired set of assets and activities meets the definition of a business under ASC 805. When substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, or when the acquired set does not otherwise meet the definition of a business, the transaction is accounted for as an asset acquisition under ASC 805-50, Business Combinations — Related Issues.

The cost of an asset acquisition is measured as the total consideration transferred, including the fair value of any equity securities issued, plus direct transaction costs incurred to effect the acquisition. Direct transaction costs are capitalized as part of the cost of the assets acquired, rather than expensed as incurred.

The total cost of the acquisition is allocated to the identifiable assets acquired and liabilities assumed on a relative fair value basis. If the fair value of the identifiable net assets acquired cannot be individually and reliably measured for each asset, any excess of the total consideration over the fair value of the other identifiable net assets acquired is allocated to the remaining identifiable assets, typically the asset representing the primary economic substance of the transaction, on a relative fair value basis.

No goodwill is recognized in an asset acquisition, and any excess or shortfall between consideration transferred and the fair value of identifiable net assets is captured entirely within the allocation to the identifiable assets acquired.

At the acquisition date, the Company assesses the classification and designation of the financial assets and liabilities assumed based on the contractual terms, economic conditions, and other relevant factors, including embedded derivatives in host contracts.

Following initial recognition, the assets acquired are subsequently accounted for in accordance with the accounting policies applicable to that asset class. In connection with the Transaction between the Company and EMJC described in Note 2 – Asset acquisition, substantially all consideration was preliminarily allocated to identifiable intangible assets, as the fair value of the other assets acquired and liabilities assumed did not approximate the total consideration transferred.

Cash and cash equivalents

Cash and cash equivalents include demand deposits held with banks and highly liquid investments with original maturities of ninety days or less at acquisition date. Cash and cash equivalents are stated at cost, which approximates fair value because of the short-term nature of these instruments.

Short-term investments

Short-term investments consist primarily of investments in highly liquid U.S. Treasury securities with original maturities generally ranging up to approximately six months at acquisition date. The Company’s short-term investment portfolio is managed on a rolling maturity basis, with substantially all holdings expected to mature within six months of the balance sheet date. As of June 30, 2026, the Company held approximately $7.5 million of short-term investments and approximately $1.5 million are expected to mature by September 30, 2026. Due to the short-term nature and highly liquid characteristics of these investments, carrying value approximates fair value. Short-term investments are classified within current assets on the condensed consolidated balance sheets.

Interest income earned on short-term investments is recognized within interest income on the condensed consolidated statements of operations. Realized and unrealized gains and losses associated with short-term investments are recognized within other income, net on the condensed consolidated statements of operations. During the three and nine months ended June 30, 2026, the Company recognized less than $0.02 million of net unrealized losses and less than $0.01 million of net unrealized losses, respectively, associated with short-term investments.

The Company determines the fair value of U.S. Treasury securities using quoted prices in active markets for identical assets and classifies such investments within Level 1 of the fair value hierarchy under ASC 820.

Accounts and notes receivable and allowance for credit losses

Accounts receivable consist of unpaid buyer invoices from the Company’s customers, credit card payments receivable from third-party credit card processing companies, and, from time to time, notes receivable arising from investment or financing transactions. Accounts receivable is stated at the amount billed to customers, net of point of sale and cash discounts. Notes receivable are recorded at amortized cost, net of any origination fees, discounts, or premiums, which are recognized as an adjustment to interest income using the effective interest method over the expected term of the instrument.

The Company assesses the collectability of all receivables on an ongoing basis by considering its historical credit loss experience, current economic conditions, and other relevant factors. Based on this analysis, an allowance for credit losses is recorded, and the provision is included within SG&A expense.

The Company recorded approximately zero and $0.1 million allowance for credit losses as of June 30, 2026 and September 30, 2025, respectively.

Inventories

Inventories, consisting of finished goods available for sale as well as packaging materials, are valued using the first-in first-out (“FIFO”) method and are recorded at the lower of cost or net realizable value. Cost is determined on a standard cost basis and includes the purchase price, as well as inbound freight costs and packaging costs. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated selling expenses. Inventories are written down to net realizable value when the cost of inventories is estimated to be unrecoverable due to obsolescence, damage, shrinkage, or declining selling prices. Write-downs to inventory are non-reversible even when circumstances that previously caused inventories to be written down below cost no longer exist. The Company records consideration received from suppliers as a reduction to the cost of inventory. These amounts are recognized in cost of sales when the associated inventory is sold.

This policy applies to inventories held in continuing operations. Inventories related to the discontinued Health Solutions segment, previously consisting of SRx Canada pharmacy operations, are classified as assets of discontinued operations and are disclosed separately in Note 22 – Discontinued operations.

Digital assets

Pursuant to ASU 2023-08, Intangibles — Goodwill and Other — Crypto Assets: Accounting for and Disclosure of Crypto Assets, codified into ASC subtopic 350-60, in-scope crypto assets are required to be measured at fair value in the statement of financial position, with gains and losses from changes in the fair value of such crypto assets recognized in net income each reporting period. ASU 2023-08 also requires certain interim and annual disclosures for crypto assets within the scope of the standard.

Based on the above, the Company has adopted ASU 2023-08 as of Q1 2026. Crypto assets holdings are classified as digital assets under ASC 350-60 and measured at fair value, with changes in fair value of digital assets recognized in net income. No adjustments or reclassifications are required for the quarter. Under ASU 2023-08, impairment analysis is no longer required. Change in fair value of digital assets are instead recorded in net income each period.

The Company determines the fair value of its digital assets in accordance with ASC 820, using quoted (unadjusted) prices in active markets on the Coinbase exchange, which the Company has identified as its principal market. Because valuation is based on observable quoted prices, digital assets are classified within Level 1 of the fair value hierarchy.

Fixed assets

Fixed assets are recorded at cost and depreciated using the straight-line method over the estimated useful lives of the assets, and depreciation expense is included within SG&A expense. Expenditures for normal repairs and maintenance are charged to operations as incurred. The cost of fixed assets that are retired or otherwise disposed of and the related accumulated depreciation are removed from the fixed asset accounts in the year of disposal, and the resulting gain or loss is included in SG&A expense.

The Company assesses potential impairments of its fixed assets whenever events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. An impairment charge would be recognized when the carrying amount of the identified asset grouping exceeds its fair value and is not recoverable, which would occur if the carrying amount exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the identified asset grouping.

Intangible assets

The Company’s intangible assets consist of acquired intellectual property that has been determined to have an indefinite useful life. The Company evaluates whether an intangible asset has an indefinite useful life based on the absence of legal, regulatory, contractual, competitive, or other economic factors that limit the period over which the asset is expected to contribute to cash flows, as well as the Company’s ability to renew or maintain the associated rights indefinitely.

Intangible assets are initially measured at fair value on the acquisition date. For assets acquired through an asset acquisition, cost is based on the fair value assigned at the acquisition date, as described in Note 2 – Asset acquisition.

After initial measurement, indefinite-lived intangible assets are carried at cost less accumulated impairment losses and are not amortized. Rather, the Company tests such assets for impairment at least annually, and more frequently if events or circumstances indicate that the carrying value may be impaired. The Company assesses indefinite-lived intangible assets for impairment by comparing the asset’s carrying value to its estimated fair value. If the carrying value exceeds its fair value, an impairment loss is recognized in the statement of operations for the excess of carrying value over fair value, generally determined using a discounted cash flow or market approach with Level 3 inputs. Previously recognized impairment losses are not reversed in subsequent periods.

The Company reassesses the indefinite useful life determination each reporting period. If events or circumstances indicate that the asset no longer has an indefinite useful life, the Company will estimate a finite useful life and begin amortizing the asset prospectively over its remaining estimated useful life, with any resulting impairment recognized at the date of the change in determination.

Investments in equity securities

The Company’s investments in equity securities represent minority interests in other entities over which the Company does not have a controlling financial interest or significant influence. Equity securities are accounted for in accordance with ASC 321, Investments - Equity Securities.

The Company holds investments in marketable equity securities that are publicly traded, such as common stock. Equity securities with readily determinable fair values are measured at fair value, with changes in fair value recognized in net income each period. These marketable equity securities are classified within investment in equity securities on the condensed consolidated balance sheet with gains and losses recognized in change in fair value of equity securities on the condensed consolidated statements of operations.

The Company also holds non-marketable equity investments and are accounted for using the measurement alternative. Equity investments without readily determinable fair values, such as preferred stocks and warrants, are measured at cost, less impairment, and are adjusted for observable price changes in orderly transactions for identical or similar investments of the same issuer as of the respective transaction date.

The Company evaluates equity securities for impairment periodically or when events or changes in circumstances indicate the carrying amount may not be recoverable. When indicators of impairment exist and the estimated fair value of an investment is below its carrying amount, the Company writes down the investment to its fair value in interest and other income, net on the condensed consolidated statements of operations.

Derivatives and hedging activities

FASB ASC 815, Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments.

As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Hedge accounting does not apply to the Company’s derivatives. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings as a component of other income.

Derivative instruments are measured using quoted market prices obtained from active markets and are classified as Level 1 fair value measurements under ASC 820, Fair Value Measurement. Gains and losses from derivative instruments are reported in the same income statement line item as gains and losses from other investment activities measured at fair value.

Convertible debt

The Company accounts for convertible debt instruments in accordance with ASC 470, Debt, and ASU 2020-06, which eliminated the requirement to separately account for embedded conversion features as equity when certain criteria are met. As such, convertible debt instruments that do not require separate derivative accounting under ASC 815 are accounted for entirely as liabilities and recorded at amortized cost. Debt issuance costs are capitalized and amortized to interest expense over the term of the instrument using the effective interest method. Upon conversion, the carrying amount of the debt is reclassified to equity with no gain or loss recognized. If a convertible instrument contains an embedded feature that does not qualify for the equity scope exception, it is accounted for separately as a derivative liability at fair value with changes recognized in earnings.

Preferred stock

The Company classifies its Series A and Series B convertible preferred stock as temporary or permanent equity based on the specific terms and conditions of the instrument and the guidance in ASC 480 and ASC 815. The Company evaluates embedded features, including conversion and redemption provisions, to determine whether such features require bifurcation as derivative liabilities or affect equity classification. Issuance proceeds are allocated to the preferred stock and any freestanding equity-classified instruments based on their relative fair values.

Warrants

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480 and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common stock, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statement of operations. The Pre-Funded and Representative Warrants (as defined in Note 13 – Preferred stock, warrants and other equity) are equity classified.

Income taxes

Income taxes are recorded in accordance with ASC 740, Income Taxes, which provides for deferred taxes using an asset and liability approach. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the condensed consolidated financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the condensed consolidated financial statements and tax bases of assets and liabilities and for loss and credit carryforwards using enacted tax rates anticipated to be in effect for the year in which the differences are expected to reverse. Valuation allowances are provided, if, based upon the weight of available evidence, it is more likely than not that some or all the deferred tax assets will not be realized.

The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that some or all the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position, as well as consideration of the available facts and circumstances. As of June 30, 2026 and September 30, 2025, the Company does not have any significant uncertain income tax positions. If incurred, the Company would classify interest and penalties on uncertain tax positions as income tax expense.

The Company was incorporated on May 6, 2019. Prior to this date, the Company operated as a flow through entity for state and U.S. federal tax purposes. The Company files a U.S. federal and state income tax return, including for its wholly owned subsidiaries.

Revenue

The Company generates revenue primarily from the sale of consumer products, including dry food, wet food, treats, and other premium pet products. Revenue is recognized in accordance with ASC 606, Revenue from Contracts with Customers, when control of the promised goods is transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods.

The Company has concluded that it acts as the principal in its revenue arrangements, as it controls the goods before they are transferred to the customer. The Company does not have material financing components or significant variable consideration in its customer contracts.

Revenue from product sales is recognized when the products are shipped to the customer, which is the point at which control has transferred. Amounts billed and due from customers are recorded as accounts receivable. The Company provides for estimated sales returns and allowances, which are not material. Trade incentives, including customer pricing allowances, merchandising funds, and point-of-sale discounts, are recognized as reductions to revenue based on historical experience, estimated redemption rates, and management’s judgment.

Revenues from services formerly provided by the Health Solutions segment, including specialty healthcare services from SRx Canada, are presented as discontinued operations and are excluded from continuing operations.

The accounting policies for revenue recognition in the Consumer Products segment are consistent with those described above and in the accompanying condensed consolidated financial statements.

Cost of goods sold

Cost of goods sold consists primarily of the cost of product obtained from co-manufacturers, packaging materials, freight costs for shipping inventory to the warehouse, as well as third-party warehouse and order fulfillment costs.

Advertising

The Company charges advertising costs to expense as incurred and such charges are included in selling, general and administrative (“SG&A”) expense. The Company’s advertising expenses consist primarily of online advertising, search costs, email advertising and radio advertising. In addition, the Company reimburses its customers and third parties for in-store activities and records these costs as advertising expenses. Advertising costs were $0.7 million for the three months ended June 30, 2026 and $1.5 million for the nine months ended June 30, 2026.

Share-based compensation

Share-based compensation awards are measured at their estimated fair value on each respective grant date. The Company recognizes share-based payment expenses over the requisite service period. The Company’s share-based compensation awards are subject only to service-based vesting conditions. Pursuant to ASC 718-10-35-8, the Company recognizes compensation cost for stock awards with only service conditions that have a graded vesting schedule on a straight-line basis over the service period for each separately vesting portion of the award as if the award was, in-substance, multiple awards. Forfeitures are recognized as they occur.

Share repurchases

In April 2024, the Company’s board of directors authorized and approved a stock repurchase plan (the “Repurchase Plan”) for up to $5.0 million of the currently outstanding shares of the Company’s common stock through December 31, 2024. Repurchased shares are immediately retired and returned to unissued status. On April 17, 2025, the Repurchase Plan was reinstated and authorization increased to $6.5 million. During the three months ended June 30, 2026, zero shares were repurchased.

Operating leases

The Company determines if a contract or arrangement meets the definition of a lease at inception. The Company has elected to make the accounting policy election for short-term leases. For leases with terms greater than 12 months, the Company records the related asset and obligation at the present value of lease payments over the term. Lease renewal options are only included in the measurement if the Company is reasonably certain to exercise the optional renewals. Any variable lease costs, other than those dependent upon an index or rate, are expensed as incurred. If a lease does not provide a readily available implicit rate, the Company estimates the incremental borrowing discount rate based on information available at lease commencement.

The Company has no operating leases as of June 30, 2026.

Fair value of financial instruments

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy uses a framework which requires categorizing assets and liabilities into one of three levels based on the inputs used in valuing the asset or liability.

Level 1 inputs are unadjusted, quoted market prices in active markets for identical assets or liabilities.

Level 2 inputs are observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.

Level 3 inputs include unobservable inputs that are supported by little, infrequent or no market activity and reflect management’s own assumptions about inputs used in pricing the asset or liability.

Level 1 provides the most reliable measure of fair value, while Level 3 generally requires significant management judgment. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s financial instruments recognized on the condensed consolidated balance sheets consist of cash and cash equivalents, restricted cash, short-term investments, trade accounts receivable, notes receivable, digital assets, investment in equity securities (marketable and non-marketable), derivative assets and liabilities, accounts payable, convertible debt, accrued liabilities and other liabilities.

Fair value measurements of non-financial assets and non-financial liabilities reflect Level 3 inputs and are primarily used to measure the estimated fair values of other intangible assets and long-lived assets impairment analyses.

Basic and diluted loss per share

Basic and diluted loss per share has been determined by dividing the net loss available to common stockholders for the applicable period by the basic and diluted weighted average number of shares outstanding, respectively. Common stock equivalents are excluded from the computation of diluted weighted average shares outstanding when their effect is anti-dilutive.

Segment information

Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the Company’s Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources and assess performance. The Company has determined that its Board of Directors functions as the CODM.

As of September 30, 2025, the Company reported a single reportable segment, Consumer Products, which includes the legacy Halo pet food business. As of June 30, 2026, following the acquisition of EMJX, the Company reports two reportable segments, Consumer Products and EMJX. The Consumer Products segment operates primarily in the United States and includes dry food, wet food, treats, and other premium pet products. The EMJX segment consists of the Company’s digital-asset treasury management platform and related investment strategy, including the use of artificial intelligence-driven technology to support capital allocation, hedging, and investment decision-making. The Health Solutions operations, previously reported as a separate segment, have been classified as discontinued operations as further described in Note 22 – Discontinued operations.

The Consumer Products and EMJX segments reflect the Company’s internal management structure and are evaluated by the CODM based on their operational models, economic characteristics, and financial performance. The accounting policies of the segments are consistent with those described in the accompanying condensed consolidated financial statements. See Note 19 – Segment information.

Discontinued operations

The Company classifies a component of its business as a discontinued operation when the operations and cash flows of the component can be clearly distinguished, operationally and for financial reporting purposes, from the rest of the Company, and the component represents a strategic shift that will have a major effect on the Company’s operations and financial results.

Upon classification as a discontinued operation, the results of operations, cash flows, and related assets and liabilities of the component are presented separately in the condensed consolidated financial statements for all periods presented in accordance with ASC 205-20, Presentation of Financial Statements – Discontinued Operations. Gains or losses on the disposal of discontinued operations, including any adjustments to reflect the fair value less costs to sell of net assets, are recognized in the period in which the disposal occurs.

The Company assesses whether any of the assets or liabilities of the discontinued operation are impaired at the date of classification and recognizes any required adjustments in the condensed consolidated financial statements. Subsequent changes in estimates or outcomes related to discontinued operations are recognized in the period of the change.

New Accounting Standards

Recently adopted

In December 2023, the FASB issued ASU 2023-08, Intangibles - Goodwill and Other - Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets (“ASU 2023-08”), which establishes accounting guidance for crypto assets that meet specified criteria, including that they are (i) intangible, (ii) created or reside on a distributed ledger, (iii) secured through cryptography, and (iv) fungible. The crypto assets, or digital assets, acquired by the Company during the three months ended December 31, 2025 meet these criteria. ASU 2023-08 is effective for fiscal years beginning after December 15, 2024, including interim periods within those fiscal years. The Company adopted the standard beginning with the three months ended December 31, 2025. As a result of the adoption, the Company did not have a cumulative-effect adjustment as the Company did not have any digital assets prior to January 1, 2025. In the three and nine months ended June 30, 2026, the digital assets are recognized at fair value.

Recently issued accounting pronouncements not yet effective

In November 2024, the FASB issued Accounting Standards Update 2024-03 (“ASU 2024-03”), Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosure (Subtopic 220-40): update required disclosure of specified information about certain costs and expenses. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026. The Company has not early adopted this standard. The Company is currently evaluating the impact of the adoption of this amendment.

In July 2025, the Financial Accounting Standards Board issued Accounting Standards Update 2025-05, Measurement of Credit Losses for Accounts Receivable and Contract Assets. The objective of this update is to reduce the cost and complexity of applying the current expected credit loss model (CECL) to short-term accounts receivable and contract assets. ASU 2025-05 addresses these challenges by introducing a practical expedient that allows entities to assume that current conditions as of the balance sheet date do not change over the remaining life of the asset. ASU 2025-05 is effective for annual reporting periods beginning after December 15, 2025, including interim periods within those fiscal years. Early adoption is permitted. The Company does not expect that adoption of this amendment will have a material impact on its condensed consolidated financial statements and disclosures.