Revenues: $6.1 million
Eliminated $20 million of Secured Debt
Over 2,000 Fold Credit Cards Currently in Early Access; up over 100% from last quarter
Planned Expansion into Asset-Based Revenue Streams
PHOENIX, Aug. 11, 2026 (GLOBE NEWSWIRE) -- Fold Holdings, Inc. (NASDAQ: FLD) (“Fold”, “we”, or “our”), the first publicly traded bitcoin financial services company, today announced financial results for the second quarter ended June 30, 2026.
Q2 2026 Financial Highlights
Q2 2026 Key Operating Metrics
CEO Commentary
“Fold enters the second half of the year with a stronger balance sheet, a growing Credit Card program, expanded banking and distribution capabilities, and much of the infrastructure needed to support our next generation of products,” said Fold Chairman and CEO Will Reeves. “Over the next few months, investors will begin to see these investments come together as we build toward our goal of becoming the most rewarding financial platform in America.”
Mr. Reeves continued, “Fold is evolving from a transaction business into a broader financial services platform. Going forward, we intend to not only be the place where customers spend, but also be the place where they hold and manage their assets. Through our own programs and our partnership with Lead Bank, we expect customer balances to generate recurring economics that can help fund richer rewards. The power of asset-driven revenues has been demonstrated across businesses from Starbucks and Venmo, and we believe it can become an important part of Fold’s economic model.”
He added, “Our proprietary bank-grade core ledger and Lead Bank partnership provide the foundation for this strategy, while expanding our addressable market beyond bitcoin-native customers to anyone looking for a more rewarding way to manage their money. Our conviction in bitcoin remains unchanged, but the opportunity for Fold is becoming significantly larger.”
Mr. Reeves concluded, “Q2 remained challenging across the broader Bitcoin industry, with lower bitcoin prices pressuring transaction activity and consumer engagement. These are temporal challenges and do not reflect the underlying health and vitality of this industry. We believe Fold is entering its next chapter with a stronger business model, broader market and the foundation needed to pursue significantly greater scale.”
Strategic & Business Updates
Fold Credit Card
Platform Expansion
Bitcoin Gift Card
Capital & Balance Sheet
Earnings Call and Webcast Information:
Fold will host a conference call at 5:00 p.m. Eastern Time today, which will include a brief discussion of results followed by a question-and-answer period. To participate in this event, please log on or dial in approximately 5 minutes before the beginning of the call.
Date: August 11, 2026
Time: 5:00 p.m. ET
Participant Call Links:
Footnotes
1 Fold’s Bitcoin Investment Treasury was 194 BTC as of June 30, 2026.
2 Adjusted EBITDA and Adjusted EBITDA Per Share are financial measures not presented in accordance with generally accepted accounting principles (“GAAP”) (a “Non-GAAP Financial Measure”). Please see “Non-GAAP Financial Measures” at the end of this press release.
About Fold:
Fold (NASDAQ: FLD) is the first publicly traded bitcoin financial services company, making it easy for individuals and businesses to earn, save, and use bitcoin. Fold has built a financial services platform that operates across both U.S. dollars and bitcoin, and is designed to connect these systems in a seamless manner. Fold’s consumer offerings include an FDIC-insured checking account, a Visa debit card (the "Fold Debit Card"), a Visa credit card (the "Fold Credit Card"), bill payment services, a bitcoin gift card, and an extensive catalog of merchant reward offers. The Company also offers various forms of bitcoin buying and selling with low-to-zero fees and insured custody.
Forward-Looking Statements:
The information in this press release includes “forward-looking statements” within the meaning of the federal securities laws. All statements that are not statements of historical fact are forward-looking statements. Forward-looking statements may be identified by the use of words such as “may,” “could,” “would,” “should,” “predict,” “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include statements regarding the rollout, development and expected effect of Fold’s credit card program, gift card and other products, and the potential success of Fold’s overall market, product and growth strategies. These statements are based on assumptions and on the current expectations of Fold’s management and are not predictions of actual performance. Many actual events and circumstances are beyond the control of Fold. These forward-looking statements are subject to a number of risks and uncertainties, including: (i) changes in domestic and foreign business, market, financial, political and legal conditions, including but not limited to changes in the acceptance of bitcoin; (ii) our continued ability to implement business plans; (iii) the risk of downturns, new entrants and a changing regulatory landscape in the highly competitive industry in which Fold operates; (iv) volatility in the market price of bitcoin; (v) access to and reliance on funding for our products, including the credit card, and general operations; (vi) access to and reliance on third parties for their services related to certain of our products, including risks relating to Fold having a single custodian for our bitcoin; (vii) reliance on banking partners which are subject to complex and demanding regulations and compliance standards; and (viii) those risks and uncertainties discussed in Fold Holdings, Inc.’s filings with the Securities and Exchange Commission. If any of these risks materialize or Fold’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. While Fold may elect to update these forward-looking statements at some point in the future, Fold specifically disclaims any obligation to do so, except as required by law.
| Fold Holdings, Inc. Condensed Balance Sheets (Unaudited) | ||||||||
| June 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 28,386,785 | $ | 7,652,203 | ||||
| Accounts receivable, net | 614,801 | 728,001 | ||||||
| Credit card receivable, net | 2,753,588 | - | ||||||
| Inventories | 847,308 | 478,045 | ||||||
| Digital assets - rewards treasury | 4,504,290 | 6,872,869 | ||||||
| Prepaid expenses and other current assets | 1,913,981 | 2,384,684 | ||||||
| Total current assets | 39,020,753 | 18,115,802 | ||||||
| Digital assets - investment treasury | 11,356,023 | 133,658,791 | ||||||
| Capitalized software development costs, net | 1,986,251 | 1,393,752 | ||||||
| Other non-current assets | 131,770 | 299,309 | ||||||
| Total assets | $ | 52,494,797 | $ | 153,467,654 | ||||
| Liabilities and stockholders' equity | ||||||||
| Current liabilities | ||||||||
| Accounts payable | $ | 698,556 | $ | 704,789 | ||||
| Accrued expenses and other current liabilities | 1,992,004 | 3,166,186 | ||||||
| Accrued legal settlement | 1,374,828 | - | ||||||
| February 2026 note - related party, net | 12,446,041 | - | ||||||
| Credit facility | - | 10,000,000 | ||||||
| Customer rewards liability | 4,504,290 | 6,872,869 | ||||||
| Deferred revenue | 228,148 | 366,252 | ||||||
| Total current liabilities | 21,243,867 | 21,110,096 | ||||||
| June 2025 convertible note, net | - | 21,469,675 | ||||||
| March 2025 convertible note - related party | - | 47,207,556 | ||||||
| Other non-current liabilities | - | 689,680 | ||||||
| Total liabilities | 21,243,867 | 90,477,007 | ||||||
| Commitments and contingencies (Note 12) | ||||||||
| Stockholders’ equity | ||||||||
| Preferred stock, $0.0001 par value; 20,000,000 shares authorized, 0 shares issued and outstanding at June 30, 2026 and 0 shares issued and outstanding at December 31, 2025 | - | - | ||||||
| Common stock, $0.0001 par value; 600,000,000 shares authorized, 55,407,302 shares issued and 55,021,701 shares outstanding at June 30, 2026 and 48,477,883 shares issued and 48,419,266 shares outstanding at December 31, 2025 | 5,542 | 4,849 | ||||||
| Additional paid-in-capital | 241,003,835 | 233,924,782 | ||||||
| Accumulated deficit | (209,758,447 | ) | (170,938,984 | ) | ||||
| Total stockholders’ equity | 31,250,930 | 62,990,647 | ||||||
| Total liabilities and stockholders’ equity | $ | 52,494,797 | $ | 153,467,654 | ||||
| Fold Holdings, Inc. Condensed Statements of Operations (Unaudited) | ||||||||||||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Revenues, net | $ | 6,089,909 | $ | 8,175,926 | $ | 11,682,218 | $ | 15,263,763 | ||||||||
| Operating expenses | ||||||||||||||||
| Banking and payments costs | 5,108,245 | 7,682,621 | 9,914,619 | 14,441,545 | ||||||||||||
| Custody and trading costs | 739,039 | 142,811 | 1,337,454 | 188,596 | ||||||||||||
| Compensation and benefits | 3,790,067 | 3,676,657 | 7,824,334 | 10,134,597 | ||||||||||||
| Marketing expenses | 728,338 | 620,923 | 996,446 | 1,020,721 | ||||||||||||
| Professional fees | 1,255,832 | 1,270,345 | 2,923,246 | 3,058,850 | ||||||||||||
| Amortization expense | 173,985 | 106,837 | 330,064 | 197,908 | ||||||||||||
| (Gain) loss on customer rewards liability | (745,598 | ) | 2,071,505 | (2,253,069 | ) | 970,648 | ||||||||||
| (Gain) loss on digital assets - rewards treasury | 1,119,388 | (2,334,677 | ) | 2,808,843 | (1,324,091 | ) | ||||||||||
| Other selling, general and administrative expenses | 1,689,247 | 1,264,422 | 3,399,228 | 2,400,876 | ||||||||||||
| Total operating expenses | 13,858,543 | 14,501,444 | 27,281,165 | 31,089,650 | ||||||||||||
| Operating loss | (7,768,634 | ) | (6,325,518 | ) | (15,598,947 | ) | (15,825,887 | ) | ||||||||
| Other income (expense) | ||||||||||||||||
| Gain (loss) on digital assets - investment treasury | 105,167 | 36,582,224 | (28,524,298 | ) | 20,965,072 | |||||||||||
| Change in fair value of SAFEs | - | - | - | (6,503,113 | ) | |||||||||||
| Change in fair value of convertible note | - | (5,309,608 | ) | 13,200,089 | (11,843,751 | ) | ||||||||||
| Convertible note issuance costs and fees | - | - | - | (9,569,109 | ) | |||||||||||
| Legal settlements | (1,374,828 | ) | - | (1,374,828 | ) | - | ||||||||||
| Loss on extinguishment of debt | - | (9,612,199 | ) | (4,005,132 | ) | (9,612,199 | ) | |||||||||
| Interest expense | (921,881 | ) | (1,974,849 | ) | (3,195,709 | ) | (3,246,487 | ) | ||||||||
| Other income | 308,619 | 66,398 | 682,833 | 186,701 | ||||||||||||
| Other income (expense), net | (1,882,923 | ) | 19,751,966 | (23,217,045 | ) | (19,622,886 | ) | |||||||||
| Net income (loss) before income taxes | (9,651,557 | ) | 13,426,448 | (38,815,992 | ) | (35,448,773 | ) | |||||||||
| Income tax expense (benefit) | - | 881 | 3,471 | 4,859 | ||||||||||||
| Net income (loss) | $ | (9,651,557 | ) | $ | 13,425,567 | $ | (38,819,463 | ) | $ | (35,453,632 | ) | |||||
| Net income (loss) attributable to common stockholders: | ||||||||||||||||
| Basic | $ | (9,651,557 | ) | $ | 13,425,567 | $ | (38,819,463 | ) | $ | (35,453,632 | ) | |||||
| Diluted | $ | (9,651,557 | ) | $ | 13,425,567 | $ | (38,819,463 | ) | $ | (35,453,632 | ) | |||||
| Net income (loss) per share attributable to common stockholders: | ||||||||||||||||
| Basic | $ | (0.19 | ) | $ | 0.29 | $ | (0.76 | ) | $ | (0.98 | ) | |||||
| Diluted | $ | (0.19 | ) | $ | 0.28 | $ | (0.76 | ) | $ | (0.98 | ) | |||||
| Weighted-average shares used to compute net income (loss) per share: | ||||||||||||||||
| Basic | 51,825,321 | 46,503,358 | 50,746,857 | 36,062,784 | ||||||||||||
| Diluted | 51,825,321 | 47,561,116 | 50,746,857 | 36,062,784 | ||||||||||||
| Fold Holdings, Inc. Condensed Statements of Cash Flows (Unaudited) | ||||||||
| Six Months Ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Cash flows from operating activities | ||||||||
| Net loss | $ | (38,819,463 | ) | $ | (35,453,632 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Amortization expense | 330,064 | 197,908 | ||||||
| Loss (gain) on digital assets - rewards treasury | 2,808,843 | (1,324,091 | ) | |||||
| Loss (gain) on digital assets - investment treasury | 28,524,298 | (20,965,072 | ) | |||||
| (Gain) loss on customer rewards liability | (2,253,069 | ) | 970,648 | |||||
| Change in fair value of convertible note | (13,200,089 | ) | 11,843,751 | |||||
| Convertible note issuance costs and fees | - | 9,569,109 | ||||||
| Loss on extinguishment of debt | 4,005,132 | 9,612,199 | ||||||
| Amortization of debt issuance costs | 6,638 | 112,187 | ||||||
| Amortization of debt discount and premium | 179,929 | 953,404 | ||||||
| Change in fair value of SAFEs | - | 6,503,113 | ||||||
| Share-based compensation expense | 3,353,459 | 6,895,480 | ||||||
| Other non-cash adjustments | (551,717 | ) | - | |||||
| Increase (decrease) in cash resulting from changes in: | ||||||||
| Accounts receivable, net | 113,200 | (246,105 | ) | |||||
| Credit card receivable, net | (2,753,588 | ) | - | |||||
| Inventories | (369,263 | ) | (67,489 | ) | ||||
| Prepaid expenses and other current assets | 270,655 | (603,030 | ) | |||||
| Accounts payable | (6,233 | ) | 195,286 | |||||
| Accrued expenses and other current liabilities | 1,017,227 | 1,376,866 | ||||||
| Accrued legal settlement | 1,374,828 | - | ||||||
| Customer rewards liability | 753,528 | 1,318,429 | ||||||
| Deferred revenue | (138,104 | ) | (133,156 | ) | ||||
| Other non-current liabilities | (689,680 | ) | 293,114 | |||||
| Net cash used in operating activities | (16,043,405 | ) | (8,951,081 | ) | ||||
| Cash flows from investing activities | ||||||||
| Purchases of digital assets | (1,748,759 | ) | (2,374,030 | ) | ||||
| Proceeds from sales of digital assets | 59,120,684 | - | ||||||
| Payments for capitalized software development costs | (740,184 | ) | (434,820 | ) | ||||
| Net cash provided by (used in) investing activities | 56,631,741 | (2,808,850 | ) | |||||
| Cash flows from financing activities | ||||||||
| Proceeds from issuance of note | 13,000,000 | - | ||||||
| Repayment of convertible note | (25,166,667 | ) | - | |||||
| Proceeds from recapitalization | - | 804,624 | ||||||
| Payments of deferred IPO costs | - | (652,013 | ) | |||||
| Payment of debt issuance costs | - | (113,320 | ) | |||||
| Proceeds from issuance of common stock | 3,262,213 | - | ||||||
| Proceeds from credit facility | 10,000,000 | - | ||||||
| Repayment of credit facility | (20,000,000 | ) | - | |||||
| Common stock withheld for employee tax obligations | (949,300 | ) | - | |||||
| Net cash provided by (used in) financing activities | (19,853,754 | ) | 39,291 | |||||
| Net increase (decrease) in cash and cash equivalents | 20,734,582 | (11,720,640 | ) | |||||
| Cash and cash equivalents, beginning of period | 7,652,203 | 18,330,359 | ||||||
| Cash and cash equivalents, end of period | $ | 28,386,785 | $ | 6,609,719 | ||||
| Non-cash investing and financing activities | ||||||||
| Non-cash payment of interest with common stock | $ | 613,334 | $ | 646,667 | ||||
| Distributions of digital assets to fulfill customer reward redemptions | 869,038 | 1,489,430 | ||||||
| Distributions of digital assets to satisfy other current obligations | 1,089,777 | 46,955 | ||||||
| Non-cash payment for intellectual property acquisition with common stock | 182,379 | |||||||
| Non-cash repayment of convertible note via transfer of digital assets - related party | 34,007,466 | |||||||
| Non-cash amortization of deferred issuance costs | 167,539 | |||||||
| Non-cash allocation of convertible note proceeds to embedded derivative | 63,418 | - | ||||||
| Non-cash allocation of note proceeds to commitment shares | 785,200 | - | ||||||
| Recapitalization | - | 173,019,904 | ||||||
| Proceeds from convertible debt received in digital assets - related party | - | 43,965,525 | ||||||
| Change in fair value of Series C Warrants included in loss on extinguishment | 498,771 | |||||||
| Distributions of digital assets for prepaid interest - related party | - | 2,313,975 | ||||||
| Supplemental disclosure of cash flow information | ||||||||
| Cash paid during the period for interest expense | 3,408,749 | - | ||||||
Non-GAAP Financial Measures
Adjusted EBITDA
In addition to net income (loss) and other results under GAAP, we utilize non-GAAP calculations of adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) to monitor the financial health of our business. Adjusted EBITDA is defined as net loss, excluding (i) interest expense, (ii) provision for (benefit from) income taxes, (iii) depreciation and amortization, (iv) share-based compensation, (v) remeasurement gains and losses such as fair value remeasurements on our digital assets, convertible notes, and SAFE notes, (vi) impairments, restructuring charges, and business acquisition- or disposition-related expenses that we believe are not indicative of our core operating results, and (vii) legal settlement expenses associated with unusual or non-recurring litigation matters that we believe are not indicative of our core operating results. This non-GAAP financial information has limitations as an analytical tool when assessing our operating performance, is presented for supplemental informational purposes only, should not be considered in isolation or as a substitute for, or superior to, financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies.
The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items are unpredictable, are not driven by core results of operations, and/or render comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA and Adjusted EBITDA per share provide useful information to investors and others in understanding and evaluating our results of core operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Moreover, Adjusted EBITDA is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.
The following table presents a reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, net loss:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net income (loss) | $ | (9,651,557 | ) | $ | 13,425,567 | $ | (38,819,463 | ) | $ | (35,453,632 | ) | |||||
| Add: | ||||||||||||||||
| Interest expense | 921,881 | 1,974,849 | 3,195,709 | 3,246,487 | ||||||||||||
| Income tax expense (benefit) | - | 881 | 3,471 | 4,859 | ||||||||||||
| Amortization expense | 173,985 | 106,837 | 330,064 | 197,908 | ||||||||||||
| Share-based compensation expense | 1,656,693 | 1,725,205 | 3,366,106 | 6,895,480 | ||||||||||||
| (Gain) loss on customer rewards liability | (745,598 | ) | 2,071,505 | (2,253,069 | ) | 970,648 | ||||||||||
| (Gain) loss on digital assets - rewards treasury | 1,119,388 | (2,334,677 | ) | 2,808,843 | (1,324,091 | ) | ||||||||||
| (Gain) loss on digital assets - investment treasury | (105,167 | ) | (36,582,224 | ) | 28,524,298 | (20,965,072 | ) | |||||||||
| Change in fair value of SAFEs | - | - | - | 6,503,113 | ||||||||||||
| Change in fair value of other liabilities | (208,678 | ) | (551,717 | ) | ||||||||||||
| Change in fair value of convertible note | - | 5,309,608 | (13,200,089 | ) | 11,843,751 | |||||||||||
| Convertible note issuance costs and fees | - | - | - | 9,569,109 | ||||||||||||
| Legal settlements | 1,374,828 | - | 1,374,828 | - | ||||||||||||
| Loss on extinguishment of debt | - | 9,612,199 | 4,005,132 | 9,612,199 | ||||||||||||
| Adjusted EBITDA (loss) | $ | (5,464,225 | ) | $ | (4,690,250 | ) | $ | (11,215,887 | ) | $ | (8,899,241 | ) | ||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Adjusted EBITDA (loss) | $ | (5,464,225 | ) | $ | (4,690,250 | ) | $ | (11,215,887 | ) | $ | (8,899,241 | ) | ||||
| Weighted-average shares used to compute basic and diluted net loss per share | 51,825,321 | 46,503,358 | 50,746,857 | 36,062,784 | ||||||||||||
| Adjusted EBITDA (loss) per share attributable to common stockholders: | ||||||||||||||||
| Basic and diluted | $ | (0.11 | ) | $ | (0.10 | ) | $ | (0.22 | ) | $ | (0.25 | ) | ||||
For investor inquiries, please contact:
OG Advisory Group
Samir Jain, CFA
FoldIR@orangegroupadvisors.com
For media inquiries, please contact:
Confluence Partners, LLC
Cindy Stoller
Media@foldapp.com