Annual report [Section 13 and 15(d), not S-K Item 405]

Subsequent Events

v3.26.1
Subsequent Events
12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
Subsequent Events

NOTE 12—Subsequent Events

 

Closing of the Asset Purchase Agreement

 

On January 23, 2026 (the “Closing Date”) of the previously announced sale (the “Asset Sale”) of substantially all of its assets related to the enterprise 5G solutions business, including rugged handsets, smartphones, wireless internet device, software, services, and accessories was completed by the Company to Pace Car Acquisition LLC, (the “Buyer”). The Buyer assumed the liability of most accounts payable and accrued customer promotion liabilities, Most of the Company’s employees that supported these assets transferred to the Buyer. The purchase price was $15 million adjusted for customary working capital adjustments. The purchase price was paid in cash except for $1.5 million that was held back and is payable to the Company on October 23, 2026.

 

On the Closing Date, the Company prepaid two notes issued by the Company to Streeterville Capital, LLC dated July 11, 2025, and dated February 21, 2025. The notes plus interest and fees were paid in full for approximately $5.4 million.

 

The Company changed its name to DNA X, Inc. in connection with the Asset Sale. Following the closing, the Company has focused on its DNA X crypto trading platform and the development and commercialization of its on-chain trading protocol designed to enable users to automate certain decentralized exchange trading strategies.

 

Nasdaq Listing Rule

 

On August 22, 2025, The Nasdaq Stock Market LLC (“Nasdaq”) notified the Company that it did not comply with the minimum $2.5 million stockholders’ equity requirement for continued listing set forth in Nasdaq Listing Rule 5550(b) (the “Equity Rule”). Subsequently, Nasdaq provided the Company extensions until January 31, 2026, to regain compliance with the Equity Rule.

 

As a result of the consummation of the Asset Sale, as described in the Introduction above, as of the date of this Current Report on Form 8-K, the Company believes it has regained compliance with the Equity Rule. The Company can provide no assurance that Nasdaq will concur with the Company’s conclusion regarding compliance.

 

Nasdaq will continue to monitor the Company’s ongoing compliance with the stockholders’ equity requirement and, if at the time of its next periodic report the Company does not evidence compliance, it may be subject to delisting.