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OverActive Media Reports Record Annual Revenue of $28.5 Million in 2025

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Business Operations Revenue Grew 34%; Company Hosts Record Year of Live Events; Launches Fenix Club and ActiveVoices; Listed on Börse Frankfurt

TORONTO, April 28, 2026 /CNW/ – OverActive Media Corp. (“OverActive” or the “Company”) (TSXV: OAM) (OTC: OAMCF) (FRA: 0RB), a premier global esports and entertainment company for today’s generation of fans, today announced its results for the three and twelve-month periods ended December 31, 2025.

Full-year revenue reached a Company record of $28.5 million, a 5% increase over 2024. Business Operations revenue grew 34% to $22.0 million on the back of three record-breaking live events, new partnerships with global brands, and the launch of two new platforms. The Company reduced operating expenses by $1.6 million while absorbing a full year of post-acquisition costs from the March 2024 acquisitions of KOI and Movistar Riders.

The Company’s consolidated audited financial statements and Management’s Discussion and Analysis for the three and twelve-month periods ended December 31, 2025 are available on the Company’s website at www.overactivemedia.com and under the Company’s profile on SEDAR+ at www.sedarplus.ca. Unless otherwise specified, all amounts are in Canadian dollars ($).

Financial Results Summary for Q4 and FY 2025

$CAD (000’s)

Q4 2025

Q4 2024

Variance

FY 2025

FY 2024

Variance

Revenue

$7,270

$9,852

(26 %)

$28,479

$27,008

5 %

Gross Profit

$4,448

$5,323

(16 %)

$15,194

$16,811

(10 %)

Gross Margin

61 %

54 %

+7 pts

53 %

62 %

(9) pts

Operating Expenses

$6,220

$6,646

(6 %)

$21,819

$23,394

(7 %)

Adjusted EBITDA1

$(1,193)

$(554)

(115 %)

$(5,792)

$(3,593)

(61 %)

Net Loss

(996)

(868)

(15 %)

(11,439)

(629)

(1719 %)

(1) Adjusted EBITDA is a non-IFRS measure. Refer to “Non-IFRS Measures” at the end of this press release.

CEO Commentary

“New business lines started contributing in 2025,” said Adam Adamou, CEO and Co-Founder of OverActive Media. “We hit record revenue of $28.5 million with Business Operations up 34 percent. We hosted a record three major live events, all firsts of their kind. In Madrid, we held the first-ever Call of Duty League Major in mainland Europe, and the first-ever LEC Roadtrip at Madrid Arena, drawing 18,000 fans and 348,000 peak concurrent viewers. In Kitchener, our Call of Duty Championship Weekend set a league viewership record at 353,000 peak concurrent viewers. The Company strengthened its commercial momentum through the renewal of key partnerships, complemented by the addition of new marquee partnerships including Pepsi, Ilusiona and Little Caesars.”

Adamou continued, “We also set up what’s next. Fenix Club, our first direct-to-consumer subscription, is live, and ActiveVoices, our AI localization platform, opens up a recurring revenue line. We relaunched our 2:10 agency into the influencer space, and it grew fast and added to revenue. We listed on the Börse Frankfurt in November to give European investors a euro-denominated way into the stock, and we closed an equity financing in December to support working capital. We rebranded Toronto Ultra to Toronto KOI to operate as one team under one global brand, and Movistar KOI took the LEC Spring Split title and qualified for Worlds for the seventh year in a row.”

“2026 is about margin and cash. We’ve taken meaningful cost out of the business, our newer revenue lines are scaling, and we have stronger commercial visibility than we’ve had at this point in any prior year. We expect that combination to drive a step change in operating performance, with the goal of putting OverActive on a clear path to sustainable profitability.”

2025 Operational Highlights

Record Live Events and Team Performance

Hosted Call of Duty League Major 1 in Madrid with Movistar KOI, drawing more than 12,000 fans and a 233,000 peak concurrent viewership.Hosted the LEC on the Road at Madrid Arena, drawing more than 18,000 fans and a 348,000 peak online viewership.Hosted the Call of Duty Championship Weekend in Kitchener, Ontario, drawing over 11,000 fans and setting a Call of Duty League all-time viewership record at 353,000 peak online viewers.Movistar KOI captured the LEC Spring Split title and qualified for MSI 2025 in Vancouver and the Esports World Cup in Riyadh.Movistar KOI qualified for the 2025 League of Legends World Championships in China, its seventh consecutive Worlds appearance, with the event drawing 6.7 million peak viewers.Toronto KOI placed third at Call of Duty Major 2 in Texas, Major 3 in Florida, and the Esports World Cup in Riyadh.

Commercial Growth

Business Operations revenue grew 34% year-over-year to $22.0 million.Movistar KOI signed new partnership with Ilusiona, in addition to Ecoembes which is helping Movistar KOI advance in sustainability.Toronto KOI renewed Bell Canada as exclusive telecommunication partner through 2027, alongside renewals with Monster Energy, AMD, Blacklyte, Red Bull, and SCUF Gaming, and added Little Caesars as a new partner.Signed Pepsi in Europe and launched a North American agency offering anchored by Stonefire, growing the Agencies business into a meaningful commercial line.

New Platforms and Brand

Launched Fenix Club Gaming, the Company’s first direct-to-consumer subscription platform, offering members merchandise discounts, early event ticket access, exclusive giveaways, and dedicated community channels.Launched ActiveVoices, an AI-powered SaaS content localization platform offering instant translation, authentic dubbing, and multi-platform publishing for global creators.Completed the rebrand of Toronto Ultra to Toronto KOI, unifying the Company’s global team brand.Listed on the Börse Frankfurt (FRA: 0RB) on November 11, 2025, creating a euro-denominated access point for European investors.

Fourth Quarter 2025 Financial Highlights

Gross margin expanded to 61% from 54% in Q4 2024, reflecting a higher share of league-related revenue recognized in the quarter.Operating costs decreased 6% to $6.2 million, compared to $6.6 million in Q4 2024, reflecting lower Team Operations payroll following the wind-down of the Toronto Defiant and the exit from the Counter-Strike ecosystem.Revenue was $7.3 million, compared to $9.9 million in Q4 2024. The prior-year quarter included elevated Call of Duty League skin sales that did not recur in Q4 2025.Adjusted EBITDA loss was $1.2 million, compared to a loss of $0.6 million in Q4 2024. The prior-year quarter benefitted from a $1.7 million non-cash decrease in the net present value of franchise obligations tied to the forgiveness of the LEC franchise fee.Net loss was $1 million, compared to a loss of $0.9 million in Q4 2024.

Full Year 2025 Financial Highlights

Revenue grew 5% to a Company record of $28.5 million, compared to $27.0 million in FY 2024.Business Operations revenue grew 34% to $22.0 million, driven by three major live events, the launch of Fenix Club, and growth in the Agencies business with Pepsi and Stonefire.Operating expenses decreased 7% to $21.8 million, compared to $23.4 million in FY 2024, reflecting cost discipline across Team Operations and lower restructuring and business development costs following the integration of KOI and Movistar Riders.Loss from operating activities before other items was $6.6 million, essentially flat year-over-year, even as FY 2025 absorbed a full year of operating costs from the acquired businesses compared with ten months in FY 2024.Adjusted EBITDA loss was $5.8 million, compared to a loss of $3.6 million in FY 2024.Net loss was $11.4 million, compared to $0.6 million in FY 2024. FY 2024 results included an $11.5 million non-cash gain on the decrease in net present value of franchise obligations following the termination of the Call of Duty League participation agreement and the forgiveness of the LEC franchise fee. FY 2025 does not include a comparable non-cash item.Comprehensive loss was $8.6 million, compared to comprehensive income of $0.3 million in FY 2024.

Liquidity and Capital Resources

Cash and cash equivalents were $4.4 million at December 31, 2025, compared to $6.8 million at December 31, 2024.Cash used in operating activities improved to $2.4 million, compared to $7.7 million in FY 2024, reflecting tighter net working capital management.On October 22, 2025, the Company secured $2.0 million in gross proceeds through secured promissory notes with entities controlled by members of the Board of Directors, reflecting continued confidence from the Company’s largest shareholders.On December 30, 2025, the Company announced a private placement securing an additional $0.9 million.The Company’s listing on the Börse Frankfurt on November 11, 2025, broadens access to international capital markets and complements the Company’s existing TSXV and OTC listings.

2026 Momentum

Selected as Official National Team Partner for Canada alongside Esport Canada, with Movistar KOI as Official Co-Team Partner for Spain, at the Esports Nations Cup in Riyadh, Saudi Arabia.Movistar KOI signed new partnerships with Idealo and Philips for the 2026 season.Movistar KOI hosted LEC Versus in Barcelona, Spain, with additional Spring and Summer Roadtrip events in Madrid, building on the success of the 2025 Madrid Arena event.

Reconciliation of Net Loss to Adjusted EBITDA

Twelve months ended December 31:

$CAD (000’s)

2025

2024

Net loss for the period

$(11,439)

$(629)

Income tax expense (recovery)

126

(212)

Depreciation

2,056

2,238

Amortization and impairment

2,357

1,069

Decrease in net present value of franchise obligations

(11,539)

Finance income

(31)

(254)

Finance cost

291

1,692

Foreign exchange loss

355

896

Share-based compensation

(457)

715

One-time loss

20

Other (income) loss

97

Restructuring and development costs

833

2,431

Adjusted EBITDA

$(5,792)

$(3,593)

Three months ended December 31:

$CAD (000’s)

2025

2024

Net loss for the period

$(996)

$(868)

Income tax expense (recovery)

(527)

122

Depreciation

350

550

Amortization and impairment

509

325

Decrease in net present value of franchise obligations

(1,701)

Finance income

(4)

(32)

Finance cost

109

89

Foreign exchange loss

42

(7)

Share-based compensation

(1,538)

347

One-time loss

182

Other (income) loss

101

Restructuring and development costs

579

621

Adjusted EBITDA

$(1,193)

$(554)

NON-IFRS MEASURES

This press release includes references to Adjusted EBITDA. Adjusted EBITDA is a non-IFRS financial measure and is defined by the Company as net income or loss before income taxes, finance income and costs, depreciation and amortization, decrease in net present value of franchise obligations, foreign exchange gains/losses, restructuring and business development costs, impairment charges, and share-based compensation. The Company believes that Adjusted EBITDA is a useful measure of financial performance because it provides an indication of the Company’s ability to capitalize on growth opportunities in a cost-effective manner, finance its ongoing operations, and service its financial obligations.

This non-IFRS financial measure is not an earnings or cash flow measure recognized by IFRS and does not have a standardized meaning prescribed by IFRS. The Company’s method of calculating such a financial measure may differ from the methods used by other issuers and, accordingly, its definition of this non-IFRS financial measure may not be comparable to similar measures presented by other issuers. Investors are cautioned that non-IFRS financial measures should not be construed as an alternative to net income determined in accordance with IFRS as indicators of the Company’s performance or to cash flows from operating activities as measures of liquidity and cash flows.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This press release contains statements which constitute “forward-looking statements” and “forward-looking information” within the meaning of applicable securities laws (collectively, “forward-looking statements”), including statements regarding the plans, intentions, beliefs and current expectations of OverActive with respect to future business activities and operating performance, including anticipated revenue growth, margin improvement, the Company’s ability to secure additional financing, and the Company’s ability to continue as a going concern. Forward-looking statements are often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and include information regarding the anticipated financial and operating results of OverActive in the future.

Investors are cautioned that forward-looking statements are not based on historical facts but instead on OverActive management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although OverActive believes that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed thereon. Key factors that could cause actual results to differ materially include: the Company’s ability to raise additional financing and continue as a going concern; changes in general economic, business, and political conditions; changes in applicable laws and regulations both locally and in foreign jurisdictions; compliance with government regulation; risks associated with foreign markets; the ability of the Company to execute on its partnerships and business strategy; the ability of the LEC and Call of Duty Leagues to maintain viewership; and other risk factors set out in OverActive’s public disclosure documents filed under its profile at www.sedarplus.ca.

OverActive does not intend and does not assume any obligation to update the forward-looking statements except as otherwise required by applicable law.

ABOUT OVERACTIVE MEDIA

OverActive Media Corp. (TSXV: OAM) (OTC: OAMCF) (FRA: 0RB) is a premier global esports and entertainment company for today’s generation of fans, headquartered in Toronto, Canada, with operations in Madrid, Spain and Berlin, Germany. OverActive delivers premium experiences by operating top-tier competitive teams and complementary business units across media, content, and live events, including Movistar KOI in the League of Legends EMEA Championship and Toronto KOI in the Call of Duty League.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Overactive Media Corp.

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Gauth: More Than Answers–An AI Partner That Teaches Students How to Learn

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SINGAPORE, Aug. 29, 2026 /PRNewswire/ — Gauth, the AI-powered study companion, recently redefines its role in education, moving beyond simple problem-solving to become a comprehensive learning partner. While many tools provide answers, Gauth focuses on ensuring students truly understand the “how” and “why” behind every concept.

Visualizing Knowledge for Deep Comprehension

Powered by its proprietary Gauth AI education model, the platform transforms abstract concepts into visible, understandable content. Unlike standard solvers, Gauth utilizes visual aids like graphs, highlights, and tables to break down complex problems. Students simply snap a photo to access unlimited, step-by-step explanations without needing complex prompts. This approach turns passive answer-checking into an active learning process, helping students visualize the logic behind every solution.

A Complete Learning Loop: From Practice to Mastery

Gauth supports the entire academic journey, from initial problem-solving to review and consolidation. The app automatically organizes key concepts and mistakes into customized Flashcards, enabling efficient review. To reinforce learning, it generates targeted Quizzes based on individual weak points, ensuring students master difficult topics before moving forward. This closed-loop system ensures that every interaction contributes to long-term retention and academic growth.

Comprehensive Support Across All Subjects

Gauth now covers a complete range of academic disciplines and grade levels, extending from STEM fields to humanities. The platform offers deep adaptation to Vietnam’s local curriculum, ensuring relevance for regional learners. Students can access support for daily study tasks and comprehensive assessment preparation sessions, all aligned with specific educational requirements. This localized approach ensures that every learner receives guidance that matches their classroom lessons and national assessment preparation needs.

Real-Time Guidance with Live Tutor

For moments requiring deeper intervention, Gauth’s Live Tutor feature offers real-time voice interaction. Mimicking a physical classroom, tutors use interactive whiteboards to provide step-by-step walkthroughs, knowledge supplements, and live Q&A sessions. This human-AI hybrid model ensures that students receive not just the correct answer, but the guidance needed to overcome specific learning barriers.

Download Gauth: [App Store Link] | [Google Play Link]

Follow Gauth on social media: [YouTube] | [X] | [TikTok]

About Gauth

Gauth is your AI study companion, dedicated to providing easy access to quality education. Through advanced artificial intelligence and a commitment to academic excellence, Gauth empowers students worldwide to understand concepts deeply, solve problems confidently, and achieve their academic potential. Gauth it, Ace it!

Media Contact: support@gauth.com

View original content:https://www.prnewswire.com/apac/news-releases/gauth-more-than-answersan-ai-partner-that-teaches-students-how-to-learn-302862744.html

SOURCE Gauth

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DR. PHONE FIX ANNOUNCES FURTHER EXTENSION OF NON-BROKERED CONVERTIBLE DEBENTURE UNIT FINANCING

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/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

EDMONTON, AB, Aug. 28, 2026 /CNW/ — Dr. Phone Fix Canada Corporation (“Dr. Phone Fix” or the “Company”) (TSXV: DPF) announces that it has received approval from the TSX Venture Exchange (the “TSXV”) to further extend the deadline of its previously announced non-brokered private placement (the “Offering”) of convertible debenture units (“Units”) of the Company for gross proceeds of up to $2,500,000, as described in its news release dated May 19, 2026 (the “Prior News Release”) to September 30, 2026. The Company has closed the first and second tranches of the Offering, for aggregate gross proceeds of $1,608,000, on June 24, 2026, and July 18, 2026, respectively. The Company previously requested, and the TSXV granted, an extension of such filing deadline to July 31, 2026, as announced in the Company’s news release dated June 29, 2026, and a further extension of such filing deadline to August 31, 2026, as announced in the Company’s new release dated July 31, 2026. 

Each Unit is comprised of (i) one $1,000 principal amount unsecured convertible debenture of the Company (a “Convertible Debenture”) and (ii) 3,125 common share (“Common Share”) purchase warrants of the Company (each, a “Warrant”). Additional detail on the Offering, including terms of the Convertible Debentures and Warrants, is set out in the Prior News Release.

All securities issued pursuant to the Offering, including any Common Shares issuable upon conversion of the Convertible Debentures or exercise of the Warrants and Finder’s Warrants, are subject to a statutory hold period of four months and one day from the closing of the Offering, in accordance with applicable securities laws and TSXV policies. 

The Offering remains subject to final acceptance of the TSXV.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release in the United States. Such securities have not been, and will not be, registered under the U.S. Securities Act, or any state securities laws, and, accordingly, may not be offered or sold within the United States, or to or for the account or benefit of persons in the United States or “U.S. Persons”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.

About Dr. Phone Fix

Dr. Phone Fix is a national, award-winning, eco-friendly, and customer-centric leader in Canada’s cell phone and electronics repair and certified pre-owned device industry. Founded in 2019, the Company now operates 44 retail locations nationwide through a standardized and scalable operating platform designed to support consistent execution across multiple markets, delivering fast, reliable, and environmentally conscious repair services alongside a curated selection of certified pre-owned devices and premium accessories. Dr. Phone Fix maintains strong partnerships with OEMs and certified suppliers, ensuring consistently high-quality standards across its national footprint. With a focus on responsible device lifecycle management, customer service, and operational discipline, Dr. Phone Fix continues to set the benchmark for device care and resale in Canada.

NEITHER THE TSXV NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSXV) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE.

Forward-Looking Information and Cautionary Statements

Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or the negative of these terms and similar expressions. Forward-looking statements in this news release include statements relating to: the final acceptance of the Offering by the TSXV; and the expected use of proceeds following the closing of the Offering. Forward-looking information in this news release is based on certain assumptions and expected future events, namely: the Company’s financial condition and development plans do not change as a result of unforeseen events; the TSXV will provide its final acceptance of the Offering; and the Company will be able to obtain the financing required in order to develop and continue its business and operations. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to: the Company’s inability to obtain TSXV final acceptance for the Offering; the potential failure to complete the balance of the Offering or to raise the full anticipated gross proceeds; market conditions and investor demand for the Company’s securities; the Company’s inability to deploy the proceeds as currently intended; and general economic and market conditions. Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement and reflect the Company’s expectations as of the date hereof and are subject to change thereafter. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.

SOURCE Dr. Phone Fix

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OSTROM CLIMATE REPORTS FISCAL Q2 2026 FINANCIAL STATEMENTS

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VANCOUVER, BC, Aug. 28, 2026 /CNW/ — Ostrom Climate Solutions Inc. (“Ostrom” or the “Company”) (TSXV: COO) (Frankfurt: 9EAA), a leading provider of carbon project development, net-zero climate solutions, and carbon credit marketing and trading, today announced its unaudited financial results for the second quarter ended June 30, 2026.

Second Quarter Financial Highlights:

Q2 2026 revenue totaled $550,084, compared with $860,202 in Q2 2025. Revenue from the Company’s Verified Emission Reduction (VER) trading business is inherently seasonal, with sales typically weighted toward the second half of the year ahead of the November 30 British Columbia Output-Based Pricing System (BC OBPS) compliance deadline; the quarter also reflected the concentration of high-margin deferred-revenue recognition in the first quarter of 2026 and the continued wind-down of legacy consulting mandates. On a year-to-date basis, revenue increased 54% to $2,293,826, from $1,494,166 in the first half of 2025.Gross profit for the quarter was $207,035, compared with $277,407 in Q2 2025, with gross margin improving to 38% from 32% on a higher margin realized on VER sales. For the six months, gross profit was $1,705,286 (H1 2025 – $598,102) at a 74% margin (H1 2025 – 40%), reflecting the high-margin recognition of deferred revenue through opportunistically timed, low-cost VER purchases and retirements in the first quarter.The Company reported a net loss of $578,918 for the quarter, a 15% improvement from the net loss of $683,108 in Q2 2025, as lower operating expenses more than offset the seasonally lower trading revenue. Adjusted net loss was $414,155, compared with $375,849 in Q2 2025, excluding share-based compensation, milestone-based consulting fees intended for share settlement and Smart-Rice Project R&D expenses. On a year-to-date basis, the Company returned to profitability with net income of $114,278, compared with a net loss of $1,399,465 in the first half of 2025.Operating expenses declined to $736,267 from $909,794 in Q2 2025, a reduction of $173,527, reflecting continued cost discipline, lower share-based payments, lower selling, general and administrative costs and reduced research and development spend as the Smart-Rice Project advanced toward verification. For the six months, operating expenses declined 20% to $1,497,284, from $1,869,268 in the first half of 2025.

Selected Financial Highlights

(Unaudited; expressed in Canadian dollars)

Three months ended June 30,

Six months ended June 30,

2026

2025

2026

2025

Revenue

$550,084

$860,202

$2,293,826

$1,494,166

Gross profit

$207,035

$277,407

$1,705,286

$598,102

Gross margin

38 %

32 %

74 %

40 %

Operating
expenses

$736,267

$909,794

$1,497,284

$1,869,268

Net income (loss)

$(578,918)

$(683,108)

$114,278

$(1,399,465)

Adjusted net
income (loss)¹

$(414,155)

$(375,849)

$561,086

$(817,472)

Net income
(loss) per share –
basic and diluted

$(0.005)

$(0.006)

$0.001

$(0.012)

¹

Adjusted net income (loss) is a non-IFRS financial measure that excludes project-related research and development expenses, share-based compensation, and milestone-based consulting fees intended to be settled in shares. It does not have a standardized meaning under IFRS and should not be considered in isolation from, or as a substitute for, measures prepared in accordance with IFRS.

 

Financial position

June 30, 2026

December 31, 2025

Cash

$409,991

$1,718,815

Total assets

$1,156,564

$2,398,745

Current liabilities

$3,531,282

$4,813,601

Deferred revenue

$1,156,004

$2,503,837

Operational and Strategic Developments:

The Company continued to advance its flagship UPRIIS rice methane reduction project in the Philippines (the “Smart-Rice Project”), which progressed from field implementation toward verification during the period and is being positioned to deliver high-quality VERs for compliance markets such as CORSIA and Japan’s Joint Compliance Market.The Company continued to advance its strategic pivot away from legacy consulting mandates toward the ownership and development of high-integrity, compliance-aligned carbon projects.Ostrom continued to pursue compliance-market opportunities, including BC OBPS eligible credits, while acknowledging the expected seasonality of VER trading revenue around the November 30 compliance deadline.The Company continued to advance its three core business lines: Carbon Project Development, Carbon Intelligence Services, and Net Zero Solutions.The Company repaid all remaining outstanding promissory notes and settled approximately $1.35 million of deferred revenue through VER retirements during the first half, while continuing to restructure its offsets and consulting business to align its cost base with forecasted billings and project milestones, and to focus on further debt reduction, disciplined working-capital management, balance-sheet improvement, and strategic financing and partnership opportunities.

Management Commentary:

“Our second-quarter results reflect the natural seasonality of our VER trading business, where sales are typically weighted toward the second half of the year ahead of the November 30 BC OBPS compliance deadline,” said Navdeep Dhaliwal, Chairman and Chief Executive Officer of Ostrom. “Even so, we improved gross margin to 38%, reduced operating expenses by nearly 20% year over year, and narrowed our net loss for the quarter, all while continuing to invest in our owned project development pipeline.”

“These results build on a strong first quarter that returned Ostrom to profitability on a year-to-date basis, with net income of $0.1 million compared with a net loss of $1.4 million a year ago. We remain focused on advancing our flagship Smart-Rice Project toward verification, positioning for compliance-market demand in the second half of the year, and maintaining the cost and working-capital discipline that has strengthened our financial position.”

Liquidity and Outlook

The Company ended the second quarter with cash of $409,991, compared with $1,718,815 at December 31, 2025, primarily reflecting the settlement of approximately $1.35 million of deferred revenue through VER retirements and the repayment of all outstanding promissory notes during the first half. Current liabilities declined to $3,531,282 from $4,813,601 at December 31, 2025, and deferred revenue declined to $1,156,004 from $2,503,837 as revenue was recognized during the period.

Ostrom continues to manage liquidity through disciplined working-capital management, cost alignment, and the pursuit of equity financing and strategic partnership opportunities. The Company remains focused on trading opportunities in compliance markets, particularly ahead of the November 30 BC OBPS compliance deadline, while continuing to advance owned and partnered carbon project development opportunities intended to generate recurring, high-quality carbon credit supply over time.

About Ostrom Climate Solutions Inc.

Ostrom is one of North America’s leading providers of carbon project development and management services, climate solutions, and carbon credit marketing. Over the past 12 years, Ostrom has validated and verified forest carbon projects globally for voluntary and regulated markets, having developed 16 million acres of forest land for conservation and monetized over 10 million carbon credits. Based out of British Columbia, Canada, the Ostrom team has a global reach, has worked with over 200 organizations globally, including Fortune 500 companies, managed projects in partnership with Indigenous stakeholders and has extensive on-ground experience in emerging markets.

Ostrom is focused on developing high-quality carbon projects that have a positive impact on the environment, local communities and biodiversity. Ostrom is publicly listed on the TSX Venture Exchange (COO) and the Frankfurt Stock Exchange (9EAA).

Please visit us at www.ostromclimate.com.

To receive corporate updates via e-mail, please subscribe here.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this Release.

Cautionary Statement Regarding Forward Looking Statements

This news release contains certain statements that may be deemed “forward-looking statements.” Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or realities may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

SOURCE Ostrom Climate Solutions Inc.

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