10-Q: Investview Q3 Loss: Revenue Drops, Regulatory Scrutiny Rises

Investview, Inc. reported a significant revenue decline and net loss for the nine months ended September 30, 2025, while facing multiple legal and regulatory challenges across its business segments.

Summary

• Total revenue, net, decreased by 28% to $29.11 million for the nine months ended September 30, 2025, from $40.52 million in the prior year period.
• The company recorded a net loss attributable to Investview, Inc. of $1.11 million for the nine months ended September 30, 2025, a significant shift from a net income of $1.39 million in the same period of 2024.
• Membership revenue contracted by 35% to $23.70 million, attributed to a global macroeconomic downturn affecting direct sales.
• Mining revenue decreased by 39% to $2.62 million, primarily due to the Bitcoin Halving event on April 19, 2024, and increased Bitcoin Network Difficulty.
• The Health and Wellness product sales segment, acquired in October 2024, contributed $2.71 million in revenue for the nine months ended September 30, 2025.
• Operating costs decreased by 21% to $30.57 million, mainly due to reduced commissions and general and administrative expenses, and no impairment expense in the current period.
• Cash and cash equivalents stood at $15.08 million as of September 30, 2025, down from $22.47 million at December 31, 2024.
• Digital assets increased to $3.79 million at fair value as of September 30, 2025, from $1.13 million at December 31, 2024, following the adoption of ASU 2023-08.
• The company settled an SEC inquiry on January 17, 2025, paying a civil monetary penalty of $375,000 related to its discontinued Apex sale and leaseback program.
• Investview initiated a lawsuit against Total Protection Plus (TPP) on March 28, 2025, due to TPP's inability to honor financial protection program commitments to customers.
• The company is responding to formal proceedings from Poland's Office of Competition and Consumer Protection (UOKiK) since March 2025, alleging iGenius operates a pyramid scheme.
• Settlements were reached with Canadian securities regulators (OSC and AMF) regarding iGenius's alleged unlicensed securities activities, involving geoblocks and a CAD $15,000 penalty.
• Lock-up agreements expired in April and May 2025, making 381.2 million common shares and 565 million shares from Class B Redeemable Units available for sale, potentially impacting stock price.
• A stock repurchase program was authorized on March 6, 2025, to repurchase up to $1.00 million in common stock, with 8,501,503 shares repurchased for $137,261 by September 30, 2025.

Sentiment

Score: 3

Explanation: The company faces significant financial deterioration with a substantial revenue decline and a shift to net loss. Multiple ongoing and potential legal and regulatory challenges, coupled with the risk of significant stock dilution, create a highly uncertain and negative outlook, despite some strategic investments and a new revenue stream.

Positives

• The newly acquired Health and Wellness product sales segment generated $2.71 million in revenue for the nine months ended September 30, 2025, diversifying the company's revenue streams.
• Digital assets increased significantly to $3.79 million at fair value as of September 30, 2025, from $1.13 million at December 31, 2024, partly due to an unrealized gain of $399,029.
• Operating costs decreased by 21% for the nine months ended September 30, 2025, primarily due to reduced commissions and the absence of impairment expense seen in the prior year.
• The company authorized a stock repurchase program on March 6, 2025, and has already repurchased 8,501,503 shares for $137,261, indicating management's belief in the company's value.
• A strategic investment of $1.25 million was made in October 2025 into Dream SPV VA LLC, an early-stage enterprise developing nuclear power and infrastructure technologies for high-demand industries like AI and data centers, signaling future growth potential.

Negatives

• Total revenue, net, decreased by $11.41 million (28%) for the nine months ended September 30, 2025, compared to the prior year.
• The company reported a net loss attributable to Investview, Inc. of $1.11 million for the nine months ended September 30, 2025, a significant reversal from a net income of $1.39 million in the same period of 2024.
• Membership revenue, the largest segment, declined by $12.53 million (35%) due to a global macroeconomic downturn.
• Mining revenue decreased by $1.67 million (39%), primarily impacted by the Bitcoin Halving event and increased network difficulty.
• Cash and cash equivalents decreased by $7.39 million from December 31, 2024, to September 30, 2025, indicating a reduction in liquidity.
• The company incurred a $111,277 loss on settlement during the nine months ended September 30, 2025.
• Interest expense, related parties, remained high at $929,008 for the nine months ended September 30, 2025.

Risks

• The Polish Office of Competition and Consumer Protection (UOKiK) has instituted formal proceedings against iGenius, alleging it operates a pyramid scheme, which could result in financial fines up to 3% of Poland's annual revenue and/or require modification or suspension of operations in Poland.
• Failure to succeed in the defense against the UOKiK could expose the company to similar claims from other European regulators, leading to a cascading adverse impact on European operations.
• Settlements with Canadian securities regulators (OSC and AMF) regarding iGenius's alleged unlicensed securities activities could expose the company to similar claims from other securities regulators in the United States and other foreign countries, leading to costly legal disputes or further geographic operational limitations.
• The third-party provider, Total Protection Plus (TPP), may not comply with its contractual commitments for the financial protection program offered to customers, potentially exposing the company to commercial claims from dissatisfied customers, despite the company's belief it has no legal responsibility.
• The expiration of lock-up agreements in April and May 2025 for 381,205,961 common shares and 565 million shares issuable from Class B Redeemable Units could lead to substantial sales in public markets, causing the trading price of common stock to decline due to limited market liquidity.
• Ongoing disputes with former CEO Joseph Cammarata regarding a $1.55 million promissory note and a $1.2 million working capital promissory note from SSA Technologies LLC, which could result in the issuance of approximately 203 million shares of common stock if the company's legal position is not sustained.
• The Working Capital Promissory Note with SSA Technologies LLC remains unsecured, increasing the risk of non-recovery of the $1.2 million advanced.
• The company's ability to collect approximately $1.87 million from a credit card processor and its clearing bank is uncertain, potentially leading to a significant bad debt expense.
• The global macroeconomic downturn continues to impact membership revenue, which is a significant portion of total revenue, and could further affect direct sales and home-based businesses.
• The Bitcoin Halving and increased Bitcoin Network Difficulty continue to negatively impact mining revenue, and future fluctuations in Bitcoin price could further affect profitability in this segment.

Future Outlook

The company is currently assessing the impact of 'The One Big Beautiful Bill Act' (OBBBA), enacted on July 4, 2025, which includes provisions for immediate expensing of qualifying research and development expenses and extensions of certain Tax Cuts and Jobs Act provisions. The fifth closing under the DBR Capital Securities Purchase Agreement remains at DBR Capital's sole discretion, with no assurance it will occur. The company has made a strategic investment in nuclear power and infrastructure technologies, targeting the rapidly expanding energy requirements of AI, data centers, and advanced manufacturing industries.

Management Comments

• Management, with the participation of the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of disclosure controls and procedures and concluded they were effective as of September 30, 2025.
• Management does not believe there are any liquidity issues as of September 30, 2025, with $15.1 million in cash and cash equivalents deemed sufficient to meet obligations and objectives.

Industry Context

The company's membership revenue, a significant component, was negatively impacted by a global macroeconomic downturn, causing individuals to re-evaluate spending priorities and engagement preferences in direct sales and home-based businesses. The Bitcoin Halving event in April 2024 significantly reduced mining rewards, impacting the blockchain technology and crypto mining segment, a trend affecting the broader crypto mining industry. The strategic investment in nuclear power and infrastructure technologies aligns with a renewed industry momentum around modular, rapidly deployable energy systems, driven by the increasing energy demands of high-growth sectors like artificial intelligence and data centers, and supported by federal initiatives.

Corporate Governance

Legal Proceedings

• Settled an SEC inquiry on January 17, 2025, related to the discontinued Apex sale and leaseback program, paying a civil monetary penalty of $375,000.
• Commenced an action against Total Protection Plus (TPP), UIU Holdings LLC, Jason R. Anderson, Jacob S. Anderson, and Schad E. Brannon on March 28, 2025, in the Court of Chancery of the State of Delaware, seeking to compel fulfillment of commitments under the TPP Program.
• Instituted a lawsuit against a credit card processor and its clearing bank in March 2024 to collect approximately $1.87 million in withheld funds.
• Responding to formal proceedings from Poland's Office of Competition and Consumer Protection (UOKiK) since March 2025, alleging iGenius operates a pyramid scheme, with potential fines up to 3% of Poland's annual revenue and/or operational modifications.
• Settled with the Ontario Securities Commission (OSC) by implementing a geoblock throughout Ontario to prevent customer access to disputed product offerings.
• Entered into a settlement agreement with Quebec's Autorité des marchés financiers (AMF), agreeing to pay a CAD $15,000 administrative penalty and institute an online geoblock throughout Canada preventing customer access to certain third-party robotic trading platforms.
• Ongoing dispute with former Chief Executive Officer Joseph Cammarata regarding a $1,550,000 promissory note and a $1,200,000 Working Capital Promissory Note from SSA Technologies LLC, with potential for Cammarata to receive up to approximately 203 million shares of common stock.

Related Party Transactions

• Convertible Promissory Note with DBR Capital, LLC (an entity controlled by a board member) for $1,300,000, bearing 20% interest, due April 27, 2030, convertible at $0.007 per share.
• Convertible Promissory Note with DBR Capital, LLC for $700,000, bearing 20% interest, due April 27, 2030, convertible at $0.007 per share.
• Convertible Promissory Note with DBR Capital, LLC for $1,300,000, bearing 38.5% interest, due April 27, 2030, convertible at $0.007 per share.
• Working Capital Promissory Note with SSA Technologies LLC (controlled and partially owned by former CEO Joseph Cammarata) for $1,200,000 (out of $1,500,000 agreed), bearing 0.11% interest, due January 31, 2022, and remains unpaid and unsecured.
• Stock Purchase and Release Agreement (Romano/Raynor Agreement) on September 29, 2023, to repurchase 302,919,223 shares of common stock from Mario Romano, Annette Raynor, and related entities for $2,922,380, with $0 owed as of September 30, 2025.
• Stock Purchase and Release Agreement (Smith/Miller Agreement) on February 7, 2024, to repurchase 472,374,710 shares of common stock from Ryan Smith and Chad Miller and affiliates for $3,571,146, with $446,393 owed as of September 30, 2025.
• Class B Units of Investview Financial Group Holdings, LLC (565,000,000 units) issued as consideration for the 2021 purchase of operating assets and intellectual property rights of MPower, a company controlled and partially owned by two board members, David B. Rothrock and James R. Bell. These units are exchangeable for common stock.

Stakeholder Impact

• Shareholders face potential dilution and downward pressure on stock price due to the expiration of lock-up agreements for a substantial number of common shares and Class B Redeemable Units.
• Shareholders are impacted by the company's net loss and significant revenue decline, which could affect future profitability and dividend sustainability.
• Customers of the TPP Program face uncertainty regarding promised cash payouts, potentially leading to dissatisfaction and commercial claims against the company.
• Customers of iGenius in Poland and Canada are directly affected by regulatory actions, including potential operational changes, fines, and geoblocks, which could limit access to services.
• Creditors (DBR Capital, SSA Technologies LLC) are involved in related-party debt arrangements, with ongoing interest payments and unresolved disputes affecting repayment certainty.
• Employees may face uncertainty due to the company's financial performance and ongoing legal/regulatory challenges, although no specific impact on employees was detailed.

Next Steps

• Continue to vigorously defend against the formal proceedings initiated by Poland's Office of Competition and Consumer Protection (UOKiK) regarding iGenius's direct selling model.
• Pursue the lawsuit against Total Protection Plus (TPP) and related parties to compel them to fulfill commitments under the financial protection program.
• Continue asserting rights of recovery in the lawsuit against the credit card processor and its clearing bank for approximately $1.87 million in withheld funds.
• Assess the full impact of 'The One Big Beautiful Bill Act' (OBBBA) on consolidated financial statements.
• DBR Capital has the sole discretion to effect the fifth closing under the Securities Purchase Agreement by December 31, 2026.
• Continue to manage the stock repurchase program, authorized through March 6, 2026.

Key Dates

Recommendation

The company's financial performance has significantly deteriorated, marked by a 28% revenue decline and a shift from net income to a net loss. This is compounded by multiple severe and unresolved legal and regulatory challenges in key operating regions, including allegations of a pyramid scheme in Poland and unlicensed securities activities in Canada. The expiration of lock-up agreements for a substantial number of shares creates a significant risk of dilution and downward pressure on the stock price. While there are some strategic investments and a new revenue stream, the overwhelming financial and operational headwinds, coupled with high legal and regulatory uncertainty, present a highly unfavorable investment profile. A seasoned investor would likely view these factors as indicative of substantial risk and recommend divesting.

Keywords

Investview, 10-Q, Quarterly Report, Financial Technology, Crypto Mining, Health and Wellness, SEC Filing, Bitcoin, iGenius, Direct Selling, Regulatory Risk, Legal Proceedings, Stock Repurchase, Digital Assets, Revenue Decline, Net Loss, Corporate Governance, Shareholder Impact