10-K: Bonk, Inc. Pivots to Digital Assets Amidst Mounting Losses

Bonk, Inc. shifts its strategic focus from functional beverages to digital assets and decentralized finance, reporting a substantial net loss and a going concern doubt for fiscal year 2025.

Summary

• Bonk, Inc. (formerly Safety Shot, Inc.) officially changed its name and Nasdaq trading symbol to BNKK on October 10, 2025, to align with its new strategic focus on digital assets and decentralized finance (DeFi).
• The company acquired Yerba Brands Corp. on June 27, 2025, expanding its presence in the functional beverage market with clean energy drinks.
• Historical product lines from Jupiter Wellness, Inc. (hair loss, vitiligo, sexual wellness) were discontinued, with Caring Brands, Inc. spun off to commercialize these products.
• In September 2025, Bonk, Inc. entered the digital asset space by receiving BONK tokens, which are accounted for as indefinite-lived intangible assets.
• A revenue sharing agreement with related party Bonk Digital, Inc. was established on August 8, 2025, for a share of future revenue from the LetsBonk.fun digital platform, increasing from 10% to 51% on December 10, 2025.
• A 1-for-35 reverse stock split was effected on December 11, 2025, reducing outstanding common shares from 184,976,280 to 5,285,037.
• The authorized number of common stock shares was increased from 250,000,000 to 1,000,000,000 on November 4, 2025.
• The company reported a net loss of $68,185,762 for the year ended December 31, 2025, compared to a net loss of $49,409,632 in 2024.
• Auditors expressed substantial doubt about the company's ability to continue as a going concern due to recurring losses and significant costs.
• Cash and cash equivalents stood at $2,278,340 at December 31, 2025, with working capital of $64,954.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a highly speculative and risky investment given the significant net losses, going concern doubt, and the volatile nature of its new primary digital asset strategy, which has already resulted in substantial unrealized losses. While the strategic pivot offers potential, the immediate financial health is concerning.

Positives

• The acquisition of Yerba Brands Corp. on June 27, 2025, expanded the company's footprint in the functional beverage market.
• The strategic pivot towards digital assets and decentralized finance (DeFi) with the BONK ecosystem represents a new growth opportunity.
• The company successfully increased its revenue participation interest in LetsBonk.fun from 10% to 51% on December 10, 2025.
• Nasdaq compliance was regained after addressing previously identified issues related to private placements.
• Markita L. Russell, with over 30 years of financial and accounting experience, was appointed as Chief Financial Officer on July 30, 2025.
• Several legal proceedings were settled, including those with Intracoastal Capital, 3i LP, and Alta Partners, LLC, reducing potential liabilities.

Negatives

• The company reported a significant net loss of $68,185,762 for 2025, an increase from $49,409,632 in 2024.
• Auditors issued a going concern opinion, citing recurring net losses and significant expansion and development costs.
• Working capital was critically low at $64,954 as of December 31, 2025, indicating liquidity challenges.
• An unrealized loss of $35,372,217 on digital assets was recognized in 2025, highlighting the volatility and risk of the new treasury strategy.
• The company incurred an intangible asset impairment expense of $4,950,950 and a loss on settlement of $6,140,411 in 2025.
• Operating expenses remained high at $40,676,508 in 2025, including $14,266,731 in stock-based compensation.
• Historical net operating loss carryforwards were eliminated due to a change in control on August 8, 2025.
• Disclosure controls and procedures, as well as internal control over financial reporting, were deemed ineffective as of December 31, 2025.
• Ongoing legal proceedings, including an appeal by Sabby Volatility Warrant Master Fund Ltd. and a pending trial for damages in another Sabby lawsuit, pose continued legal and financial risks.

Risks

• The BONK token is a highly volatile asset, and fluctuations in its price are likely to affect financial results and the market price of listed securities.
• A significant decrease in the market value of BONK token holdings could adversely affect the ability to satisfy financial obligations.
• The concentration of BONK token holdings enhances the risks inherent in the BONK treasury strategy.
• The emergence or growth of other digital assets, including those with significant private or public sector backing, could negatively impact the price of BONK tokens.
• The company is subject to government regulation, and unfavorable changes could substantially harm its business and results of operations.
• Heavy dependence on key personnel and turnover of senior management could harm the business.
• The sale of products involves product liability and related risks that could expose the company to significant insurance and loss expenses.
• The success of the business depends upon the ability to create and expand brand awareness.
• The company must develop and introduce new products to succeed in a rapidly changing industry.
• Adverse publicity associated with products or ingredients, or those of similar companies, could adversely affect sales and revenue.
• Products and manufacturing activities are subject to extensive government regulation; failure to comply may increase costs, limit sales, or subject to enforcement action.
• Failure to comply with applicable laws or regulations could result in substantial monetary penalties.
• New or changed governmental regulations, or state attorney proceedings, could increase costs significantly.
• Reliance on third parties to manufacture and supply products may harm business, financial condition, and operating results.
• Operations in international markets involve inherent risks that may not be controllable.
• The company's accountant has indicated doubt about its ability to continue as a going concern.
• Raising additional capital may cause dilution to existing stockholders, restrict operations, or require relinquishing rights to technologies or other assets.
• Potential for rapid growth and entry into new markets makes it difficult to evaluate current and future business prospects and manage growth effectively.
• Changes in tax laws and unanticipated tax liabilities could adversely affect the effective income tax rate and ability to achieve profitability.
• The company may incur substantial costs as a result of litigation or other proceedings relating to patent and other intellectual property rights.
• Any inability to protect intellectual property rights could reduce the value of products and brands.
• The intellectual property behind products may include unpublished know-how dependent on key individuals, and all intellectual property protection eventually expires.
• If intellectual property is not adequately protected, the company may not be able to compete effectively and may not be profitable.
• The requirements of being a public company may strain resources and distract management.
• Management has broad discretion in the use of net proceeds from any offerings and may not use them effectively.
• Management has limited experience in managing the day-to-day operations of a public company.
• Certain stockholders hold a significant percentage of outstanding voting securities, which could reduce the ability of minority stockholders to effect certain corporate actions.
• The company does not intend to pay dividends for the foreseeable future.
• Issuance of additional common stock or preferred stock may cause common stock price to decline.
• Anti-takeover provisions in the company's charter and bylaws may prevent or frustrate attempts by stockholders to change the board of directors or current management.
• Common stock may become subject to the SEC's penny stock rules, adversely affecting trading activity.
• Absent federal regulations, there is a possibility that the BONK token may be classified as a security, subjecting the company to additional regulation.
• The BONK treasury strategy exposes the company to risk of non-performance by counterparties.
• Changes in the accounting treatment of BONK token holdings could have significant accounting impacts, including increasing the volatility of results.
• Inability to keep up with rapid technological changes could make products obsolete.
• Competition could adversely affect the business.
• Inability to develop and maintain brand and reputation for product offerings could be materially harmed.
• Products may not meet health and safety standards or could become contaminated.
• It is uncertain whether product liability insurance will be adequate or affordable in the future.
• Inability to establish relationships with licensees or collaborators for sales, marketing, and distribution functions could hinder product marketing.
• Natural disasters and other events beyond control could materially adversely affect the company.
• Limited operating history makes it difficult for investors to evaluate future prospects.
• Current and future expense levels are based largely on estimates rather than experience, making accurate revenue forecasts difficult.
• International trade disputes, including U.S. trade tariffs and retaliatory tariffs, could adversely impact the business.
• Regulatory changes or actions may alter the nature of an investment or restrict the use of cryptocurrencies.
• The continuing military action in Ukraine and the war between Israel and Hamas could materially adversely affect business, operations, financial position, and timelines.

Future Outlook

The company expects to continue incurring significant costs for expansion and development. It intends to fund future obligations through equity or debt financings if its dietary supplement business does not generate sufficient cash flow. Management will continuously assess the risks and rewards of its BONK treasury strategy and plans to expand its management team and internal control framework. The company also hopes to find a partner to dispose of its CBD-related assets.

Management Comments

• "We believe that the Sure Shot Dietary Supplement stands as a unique product in the liquid dietary supplement market."
• "Our commitment to innovation has allowed us to create unique products that address unmet needs in the market, all backed by rigorous clinical research."
• "We believe that our focus on research and development is designed to enable us to stay ahead of the curve and provide our customers with products that are not only effective but also innovative."
• "The Management believes that as we continue to expand our product portfolio, we believe that these partnerships with trusted suppliers play a pivotal role in upholding the standards that we expect of our brand."
• "Management has confidence in its internal controls and procedures."
• "The Company intends to vigorously defend itself against Sabbys claims and does not believe that the Litigations ultimate disposition or resolution will have a material adverse effect on the Companys financial position, results of operations or liquidity."

Industry Context

StockSavvy.ai notes that Bonk, Inc.'s pivot from functional beverages to digital assets and DeFi is a significant strategic shift, moving from a highly competitive consumer packaged goods market to the nascent and volatile cryptocurrency sector. This move aligns with broader trends of companies exploring blockchain integration and digital asset strategies, but also exposes the company to the inherent risks and regulatory uncertainties of the crypto market, which has seen considerable volatility and regulatory scrutiny in recent years. The acquisition of Yerba Brands, while expanding its beverage footprint, appears to be a secondary focus compared to the new digital asset strategy.

Management Changes

Corporate Governance

Legal Proceedings

• **Intracoastal Litigation**: Lawsuit filed November 30, 2023, alleging breach of warrant. Settled January 14, 2025, with the company agreeing to issue shares valued at $875,000 and a $175,000 cash payment.
• **Sabby Volatility Warrant Master Fund Ltd. v. Jupiter Wellness, Inc. (SRM spin-off)**: Lawsuit filed September 5, 2023, regarding delayed spin-off of SRM Entertainment. Initially dismissed September 23, 2024, but Sabby successfully appealed the breach of contract claim in March 2025. The company's petition for reconsideration was denied July 1, 2025, and the company intends to vigorously defend itself.
• **Sabby Volatility Warrant Master Fund Ltd. v. Safety Shot, Inc. (Warrant exercise)**: Lawsuit filed February 9, 2024, alleging improper refusal to honor a warrant exercise. Sabby seeks at least $750,000 in compensatory damages and $600,000 in liquidated damages. The company offered $1.5 million to settle and participated in a damages-only trial in January 2026.
• **3i LP v. Safety Shot, Inc.**: Lawsuit filed January 16, 2024, alleging denial of warrant exercise. Settled April 2025 with the company providing unregistered shares with a market value of $400,000.
• **Bigger Capital Fund, L.P. v. Safety Shot, Inc.**: Lawsuit filed January 10, 2024, regarding a warrant to purchase shares. Settled January 20, 2025, with the company paying $375,000, issuing a $1.75 million secured convertible note, a $3.5 million convertible note, and 5,332,889 common stock purchase warrants.
• **Alta Partners, LLC v. Safety Shot, Inc.**: Lawsuit filed January 18, 2024, alleging breach of contract. Settled January 29, 2025, with the company paying $350,000.
• **Carla Olson v. Yerba, LLC**: Class action filed January 16, 2025, alleging misclassification of brand ambassadors. Mediation is scheduled for December 15, 2025.
• **Iroquois Master Fund, Ltd. and Iroquois Capital Investment Group**: Dispute settled July 29, 2025, with the company agreeing to pay $2.5 million for a full release of claims related to alleged warrant ownership and cashless exercise.
• **Brian John Settlement**: Settled September 3, 2025, with the company giving Brian John (former CEO) 100,000 shares of TRON stock in exchange for him registering 500,000 shares of Caring Brand shares.

Related Party Transactions

• **Lucky Dog Holdings (controlled by Mitchell Rudy, a director)**: On August 8, 2025, entered a Securities Purchase Agreement for 35,000 shares of Series C Preferred Stock for $25,000,000, paid in BONK tokens. On the same date, entered a Revenue Sharing Agreement for 100,000 shares of Series C Preferred Stock in exchange for 10% (later 51%) of gross revenue from LetsBonk.fun. On August 25, 2025, entered another Securities Purchase Agreement for 51,921,080 common shares for $25,000,000, paid in BONK tokens.
• **Bonk Digital, Inc. (Affiliate)**: Revenue sharing agreement for future revenue streams from Bonk's digital platform, with the company obtaining rights to a share of these revenues.
• **Core 4 Capital Corp. (Related Party)**: On May 2, 2025, an exchange agreement was made to convert 6,575,025 common shares to 39,993 Series A preferred stock.
• **Brian John (Former CEO)**: On September 3, 2025, a settlement agreement was reached where the company gave Mr. John 100,000 shares of TRON stock in exchange for him registering 500,000 shares of the company's Caring Brand shares.

Stakeholder Impact

• **Shareholders**: Face significant dilution risk from past and potential future equity offerings, as well as the 1-for-35 reverse stock split. The substantial net losses and going concern doubt negatively impact investment value. The highly volatile digital asset strategy introduces considerable risk to shareholder returns.
• **Employees**: The company's financial instability and strategic pivot could lead to uncertainty regarding job security and future compensation structures. Stock-based compensation remains a significant expense.
• **Customers**: Continued availability of Sure Shot and Yerba beverages, but potential for adverse publicity or regulatory actions regarding product claims could impact consumer trust and sales.
• **Creditors**: The going concern warning and reliance on future financing raise concerns about the company's ability to meet its debt obligations. Convertible notes and various settlements have altered the debt structure.

Next Steps

• Continue to sell the Sure Shot Dietary Supplement in its current SKUs.
• Explore complementary opportunities to expand brand presence, distribution channels, and long-term growth potential in functional wellness and emerging digital ecosystems.
• Evaluate and adopt appropriate accounting standards and policies for BONK token holdings.
• Expand the management team and build a comprehensive internal control framework.
• Seek a suitor or partner to dispose of CBD-related assets.
• Vigorously defend against Sabby's claims in ongoing litigation.
• Participate in mediation for the Carla Olson class action lawsuit against Yerba, LLC on December 15, 2025.
• Await the Court's ruling in the Sabby Volatility Warrant Master Fund Ltd. lawsuit (Warrant exercise) after the trial in January 2026.

Key Dates

Recommendation

The company is in a highly precarious financial state, marked by a substantial net loss of over $68 million in 2025 and an explicit 'going concern' warning from its auditors. Its strategic pivot to digital assets, while potentially high-growth, is inherently volatile and has already resulted in significant unrealized losses. The company's internal controls are deemed ineffective, and it faces ongoing legal challenges. Despite some positive developments like the Yerba acquisition and increased revenue share in LetsBonk.fun, these are overshadowed by fundamental financial instability and high operational risk. The stock is a highly speculative investment with significant downside potential, making it unsuitable for most investors.

Keywords

BONK, digital assets, cryptocurrency, DeFi, functional beverages, Yerba Brands, Safety Shot, SEC filing, 10-K, financial results, corporate governance, risk management, reverse stock split, Nasdaq compliance, capital raise, legal proceedings, going concern