10-Q: Bonk, Inc. Pivots to Digital Assets, Reports Q3 2025 Gains
Quarterly Report
Bonk, Inc. announced a strategic pivot towards digital assets and decentralized finance, alongside reporting improved financial results for Q3 2025, including significant revenue growth and reduced net loss.
Summary
- Bonk, Inc. (formerly Safety Shot, Inc.) has strategically repositioned itself towards digital asset and decentralized finance (DeFi) initiatives, aligning with the BONK ecosystem, effective October 10, 2025.
- The company reported a net loss of $(25,533,204) for the nine months ended September 30, 2025, an improvement from $(35,878,042) in the prior year period.
- Beverage sales significantly increased to $1,601,866 for the nine months ended September 30, 2025, up from $519,793 in the same period of 2024, partly due to the acquisition of Yerba Brands Corp.
- Gross profit improved substantially to $588,008 for the nine months ended September 30, 2025, compared to a gross loss of $(2,029,306) in the prior year.
- Cash balance increased to $8,960,261 as of September 30, 2025, from $348,816 at December 31, 2024.
- Working capital dramatically improved to $52,971,459 as of September 30, 2025, from a deficit of $(6,816,954) at December 31, 2024.
- Total assets grew to $81,041,676 as of September 30, 2025, from $7,338,403 at December 31, 2024.
- The company acquired Yerba Brands Corp., a premium energy beverage company, on June 27, 2025, for approximately $6.0 million in common shares.
- Digital assets, primarily BONK tokens, totaled $23,295,649 as of September 30, 2025, though an unrealized loss of $(7,213,473) was recognized on these assets for the period.
- A revenue sharing agreement with related party Bonk Digital, Inc. was entered into on August 8, 2025, entitling the company to 10% of LetsBonk.fun's gross revenue in perpetuity, for which 100,000 shares of Series C Preferred Stock were issued.
- Clinical trials for the Sure Shot Dietary Supplement demonstrated a statistically significant reduction in Blood Alcohol Content (BAC) and improved cognitive abilities.
- Nasdaq compliance issues related to Series C Preferred Stock issuance and a PIPE offering were resolved through corrective actions and subsequent disclosures.
- Stockholders approved an increase in authorized common stock from 250,000,000 to 1,000,000,000 shares on October 31, 2025, effective November 4, 2025.
Sentiment
Score: 6
Explanation: The company demonstrated significant financial improvements in net loss, gross profit, cash, and working capital, driven by strategic acquisitions and a pivot towards digital assets. However, it continues to report a net loss, faces ongoing legal challenges, and has identified ineffective internal controls. The strategic shift into volatile digital assets presents both opportunities and substantial risks.
Positives
- Net loss significantly decreased from $(35,878,042) to $(25,533,204) year-over-year for the nine months ended September 30, 2025.
- Gross profit turned positive to $588,008 from a loss of $(2,029,306) in the prior year period.
- Cash balance increased substantially to $8,960,261 as of September 30, 2025, from $348,816 at December 31, 2024.
- Working capital improved dramatically from a deficit of $(6,816,954) to a positive $52,971,459.
- Shareholders' equity shifted from a deficit of $(2,173,052) to a positive $75,519,219.
- Beverage sales saw a substantial increase to $1,601,866 for the nine months ended September 30, 2025, driven by the Yerba acquisition and new marketing strategies.
- Successful completion of clinical trials for the Sure Shot Dietary Supplement, showing efficacy in reducing BAC and improving cognitive function.
- Strategic pivot into the digital asset and decentralized finance sectors, potentially opening new growth avenues.
- Resolution of Nasdaq compliance issues through corrective actions and subsequent disclosures.
Negatives
- Continued net loss of $(25,533,204) for the nine months ended September 30, 2025.
- Unrealized loss of $(7,213,473) on digital assets for the three and nine months ended September 30, 2025, indicating volatility.
- Disclosure controls and procedures were deemed ineffective due to insufficient segregation of duties and lack of formalized documentation.
- Significant increase in weighted average shares outstanding (from 51,713,368 to 101,203,168), indicating substantial dilution.
- Incurred a loss on settlement of $(4,640,465) for the nine months ended September 30, 2025.
- Loss on exchange of $(120,446) for the nine months ended September 30, 2025.
- Substantial doubt about the company's ability to continue as a going concern.
Risks
- Substantial doubt about the company's ability to continue as a going concern due to significant historical costs and expansion plans.
- Inherent risks and uncertainties associated with forward-looking statements, which may cause actual results to differ materially.
- Ongoing legal proceedings, including litigation with Sabby Volatility Warrant Master Fund Ltd. and a class action lawsuit against Yerba, LLC, could result in significant damages or settlements.
- The digital asset market is highly volatile, and the value of BONK tokens could fluctuate significantly, impacting financial results.
- The company's internal control over financial reporting was deemed ineffective, posing risks to financial accuracy and compliance.
- Reliance on a limited number of contract manufacturers and logistics providers for beverage products.
- Exposure to various U.S. federal, state, and local regulations for beverage products, including potential changes in public health focus on sweetened and alcohol beverages.
- The 350 Patent for an early version of the Sure Shot Dietary Supplement expired on December 25, 2023, potentially impacting intellectual property protection for older formulations.
Future Outlook
The company is transitioning its strategic focus from beverage sales to developing, investing in, and participating in projects aligned with the BONK ecosystem and other blockchain-based initiatives. It continues to explore complementary opportunities that expand its brand presence, distribution channels, and long-term growth potential in both functional wellness and emerging digital ecosystems.
Management Comments
- Our disclosure controls and procedures were ineffective to ensure that the material information required to be included in our Securities and Exchange Commission reports is accumulated and communicated to our management, including our principal executive and financial officer, recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms relating to the Company, based on the assessment and control of disclosure decisions currently performed by a small team.
- The Company plans to expand its management team and build a fulsome internal control framework required by a more complex entity.
- Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity.
Industry Context
Bonk, Inc.'s strategic pivot into digital assets and decentralized finance positions it within the rapidly evolving blockchain and cryptocurrency sectors, a significant departure from its historical focus on functional beverages. This move aligns with a broader trend of companies exploring new revenue streams and brand engagement through emerging technologies. The functional beverage market, where Sure Shot and Yerba operate, continues to see innovation, but Bonk's shift indicates a belief in higher growth potential or strategic advantage in the digital realm, potentially leveraging the existing BONK ecosystem's community and liquidity.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | NA | Markita Russell | 2025-06-30 | Employment Agreement entered into on October 3, 2025, retroactively effective. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Name Change | Company changed its corporate name from Safety Shot, Inc. to Bonk, Inc. to align with its strategic repositioning and focus on digital asset and decentralized finance initiatives. | 2025-10-10 | Reflects a major strategic shift and brand alignment with the BONK ecosystem. |
| Symbol Change | Trading symbol changed from SHOT to BNKK and BNKKW on the Nasdaq Capital Market. | 2025-10-10 | Aligns with the new corporate name and strategic focus. |
| Series C Preferred Stock Board Appointment Right Amendment | Amended the Board Appointment Right of the Series C Preferred Stock to include a step-down provision to comply with Nasdaq Listing Rule 5640. | 2025-10-06 | Resolved Nasdaq compliance issue regarding disproportionate voting power, but initial issuance was a violation. |
| Authorized Common Stock Increase | Stockholders approved an amendment to increase the authorized number of common stock shares from 250,000,000 to 1,000,000,000 shares. | 2025-11-04 | Provides flexibility for future equity raises, acquisitions, or stock-based compensation, but also enables further dilution. |
| Preferred C Shares Conversion Approval | Shareholders approved the conversion of preferred C shares held by Lucky Dog Holding, removing the 20% limitation. | 2025-10-31 | Results in a change of control, potentially impacting existing shareholder influence. |
| Internal Control Effectiveness | Disclosure controls and procedures were deemed ineffective due to insufficient segregation of duties and lack of formalized policy/procedure documentation. Remediation measures are being implemented. | 2025-09-30 | Indicates a material weakness in financial reporting controls, requiring significant remediation to ensure accuracy and compliance. |
Legal Proceedings
- Sabby Volatility Warrant Master Fund Ltd. v. Jupiter Wellness, Inc.: Lawsuit alleging breach of contract due to delayed spin-off of SRM Entertainment, Inc. The Second Circuit overturned the lower court's dismissal of the breach of contract claim. The company intends to vigorously defend.
- Sabby Volatility Warrant Master Fund Ltd. v. Safety Shot, Inc.: Lawsuit alleging improper refusal to honor warrant exercise for 2,105,263 shares of common stock. Sabby seeks at least $750,000 in compensatory damages and $600,000 in liquidated damages. The company offered $1.5 million to settle.
- Carla Olson v. Yerba, LLC: Class and Representative Action alleging misclassification of brand ambassadors as independent contractors, seeking unpaid wages, meal/rest break premiums, expense reimbursements, and statutory penalties. Mediation scheduled for December 15, 2025.
- Settlement with Brian John: On September 3, 2025, the company settled with its former CEO, Brian John, by giving him 100,000 shares of TRON stock in exchange for him agreeing to register 500,000 shares of Caring Brand shares.
- Settlement with Iroquois Master Fund, Ltd.: On July 29, 2025, the company paid Iroquois $2.5 million to settle claims related to alleged ownership and cashless exercise of company stock warrants.
Related Party Transactions
- Revenue Sharing Agreement with Bonk Digital, Inc. (related party) on August 8, 2025, for 10% of LetsBonk.fun's gross revenue in perpetuity, in exchange for 100,000 shares of Series C Preferred Stock.
- Exchange Agreement with Core 4 Capital Corp. (related party) on May 2, 2025, converting 6,575,025 shares of common stock to 39,993 shares of Series A preferred stock.
- Securities Purchase Agreement with an affiliate on August 30, 2024, for 3,370,787 common shares and 3,370,787 common warrants for $3,000,000 and $421,348 respectively.
- Other receivable related party of $21,535,069 as of September 30, 2025.
Stakeholder Impact
- Shareholders: Significant dilution from increased shares outstanding and potential for further dilution from increased authorized shares. Positive impact from improved financial metrics and strategic pivot, but risks from digital asset volatility, legal proceedings, and internal control weaknesses. Change of control due to preferred C shares conversion.
- Employees: Ms. Russell's employment agreement as CFO provides stability in key management. Potential impact from Yerba integration.
- Customers: Continued availability of Sure Shot and Yerba beverages. Potential for new digital engagement initiatives.
- Creditors: Improved cash and working capital position may reduce immediate concerns, but 'going concern' doubt remains. Settlements of convertible notes and Iroquois dispute reduce certain liabilities.
- Regulatory Authorities (Nasdaq): Company regained compliance after addressing violations related to preferred stock issuance and disclosure, indicating responsiveness to regulatory concerns.
Next Steps
- Finalize the purchase price allocation for the Yerba acquisition within one year from the acquisition date (June 27, 2025).
- Expand the management team and build a comprehensive internal control framework.
- Integrate Yerba into the overall internal control framework and evaluate its effectiveness in future periods.
- Vigorously defend against Sabby's breach of contract claim in ongoing litigation.
- Participate in mediation for the Carla Olson v. Yerba, LLC class action lawsuit on December 15, 2025.
- Continue to develop new therapeutic products and improve existing ones.
- Evaluate how blockchain technologies and digital engagement strategies can be integrated into brand and product marketing initiatives.
Key Dates
| Date | Description |
|---|---|
| 2023-07-10 | Company acquired certain assets of GBB Drink Lab, Inc. (Sure Shot Dietary Supplement). |
| 2023-08-01 | Company changed its name to Safety Shot, Inc. and NASDAQ trading symbol to SHOT. |
| 2023-09-05 | Sabby Volatility Warrant Master Fund Ltd. filed a lawsuit against the Company (Jupiter Wellness, Inc.) regarding delayed spin-off of SRM Entertainment, Inc. |
| 2023-12-01 | Company launched the Sure Shot Dietary Supplement. |
| 2023-12-03 | U.S. Patent No. 12,156,878 for Sure Shot Dietary Supplement was granted. |
| 2023-12-25 | US 9,186,350 B2 patent for an early version of Sure Shot Dietary Supplement expired. |
| 2024-01-29 | Clinical trials for the Sure Shot Dietary Supplement began. |
| 2024-02-09 | Sabby Volatility Warrant Master Fund Ltd. sued the Company (Safety Shot, Inc.) regarding refusal to honor warrant exercise. |
| 2024-06-10 | Clinical trials for the Sure Shot Dietary Supplement concluded. |
| 2024-09-23 | Sabby Volatility Warrant Master Fund Ltd. v. Jupiter Wellness, Inc. litigation was dismissed with prejudice by federal district court. |
| 2024-09-24 | Company signed a separation agreement with Caring Brands, Inc., deconsolidating it as a subsidiary. |
| 2024-10-10 | Sabby filed an appeal of the Southern District's dismissal to the United States Court of Appeals for the Second Circuit. |
| 2025-01-08 | Company entered into an Arrangement Agreement to acquire Yerba Brands Corp. |
| 2025-01-16 | Carla Olson filed a Class and Representative Action against Yerba, LLC. |
| 2025-01-20 | Company entered into a convertible note agreement with Bigger Capital LLP. |
| 2025-03-01 | Sabby's appeal to the Second Circuit was successful, overturning the lower court's ruling on breach of contract claim. |
| 2025-05-02 | Company filed a Certificate of Designation for Series A-1, A-2, and A-3 Convertible Preferred Stock. |
| 2025-06-27 | Company completed the acquisition of Yerba Brands Corp. |
| 2025-06-30 | Employment Agreement with Ms. Russell (CFO) retroactively effective. |
| 2025-07-01 | Second Circuit denied the Company's petition for reconsideration in Sabby litigation. |
| 2025-07-02 | Company entered into an Exchange Agreement with investors, exchanging convertible notes for Series B Preferred Stock. |
| 2025-07-11 | Company sold 2,200,000 shares of SRM Entertainment, Inc. common stock for $12,105,000. |
| 2025-07-29 | Company settled a dispute with Iroquois Master Fund, Ltd. for $2.5 million. |
| 2025-08-08 | Company entered into a Securities Purchase Agreement for a PIPE offering of Series C Convertible Preferred Stock for $25 million in BONK tokens. |
| 2025-08-08 | Company entered into a Revenue Sharing Agreement with an investor, issuing Series C Preferred Stock for 10% of LetsBonk.fun's gross revenue. |
| 2025-08-11 | Company filed a Certificate of Designation of Series C Preferred Stock. |
| 2025-08-25 | Company entered into an agreement to issue 51,921,080 shares of common stock to a single investor for $25 million in BONK Tokens (PIPE). |
| 2025-09-03 | Company reached a settlement with Brian John, former CEO of Jupiter Wellness. |
| 2025-09-04 | Company sold 500,000 shares of Caring Brands Inc. common stock for $500,000. |
| 2025-09-16 | Board approved the change in company name to Bonk, Inc. and trading symbol to BNKK. |
| 2025-09-30 | Company issued common stock in exchange for the Bonk Digital Asset with a fair value of $21 million. |
| 2025-10-03 | Company entered into an Employment Agreement with Ms. Russell, CFO. |
| 2025-10-08 | Company filed a Certificate of Amendment for the Name Change with the State of Delaware. |
| 2025-10-10 | Name Change and Symbol Change became effective on Nasdaq Capital Market. Company filed an Amendment to the Series C Certificate of Designation. |
| 2025-10-16 | Company filed a Form 8-K updating inaccurate disclosure regarding the August 25, 2025 PIPE, stating shares have not been issued and require shareholder approval. |
| 2025-10-31 | Stockholders approved an amendment to increase authorized common stock from 250,000,000 to 1,000,000,000 shares. |
| 2025-11-04 | Amendment to increase authorized common stock became effective. |
| 2025-11-05 | Company received a letter from Nasdaq Staff confirming regained compliance with listing rules after corrective actions. |
| 2025-11-15 | Latest practicable date for shares outstanding: 183,976,283 common shares outstanding. |
| 2025-12-15 | Mediation scheduled for Carla Olson v. Yerba, LLC litigation. |
Recommendation
holdBonk, Inc. has shown significant financial improvements in key metrics like net loss, gross profit, cash, and working capital, which are positive indicators. The strategic pivot into the digital asset space, particularly the BONK ecosystem, offers high-growth potential and aligns with current market trends. However, this pivot also introduces substantial volatility and risk, as evidenced by the unrealized loss on digital assets. The company still faces ongoing net losses, material weaknesses in internal controls, and several active legal proceedings that could impact future financial performance. While the Nasdaq compliance issues have been resolved, they highlight past governance concerns. The significant share dilution and the approved increase in authorized shares suggest potential for further dilution. Given the mixed signals of improved financials alongside high-risk strategic shifts and operational challenges, a 'hold' recommendation is appropriate. Investors should monitor the execution of the digital asset strategy, resolution of legal matters, and improvements in internal controls before considering further investment.
Keywords
Bonk Inc., BNKK, Safety Shot, Yerba Brands, Digital Assets, DeFi, Cryptocurrency, BONK tokens, Beverage Industry, Dietary Supplement, Functional Wellness, SEC Filing, 10-Q, Financial Results, Corporate Governance, Legal Proceedings, Capital Raise, Shareholder Approval, Nasdaq Compliance
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