2024 revenues of $39.6 million down from $67.6 million, driven by reduction in capital available for cell phone sales after repayment of the previously outstanding convertible note2024 Gross Profit of $6.0 million, down from $6.2mn Easton, PA, April 15, 2025 (GLOBE NEWSWIRE) -- Eightco Holdings Inc. (NASDAQ: OCTO) (the “Company” or “Eightco”), today announced financial results for the fiscal year ended December 31, 2024. Paul Vassilakos, CEO of Eightco and President of Forever 8 Fund, LLC (“Forever 8”), the ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____to _____ Commission file number: 001-41033 EIGHTCO HOLDINGS INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 87-2755739 (State or Other Jurisdiction ...

Core Insights - Eightco Holdings Inc. has completed the sale of its subsidiary, Ferguson Containers, Inc., to Reichard Corrugated Products, LLC, which is managed by the existing leadership of Ferguson Containers [1][2] - The divestiture is part of Eightco's strategy to concentrate on its core business, Forever 8, and aims to enhance long-term growth by addressing the demand for inventory and cash flow management solutions [2][3] - Eightco is committed to the growth of Forever 8 Fund, LLC, which serves as an inventory capital and management platform for e-commerce sellers, and is actively pursuing strategic acquisitions to expand its technology solutions within the e-commerce ecosystem [3]

$7.2 Million Debt Extension and $3.1 Million New Financing to Fuel Expansion Plans for 2025 Easton, PA, Dec. 20, 2024 (GLOBE NEWSWIRE) -- Eightco Holdings Inc. (NASDAQ: OCTO) (the “Company” or “Eightco”) today announced that its wholly-owned subsidiary, Forever 8 Fund, LLC (“Forever 8”), completed a series of transactions with respect to its outstanding Series A, Series B, Series C and Series D promissory notes (the “Old Debt”) to create new Series A and Series C promissory notes (the “New Debt”) and retire ...

Core Insights - Eightco Holdings Inc. reported a net loss of $3.2 million for Q3 2024, an improvement from a net loss of $3.5 million in the same quarter last year, attributed to better gross margins [1][4] - Revenues for Q3 2024 were $7.7 million, significantly down from $23.3 million in the prior year quarter, primarily due to reduced capital for cell phone sales following the repayment of a convertible note [1][4] - The company successfully met NASDAQ compliance requirements, which is expected to strengthen its operational foundation for long-term growth [2][3] Financial Performance - For the nine months ended September 30, 2024, Eightco raised equity capital by selling 627,390 shares for net proceeds of approximately $2.2 million at an average price of $3.52 per share [3] - The repayment of the $5.4 million convertible note led to a decrease in the company's capital base and a corresponding decline in revenues compared to the previous year [3][4] - The gross profit for Q3 2024 was $2.0 million, down from $2.7 million in the prior year quarter, with a gross profit margin of 26.7%, up from 11.8% in the previous year, indicating improved efficiency despite lower sales [4][5] Operational Highlights - Selling, general, and administrative expenses increased by 14.65% to $3.7 million in Q3 2024, driven by higher professional expenses [4][6] - The company reported an EBITDA loss of $1.0 million for Q3 2024, compared to a break-even EBITDA in the prior year quarter, reflecting increased professional expenses and decreased gross profit [4][8] - Eightco's focus on its Forever 8 subsidiary aims to provide inventory capital for e-commerce sellers, positioning the company for projected revenues of $100 million in 2025 [2][11]

Financial Performance - For the three months ended September 30, 2024, revenues decreased by $15,662,193 or 67.12% compared to the same period in 2023, primarily due to reduced sales from the inventory management solutions business[205]. - For the nine months ended September 30, 2024, revenues decreased by $35,462,228 or 59.33% compared to the same period in 2023, largely attributed to decreased sales from the inventory management solutions business[212]. - Gross profit for the three months ended September 30, 2024, decreased by $700,433 or 25.50% compared to the same period in 2023, due to lower margin sales in the inventory management solutions business[208]. - Net loss for the three months ended September 30, 2024, was $3,453,150, a decrease of $276,060 or 7.99% compared to the same period in 2023[204]. - Net income for the nine months ended September 30, 2024, was $3,212,482, a significant improvement compared to a net loss of $62,157,538 for the same period in 2023[224]. - Selling, general and administrative expenses for the three months ended September 30, 2024, increased by $475,630 or 14.65% compared to the same period in 2023, primarily due to higher professional fees for investor relations[209]. - Interest expense for the three months ended September 30, 2024, decreased to $2,795,169 from $4,047,639 in the same period in 2023, largely due to the repayment of convertible notes[210]. - Gain on extinguishment of liabilities was $7,427,193 for the nine months ended September 30, 2024, compared to $0 for the same period in 2023, attributed to the reduction in liability under the Vinco Amendment[219]. Cash Flow and Financing - The company had stockholders' equity of $12.6 million and approximately $2.4 million in cash and cash equivalents as of September 30, 2024, down from $5.2 million at December 31, 2023[225]. - The company expects its current cash and cash equivalents are insufficient to support projected operating requirements for at least the next 12 months, raising substantial doubt about its ability to continue as a going concern[225]. - The Company expects to need additional capital to maintain revenues at current levels, with potential equity financing being significantly dilutive to current stockholders[227]. - Net cash used in operating activities was $(1,085,865) for the nine months ended September 30, 2024, compared to $(6,698,006) for the same period in 2023[229]. - Net cash used in investing activities decreased to $(47,685) for the nine months ended September 30, 2024, from $(182,871) in 2023, due to reduced purchases of property and equipment[230]. - Net cash used in financing activities was $(1,707,834) for the nine months ended September 30, 2024, compared to $4,959,110 in 2023, primarily due to repayments of convertible notes payable[231]. - The Company has no off-balance sheet arrangements as of September 30, 2024[232]. Business Operations - The Company has three main businesses: Forever 8 Inventory Cash Flow Solution, Web3 Business, and Packaging Business[139]. - The Company no longer intends to generate revenue from its Web3 Business[139]. - The Company separated from Vinco Ventures Inc. on June 29, 2022, and is now an independent publicly traded company[140]. Management Changes - Kevin O'Donnell resigned as Executive Chairman and Interim CEO, and Paul Vassilakos was appointed as the new Executive Chairman and CEO[142][146]. - The Vassilakos Employment Agreement provides for a base salary of $300,000 per year and an annual cash bonus opportunity of up to 75% of the base salary[148]. - The McFadden Severance Agreement includes a severance payment of $422,500, payable in four quarterly installments[157]. - The Company will reimburse Mr. McFadden for health insurance premiums through December 31, 2024[159]. - The Company will provide Mr. Vroman with severance of 24 months of his base salary as part of the Vroman Severance Agreement[165]. Financing Agreements - The Company entered into a Series D Loan and Security Agreement for an amount of up to $5,000,000[154]. - As of the date of this filing, $3,425,000 has been committed by lenders under the Series A financing agreement[175]. - The Company has committed $2,900,000 under the Series C financing agreement as of the date of this filing[184]. - The Company has committed $250,000 under the Series D financing agreement as of the date of this filing[186]. - The Company entered into a Securities Purchase Agreement on February 26, 2024, selling 865,856 shares at $0.82 per share, raising approximately $0.71 million[170]. - The Company entered into an At-The-Market Issuance Sales Agreement with Univest Securities, allowing for the sale of up to $2,000,000 in common stock[167]. - A total of 692,890 shares have been sold under the At-The-Market Issuance Sales Agreement as of the date of this filing[169]. - The Company will pay a 3% commission on the aggregate gross sales prices of shares sold under the At-The-Market Issuance Sales Agreement[168]. Compliance and Regulatory Matters - The Company received a Nasdaq deficiency notice on September 29, 2023, for not meeting the minimum bid price requirement of $1.00 per share[188]. - The Company was granted an appeal for continued listing on Nasdaq on June 27, 2024, subject to certain conditions[191]. - There are no debt covenants that require certain financial information to be met[235]. - The Company faces uncertainties from general economic conditions, including inflation, rising interest rates, and geopolitical conflicts affecting the global economy[233]. - The Company’s financial statements are prepared in accordance with U.S. GAAP, requiring estimates and assumptions that may differ from actual results[236].

Miami, Florida--(Newsfile Corp. - October 8, 2024) - Eightco Holdings Inc. (NASDAQ: OCTO) provides complete inventory funding and management solutions for e-commerce businesses in consumer goods and refurbished Apple products. Through its wholly owned subsidiary, Forever 8 Fund LLC ("Forever 8"), Eightco supports e-commerce sellers by purchasing inventory on their behalf, enabling them to use their capital to grow their brands without the financial strain of maintaining stock. Forever 8's proprietary data-d ...

Financial Performance and Achievements - The company improved its balance sheet by eliminating $5.4 million in convertible notes and increasing shareholder equity by $23 million [2] - 5,846,627 dilutive shares related to warrants and convertible securities were canceled [2] - Gross profit margin increased to 22% in the first half of 2024, up from 12% in the prior year period [2] - SG&A expenses were reduced to $6.9 million, a 23% decrease from $9.0 million in the prior year period [2] - The company regained compliance with two NASDAQ requirements [2] 2025 Growth Strategy - The primary focus is on growing Forever 8 Fund LLC, which operates in inventory solutions for e-commerce sellers and refurbished Apple products in the US, UK, and Europe [3] - Forever 8 buys existing inventory and commits to purchasing future inventory directly from suppliers, maintaining specific inventory levels to enhance sales [3] - The company plans to seek non-dilutive senior debt financing to replace capital used for convertible notes repayment in Q1 2024 [4] - The company aims to achieve $100 million in revenue and positive EBITDA at the public company level in 2025 [4] - Forever 8's scalable platform is expected to deploy significant additional capital due to high inbound demand [4] Management and Future Outlook - The CEO emphasized the focus on prioritizing Forever 8 to deliver growth and shareholder value in 2025 [5] - The company is actively seeking new opportunities to expand its portfolio of technology solutions in the e-commerce ecosystem through strategic acquisitions [5] - Eightco aims to create significant value and growth for its portfolio companies and stockholders through innovative strategies and focused execution [5]

Core Viewpoint - Eightco Holdings Inc. has regained compliance with Nasdaq's minimum bid price and stockholders' equity requirements, allowing its common stock to continue trading on the Nasdaq Capital Market under the symbol "OCTO" [1][3]. Group 1: Compliance with Nasdaq Requirements - The Company received formal notice from Nasdaq confirming compliance with the minimum bid price requirement, having maintained a closing bid price above $1.00 for the last 20 consecutive trading days [1][2]. - Eightco reported stockholders' equity of $13,428,553 in its Quarterly Report for the quarter ended June 30, 2024, exceeding the required minimum of $2,500,000 [3]. Group 2: Company Overview - Eightco Holdings Inc. focuses on the growth of its subsidiaries, including Forever 8 and Ferguson Containers, through strategic management and investment [4]. - The Company is actively seeking new opportunities to enhance its portfolio of technology solutions within the e-commerce ecosystem through strategic acquisitions [4].

Exhibit 99.1 Eightco Announces Second Quarter 2024 Financial Results Quarter Driven by Capital Restructuring to Prioritize Financial Stability ● Second quarter 2024 net income of $4.4 million versus net loss of ($8.9) million for the prior year quarter, due to better operating performance and elimination of warrant losses related to a retired convertible note ● Second quarter 2024 revenues of $7.0 million versus $20.5 million for the prior year quarter, driven by reduction in capital available for cell phon ...