Core Insights - The potential federal rescheduling of cannabis to Schedule III and the encouragement for the passage of the SAFER Banking Act are expected to positively impact Safe Harbor Financial's business and its clients [2][5] Company Overview - Safe Harbor Financial is a fintech leader providing financial services and credit facilities specifically to the regulated cannabis industry, having facilitated over $26 billion in cannabis-related transactions across 41 states and territories [3] - The company operates a proprietary Cannabis Banking Solutions™ Platform and partners with regulated financial institutions to support cannabis operators in managing their financial operations [3] Market Impact - Rescheduling cannabis to Schedule III could replace the 280E taxes currently paid by cannabis-related businesses (CRBs) with a normal tax regime, potentially improving clients' cash flows [5] - The SAFER Banking Act could encourage over 4,700 state-chartered banks and credit unions to reconsider banking CRBs, thereby expanding Safe Harbor's total addressable market [5] - Enhanced compliance services provided by Safe Harbor are essential for CRBs, even if the SAFER Banking Act is passed, as these businesses require specialized expertise and infrastructure [5]

Core Insights - Safe Harbor Financial has secured a significant banking relationship with Canopy HR, a major payroll-service provider in the cannabis sector, which is expected to enhance deposits, payment activity, and long-term revenue growth for the company [1][3]. Group 1: New Solutions and Features - Safe Harbor is launching a new cashflow solution called Payroll Boost, allowing cannabis operators to retain payroll-related funds in their accounts for up to two additional days each payroll cycle, thereby improving liquidity without altering existing payroll workflows [2][4]. - The Payroll Boost solution is designed to address cashflow pressures faced by cannabis businesses, leveraging Safe Harbor's expertise in the sector [2][5]. Group 2: Growth Opportunities - The partnership with Canopy HR will facilitate the introduction of Payroll Boost to both new and existing clients, creating two main growth avenues: conversions from existing Canopy HR clients and direct marketing to cannabis operators seeking better liquidity [3][4]. - Each conversion from Canopy HR clients to Safe Harbor is expected to establish new banking relationships, increase deposit balances, and enhance the adoption of Safe Harbor's lending and financial services [3][4]. Group 3: Competitive Positioning - The Payroll Boost solution strengthens Safe Harbor's competitive position in the cannabis financial services market, expanding long-term revenue opportunities and advancing the company's goal of becoming the most comprehensive financial platform for the cannabis industry [5][6]. - Safe Harbor has facilitated over $25 billion in cannabis-related transactions across 41 states, showcasing its established presence and expertise in the cannabis banking sector [7].

Core Insights - Safe Harbor has launched the cannabis industry's first comprehensive financial solutions platform aimed at improving access to capital, operational efficiency, and long-term stability for cannabis operators [1][2] Group 1: Financial Solutions Overview - The platform integrates banking, borrowing, operational support, and growth services tailored for the cannabis industry [1][2] - Safe Harbor continues to provide compliant financial access, including secure accounts, digital tools, payment support, and detailed reporting for audit and regulatory needs [3] - The lending program has been expanded to offer more flexible options for established cannabis operators, facilitating greater capital flow into the sector [4] Group 2: Operational and Advisory Services - Safe Harbor now provides operational support services such as bookkeeping, payroll, cash management, and HR, among others [5] - The platform includes strategic finance and advisory services, including fractional CFO support, budgeting, valuations, and M&A support [5][6] - These solutions allow cannabis businesses to strengthen their finance teams or utilize a fully outsourced financial solution for better clarity and control [6] Group 3: Company Evolution and Market Position - Under CEO Terry Mendez, Safe Harbor has transformed from a single-service provider to a multi-service financial platform, aiming to become the "SoFi of cannabis" [7] - The company has achieved significant milestones in 2025, including the launch of the first Fully Managed Cannabis Banking Program for financial institutions [7] - Safe Harbor has facilitated over $26 billion in cannabis-related transactions across 41 states and territories, reinforcing its position as a leading financial partner in the cannabis industry [10]

Core Viewpoint - Safe Harbor has launched the cannabis industry's first comprehensive financial solutions platform aimed at enhancing banking, borrowing, operational support, and growth for cannabis operators [1][2][7] Group 1: Financial Solutions Overview - The platform integrates key financial functions under one brand, addressing the broader financial health needs of cannabis operators who face complex regulations and limited access to financial support [2][4] - Safe Harbor continues to provide compliant banking access, including secure accounts, digital tools, payment support, and detailed reporting for regulatory needs [3][10] Group 2: Borrowing and Lending - The lending program has been expanded to offer more flexible options for established cannabis operators, facilitating greater capital flow into the sector [4][6] - Safe Harbor will assist financial institutions in reselling cannabis-related loans and managing portfolio risk [4] Group 3: Operational Support - The platform now includes operational and financial support services such as bookkeeping, payroll, cash management, and HR services tailored for the cannabis industry [5][6] - Strategic finance and advisory services are also offered, including fractional CFO support, budgeting, and M&A support [5][6] Group 4: Company Evolution and Milestones - Under CEO Terry Mendez, Safe Harbor has transformed from a single-service provider to a multi-service financial platform, aiming to become the "SoFi of cannabis" [7] - The company has achieved significant milestones in 2025, including the launch of the Fully Managed Cannabis Banking Program for financial institutions [7][10] - Safe Harbor has facilitated over $26 billion in cannabis-related transactions across 41 states and territories [9][10]

Core Insights - Safe Harbor Financial, a fintech platform for the cannabis industry, is set to present at the Trickle Research Microcap Conference on November 13, 2025, highlighting its achievements and growth strategy under CEO Terry Mendez [1][2][3] Company Achievements - Safe Harbor has resolved near-term liquidity issues by completing a $24 million recapitalization, which eliminated $19 million in debt [6] - As of September 30, 2025, the company reported $6.8 million in cash, sufficient to fund operations for the next 12 months [6] - The average monthly deposit balances increased to $108 million, reflecting a 6% quarter-over-quarter growth and a 3% year-over-year decline [6] - The number of average active accounts rose by 2% quarter-over-quarter and 4% year-over-year, reaching 774 accounts [6] - Safe Harbor generated a net income of $179,508, or $0.06 per diluted share, for the three months ended September 30, 2025 [6] Strategic Direction - CEO Terry Mendez will discuss Safe Harbor's new growth strategy and the impact of regulatory changes on the cannabis financial services landscape [3][4] - The company aims to scale its platform and expand services to deliver long-term value across the cannabis finance ecosystem [4]

Revenue and Income - Total revenue for the three months ended September 30, 2025, was $1.83 million, a decrease of 47.3% compared to $3.48 million in the same period of 2024[203]. - Account fee income for the three months ended September 30, 2025, was $963,098, down 41.5% from $1.65 million in 2024[203]. - Loan interest income decreased by 61.9% to $510,754 for the three months ended September 30, 2025, compared to $1.34 million in 2024[203]. - Other income for the three months ended September 30, 2025, increased by 660.2% to $1,396,754 compared to $183,745 in 2024, primarily reflecting financing-related transactions[228]. - For the three months ended September 30, 2025, the company reported a net loss of $179,508 compared to a net income of $353,817 for the same period in 2024[243]. - Adjusted EBITDA for the three months ended September 30, 2025, was $(620,478), a decrease from $764,285 in the same period of 2024[243]. Expenses and Cost Management - Total operating expenses for the three months ended September 30, 2025, were $3.05 million, a reduction of 7.7% from $3.31 million in 2024[213]. - Compensation and employee benefits decreased by 7.8% to $1.70 million for the three months ended September 30, 2025, primarily due to a reduction in headcount[217]. - General and administrative expenses decreased by 7.9% to $856,389 for the three months ended September 30, 2025, compared to $929,406 in 2024[219]. - The Company has implemented cost-reduction measures, resulting in a $1.0 million increase in non-cash stock-based compensation year over year[214]. - The Company expects the full effect of its cost-containment initiatives to become more evident in 2026[216]. - General and administrative expenses decreased by $0.6 million, or 20.9%, for the nine months ended September 30, 2025, primarily due to a $0.5 million reduction in intangible asset amortization[221]. Financial Position and Cash Flow - As of September 30, 2025, the company had cash and cash equivalents of $0.9 million and no material debt outstanding, improving liquidity significantly[250]. - The company raised gross proceeds of $6.3 million through Series B Convertible Preferred Stock and Series B Warrant financing during the third quarter[250]. - For the nine months ended September 30, 2025, the company used $2.4 million of cash in operating activities, primarily to fund a net loss of $1.6 million[253]. - The company generated $0.5 million of net cash from financing activities for the nine months ended September 30, 2025, reflecting proceeds from convertible notes and Series B financing[255]. Account and Transaction Activity - Average monthly deposit balance decreased by 2.9% year-over-year to $107,976,219 for the third quarter of 2025[247]. - Average account fees dropped by 34.1% year-over-year to $270,501 for the three months ended September 30, 2025[247]. - The company experienced a 3.9% increase in average active accounts, rising to 774 for the third quarter of 2025[247]. - The company anticipates that improved U.S. economic conditions and potential regulatory easing could lead to higher account balances and transaction activity over time[248]. Debt and Interest - The Company recognized a $3.2 million gain on extinguishment of debt related to the settlement of its FPA obligations, settling $7.3 million by issuing shares valued at $4.0 million[233]. - Interest expense for the three months ended September 30, 2025, increased by $0.1 million due to non-cash interest expense related to convertible notes issued in September 2025[231]. - There was no credit loss expense for the three- and nine-month periods ended September 30, 2025, compared to an expense of $0.0 million and a benefit of $0.2 million in the comparable 2024 periods[227]. Hosting and Professional Services - Total hosting-related fees increased by $0.04 million in 2025, reflecting a $0.18 million increase in account hosting fees offset by a $0.10 million decrease in investment hosting fees and a $0.04 million decrease in loan servicing fees[220]. - Account hosting fees for the three months ended September 30, 2025, increased by 146.4% to $322,795 compared to $131,002 in 2024, while total account hosting fees for the nine months increased by 156.6% to $914,539 from $356,369[224]. - Professional services expense increased by $1.2 million, or 85.9%, for the nine months ended September 30, 2025, driven by transition-related legal and advisory costs[226]. Interest Income Allocation - The interest income split under the new loan yield allocation formula is approximately 39% to the Company, with the remainder retained by PCCU[211].

Core Viewpoint - Safe Harbor Financial has successfully regained compliance with Nasdaq listing requirements and has executed a recapitalization strategy that significantly improves its financial position and operational flexibility [1][2][3][6]. Financial Position - The company raised $6.8 million in new capital and eliminated $18.8 million of debt, resulting in a nearly debt-free status [2][6]. - A $150 million equity line of credit (ELOC) has been established, with potential expansion up to $500 million, aimed at funding lending to cannabis-related businesses (CRBs) and expanding its fintech platform [1][5]. Strategic Initiatives - The appointment of Terry Mendez as CEO in February 2025 has led to a focused strategy on regaining Nasdaq compliance, addressing liquidity challenges, and positioning for long-term success [3][6]. - The company has eliminated over $3 million in annualized costs and restructured its Board of Directors and Executive Management to align with a new strategic vision [3][6]. Operational Flexibility - The recapitalization provides substantial operational flexibility, allowing the company to pursue growth opportunities in cannabis banking and lending markets without immediate capital pressure [7]. - The ELOC will enable the company to make accretive deployments that are expected to generate returns exceeding the cost of capital, further strengthening its capital structure [5][7]. Industry Context - Safe Harbor is a leader in providing financial services tailored to the cannabis industry, having facilitated over $26 billion in cannabis-related transactions across 41 states and territories [8].

Core Insights - Safe Harbor Financial, a fintech leader in the cannabis and hemp industries, is participating in the IgniteIt Cannabis Capital and Policy Summit 2025, highlighting the potential impact of federal reforms on capital movement and M&A in the cannabis sector [1][2]. Company Overview - Safe Harbor is a cannabis-exclusive financial platform that has facilitated over $26 billion in cannabis-related transactions across 41 states and territories [3]. - The company offers tailored banking, lending, payments, and business services specifically designed for the cannabis industry, emphasizing compliance and support for operators [3]. Industry Context - The panel discussion at the summit will focus on how federal reforms, such as rescheduling and expanded banking access, could reshape the fragmented cannabis marketplace and unlock capital for consolidation [2]. - The event will gather key stakeholders, including government officials and industry leaders, to discuss the intersection of federal regulation and access to capital in the evolving legal landscape of cannabis [2].

As filed with the Securities and Exchange Commission on October 20, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Delaware 6199 86-2409612 (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 1526 Cole Blvd., Suit ...

As filed with the Securities and Exchange Commission on October 17, 2025 Registration No. 333-290524 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Delaware 6199 86-2409612 (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Numb ...