RUM Group Inc.

08/28/2026 | Press release | Distributed by Public on 08/28/2026 14:14

Amendment to Current Report (Form 8-K/A)

RUM Group Inc.

Pro Forma Consolidated Statements of Operations

For the six months ended June 30, 2026 and year ended December 31, 2025

(Expressed in United States dollars)

(Unaudited)

RUM Group Inc.

Unaudited Pro Forma Consolidated Statement of Operations for the six months ended June 30, 2026

(Expressed in United States dollars)

Rumble Canada
June 30,
2026
$
Northern
Data AG
For the
period from
January 1 -
June 17,
2026
$
Note 4 Proforma
Adjustments
$
Pro Forma
Consolidated
$
Revenue 65,826,532 102,418,099 - 168,244,631
Operating expenses
Cost of services / materials 57,604,250 23,585,978 - 81,190,228
General and administrative 26,724,111 81,185,387 (a), (b) (7,317,062 ) 100,592,436
Research and development 12,535,189 1,624,233 - 14,159,422
Sales and marketing 18,911,816 4,569,801 - 23,481,617
Acquisition-related transaction costs 33,161,645 33,545,026 - 66,706,671
Amortization and depreciation 20,267,766 66,638,710 (c), (d) 33,084,932 119,991,408
Changes in fair value of digital assets 6,501,540 1,887,980 - 8,389,520
Total operating expenses 175,706,317 213,037,115 25,767,870 414,511,302
Loss from operations (109,879,785 ) (110,619,016 ) (25,767,870 ) (246,266,671 )
Other (income) expense
Interest (income) expense, net (2,628,065 ) 18,929,500 (e), (f) (9,939,812 ) 6,361,623
Other expense (income) 4,867,685 27,081,377 (b), (e) (5,213,816 ) 26,735,247
Change in fair value of contingent consideration 486,931 249,038,947 - 249,525,878
Changes in fair value of warrant liability (1,327,928 ) - - (1,327,928 )
Changes in fair value of derivative (283,991 ) - (e) 2,127,149 1,843,158
Loss before taxes (110,994,417 ) (405,668,840 ) (12,741,391 ) (529,404,648 )
Income tax (benefit) expense 211,138 14,391,879 (g) (2,558,897 ) 12,044,120
Net loss (111,205,555 ) (420,060,719 ) (10,182,494 ) (541,448,768 )

The accompanying notes are an integral part of this unaudited Pro Forma Consolidated Statement of Operations.

1

Rum Group Inc.

Unaudited Pro Forma Consolidated Statement of Operations for the year ended December 31, 2025

(Expressed in United States dollars)

Rumble Inc.
December 31,
2025
$
Northern
Data AG
December 31,
2025
$
Note 4 Transaction
Accounting
Adjustments
$
Pro Forma
Consolidated
$
Revenue 100,622,320 93,717,365 - 194,339,685
Operating expenses
Cost of services / materials 107,383,833 43,374,971 - 150,758,804
General and administrative 48,738,522 149,279,440 (h), (i) (12,453,552 ) 185,564,410
Research and development 18,743,630 4,149,624 - 22,893,254
Sales and marketing 23,892,235 9,918,989 - 33,811,224
Acquisition-related transaction costs 13,303,532 15,065,543 (j) 33,161,645 61,530,720
Impairment - 193,368,232 - 193,368,232
Amortization and depreciation 14,564,535 219,064,689 (k), (i) 71,632,959 305,262,183
Changes in fair value of digital assets 649,638 1,884,516 - 2,534,154
Total operating expenses 227,275,925 636,106,004 92,341,052 955,722,981
Loss from operations (126,653,605 ) (542,388,639 ) (92,341,052 ) (761,383,296 )
Other (income) expense
Interest (income) expense, net (10,419,139 ) 36,437,786 (m), (n) (18,354,933 ) 7,663,714
Other expense (income) 10,643 (9,363,807 ) (i), (m) 44,346,885 34,993,721
Changes in fair value of warrant liability (24,781,974 ) - - (24,781,974 )
Changes in fair value of derivative (9,700,000 ) - (m) (4,322,036 ) (14,022,036 )
Share of net result from investments accounted for using the equity method - (50,766 ) - (50,766 )
Loss before taxes (81,763,135 ) (569,411,852 ) (114,010,968 ) (765,185,955 )
Income tax (benefit) expense 67,228 (21,866,851 ) (o) (1,177,690 ) (22,977,313 )
Net loss from continuing operations (81,830,363 ) (547,545,001 ) (112,833,278 ) (742,208,642 )

The accompanying notes are an integral part of this unaudited Pro Forma Consolidated Statement of Operations.

2

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

1. Basis of presentation

On June 17, 2026, RUM Group Inc. ("Rumble" or the "Company") acquired approximately 85% of the outstanding common shares of NDAG AG ("NDAG"), a leading provider of AI and high-performance computing infrastructure (the "Business Combination"). The primary reason for the acquisition is to obtain large-scale AI compute infrastructure, GPU capacity, data center assets and power resources that accelerate the growth of our cloud business. The goodwill that arises in the acquisition, which is not deductible for tax purposes, is primarily attributed to the expected synergies from combining Rumble's cloud platform and technology ecosystem with NDAG's AI infrastructure assets, as well as expected future growth opportunities.

The unaudited Pro Forma Consolidated Statements of Operations of Rumble for the six-months ended June 30, 2026 and year ended December 31, 2025 have been prepared in accordance with Article 11 of Regulation S-X, for illustrative purposes only, after giving effect to the Business Combination on the basis of the assumptions and adjustments described in Note 4. This unaudited Pro Forma Consolidated Statement of Operations do not include all of the disclosures required by US GAAP.

The unaudited Pro Forma Consolidated Statement of Operations of the Company have been compiled from:

(a) the unaudited Condensed Consolidated Statement of Operations of Rumble for the six-months ended June 30, 2026; and
(b) the unaudited Condensed Consolidated Statement of Operations of NDAG for the period from January 1, 2026 to June 17, 2026
(c) the audited consolidated financial statements of Rumble for the years ended December 31, 2025 and 2024; and
(d) the audited consolidated financial statements of NDAG for the years ended December 31, 2025 and 2024.

The unaudited pro forma consolidated statements of operations for the six-months ended June 30, 2026 and year ended December 31, 2025 gives effect to the Business Combination as if it had occurred on January 1, 2025.

A pro forma balance sheet has not been presented since the Business Combination has been reflected in Rumble's unaudited Condensed Consolidated Balance Sheet as of June 30, 2026.

The pro forma adjustments are preliminary and are subject to further revision as additional information becomes available and additional analyses are performed. The pro forma adjustments have been made solely for the purpose of providing unaudited pro forma consolidated financial information and actual adjustments, when recorded, may differ materially. The unaudited Pro Forma Consolidated Statement of Operations have been prepared for illustrative purposes only and may not be indicative of the operating results or financial condition that would have been achieved if the Business Combination had been completed on the dates or for the periods presented, nor do they purport to project the results of operations or financial position for any future period or as of any future date. In addition to the pro forma adjustments, various other factors will have an effect on the financial condition and results of operations after the completion of the Business Combination.

The actual financial position and results of operations may differ materially from the pro forma amounts reflected herein due to a variety of factors.

The unaudited Pro Forma Consolidated Statements of Operations do not reflect operational and administrative cost savings that may be achieved as a result of the Business Combination.

The unaudited Pro Forma Consolidated Statements of Operations should be read in conjunction with the historical audited consolidated financial statements of Rumble for the years ended December 31, 2025 and 2024 and the unaudited condensed consolidated financial statements of Rumble as of June 30, 2026 and for the six months ended June 30, 2026 and 2025.

2. Significant accounting policies

The Unaudited Pro Forma Consolidated Statement of Operations have been compiled using the significant accounting policies, as set out in the audited consolidated financial statements of Rumble for the years ended December 31, 2025 and 2024 and the unaudited Condensed Consolidated Statement of Operations of Rumble for the three and six-months ended June 30, 2026.

3

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

3. Pro forma preliminary purchase price allocation and assumptions

Consideration

The consideration transferred in the acquisition of NDAG consisted of shares of the Company's Class A Common Stock, pre-funded warrants exercisable for shares of the Company's Class A Common Stock, and a euro-denominated note payable issued to Tether Investments, S.A. De C.V. ("Tether") in connection with the assignment of an existing shareholder loan owed by NDAG to Tether ("Shareholder Loan").

Number of instruments Fair value per unit Fair value
(i) Class A common stock 59,346,944 $ 7.29 $ 432,639,220
(ii) Pre-funded warrants 98,264,309 $ 7.29 716,336,988
(iii) Note payable 366,580,647
Total consideration $ 1,515,556,855

(i) Rumble Class A Common Stock

The equity consideration to former NDAG shareholders who validly tendered their shares pursuant to the voluntary public exchange offer commenced by the Company as part of the Business Combination was based on an exchange ratio of 2.0281 shares of the Company's Class A Common Stock for each NDAG share validly tendered; and the equity consideration to former NDAG shareholders who sold their NDAG shares to the Company in the concurrent private transaction pursuant to certain transaction support agreements was based on the same ratio, with a portion placed in escrow in accordance with such transaction support agreements.

(ii) Pre-funded warrants

The Company issued pre-funded warrants to Tether, a former NDAG shareholder pursuant to a transaction support agreement with, in lieu of shares of the Company's Class A Common Stock to the extent such issuance of the Company's Class A Common Stock to Tether would result in the voting power of Tether and its affiliates in the Company to exceed 9.90% of the outstanding voting power of the capital stock of the Company.

(iii) Issuance of note payable

The note payable was measured at fair value as part of the consideration transferred. The note contains embedded derivatives that were separately recognized as derivative liabilities.

Net Assets Acquired

The table below summarizes the provisional fair value of consideration transferred, net assets acquired, non-controlling interest, and resulting goodwill.

4

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

3. Pro forma preliminary purchase price allocation and assumptions (continued)
Consideration $ 1,515,556,856
Non-controlling interest 93,349,709
Total consideration $ 1,608,906,565
Cash $ 51,036,334
Account receivables and other, net 52,879,228
Contingent consideration receivable 23,827,868
Prepaid expenses and other current assets 104,616,682
Investment 7,059,450
Other non-current assets 19,265,879
Digital assets 8,548,488
Property and equipment 887,260,497
Right-of-use assets 146,226,827
Intangible assets, net 172,474,080
Accounts payable and accrued liabilities (11,006,831 )
Deferred revenue (20,508,519 )
Income tax payable (28,980,271 )
Deferred tax liabilities (25,305,298 )
Lease liabilities (144,141,688 )
Other current liabilities (187,825 )
Other liabilities (45,661,476 )
Fair value of net identifiable assets acquired $ 1,197,403,425
Add: Goodwill 411,503,140
Total net assets acquired $ 1,608,906,565

The identification and measurement of the consideration transferred, identifiable assets acquired, liabilities assumed and non-controlling interest is provisional and subject to changes during the measurement period, not to exceed one year from the acquisition date, as additional information related to the facts and circumstances that existed at the acquisition date becomes available.

Non-Controlling Interest

The non-controlling interest is comprised of the following components:

Number of instruments Fair value per unit Fair value
(i) Northern Data AG common shares 9,519,223 $ 9.29 $ 88,435,357
(ii) Vested options outstanding at the date of acquisition 1,085,302 $ 0.64 - 4.61 3,762,652
(ii) Allocation of the fair value of unvested options based on service provided prior to the date of acquisition 1,179,071 $ 1.04 - 4.61 1,151,700
Total non-controlling interest $ 93,349,709
4. Pro forma adjustments

Pro forma adjustments to the Consolidated Statement of Operations for the six-months ended June 30, 2026

The unaudited Pro Forma Consolidated Statement of Operations for the six-months ended June 30, 2026 reflects the following adjustments as if the Business Combination described in Note 3 had occurred on January 1, 2025:

(a) To reverse stock-based compensation expense recognized by NDAG, and recognize stock-based compensation expense related to non-controlling interest acquired in the Business Combination.
(b) To adjust lease expense and related foreign exchange for leases assumed in the Business Combination.
(c) To record additional depreciation on property, plant and equipment.

5

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

4. Pro forma adjustments (continued)

The preliminary estimates of fair value and estimated useful lives will likely differ from final amounts the Company will calculate after completing a detailed valuation analysis, and the difference could have a material effect on these unaudited Pro Forma Consolidated Statement of Operations. A 10% change in the valuation of property, plant and equipment would causes a corresponding increase or decrease in the goodwill of $88.7M. A 10% change in the valuation of property, plant and equipment would also cause a change in annual depreciation expense of approximately $11M.

(d) To remove amortization of existing intangibles and record amortization of the new intangible assets.

The preliminary estimates of fair value and estimated useful lives will likely differ from final amounts the Company will calculate after completing a detailed valuation analysis, and the difference could have a material effect on these unaudited Pro Forma Consolidated Statement of Operations. A 10% change in the valuation of intangible assets would cause a corresponding increase or decrease in the goodwill of $17.2M and annual amortization expense of approximately $4.1M.

(e) To remove interest expense related to the existing shareholder loan and record interest expense, foreign exchange and changes in fair value of the embedded derivative on the loan issued in the Business Combination. The interest expense on the new loan is based on the three-month EURIBOR plus 3%. A 1/8 of a percentage point increase or decrease in the benchmark rate would result in a change in annual interest expense of approximately $300,000.
(f) To record interest income on loan receivables recognized at fair value in the Business Combination.
(g) To adjust tax expense related to the above entries.

All of the above adjustments are expected to recur.

Pro forma adjustments to the Consolidated Statement of Operations for the year ended December 31, 2025

The unaudited Pro Forma Consolidated Statement of Operations for the year ended December 31, 2025 reflects the following adjustments as if the Business Combination described in Note 3 had occurred on January 1, 2025:

(h) To reverse stock-based compensation expense recognized by NDAG, and recognize stock-based compensation expense related to non-controlling interest acquired in the Business Combination.
(i) To adjust lease expense and related foreign exchange for leases assumed in the Business Combination.
(j) To record Rumble's transaction costs related to the Business Combination.
(k) To record additional depreciation on property, plant and equipment.
(l) To remove amortization of existing intangibles and record amortization of the new intangible assets.
(m) To remove interest expense related to the existing shareholder loan and record interest expense, foreign exchange and changes in fair value of the embedded derivative on the loan issued in the Business Combination. The interest expense on the new loan is based on the three-month EURIBOR plus 3%.
(n) To record interest income on loan receivables recognized at fair value in the Business Combination.
(o) To adjust tax expense related to the above entries.

All of the above adjustments are expected to recur except for adjustment (j).

6

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

5. Adjustments to the historical information of Northern Data AG

The historical financial information of NDAG was prepared in accordance with International Financial Reporting Standards ("IFRS") and presented in Euros ("EUR").

With the exception of equity, the historical financial information was translated from EUR to USD using the following historical exchange rates:

Exchange rate as at December 31, 2025 1.17500
Average exchange rate for the year ended December 31, 2025 1.17085

Equity was translated using historical exchange rates. The table below presents the adjustments to convert from IFRS to US GAAP and to translate from EUR to USD, as well as to align accounting policies and financial statement presentation with that of Rumble.

Northern
Data AG

December 31, 2025 in EUR (IFRS)

US GAAP Adjustments

Presentation Alignment

Northern Data AG

December 31, 2025 in EUR

(U.S GAAP)

Northern Data AG December 31, 2025 in USD

(U.S. GAAP)

$

Assets
Current assets
Cash and cash equivalents 57,576,257 - - 57,576,257 67,652,102
Trade receivables 10,304,026 - - 10,304,026 12,107,231
Contract assets 17,728,544 - - 17,728,544 20,831,039
Income tax receivable 4,245,924 - - 4,245,924 4,988,961
Other assets 328,043,620 - - 328,043,620 385,451,254
Non-current assets held for sale 37,683,908 - - 37,683,908 44,278,592
Total current assets 455,582,279 - - 455,582,279 535,309,179
Digital Assets - 6,129,176 - (d) 6,129,176 7,201,785
Property and equipment 623,352,057 - - 623,352,057 732,438,667
Right-of-use assets 117,006,434 1,187,391 - (a) 118,193,825 138,877,744
Other intangible assets 9,533,976 (8,929,176 ) - (d), (f) 604,800 710,640
Goodwill 13,376,340 - - 13,376,340 15,717,200
Investments accounted for using the equity method 9,613,769 - - 9,613,769 11,296,179
Deferred tax assets 16,096,679 - - 16,096,679 18,913,598
Other assets 16,432,060 2,800,000 - (f) 19,232,060 22,597,671
Total assets 1,260,993,594 1,187,391 - 1,262,180,985 1,483,062,663
Liabilities
Current liabilities
Trade payables 12,268,567 - 1,167,375 (f) 13,435,942 15,787,236
Provisions 1,167,375 - (1,167,375 ) (f) - -
Lease liabilities 29,483,482 (3,426,604 ) - (a) 26,056,878 30,616,832
Income tax liabilities 16,283,859 - - 16,283,859 19,133,534
Other liabilities 40,685,576 - - 40,685,576 47,805,552
Total current liabilities 99,888,859 (3,426,604 ) - 96,462,255 113,343,154
Provisions 5,200 - (5,200 ) (f) - -
Borrowings 614,943,933 - - 614,943,933 722,559,121
Lease liabilities 101,059,829 (1,203,205 ) - (a) 99,856,624 117,331,533
Deferred tax liabilities 203,601 1,322,124 - (e) 1,525,725 1,792,727
Other liabilities 2,679,630 - 5,200 (f) 2,684,830 3,154,675
Total liabilities 818,781,052 (3,307,685 ) - 815,473,367 958,181,210
Shareholders' equity
Subscribed capital 64,196,476 (676 ) - 64,195,800 71,547,945
Retained earnings (726,025,151 ) (10,028,585 ) - (a), (c), (e) (736,053,736 ) (905,699,791 )
Capital reserve 1,167,143,633 14,548,539 - (c) 1,181,692,172 1,311,801,483
Currency translation differences (63,102,416 ) (24,202 ) - (a) (63,126,618 ) 47,231,816
Total shareholders' equity 442,212,542 4,495,076 - 446,707,618 524,881,453
Total liabilities and shareholders' equity 1,260,993,594 1,187,391 - 1,262,180,985 1,483,062,663

7

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

5. Adjustments to the historical information of Northern Data AG (continued)

Northern Data AG

Year ended December 31, 2025 in EUR (IFRS)

US GAAP Adjustments

Presentation Alignment

Northern Data AG

Year ended December 31, 2025 in EUR

Northern Data AG Year ended December 31, 2025 in USD

Sales revenue 80,042,425 - - 80,042,425 93,717,365
Other operating income 3,254,802 - (3,254,802 ) (f) - -
Total income 83,297,227 - (3,254,802 ) 80,042,425 93,717,365
Cost of materials 33,067,311 - 3,978,522 (f) 37,045,833 43,374,971
General and administrative - 32,013,357 95,483,702 (a), (c), (f) 127,497,059 149,279,440
Research and development - - 3,544,124 (f) 3,544,124 4,149,624
Sales and marketing - - 8,471,642 (f) 8,471,642 9,918,989
Acquisition-related transaction costs - - 12,867,226 (f) 12,867,226 15,065,543
Personnel expenses 49,320,602 - (49,320,602 ) (f) - -
Other operating expenses 81,125,311 - (81,125,311 ) (f) - -
Amortization and depreciation - - 187,099,465 (f) 187,099,465 219,064,689
Change in fair value of digital assets - 1,609,533 - (d) 1,609,533 1,884,516
Total expenses 163,513,224 33,622,890 180,998,768 378,134,882 442,737,772
Net unrealized foreign exchange (gains) / losses 2,603,900 - (2,603,900 ) (f) - -
Operating profit before depreciation and amortization - EBITDA (82,819,897 ) (33,622,890 ) (181,649,670 ) (298,092,457 ) (349,020,407 )
Depreciation, amortization and impairment 380,178,275 (27,342,527 ) (187,683,194 ) (a), (d), (f) 165,152,554 193,368,232
Operating result - EBIT (462,998,172 ) (6,280,363 ) 6,033,524 (463,245,011 ) (542,388,639 )
Financial income (3,573,000 ) - - (3,573,000 ) (4,183,433 )
Financial expenses 42,867,010 (8,051,819 ) (121,291 ) (a), (f) 34,693,900 40,621,219
Financial result 39,294,010 (8,051,819 ) (121,291 ) 31,120,900 36,437,786
Other income (expense) - (14,152,285 ) 6,154,815 (a), (b), (f) (7,997,470 ) (9,363,807 )
Share of net result from investments accounted for using the equity method (43,358 ) - - (43,358 ) (50,766 )
Earnings before income taxes - EBT (502,248,824 ) 15,923,741 - (486,325,083 ) (569,411,852 )
Income tax (benefit) expense (19,520,271 ) 844,161 - (e) (18,676,110 ) (21,866,851 )
Loss from continuing operations (482,728,553 ) 15,079,580 - (467,648,973 ) (547,545,001 )
Profit from discounted operations (92,556,000 ) - - (92,556,000 ) (108,368,836 )
Loss for the year (390,172,553 ) 15,079,580 - (375,092,973 ) (439,176,165 )
Net fair value gain on investments designed at FVOCI (14,138,941 ) 14,138,941 - (b) - -
Exchange differences on translation of foreign operations 43,479,000 24,202 - (a) 43,503,202 (168,865,416 )
Total comprehensive loss (income) (419,512,612 ) 916,437 - (418,596,175 ) (270,310,749 )

IFRS differs in certain material respects from US GAAP. The following material adjustments have been made to convert NDAG's historical financial information to US GAAP for the purposes of the unaudited Pro Forma Consolidated Financial Statements.

8

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

5. Adjustments to the historical information of Northern Data AG (continued)
(a) Leases

Under US GAAP, a lessee classifies its leases as either finance or operating which determines the accounting treatment. All of NDAG's leases were determined to be operating leases. Lease expense related to operating leases is recognized straight-line over the lease term based on two components- interest expense which is determined based on the lease liabilities; and amortization of the right-of-use asset which is determined based on the residual amount needed to result in straight-line lease expense. The straight-line lease expense is presented in operating expenses. Under IFRS, interest expense is determined based the lease liability and presented as a financing cost, and the right of use asset is amortized over the lease term and presented in amortization expense.

Adjustments were made to reflect the straight-line lease expense and presentation in operating expenses as required under US GAAP.

(b) Shares in other companies

Under US GAAP, investments in equity securities are subsequently measured at fair value with changes reflected in net income. Under IFRS, NDAG subsequently measured its investments in equity securities at fair value with changes reflected in other comprehensive income.

Adjustments were made to reflect all changes in fair value in net income as required under US GAAP.

(c) Share-based payments compensation - Forfeiture estimates

Under US GAAP, there is an accounting policy choice to recognize forfeitures related to share-based compensation as they occur, which is the accounting policy choice made by Rumble. Under IFRS, forfeitures must be estimated on the grant date of the award and throughout the vesting period.

Adjustments were made to remove the impact of estimated forfeitures to align with Rumble's accounting policy.

(d) Digital assets

Under US GAAP, digital assets within the scope of ASC 350-60 are subsequently measured at fair value with changes reflected in net income. Under IFRS, digital assets such as cryptocurrencies are generally accounted for as intangible assets unless held for sale in the ordinary course of business. Further, there is an accounting policy choice to apply the revaluation model when an active market exists, resulting in upward revaluations being recognized in OCI and downward revaluations recognized in profit or loss, which is the accounting policy choice made by NDAG.

Adjustments were made to remove the effects of the revaluation model and to reflect all changes in fair value in net income as required under US GAAP.

(e) Deferred taxes

Adjustments were made to tax-effect the above US GAAP adjustments.

(f) Further adjustments have been made to align NDAG's financial statement presentation with that of Rumble.
6. Tax rate

The effective income tax rate of 12.50% - 31.93% was used to determine the proforma adjustments. Actual rates will differ as a result of the temporary and permanent differences.

9

RUM Group Inc.

Notes to the unaudited Pro Forma Statements of Operations

(Unaudited)

7. Pro forma earnings per share

The Pro Forma Earnings per Share ("Proforma EPS") has been adjusted to reflect the pro forma consolidated net income for the six-months ended June 30, 2026 and year ended December 31, 2025. The number of shares used in calculating the pro forma consolidated basic and diluted earnings per share is outlined below.

The following is a breakdown of the EPS calculation:

Six-months
ended
June 30,
2026
Twelve-months
ended
December 31,
2025
Net loss from continuing operations $ (541,448,768 ) $ (742,208,642 )
Weighted average number of shares - basic 272,549,216 412,350,491
Loss per share - basic $ (1.99 ) $ (1.80 )
Net loss from continuing operations $ (541,448,768 ) $ (742,208,642 )
Weighted average number of shares - diluted 272,549,216 412,350,491
Loss per share - diluted $ (1.99 ) $ (1.80 )

10

RUM Group Inc. published this content on August 28, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on August 28, 2026 at 20:15 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]