USBC Received 1,000 Bitcoin and $15 Million in $125 Million Acquisition Deal
Key Facts
USBC received about 1,000 bitcoin and $15 million in cash in a deal that closed on August 6, 2025, in exchange for issuing 357.8 million shares to Goldeneye, according to a company filing with the U.S. Securities and Exchange Commission. The filing described the transaction as a strategic acquisition of a controlling stake valued at $125 million. The figure in the deal does not mean the company still held exactly 1,000 bitcoin as of the later filing. USBC added 12.757 bitcoin to its balance through its trading strategy during the transition period ended December 31, 2025. It also reported acquiring 2.617 bitcoin through the strategy during the fiscal year ended September 30, 2025.
The transition-period Form 10-K covered the three months from October 1 to December 31, 2025, and the company filed it with the SEC on March 25, 2026. The report describes USBC’s shift from its former non-invasive diagnostic and sensor technology businesses to developing financial technology and managing a digital asset reserve. Before August 2025, the company operated as Know Labs; it changed its name after the Goldeneye investment closed and made a strategic move into the new business. The 1,000 bitcoin received in the August deal were recorded at an average of $115,567 per bitcoin. That average provides an accounting reference value for the bitcoin received in the deal, while the filing distinguishes that consideration from the cash and shares included in the transaction.
USBC recorded no operating revenue during the transition period, according to its report, and said future operating revenue is expected to come primarily from financial technology network services. That includes the tokenized deposit program the company plans to develop. On January 20, 2026, the company entered into a strategic partnership agreement with Vast Bank and Uphold to implement the program. Vast will issue the deposit accounts, Uphold will provide platform integration and customer access, and USBC will operate the tokenized deposit network. The company said, however, that the program had not launched commercially as of the filing.
USBC began the first phase of its product delivery plan on March 10, 2026, with a limited group of internal users and company funds to test technical readiness. That phase was not a consumer-facing offering or a service available to the public. The company said any broader launch of the program remains tied to the results of the pilot and receipt of the necessary regulatory approvals. Progress also requires approval from the board and banking partners. In an October 2026 filing, it said it was coordinating with Vast Bank and Uphold on potential regulatory expectations to avoid risks that could delay the program’s development or future launch to customers.
A company filing in October showed that about 37.9% of total treasury bitcoin was pledged for digital asset options trading activities on October 23, 2026. USBC said the pledged assets are held by custodians designated by the counterparty, which controls the private keys. The company began buying and selling call options on its bitcoin holdings in the fourth fiscal quarter of 2025. It recorded net income from option premiums of $2,228,110 during the six months ended June 30, 2026. The activity is part of the treasury trading strategy tied to the company’s digital asset holdings.
On financial performance, USBC recorded a net loss of about $46.3 million in the six months ended June 30, 2026, compared with a loss of $5.1 million in the same period of 2025. The company attributed most of the more recent period’s loss to non-cash items, including an unrealized loss of $29.7 million from changes in the fair value of digital assets. Management said it saw no substantial doubt about the company’s ability to continue as a going concern for the 12 months following issuance of the financial statements, citing cash, digital assets, available financing and returns from its treasury strategy in its liquidity assessment. On the product plan, the company said it expects to complete phase two and begin phase three in the fourth quarter of 2026. Progress toward launching the program remains tied, according to its filing, to regulatory coordination and approvals from the relevant parties.