Recent Operational Highlights
As of March 31, 2026, HeartCore was engaged with 16 Go IPO clients, including 6 clients currently in various stages of preparation for potential public registrations and U.S. exchange listings
Regained Nasdaq $1.00 minimum bid price requirement
Authorized $2.0 million share repurchase program
Management CommentaryHeartCore CEO Sumitaka Kanno commented: "During the first quarter of 2026, HeartCore continued to advance its strategic focus on financial services and capital markets-related services, with Go IPO remaining the key contributor for coming quarters. While the Nasdaq listing environment has become selective and increasingly focused on compliance, we continue to see interest from Japanese and other Asia-based companies seeking access to the U.S. capital markets. In light of these current market conditions, we are focused on expanding the number of engagements and enhancing the overall quality of our pipeline by prioritizing clients that we believe demonstrate stronger listing readiness and long-term financing potential.
"Through our subsidiary Higgs Field Co., Ltd., we are also taking steps to support potential expansion into additional financial services and sectors, including digital securities and capital markets advisory services. During the first quarter, we added experienced financial industry personnel and further developed our organizational structure as we prepare to seek a Type I Financial Instruments business license in Japan. We are also working with external professionals and industry organizations to further strengthen our internal management and compliance framework.
"Looking ahead, we remain focused on broadening our Go IPO client base that aligns with Nasdaq's tightened requirements and diversifying our revenue base as we further develop and advance our financial services business."
First Quarter 2026 Financial ResultsRevenues were $1.2 million compared to $2.1 million in the same period last year. The decrease was primarily due to a decline in customized software development and services revenue as a result of intense competition in the U.S. software market.
Gross profit was $74,000 compared to $0.5 million in the same period last year. The decrease was primarily due to lower gross profit from Go IPO consulting services resulting from increased outsourcing fees and additional resources invested to enhance customer experience, as well as lower gross profit from customized software development and services due to decreased revenues and higher subcontracting costs for outsourced software engineers amid rising salary levels in the software market.
Operating expenses decreased to $1.6 million compared to $1.7 million in the same period last year. The decrease was primarily due to a decrease in selling expenses.
Net loss was $2.0 million compared to a loss of $3.1 million in the same period last year. The improvement was primarily due to a reduction in the loss on the fair value of investments in marketable securities.
Adjusted EBITDA was a loss of $1.6 million compared to a loss of $1.3 million in the same period last year.
As of March 31, 2026, the Company had cash and cash equivalents of $0.8 million.
About HeartCore Enterprises, Inc.HeartCore Enterprises, Inc. is headquartered in Tokyo, Japan, and is a leading consulting services company providing U.S. market listing support and related advisory services primarily to Japanese corporate clients. For more information, please visit https://heartcore-enterprises.com/.
Non-GAAP Financial Measures This document includes references to adjusted EBITDA, which is a non-GAAP financial measure. For the purposes of this presentation, adjusted EBITDA is calculated by adjusting net loss to exclude depreciation and amortization, changes in fair value of investments in marketable securities, changes in fair value of investment in warrants, interest income, and interest expenses.
This measure is presented as supplemental information and is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with accounting principles generally accepted in the U.S. ("GAAP").
Management believes that adjusted EBITDA provides useful information to investors by highlighting the Company's core operational performance, excluding non-cash and non-recurring items. However, non-GAAP financial measures have limitations and should not be considered in isolation or as a substitute for financial results prepared in accordance with GAAP.
For the three months ended March 31,
Item
2026
2025
Net loss
($2.0) million
($3.1) million
(+) Depreciation
$0.0 million
$0.0 million
(+) Changes in fair value of investments in marketable securities
$0.3 million
$1.8 million
(+) Changes in fair value of investment in warrants
$0.0 million
$0.1 million
(+) Changes in fair value of derivative liability
$0.0 million
$0.0 million
(+) Interest income
($0.0) million
($0.0) million
(+) Interest expenses
$0.0 million
$0.0 million
(+) Other income
($0.0) million
($0.0) million
(+) Other expenses
$0.1 million
$0.0 million
Adjusted EBITDA
($1.6) million
($1.3) million
Forward-Looking StatementsThis press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, or the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this press release are forward-looking statements. In some cases, forward-looking statements can be identified by words such as "believed," "intend," "expect," "anticipate," "plan," "potential," "continue," or similar expressions. Such forward-looking statements include risks and uncertainties, and there are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors, risks, and uncertainties are discussed in HeartCore's filings with the Securities and Exchange Commission. Investors should not place any undue reliance on forward-looking statements since they involve known and unknown, uncertainties and other factors which are, in some cases, beyond HeartCore's control which could, and likely will materially affect actual results, and levels of activity, performance, or achievements. Any forward-looking statement reflects HeartCore's current views with respect to future events and is subject to these and other risks, uncertainties, and assumptions relating to operations, results of operations, growth strategy, and liquidity. HeartCore assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. The contents of any website referenced in this press release are not incorporated by reference herein.
HeartCore Investor Relations Contact:Gateway Group, Inc.John Yi and Steven Shinmachi [email protected](949) 574-3860
HeartCore Enterprises, Inc.
Consolidated Balance Sheets
March 31,
December 31,
2026
2025
ASSETS
Current assets:
Cash and cash equivalents
$
774,033
$
1,985,962
Accounts receivable
572,547
707,865
Investments in marketable securities
3,394,190
3,690,187
Prepaid expenses
222,818
182,077
Current portion of long-term note receivable
100,000
100,000
Deferred offering costs
250,000
250,000
Other current assets
175,335
208,503
Proceeds receivable from sale of discontinued operations
1,382,897
1,291,298
Total current assets
6,871,820
8,415,892
Non-current assets:
Property and equipment, net
279,185
291,589
Operating lease right-of-use assets
506,456
29,449
Long-term investment in warrants
273,859
280,924
Deferred tax assets
22,633
23,121
Security deposits
278,154
282,958
Other non-current assets
241
549
Long-term proceeds receivable from sale of discontinued operations
3,539,421
3,736,995
Total non-current assets
4,899,949
4,645,585
Total assets
$
11,771,769
$
13,061,477
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses
$
1,230,686
$
1,146,501
Accounts payable and accrued expenses - related party
96,333
124,618
Accrued payroll and other employee costs
663,683
509,547
Due to related party
401
285
Short-term debt - related party
69,000
75,000
Current portion of long-term debts
51,697
50,598
Insurance premium financing
97,773
13,430
Factoring liability
124,508
135,982
Operating lease liabilities, current
308,119
32,793
Income tax payables
1,847,411
1,857,386
Deferred revenue
650,469
676,216
Derivative liability
122,589
121,719
Other current liabilities
598,602
586,175
Total current liabilities
5,861,271
5,330,250