Swapping a $23M business for $1M cash while banking on locked WLFI tokens shows how dire crypto balance sheets have become

Summary

AI Financial Corp. sold its indirect subsidiary to Prime Delta for a $12 million secured promissory note plus 11,551,750 restricted Prime Delta shares, replacing a cash sale with mostly deferred consideration. Only $1 million of note principal is due Aug. 11; the remaining $11 million is payable from 20% of Prime Delta’s future equity financings or, if unpaid, four annual $2.75 million installments starting Aug. 3, 2027. The note bears 4% interest and is secured by all of Prime Delta’s assets, with three third-party guarantees. The deal gives AI Financial a near-term claim on $1 million but does not materially ease liquidity pressure, given its March quarter cash use, working-capital deficit, and going-concern warning. Separately, AI Financial said 3.58 billion WLFI tokens could become transferable Aug. 12 only if a required resale registration statement becomes effective, and no public filing showed that condition had been met as of Aug. 8.