BLSH 0001437749-26-027475 6-K Filing: Aug 13, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of August 2026

Commission File No. 001-42797

BULLISH

Office 101, 103, 105 Suite 70202, Unit 7A-2B, 2nd Floor

Building A, Block 7, 60 Nexus Way, Camana Bay,

George Town, Grand Cayman, Cayman Islands, KY1-9005

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

On August 13, 2026, Bullish issued a press release titled “Bullish Reports Second Quarter 2026 Results.” A copy of the press release, the unaudited second quarter 2026 results and the earnings presentation are furnished as Exhibits 99.1, 99.2 and 99.3, respectively, to this report on Form 6-K.

Incorporation By Reference

The unaudited condensed consolidated statements of profit or loss and other comprehensive income/(loss), unaudited condensed consolidated balance sheets and unaudited condensed consolidated statements of cash flows attached as Exhibit 99.2 to this report on Form 6-K are hereby incorporated by reference into Bullish’s registration statement on Form S-8 (Registration No. 333- 289553) (including any prospectuses forming a part of such registration statement), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Bullish Reports Second Quarter 2026 Results
99.2	Second Quarter 2026 Unaudited Condensed Consolidated Financial Statements
99.3	Second Quarter 2026 Earnings Presentation

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BULLISH
Date: August 13, 2026	By:	/s/ Jose A. Torres
		Jose A. Torres
		Chief Accounting Officer

ex_963170.htm

Exhibit 99.1

Bullish Reports Second Quarter 2026 Results

●	Q2’2026 Digital asset sales of $32.6 billion and Net income (loss) of $(280.0) million
●	Q2’2026 Adjusted revenue of $92.6 million and Adjusted EBITDA of $29.5 million
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Cayman Islands, August 13, 2026 – Bullish (NYSE: BLSH), an institutionally focused global digital asset platform that provides market infrastructure and information services, today announced financial results for the second quarter ended June 30, 2026.

Tom Farley, CEO: “The nearly $300 trillion global securities market is moving onto public blockchains. Bullish is excited to work with issuers to make this happen in a way that accrues to their benefit. Upon close of the proposed Equiniti transaction, Bullish will assemble the complete offering for the issuance, listing, trading and tracking of issuer-sponsored tokens.”

Dave Bonanno, CFO: "Our diversified model delivered again this quarter: record subscription, services and other revenue of $62.7 million drove adjusted revenue up 62% year over year, more than offsetting a softer trading market. That is our cross-sell engine at work, clients arrive through CoinDesk and Consensus and expand across data, indices, liquidity, and the exchange."

Q2 2026 Financial Highlights

All amounts compared to Q2 2025

-	Digital asset sales were $32.6 billion vs. $58.6 billion
-	Net income (loss) was $(280.0) million vs. $108.3 million equivalent to $(1.78) vs. $0.93 per diluted share
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-	Adjusted revenue (non-IFRS) was $92.6 million vs. $57.0 million
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-	Adjusted transaction revenue (non-IFRS) was $29.9 million vs. $24.1 million
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-	Adjusted EBITDA (non-IFRS) was $29.5 million vs. $8.1 million
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-	Adjusted net income (non-IFRS) was $14.3 million vs. $(6.0) million
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Q2 2026 Key Business Metrics

Business Highlights

-	Equiniti Deal Progress: Equiniti acquisition on track and subject to customary closing conditions and regulatory approvals, expected to close in early 2027 with momentum building
-	Continued Momentum in SS&O Revenue: Steady SS&O revenue despite macroeconomic headwinds underpinned by renewed strength in liquidity services
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-	Tier-1 CoinDesk Index Adoption: Morgan Stanley launched BTC, ETH, and SOL exchange traded products using CoinDesk’s benchmarks and attracted more than $400m in Q2 inflows
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-	Increased Regulatory Footprint: Received approval from the Gibraltar Financial Services Commission (GFSC) for tokenized securities as one of the first fully regulated venues to offer secondary trading in issuer-sponsored tokenized securities
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-	Record Consensus Event: Delivered on landmark Consensus Miami event, with both Hong Kong and Miami events bringing together 26,000+ attendees, ~10,000 companies, 500+ speakers, and 250+ institutional sponsors
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Refining Full Year 2026 Guidance

Management's refined guidance for the full year 2026 is as follows:

The refined guidance is provided given our first-half performance and improved visibility

-	Subscription, services & other revenue (non-IFRS) of $225.0 million to $245.0 million
-	Adjusted operating expenses (non-IFRS) of $225.0 million to $230.0 million
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-	Finance expense of $52.0 million to $60.0 million
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Conference Call Webcast and Q&A Information

Bullish will host a call to discuss its results at 8:30 a.m. ET on August 13, 2026. The live webcast can be accessed at investors.bullish.com, along with supplemental slides. Following the call, a replay and transcript will be available at investors.bullish.com.

About Bullish

Bullish (NYSE: BLSH) is an institutionally focused global digital asset platform that provides regulated market infrastructure and information services. This includes Bullish Exchange – an institutionally focused digital assets spot and derivatives exchange, integrating a high-performance central limit order book matching engine with automated market making to provide deep and predictable liquidity. Bullish Europe is regulated under MiCAR as a crypto asset service provider offering spot trading and custody services for digital assets.

Bullish is the parent company of CoinDesk, a leading provider of digital asset media and information services. CoinDesk's offerings include: CoinDesk Indices – a collection of tradable proprietary and single-asset benchmarks and indices that track the performance of digital assets for global institutions in the digital assets and traditional finance industries; CoinDesk Data – a broad suite of digital asset market data and analytics, providing real-time insights into prices, trends and market dynamics; and CoinDesk Insights – a digital asset media and events provider and operator of coindesk.com, a digital media platform that covers news and insights about digital assets, the underlying markets, policy and blockchain technology. For more information, please visit bullish.com and follow LinkedIn and X.

Use of Websites to Distribute Material Company Information

We use the Bullish Investor Relations website (investors.bullish.com) and our X account (x.com/bullish) to publicize information relevant to investors, including information that may be deemed material, in addition to filings we make with the U.S. Securities and Exchange Commission (SEC) and press releases. We encourage investors to regularly review the information posted on our website and X account in addition to our SEC filings and press releases to be informed of the latest developments.

Contacts

Media: [email protected]

Investor Relations: [email protected]

Source: Bullish

Non-IFRS financial measures and key performance indicators

This communication includes certain financial measures that are not recognized by the International Financial Reporting Standards (“IFRS”). These non-IFRS financial measures are “adjusted transaction revenue,” “subscription, services and other revenue,” “adjusted revenue,” “adjusted net income / (loss)” and “adjusted EBITDA,” “gross liquid assets” and “net liquid assets”, and “adjusted operating expense.” These non-IFRS financial measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under IFRS. We believe these non-IFRS financial measures provide useful information to management and investors regarding certain financial and business trends. These non-IFRS financial measures are subject to inherent limitations as they reflect the exercise of judgments about which items of expense and income are excluded or included in determining these non-IFRS financial measures. Refer to the section “Reconciliation of Non-IFRS Measures” for further details and a reconciliation of the non-IFRS financial measures presented to their most directly comparable IFRS financial measures.

This communication also provides our forward-looking “adjusted transaction revenue,” “subscription, services & other revenue,” “adjusted revenue,” “adjusted operating expense,” “adjusted EBITDA,” and “adjusted net income” guidance for the upcoming fiscal quarter. Information reconciling upcoming fiscal quarter “adjusted transaction revenue,” “subscription, services & other revenue,” “adjusted revenue,” “adjusted operating expense,” “adjusted EBITDA,” and “adjusted net income” to their most directly comparable IFRS financial measures is unavailable to us without unreasonable effort due to the high variability, complexity and lack of visibility in making accurate forecasts and projections to certain reconciling items. These items cannot be reasonably and accurately predicted without the investment of undue time, costs and other resources, and accordingly, no reconciliation of the forward-looking non-IFRS financial measures is included. These reconciling items could be material to our actual results for the period.

Forward-Looking Statements

This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “will,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements. Such statements include, without limitation, statements relating to the acquisition of Equiniti, the status of pending regulatory approvals and integration efforts, the future financial or operating performance, business strategy, and potential market opportunity of Bullish, Equiniti or the combined companies; our expected financial or operating performance, including for the upcoming fiscal quarter and fiscal year end; our business strategy and potential market opportunities; current and prospective products, services or acquisitions; trends in, demand for, and growth and market size of, the digital assets industry; the breadth and timing of onchain adoption; expectations regarding relationships with clients and third-party business partners and overall business momentum; our plans and expectations related to tokenization and the growth and adoption of tokenized securities and blockchain technology; competition in our industry; the regulatory and legal environment, including regulatory proceedings or approvals; and general economic and business conditions. Such forward-looking statements are based upon estimates and assumptions that, while considered reasonable by us, are inherently uncertain and are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Factors that may cause results to differ from those expressed in our forward-looking statements include, but are not limited to the satisfaction of the conditions to closing the acquisition of Equiniti in the anticipated timeframe or at all; the failure to obtain necessary regulatory approvals; the ability to realize the anticipated benefits of the combination; the ability to successfully integrate the business; litigation or regulatory actions related to the acquisition and combination; disruption from the acquisition and combination and its impact on our ability to grow our business and operations, including in new geographic locations; the costs or expenditures associated therewith; intense competition in our industry, including from unregulated and less-regulated entities and platforms; our ability to execute our business strategy and grow our business and operations, including in new geographic locations; our ability to develop, launch and improve our products and services and their adoption; our ability to attract and retain customers; the evolving rules and regulations applicable to digital assets, tokenization and our products and services; our ability to obtain and maintain regulatory approvals and stay in compliance with laws and regulations, and the costs of doing so; evolution and adoption of digital assets; interest rate fluctuations and digital asset price volatility; changes in, or unexpected, costs to operate our business; cybersecurity risks, including with respect to digital assets custody; disruptions to information and technology systems, blockchain networks and third-party services on which we rely; changes in general market, political or economic conditions; and other risks and uncertainties set forth in the section entitled “Risk Factors” in our 20-F dated March 9, 2026 filed with the Securities and Exchange Commission (“SEC”), as well as potential risks and uncertainties disclosed in our other filings with the SEC. We may not actually achieve the performance, plans, or expectations disclosed in our forward-looking statements. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth therein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. We do not undertake any duty to update forward-looking statements.

Definitions of Certain Metrics

●	Adjusted transaction revenue is a non-IFRS financial measure intended to capture the fees and trading spreads earned from customers trading on our Exchange. We define adjusted transaction revenue as (i) the portion of “Digital asset sales”, as reported in accordance with IFRS, attributable to digital asset sales on our Exchange, less (ii) the “Cost of digital assets derecognized” excluding such costs from sales on venues other than the Exchange, plus (iii) the change in fair value of digital asset inventories, arising from purchase of digital assets on our Exchange (included within reported “Change in fair value of digital assets held, net”), plus (iv) transaction income (included within reported “Other revenues”), plus (v) net spread related income and change in fair value of perpetual futures on the Exchange.

	We exclude digital asset sales, and the related cost of digital assets derecognized, from trading activity on venues other than our Exchange. We also exclude subscription and services revenue (included within reported other revenues). In each case, this approach is intended to ensure that our adjusted transaction revenue metric reflects the core performance of our trading operations and provides a clearer understanding of our business activities on our Exchange.

	While we include change in fair value of digital asset inventories, specifically the bid-offer spread earned from the purchase of digital assets on our Exchange, as part of our adjusted transaction revenue, we do not include other reported changes in fair value, such as subsequent remeasurements and mark-to-market adjustments. This is because these remeasurements, including impairment losses of digital assets held under intangible assets, are not considered part of our ongoing business operations and do not align with our intention to avoid taking directional trading positions.
●	Adjusted revenue is a non-IFRS financial measure intended to reflect the revenues generated by our trading and information services and also from our investing activities. We define adjusted revenue as adjusted transaction revenue, plus (i) subscription and services revenue, which is included in reported other revenues and includes interest and revenues from CoinDesk Data & Indices and CoinDesk Media & Events, plus (ii) for periods prior to 2024 only, change in fair value of investment in financial assets, plus (iii) the net income from DeFi protocols excluding the fair value change of underlying digital assets, that is reported under OCI.
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	Specifically, adjusted revenue includes the fees and trading spreads earned from customers trading on our Exchange, excludes gains or losses from the remeasurement of our digital assets and includes other fees such as interest and revenue from CoinDesk Data & Indices and CoinDesk Media & Events.
●	Adjusted EBITDA is calculated as income/(loss) after tax adjusted to exclude:
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○	digital asset sales and the cost of digital assets derecognized on other venues, as these transactions do not directly reflect the core activities of liquidity provision and client facilitation on our Exchange. Excluding these is intended to ensure that our Adjusted EBITDA remains focused on the fundamental operations that drive our business;
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○	gains or losses from the remeasurement of our digital assets, as these assets are held to facilitate client trading rather than for proprietary trading purposes. Such remeasurement reflects mark-to-market (MTM) adjustments including the impairment losses held under intangible assets that are not part of our ongoing business operations and do not align with our intention to avoid taking directional trading positions. The primary focus of our business model is to provide liquidity and facilitate client transactions on our Exchange, with the key performance metric being the bid-offer spread earned from digital asset spot transactions. Including MTM adjustments would introduce volatility that is not reflective of our core operational performance and could mislead stakeholders about the true drivers of our business;
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○	certain non-cash charges such as share-based compensation expenses and depreciation and amortization because the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations;
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○	provision for or benefit from income tax and finance expenses;
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○	change in fair value of derivatives and financial liability at FVTPL;
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○	the change in fair value of investments in financial assets related to digital asset funds. These investments are not central to our core operations, as they do not directly contribute to our primary business activities of liquidity provision and client facilitation. The fair value changes are primarily driven by the mark-to-market (MTM) adjustments of the underlying digital assets within the funds. Including these fair value changes would introduce volatility of digital assets that does not accurately represent the operational metrics that are indicative of our business performance. Our core operating performance focuses on providing liquidity and facilitating client transactions, and we aim to avoid taking directional trading positions;
○	certain acquisition-related and integration costs associated with business combinations, various restructuring and other costs, and goodwill impairment charges, all of which are not normal operating expenses. These adjustments aid in the comparability of our results across periods. Acquisition related costs include amounts paid to redeem acquirees’ unvested share-based compensation awards, legal, accounting, valuation, and due diligence costs. Integration costs include advisory and other professional services or consulting fees necessary to integrate acquired businesses. Restructuring and other costs that are not reflective of our core business operating expenses may include severance costs, contingent losses, impairment charges, and certain litigation and regulatory charges; and
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○	the net income from DeFi protocols, excluding the fair value change of underlying digital assets, which is a component of the “Revaluation of digital assets held as investments” under OCI. Deploying our digital assets in these protocols are a strategic component of our business model, providing additional yield and enhancing our liquidity management capabilities. Including this net income in Adjusted EBITDA reflects the performance of our investment activities and supports our focus on core operations.
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●	Adjusted EBITDA Less Capex is Adjusted EBITDA excluding funds used to acquire, upgrade, or maintain physical assets such as property, plants, buildings, technology, or equipment.
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●	Adjusted net income/(loss) is calculated as income/(loss) after tax adjusted by the same adjustment items taken into account for determining adjusted EBITDA, with further adjustment to add back finance expense and depreciation and amortization, and reduced by tax effect of the adjustments.
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●	Adjusted operating expense is calculated by taking total operating expenses (which includes Administrative expenses and Other expenses) and excluding items we do not consider representative of our core, ongoing operating performance. These excluded items are Stock-based compensation expense, Depreciation and amortization expense, and certain non-recurring expenses.
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	We believe Adjusted operating expense is a useful supplemental measure for investors, as it provides a clearer view of our operational efficiency by removing non-cash expenses (depreciation, amortization, and stock-based compensation) and other items not indicative of ongoing business trends. Management uses this measure to assess business performance and to plan for future periods.
●	Subscription, services & other revenue is a non-IFRS financial measure intended to provide a comprehensive view of our diverse revenue streams beyond core transaction fees and spreads. This measure includes revenue from lending and liquidity services, such as interest earned from third-party lending arrangements like credit line facilities and margin loans, interest on our own cash and stablecoins, fees from liquidity services and promotional income, and revenues from CoinDesk services such as sponsorships, event admissions, and index data licensing fees. It also incorporates the net income from DeFi protocols (excluding any fair value changes of the underlying digital assets). This non-IFRS measure is calculated by taking "Subscription and services revenue" (as reported within the "Other revenues") and adding "Net income from DeFi protocols, excluding the fair value change of underlying digital assets" (as reported within “Revaluation of digital assets held as investments”). By consolidating these various income sources, we believe this measure offers a more distinct view of the growth and performance of our service-oriented business lines, separate from our core transaction-based revenues.
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●	Trading volume represents the notional value of trades, i.e., the product of the quantity of assets transacted and the trade price at the time the spot transaction was executed. The quantity represents the total U.S. dollar equivalent value of matched trades transacted between a buyer and seller through our platform during the period of measurement.
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●	Average daily volume represents the total Trading volume for the applicable period divided by the number of trading days in such period.
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●	Average trading spread represents total commissions earned from transactions on the Bullish Exchange for the period, expressed in basis points (bps) of the trading volume for the period. Management reviews this metric, which reflects the cost of trading on the Bullish Exchange, changes in fair value of perpetual futures, and rebates, for insight into the average revenue generated per unit of trading volume on our platform.
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●	Gross liquid assets is defined as the sum of (i) Digital assets held — inventories, (ii) Digital assets held — intangible assets, (iii) Digital assets held — financial assets, (iv) Loans and other receivables — digital assets, (v) Investments in financial assets, and (vi) Cash and cash equivalents.
●	Net liquid assets is defined as Gross liquid assets, reduced by (i) Digital assets held — inventories, (ii) the portion of Digital assets held — financial assets on our Exchange, (iii) the portion of Cash and cash equivalents on our Exchange, (iv) Borrowings, (v) Borrowings from related parties, and (vi) Digital assets loan payable.
●	Adjusted Diluted Earnings Per Share “EPS” is defined as Adjusted Net Income divided by Adjusted Diluted Weighted Average Shares Outstanding. The numerator, Adjusted Net Income, is defined above. The denominator, Adjusted Diluted Weighted Average Shares Outstanding, is calculated as the basic weighted average shares of common stock outstanding determined in accordance with IFRS, plus the assumed exchange of all outstanding Participating Securities into shares of diluted weighted average shares outstanding. This adjustment reflects the fully diluted capital structure of the Company by including all equity-linked instruments that have economic participation rights. Adjusted Diluted EPS has limitations as an analytical tool and should not be considered in isolation or as a substitute for diluted earnings per share calculated in accordance with IFRS.
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●	Adjusted Fully Diluted WA Shares Outstanding is defined as Ordinary shares outstanding plus (i) the vested and unvested portion of BMC1 Class A and Class B shares as converted into Ordinary shares (ii) the vested and unvested portion of outstanding options assuming all options are exercised for Ordinary shares (iii) the vested and unvested portion of RSU's outstanding that have not yet been delivered less (iv) the number of Ordinary shares Bullish would be able to repurchase at market price with the proceeds from the exercise of vested and unvested options.
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BULLISH

CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME/(LOSS) (UNAUDITED)

FOR THE three and six months ended June 30, 2026 and 2025

(In thousands, except per share data)

	Three months ended June 30,				Six months ended June 30,
($ in thousands, except per share data)	2026		2025		2026		2025
Digital assets sales	32,585,087		58,630,645		84,397,834		138,866,802
Cost of digital assets derecognized	(32,569,561	)	(58,615,273	)	(84,362,303	)	(138,824,914	)
Other revenues	64,951		32,292		122,433		52,596
Change in fair value of digital assets held, net	(244,614	)	68,409		(804,198	)	(178,353	)
Net spread related income and change in fair value of perpetual futures on the Exchange	(98	)	(1,989	)	(63	)	(5,691	)
Change in fair value of investment in financial assets	(30,578	)	86,359		(122,951	)	14,549
Administrative expenses	(56,268	)	(43,017	)	(104,548	)	(90,203	)
Other expenses	(32,513	)	(17,362	)	(78,043	)	(32,425	)
Finance expense	(14,459	)	(13,291	)	(28,547	)	(23,531	)
Change in fair value of derivatives	22,383		(2,379	)	91,580		(2,379	)
Change in fair value of financial liability at FVTPL	(4,300	)	(15,250	)	4,200		(16,150	)
Income/(loss) before income tax	(279,970	)	109,144		(884,606	)	(239,699	)
Income tax benefit/(expense)	(4	)	(876	)	(230	)	(655	)
Net income/(loss)	(279,974	)	108,268		(884,836	)	(240,354	)
Attributable to:
Owners of the Group	(270,193	)	107,513		(851,906	)	(236,481	)
Non-controlling interests	(9,781	)	755		(32,930	)	(3,873	)
Net income/(loss)	(279,974	)	108,268		(884,836	)	(240,354	)
Other comprehensive income/(loss)
Items that will not be subsequently reclassified to profit or loss:
Revaluation of digital assets held as investments	30,210		478,689		3,574		378,786
Fair value gain/(loss) on financial liabilities designated as at FVTPL attributable to changes in credit risk	(8,500	)	(4,350	)	5,750		1,700
Items that may be reclassified subsequently to profit or loss:
Foreign exchange differences on translation of foreign operations	(62	)	1,591		(364	)	2,134
Total comprehensive income/(loss)	(258,326	)	584,198		(875,876	)	142,266
Attributable to:
Owners of the Group	(250,774	)	576,422		(844,677	)	140,104
Non-controlling interests	(7,552	)	7,776		(31,199	)	2,162
Total comprehensive income/(loss)	(258,326	)	584,198		(875,876	)	142,266
Weighted average number of ordinary shares for the purposes of basic and diluted earnings/(loss) per share
Basic	151,684		113,215		151,417		113,215
Diluted	151,684		115,951		151,417		113,215
Earnings/(Loss) per share
Basic	(1.78	)	0.95		(5.63	)	(2.09	)
Diluted	(1.78	)	0.93		(5.63	)	(2.09	)

All values are in US Dollars.

BULLISH

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

AS OF June 30, 2026 AND December 31, 2025

(In thousands)

($ in thousands)	June 30, 2026		December 31, 2025
ASSETS
Non-current assets
Goodwill	62,648		63,062
Other intangible assets	29,978		31,104
Property and equipment and right-of-use assets	27,541		28,369
Deferred tax assets	2,823		2,865
Other assets	26,074		21,311
Restricted cash	5,817		5,727
Total non-current assets	154,881		152,438
Current assets
Digital assets held - inventories	139,131		206,178
Digital assets held - intangible assets	1,133,596		1,537,071
Digital assets held - financial assets	952,626		1,037,915
Loan and other receivables - digital assets	269,111		446,481
Derivative financial instruments	—		—
Investments in financial assets	226,237		404,144
Other assets	64,687		47,502
Customer segregated cash	52,724		20,044
Restricted cash	17,106		16,839
Cash and cash equivalents	86,614		87,892
Total current assets	2,941,832		3,804,066
Total assets	3,096,713		3,956,504
LIABILITIES
Non-current liabilities
Borrowings from related parties	495,650		505,600
Convertible redeemable preference shares	—		—
Digital assets loan payable	2,916		5,267
Lease liabilities	13,064		14,378
Deferred tax liabilities	1		18
Other payables	—		3,000
Total non-current liabilities	511,631		528,263
Current liabilities
Customer segregated cash liabilities	52,724		20,044
Borrowings	11		49,982
Digital assets loan payable	66		334
Lease liabilities	6,446		5,524
Other payables	61,697		54,028
Derivative financial instruments	4,108		—
Total current liabilities	125,052		129,912
Total liabilities	636,683		658,175
Net assets	2,460,030		3,298,329
EQUITY
Share capital and share premium	5,124,909		5,110,063
Option premium on convertible redeemable preference shares	—		—
Reserves	414,108		774,224
Accumulated deficit	(3,123,985	)	(2,668,100	)
Total shareholders' equity attributable to the owners of the Group	2,415,032		3,216,187
Non-controlling interests	44,998		82,142
Total equity	2,460,030		3,298,329

All values are in US Dollars.

BULLISH

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE three and six months ended June 30, 2026 and 2025

(In thousands)

	Three months ended				Six months ended
	June 30,				June 30,
	2026		2025		2026		2025
Cash flows from operating activities
Net income/(loss)	(279,974	)	108,268		(884,836	)	(240,354	)
Adjustments for:
Interest income	(4,818	)	(3,394	)	(10,504	)	(6,026	)
Debt interest expense	14,193		13,013		27,970		23,000
Lease interest expense	266		278		577		531
Net foreign exchange loss	—		218		—		(44	)
Share-based payments expenses	5,031		3,256		10,634		8,389
Depreciation of property and equipment and right-of-use assets	1,480		1,632		3,150		3,130
Amortization of other intangible assets	558		557		1,115		1,173
Impairment of right-of-use asset	—		—		591		—
(Gain)/loss from revaluation of digital assets and other investments in financial assets at FVTPL, net	71,610		(159,120	)	298,029		17,364
Change in fair value of financial liability at FVTPL	4,300		15,250		(4,182	)	16,150
Impairment losses of digital assets	180,833		6,731		540,042		148,819
Operating cash flows before changes in operating assets and liabilities	(6,521	)	(13,311	)	(17,414	)	(27,868	)
Decrease/(increase) in other assets	(16,139	)	1,835		(37,876	)	3,019
Decrease/(increase) in deferred tax assets	171		(163	)	41		(431	)
Decrease/(increase) in digital assets held - inventories	(12,676	)	(9,464	)	(6,671	)	273,380
Decrease/(increase) in digital assets held - financial assets	520,943		(560,705	)	202,933		(825,304	)
Decrease/(increase) in digital assets held - loan receivable	(484,328	)	596,379		(92,724	)	593,256
Increase/(decrease) in other payables	14,590		2,165		21,010		(5,273	)
Increase/(decrease) in customer segregated cash liabilities	(2,916	)	(2,460	)	32,680		(2,244	)
Increase/(decrease) in deferred tax liabilities	(17	)	(4	)	(16	)	6
Interest received	3,779		2,733		5,846		4,885
Net cash provided by/(used in) operating activities	16,886		17,005		107,809		13,426
Cash flows from investing activities
Purchase of investment in financial assets	—		—		(6,449	)	(1,275	)
Proceeds on investment in financial assets	4,163		—		4,163		—
Purchase of property and equipment	(635	)	(54	)	(1,047	)	(250	)
Proceeds on disposal of property and equipment	9		—		29		—
Purchase of digital assets held - intangible assets	—		(173	)	(907	)	(41,664	)
Proceeds on disposal of digital assets held - intangible assets	895		—		5,240		30,448
Net cash used in investing activities	4,432		(227	)	1,029		(12,741	)
Cash flows from financing activities
Proceeds from issuance of ordinary shares	2,527		—		3,876		—
Interest paid	(14,193	)	(10,399	)	(27,970	)	(20,639	)
Proceeds from loans	—		100,000		—		174,300
Repayment of loans	—		(100,000	)	(50,000	)	(149,300	)
Repayment on lease liabilities	(1,729	)	(1,532	)	(2,855	)	(2,863	)
Net cash provided by/(used in) financing activities	(13,395	)	(11,931	)	(76,949	)	1,498
Net increase/(decrease) in cash and cash equivalents, customer segregated cash and restricted cash	7,923		4,847		31,889		2,183
Cash and cash equivalents, customer segregated cash and restricted cash at beginning of the period	154,535		52,888		130,502		55,783
Effects of exchange rate changes on cash and cash equivalents, customer segregated cash and restricted cash	(197	)	124		(130	)	(107	)
Cash and cash equivalents, customer segregated cash and restricted cash at end of the period	162,261		57,859		162,261		57,859
Cash and cash equivalents, customer segregated cash and restricted cash consisted of the following:
Customer segregated cash	52,724		4,138		52,724		4,138
Restricted cash	22,923		18,161		22,923		18,161
Cash and cash equivalents	86,614		35,560		86,614		35,560
Total cash and cash equivalents, customer segregated cash and restricted cash	162,261		57,859		162,261		57,859
Supplemental schedule of non-cash investing and financing activities
Recognition of right-of-use assets against lease liabilities	—		752		—		3,467
Purchase of digital assets held - intangible assets	(4,678,154	)	(23,617,796	)	(8,074,124	)	(35,764,843	)
Proceeds on disposal of digital assets held - intangible assets	4,703,795		23,660,499		8,123,895		35,478,545
Digital asset loan receivables made, net	601,766		(4,335	)	86,910		28,137
Digital asset pledged as collateral made, net	—		(4,162	)	98,452		79,974
Interest Received in Digital Assets	639		—		1,601		—
Purchase of investment in financial assets via USDC	—		—		—		(10,116	)
Prepayment on intangible assets (made)/returned, net	(9,998	)	2,036		(17,364	)	2,036
Non-cash purchase of investment	—		—		(6,770	)	—
Non-cash proceeds of sales of investments	38,475		—		159,315		—
Interest paid in digital assets	(4,923	)	(2,892	)	(9,606	)	(2,892	)
Proceeds from borrowings via digital assets	1,397,562		1,649,361		2,364,403		2,326,320
Repayment from borrowings via digital assets	(1,392,781	)	(1,630,389	)	(2,355,744	)	(2,303,147	)
Proceeds from digital assets loan payable via digital assets	101,122		132,189		256,050		216,743
Repayments from digital assets loan payable via digital assets	(101,778	)	(180,466	)	(256,002	)	(215,362	)

All values are in US Dollars.

Non-IFRS Measures Summarized

In US$ thousands

	Six months ended
	June 30,	June 30,
($ in thousands)	2026	2025
Non-IFRS Financial Measures
Adjusted transaction revenue	67,914	66,114
Adjusted revenue	185,423	119,401
Adjusted EBITDA	64,690	21,246
Adjusted Net Income	34,611	(3,782	)
Adjusted Opex	120,733	98,155

All values are in US Dollars.

	Period ended
	June 30,	December 31,
($ in thousands)	2026	2025
Gross Liquid Assets	2,807,315	3,719,681
Net Liquid Assets	2,101,571	2,859,701

All values are in US Dollars.

Reconciliation of Non-IFRS Measures

In US$ thousands

($ in thousands)	Six months ended
	June 30,		June 30,
Adjusted Transaction Revenue and Adjusted Revenue	2026		2025
Digital assets sales	84,397,834		138,866,802
Digital asset sales on venues other than Exchange	-		(333,933	)
Digital asset sales - on our Exchange	84,397,834		138,532,869
Cost of digital assets derecognized - on our Exchange	(84,362,303	)	(138,490,874	)
Change in fair value of digital assets inventories, arising from purchase of digital assets on our Exchange	27,472		28,863
Transaction income	4,974		947
Net spread related income and change in fair value of perpetual futures	(63	)	(5,691	)
Adjusted Transaction Revenue	67,914		66,114
Subscriptions and services revenue	117,459		51,649
Change in fair value of investment in financial assets	—		—
Revaluation of digital assets held as investments	50		1,638
Adjusted Revenue	185,423		119,401
Adjusted EBITDA and Adjusted Net Income
Net Income/(loss)	(884,836	)	(240,354	)
Adjusted to exclude the following:
Digital asset sales on venues other than Exchange	-		(333,933	)
Cost of digital assets derecognized on other venues	-		334,040
Loss/(Gain) from changes in fair value of digital assets inventories net payable to customers	216,177		92,430
Income tax expense	230		655
Finance expense	28,547		23,531
Employee share-based payment expenses	10,634		8,389
Other share-based payment expenses	23,029		-
Change in fair value of loan and other receivables - digital assets	85,379		(33,558	)
Change in fair value of digital assets loan payable	(2,369	)	(475	)
Change in fair value of derivatives	(91,580	)	2,379
Change in fair value of financial liability at FVTPL	(4,200	)	16,150
Change in fair value of investments in financial assets	122,951		(14,549	)
Impairment losses of digital assets held - intangible assets	532,483		148,819
Impairment of right-of-use assets	591		-
Impairment of digital assets	8,239		-
Non-recurring expenses	17,824		14,498
Depreciation and amortization	1,541		1,586
Adjusted to include the following:
Revaluation of digital assets held as investments	50		1,638
Adjusted EBITDA	64,690		21,246
Finance expense	(28,547	)	(23,531	)
Depreciation and amortization	(1,541	)	(1,586	)
Tax effect of adjusted net income before taxes	9		89
Adjusted Net Income	34,611		(3,782	)

All values are in US Dollars.

Note - Figures presented may not sum precisely due to rounding.

Gross and Net Liquid Assets

In US$ thousands

($ in thousands)	June 30, 2026		December 31, 2025
Digital assets held - inventories	139,131		206,178
Digital assets held - intangible assets	1,133,596		1,537,071
Digital assets held - financial assets (on Exchange)	59,976		84,993
Digital assets held - financial assets (off Exchange)	892,650		952,922
Loan and other receivable	269,111		446,481
Investments in financial assets	226,237		404,144
Cash and cash equivalents	86,614		87,892
Gross Liquid Assets	2,807,315		3,719,681
(-) Digital assets held - inventories	(139,131	)	(206,178	)
(-) Digital assets held - financial assets (on Exchange)	(59,976	)	(84,993	)
(-) Digital assets loan payable	(2,982	)	(5,601	)
(-) Borrowings	(11	)	(49,982	)
(-) Borrowings from related parties	(495,650	)	(505,600	)
(-) Cash on the Exchange	(7,994	)	(7,626	)
Net Liquid Assets	2,101,571		2,859,701

All values are in US Dollars.

Note - Figures presented may not sum precisely due to rounding.

Reconciliation of Adjusted Operating Expense

In US$ thousands

($ in thousands)	Six months ended
	June 30,	June 30,
IFRS Core Operating Expense to Adjusted Operating Expense	2026	2025
IFRS Core Operating Expense	182,591	122,628
Adjusted for
Employee stock-based compensation expense	10,634	8,389
Other stock-based compensation expense	23,029	-
Non-recurring expenses - legal and professional fees	15,573	12,383
Non-recurring expenses - compensation and benefits	1,842	2,115
Non-recurring expenses - other	409	-
Depreciation and amortization expense	1,541	1,586
Impairment of right-of-use assets	591	-
Impairment of digital assets	8,239	-
Adjusted Operating Expense	120,733	98,155

All values are in US Dollars.

Note - Figures presented may not sum precisely due to rounding.

ex_963171.htm

	Page
BULLISH — UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Unaudited Condensed Consolidated Statements of Profit or Loss and Other Comprehensive Income/(Loss) for the three and six months ended June 30, 2026 and 2025	2
Unaudited Condensed Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025	3
Unaudited Condensed Consolidated Statements of Changes in Equity for the three and six months ended June 30, 2026 and 2025	4
Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 2025	5
Notes to the Unaudited Condensed Consolidated Financial Statements	6

			Three months ended June 30,				Six months ended June 30,
	Notes		2026		2025		2026		2025
Digital assets sales		4	32,585,087		58,630,645		84,397,834		138,866,802
Cost of digital assets derecognized		5	(32,569,561	)	(58,615,273	)	(84,362,303	)	(138,824,914	)
Other revenues		6	64,951		32,292		122,433		52,596
Change in fair value of digital assets held, net		7	(244,614	)	68,409		(804,198	)	(178,353	)
Net spread related income and change in fair value of perpetual futures on the Exchange			(98	)	(1,989	)	(63	)	(5,691	)
Change in fair value of investment in financial assets		14	(30,578	)	86,359		(122,951	)	14,549
Administrative expenses		8	(56,268	)	(43,017	)	(104,548	)	(90,203	)
Other expenses		9	(32,513	)	(17,362	)	(78,043	)	(32,425	)
Finance expense		10	(14,459	)	(13,291	)	(28,547	)	(23,531	)
Change in fair value of derivatives			22,383		(2,379	)	91,580		(2,379	)
Change in fair value of financial liability at FVTPL			(4,300	)	(15,250	)	4,200		(16,150	)
Income/(loss) before income tax			(279,970	)	109,144		(884,606	)	(239,699	)
Income tax benefit/(expense)		11	(4	)	(876	)	(230	)	(655	)
Net income/(loss)			(279,974	)	108,268		(884,836	)	(240,354	)
Attributable to:
Owners of the Group			(270,193	)	107,513		(851,906	)	(236,481	)
Non-controlling interests			(9,781	)	755		(32,930	)	(3,873	)
Net income/(loss)			(279,974	)	108,268		(884,836	)	(240,354	)
Other comprehensive income/(loss)
Items that will not be subsequently reclassified to profit or loss:
Revaluation of digital assets held as investments			30,210		478,689		3,574		378,786
Fair value gain/(loss) on financial liabilities designated as at FVTPL attributable to changes in credit risk			(8,500	)	(4,350	)	5,750		1,700
			21,710		474,339		9,324		380,486
Items that may be reclassified subsequently to profit or loss:
Foreign exchange differences on translation of foreign operations			(62	)	1,591		(364	)	2,134
Total comprehensive income/(loss)			(258,326	)	584,198		(875,876	)	142,266
Attributable to:
Owners of the Group			(250,774	)	576,422		(844,677	)	140,104
Non-controlling interests			(7,552	)	7,776		(31,199	)	2,162
Total comprehensive income/(loss)			(258,326	)	584,198		(875,876	)	142,266
Weighted average number of ordinary shares for the purposes of basic and diluted earnings/(loss) per share
Basic		23	151,684		113,215		151,417		113,215
Diluted		23	151,684		115,951		151,417		113,215
Earnings/(Loss) per share
Basic		23	(1.78	)	0.95		(5.63	)	(2.09	)
Diluted		23	(1.78	)	0.93		(5.63	)	(2.09	)

				Reserves
			Option
			premium on			Revaluation						Total equity
			convertible	Share-		reserves for						attributable
			redeemable	based		digital assets						to the		Non-
	Share	Share	preference	payment		held as		Other		Accumulated		owners of		controlling		Total
	capital	premium	shares	reserves		investments		reserves		deficit		the Group		interests		equity
As of April 1, 2025	226	3,821,311	18,399	74,988		581,600		63,672		(2,601,700	)	1,958,496		5,364		1,963,860
Net income/(loss)	-	-	-	-		-		-		107,513		107,513		755		108,268
Other comprehensive income/(loss) for the period	-	-	-	6		471,718		(2,815	)	-		468,909		7,021		475,930
Total comprehensive income for the year/period	—	—	—	6		471,718		(2,815	)	107,513		576,422		7,776		584,198
Equity settled share-based payments	-	-	-	3,256		-		-		-		3,256		-		3,256
Transfer of revaluation gain of digital assets held as investments upon disposal	-	-	-	-		(118,562	)	-		118,562		—		-		—
As of June 30, 2025	226	3,821,311	18,399	78,250		934,756		60,857		(2,375,625	)	2,538,174		13,140		2,551,314
As of April 1, 2026	302	5,118,952	—	83,576		239,481		67,157		(2,860,139	)	2,649,329		53,878		2,703,207
Net income	-	-	-	-		-		-		(270,193	)	(270,193	)	(9,781	)	(279,974	)
Other comprehensive income/(loss) for the period	-	-	-	-		27,675		(8,256	)	-		19,419		2,229		21,648
Total comprehensive income/(loss)	—	—	—	—		27,675		(8,256	)	(270,193	)	(250,774	)	(7,552	)	(258,326	)
Issuance of shares, including exercise of stock options	1	5,654	-	(3,128	)	-		-		-		2,527		-		2,527
Change in non-controlling interest in BMC1	-	-	-	-		607		85		636		1,328		(1,328	)	0
Trading Rewards Program Warrants Issued	-	-	-	7,591		-		-		-		7,591		-		7,591
Equity settled share-based payments	-	-	-	5,031		-		-		-		5,031		-		5,031
Transfer of revaluation gain of digital assets held as investments upon disposal	-	-	-	-		(5,711	)	-		5,711		0		-		0
As of June 30, 2026	303	5,124,606	—	93,070		262,052		58,986		(3,123,985	)	2,415,032		44,998		2,460,030

	Three months ended June 30,		Six months ended June 30,
	2026	2025	2026	2025
On the Exchange	32,585,087	58,600,575	84,397,834	138,532,869
On other venues(i)	-	30,070	-	333,933
Total Digital asset sales	32,585,087	58,630,645	84,397,834	138,866,802

^(i)^	For the three months ended June 30, 2026 and 2025, the Exchange recorded transaction fee income from peer-to-peer spot trades of $0.3 million and $0.3 million, respectively, and $0.7 million and $0.8 million for the six months ended June 30, 2026 and 2025, respectively.
^(ii)^	This includes interest income of $4.7 million and $3.4 million for the three months ended June 30, 2026 and 2025, respectively, and $10.3 million and $6.0 million for the six months ended June 30, 2026 and 2025, respectively. This amount also includes other income from non-customers of $13.0 million and $10.3 million for the three months ended June 30, 2026 and 2025, respectively, and $28.9 million and $10.5 million for the six months ended June 30, 2026 and 2025, respectively.
---	---
^(iii)^	This includes the total of interest income and other income from non-customers, which amounted to $17.7 million and $13.7 million for the three months ended June 30, 2026 and 2025, respectively, and $39.2 million and $16.5 million for the six months ended June 30, 2026 and 2025, respectively.
---	---

	June 30,	December 31,
	2026	2025
Digital financial assets held on the Exchange wallets	59,976	84,993
Digital financial assets held on the non-Exchange wallets	892,650	952,922
Total Digital assets held - financial assets	952,626	1,037,915

	June 30,			December 31,
	2026			2025
	Units		Fair Value	Units		Fair Value
BTC(i)		19.99	1,171,444		18.03	1,598,225
ETH(i)		9.54	14,948		12.52	37,410
Stablecoins(ii)			742,506			1,056,666
Others(iii)			296,455			88,863
Total Digital assets held - inventories, intangible assets, and financial assets			2,225,353			2,781,164

^(i)^	BTC and ETH balances presented include tokens that are wrapped such as cbBTC (12,287.2 units valued at $720.1 million as of June 30, 2026 and 8,177.4 units valued at $725.8 million as of December 31, 2025), wBTC (187.3 units valued at $11.0 million as of June 30, 2026, 226.8 units valued at $20.1 million as of December 31, 2025) and weETH (176.5 units valued at $0.3 million as of June 30, 2026, 160.6 units valued at $0.5 million as of December 31, 2025).
^(ii)^	Stablecoins are a digital asset intended to maintain a stable value by tracking a reference asset, such as USD, typically on a one-to-one basis. As of June 30, 2026, individual assets that comprise greater than 5% of the balance include USDC ($458.0 million), USDG ($150.8 million), and SOFID ($50.0 million). As of December 31, 2025, individual assets that comprise greater than 5% of the balance include USDC ($464.9 million), USDG ($204.3 million), and PYUSD ($161.1 million). No other stablecoins represent greater than 5% of the total balance.
---	---
^(iii)^	Any digital asset that individually represents less than 5% of the digital asset balance presented is grouped together as Others.
---	---

	June 30,	December 31,
	2026	2025
BTC funds	124,808	186,067
Grayscale CoinDesk Crypto 5 ETF	59,517	93,184
CoinDesk 20	-	87,802
Other digital assets funds	12,376	12,408
Other investments in financial assets	29,536	24,683
Total Investments in financial assets	226,237	404,144

	June 30,	December 31,
	2026	2025
Cash at banks	78,611	80,159
Cash on the Exchange at banks	7,994	7,626
Cash held in brokers	9	107
Total Cash and cash equivalents	86,614	87,892

	Three months ended June 30,		Six months ended June 30,
	2026	2025	2026	2025
United Kingdom	11,500,671	13,702,655	27,706,748	39,388,615
United Arab Emirates	6,629,282	5,810,781	17,785,030	11,917,325
Cayman Islands	9,089,307	2,199,920	19,821,138	4,328,049
Singapore	*	1,433,338	*	13,452,532
British Virgin Islands	*	25,641,115	*	43,950,980
Cyprus	*	2,251,957	*	10,364,746
Netherlands	*	*	*	394,788
Rest of the World	5,365,827	7,560,809	19,084,918	14,735,834
Total Digital asset sales on the Exchange	32,585,087	58,600,575	84,397,834	138,532,869

	June 30,	December 31,
	2026	2025
Non-current payables
Trading rewards program liability	—	3,000
Total Other payables (non-current)	—	3,000
Current payables
Accrued compensation and benefits	11,609	20,363
Accrued expenses	19,716	10,569
Deferred income	12,346	10,557
Loan interest payable to the related party^(i)^	9,272	8,764
Amounts due to related parties^(i)^	651	807
Other payables	8,103	2,968
Total Other payables (current)	61,697	54,028

	June 30,	December 31,
	2026	2025
Unsecured borrowing at FVTPL	2,916	5,267
Secured borrowing at FVTPL	66	334
Digital assets loan payable (non-current)	2,916	5,267
Digital assets loan payable (current)	66	334

	June 30,	December 31,
	2026	2025
Derivative financial instruments (assets)
Digital currency perpetual contracts - carrying amount	—	—
Derivative financial instruments (liabilities)
Digital currency perpetual contracts - carrying amount	4,108	-
Total notional amount
Digital currency perpetual contracts	279,976	140,522

	Level 1	Level 2	Level 3	Total
As of December 31, 2025
Assets
Investments in financial assets	358,184	17,275	28,685	404,144
Digital assets held — inventories	206,178	-	-	206,178
Digital assets held — intangible assets	1,537,071	-	-	1,537,071
Digital assets held — financial assets	1,037,915	-	-	1,037,915
Loan and other receivables — digital assets	-	446,481	-	446,481
Derivative financial instruments - current assets	-	-	-	-
Total assets	3,139,348	463,756	28,685	3,631,789
Liabilities
Borrowings from related parties	-	-	505,600	505,600
Digital assets loan payable	-	-	5,601	5,601
Derivative financial instruments - current liabilities	-	-	-	-
Total liabilities	-	-	511,201	511,201

	June 30,	December 31,
	2026	2025
Other payables
Amounts due to related parties	651	807
Loan interest expense payable to related parties	9,272	8,764
Borrowings from the Related Party
Amounts due to related parties	495,650	505,600

BLSH 6-K