Venu Holding Corporation Reports First Quarter Fiscal 2026 Financial Results

Total Assets Increased to $461.3 Million, Up 25% from Year-End 2025 Venu Holding Corporation ("VENU" or the "Company") (NYSE American: VENU), owner, operator, and developer of premium live entertainment destinations, today announced results for its fiscal first quarter ended March 31, 2026 VENU Reports First Quarter Fiscal 2026 Financial Results “We had a busy start to fiscal 2026, with significant progress executing on our strategy to bring a new asset class to live entertainment,” said J.W. Roth, Founder, Chairman, and Chief Executive Officer of VENU®. “Conversations with municipalities continue to gain momentum, with more than 45 municipalities currently in active discussion about bringing a VENU concept into their city limits. And subsequent to quarter end we announced a new planned development at the Bend in Chattanooga, Tennessee, which we believe represents a tremendous opportunity for the VENU brand. As we look back on the fiscal first quarter, we are proud of the progress we have made. Our total assets increased to $461.3 million, up 25% from year-end, as we continue to get closer to completing our new state-of-the-art immersive venues. On the sponsorship front, we announced a new multi-year partnership with PepsiCo as our official beverage partner across our portfolio of Sunset Amphitheater venues, as well as an expanded partnership with Aramark Sports and Entertainment. On the capital front we closed an $86.25 million equity capital raise in one of the most volatile market stretches in recent history. We also launched several new product offerings for our Luxe FireSuites™, to meet demand at all levels and support continued development of our venues. Looking ahead, our model is working. The conviction has never been stronger. And the plan is being executed at every level. We are excited for what is next.” Financial Highlights for the First Quarter Fiscal 2026 Ended March 31, 2026 Total assets increased to $461.3 million as of March 31, 2026, up $90.8 million or 25% from $370.5 million at December 31, 2025.It is worth noting that our municipality contributed real estate sit at zero cost basis on our balance sheet rather than mark to market value as they are contributed assets. An as-completed basis appraisal of $1.24 billion reflects a more complete picture of what this portfolio will be worth once completed (1).Property and equipment increased to $381.6 million as of March 31, 2026, up $75.7 million or 25% from $305.9 million at December 31, 2025.The Company completed a capital raise of its common stock together with warrants during the three months ended March 31, 2026, which resulted in gross proceeds of $86.25 million, which generated net proceeds to the Company of $80.1 million.Luxe FireSuite and Aikman Club sales reached more than $260 million in sales since launching the program. Demand for the product, and for our newly launched NNN model prompted the recent launch of a $300+ million NNN portfolio available to both venue patrons and real estate investors across the nation, with Troy Aikman as the Company’s spokesperson. Luxe FireSuite sales through the Company's NNN model accounted for approximately 47% of total Luxe FireSuite sales for the quarter ended March 31, 2026.Total revenue was $3.9 million for the three months ended March 31, 2026, compared to $3.5 million for the three months ended March 31, 2025, an increase of 11%. Operational and Strategic Highlights for the First Quarter Fiscal 2026: Venue Development The 134,000 square foot canopy roof at Sunset Amphitheater Broken Arrow, OK reached full installation in February 2026, a significant construction milestone for the 12,500-capacity venue as it advances toward its targeted fall 2026 opening.Construction continues as planned at Sunset Amphitheater McKinney, TX, where the team recently broke ground on the canopy roof structure of the 20,000-seat venue, which remains on track to open in Q1 2027.Took ownership of a property in Centennial, Colorado in February 2026, where VENU plans to develop a premium indoor concert hall and restaurant. The project will introduce VENU's first ever indoor Luxe FireSuite model to the portfolio. Team & Leadership Strengthened the executive team with the addition of Sarah Rothschild, as Senior Vice President of Strategic Finance and Investor Relations, bringing experience from two of the most iconic names in premium live entertainment, MSG Entertainment and Sphere. Market Recognition & Brand Presented the Billboard Disruptor Award at Billboard's Power 100 to PlaqueBoy Max, one of the most influential creator voices in music today, continuing VENU's role at the center of the live entertainment conversation.Aramark Sports + Entertainment deepened its commitment to VENU in early 2026, expanding its partnership to cover five premium venues and making an additional equity investment, reinforcing its long-term alignment with the Company's growth trajectory.J.W. Roth represented VENU on NYSE TV and Schwab Network, sharing the Company's $6 billion growth vision and the investor's conviction driving its $86.25 million capital raise. Subsequent Events: April 1, 2026, through May 15, 2026 Launched a landmark nationwide Luxe FireSuite campaign across several national broadcast networks, and major digital and social platforms, opening $300+ million in triple net real estate inventory to investors across the country, with longtime VENU shareholder, FireSuite owner, and partner Troy Aikman serving as national spokesperson.Announced active discussions with several Northern Colorado municipalities for a potential $350 million multi-seasonal, omni-content entertainment destination with a capacity of 12,500, designed to set a new standard for live entertainment in the American West.Launched the FireSuite Income Offering, a fractional ownership offering delivering an 11% preferred annual return backed by real estate assets, with a minimum investment of $20,000, bringing Luxe FireSuite ownership to a broader range of accredited investors nationwide.Announced planned expansion into Tennessee with a projected $300 million landmark amphitheater at the Bend in Chattanooga, developed in partnership with Urban Story Ventures, featuring approximately 12,500 seats and a canopied multi seasonal design that will make it one of the largest live entertainment venues in the state. Conference Call Details Friday, May 15, 2026, at 11:00 a.m. Eastern Time North America Toll Free Dial-In Number +1 833-461-5787 International Toll Dial-In Number +1 585-542-9983 Conference ID 966483815 Webcast Link https://events.q4inc.com/attendee/966483815 Conference Call Replay https://investors.venu.live Source: Venu Holding Corporation About Venu Holding Corporation Venu Holding Corporation ("VENU") (NYSE American: VENU) is a premier owner, developer, and operator of luxury, experience-driven entertainment destinations. Founded by Colorado Springs entrepreneur J.W. Roth, VENU® has a portfolio of premium brands that includes Ford Amphitheater, Sunset Amphitheaters, Phil Long Music Hall, The Hall at Bourbon Brothers, Bourbon Brothers Smokehouse and Tavern, Aikman Owners Clubs, and Roth’s Sea & Steak. With venues operating and in development across Colorado, Georgia, Oklahoma, Tennessee, and Texas and a nationwide expansion underway, VENU is setting a new standard for live entertainment. VENU has been recognized nationally by The Wall Street Journal, The New York Times, Billboard, VenuesNow, and Variety for its innovative and disruptive approach to live entertainment. Through strategic partnerships with industry leaders such as AEG Presents, NFL Hall of Famer and Founder of EIGHT Elite Light Beer, Troy Aikman, Aramark Sports + Entertainment, Tixr, Niall Horan, and Dierks Bentley, VENU continues to shape the future of the entertainment landscape. For more information, visit VENU’s website, Instagram, LinkedIn, or X. Forward Looking Statements Certain statements in this press release constitute "forward-looking statements" within the meaning of the federal securities laws. Words such as "may," "might," "will," "should," "believe," "expect," "anticipate," "estimate," "continue," "predict," "forecast," "project," "plan," "intend" or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. While Venu believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward-looking statements are based upon current estimates and assumptions and are subject to various risks and uncertainties, including without limitation those set forth in the company’s filings with the SEC, not limited to Risk Factors relating to its business contained therein. Thus, actual results could be materially different. Venu expressly disclaims any obligation to update or alter statements whether because of new information, future events or otherwise, except as required by law. (1) Appraisal Disclosures These appraisals used the cost basis, income, and comparable sales approaches to valuation and, after reconciliation, came to the appraised values of the properties. These approaches to valuation are commonly used approaches to value for appraisal of commercial properties, as opposed to assigning a valuation on the properties based solely on the cost basis of the properties. The total appraisal for the Colorado Springs campus includes a 5.5-acre parking lot that was later sold through a sale-leaseback transaction in November 2025 for $14 million. At the time of the original appraisal, that parcel was valued at $9.2 million. It is important to understand that the appraisal of VENU’s properties takes into account, among other factors, the valuation of the Company’s real estate and developments at a specific point in time, and the appraised value is subject to (and likely to) change at any time, whether it increases or decreases, and such changes could be caused by macro and micro factors over which we have no control. The appraisal of the property portfolio is only an estimate of its value as to the date of the appraisal and based only on the specific appraisal methodologies and should not be relied upon as a measure of its realized value or the value at which any property could be sold to a third party. Other appraisal methodologies may yield materially different appraised value. Furthermore, the appraised value of the properties differs from the values assigned to it under generally accepted accounting principles in the United Stated (“GAAP”), which require the values of the properties to be valued at their cost basis for financial presentation purposes, and therefore the appraised values represent an unaudited measure that may not represent fair value, as defined under GAAP, and such values and appraisals are not, and will not be, subject to audit or other review procedures by our outside independent accountants. The opinions expressed in the appraisal are based on estimates and forecasts that are prospective in nature and subject to certain risks and uncertainties. Events may occur that could cause the performance of the properties to materially differ from the estimates utilized by the appraiser, such as changes in the economy, interest rates, capitalization rates, the financial strength of the live-music and entertainment industries, and the behavior of event attendees, investors, lenders, and municipalities. The Company reviews each appraisal of its properties to confirm that the information provided to the appraiser is accurately reflected in the appraisal, but it does not validate the methodologies, inputs, and professional judgment utilized by the certified appraiser. VENU HOLDING CORPORATION AND SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS(in US Dollars)As of March 31, December 31, 2026 2025 Unaudited AuditedASSETSCurrent assetsCash and cash equivalents $ 56,601,278 $ 41,306,358 Inventories 512,228 474,467 Prepaid expenses and other current assets 2,624,672 2,546,523 Total current assets 59,738,178 44,327,348 Other assetsProperty and equipment, net 381,609,228 305,947,277 Intangible assets, net 127,878 144,558 Operating lease right-of-use assets, net 17,164,052 17,397,009 Investment in EIGHT Brewing 1,999,999 1,999,999 Investment in related parties 555,262 555,262 Security and other deposits 153,358 183,582 Total other assets 401,609,777 326,227,687 Total assets $ 461,347,955 $ 370,555,035 LIABILITIES AND STOCKHOLDERS' EQUITYAccounts payable $ 43,415,266 $ 25,129,485 Accrued expenses 10,141,490 27,847,751 Accrued payroll and payroll taxes 475,467 577,360 Deferred revenue 1,906,770 1,542,564 Current portion of operating lease liabilities 591,976 605,261 Current portion licensing liability 223,333 223,333 Current portion NNN firesuite liability 1,198,400 1,026,300 Current portion of long-term debt 8,168,147 400,108 Total current liabilities 66,120,849 57,352,162 Long-term portion of operating lease liabilities 16,737,525 16,886,027 Long-term licensing liability and other liabilities 9,493,702 8,951,600 Long-term convertible debt 1,917,629 1,907,530 Long-term NNN firesuite liability 35,607,861 30,038,214 Long-term debt, net of current portion 56,450,476 56,568,151 Total liabilities $ 186,328,042 $ 171,703,684 Commitments and contingencies - See Note 16 Mezzanine Equity Contingently Redeemable Convertible Cumulative Series B Preferred Stock, $0.001 par - 1,342 authorized,1,008 issued and outstanding at March 31, 2026 and 675 issued and outstanding at December 31, 2025 $ 15,120,000 $ 10,125,000 Stockholders' EquityCommon stock, $0.001 par - 144,000,000 authorized, 57,937,346 issued and 57,261,156 outstanding atMarch 31, 2026 and 43,536,954 issued and 42,860,764 outstanding at December 31, 2025 58,037 42,961 Class B common stock, $0.001 par - 1,000,000 authorized, 381,235 issued and 304,990 outstanding atMarch 31, 2026 and December 31, 2025 380 304 Additional paid-in capital 273,159,150 201,188,680 Accumulated deficit (105,211,275 ) (91,454,930 ) $ 168,006,292 $ 109,777,015 Treasury Stock, at cost - 752,435 shares at March 31, 2026 and December 31, 2025 (7,900,352 ) (7,899,600 ) Total Venu Holding Corporation and subsidiaries equity $ 160,105,940 $ 101,877,415 Non-controlling interest 99,793,973 86,848,936 Total stockholders' equity $ 259,899,913 $ 188,726,351 Total liabilities and stockholders' equity $ 461,347,955 $ 370,555,035 VENU HOLDING CORPORATION AND SUBSIDIARIESUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(in US Dollars)For the three months endedMarch 31, 2026 2025 Revenues Restaurant including food and beverage revenue, net $ 2,424,386 $ 2,044,916 Event center ticket and fees revenue, net 854,811 980,439 Rental and sponsorship revenue, net 621,406 473,804 Total revenues, net $ 3,900,603 $ 3,499,159 Operating costsFood and beverage 643,691 497,840 Event center 717,715 724,064 Labor 1,518,745 998,947 Rent 481,712 364,377 General and administrative 7,693,271 6,740,311 Equity compensation 1,955,932 11,340,620 Depreciation and amortization 2,375,792 1,375,364 Total operating costs $ 15,386,858 $ 22,041,523 Loss from operations $ (11,486,255 ) $ (18,542,364 ) Other income (expense), netInterest expense, net (2,978,733 ) (922,886 ) Other income 20,795 32,500 Total other expense, net (2,957,938 ) (890,386 ) Net loss $ (14,444,193 ) $ (19,432,750 ) Net loss attributable to non-controlling interests (687,848 ) (1,369,020 ) Net loss attributable to Venu (13,756,345 ) (18,063,730 ) Preferred stock dividend (147,870 ) - Net loss attributable to common stockholders $ (13,904,215 ) $ (18,063,730 ) Weighted average number of shares of Class B common stock, outstanding, basic and diluted 304,990 379,990 Basic and diluted net loss per share of Class B common stock $ (0.29 ) $ (0.48 ) Weighted average number of shares of Common stock, outstanding, basic and diluted 47,074,491 37,488,778 Basic and diluted net loss per share of Common stock $ (0.29 ) $ (0.48 ) VENU HOLDING CORPORATION AND SUBSIDIARIESUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(in US Dollars)For the three months ended March 31, 2026 2025Net loss$ (14,444,193 ) $ (19,432,750 ) Adjustments to reconcile net loss to net cash used in operating activities: Loss on sale of property and equipment 55,957 - Equity issued for interest on debt - 218,760 Equity compensation 1,560,099 11,240,620 Equity issued for services 312,500 100,000 Noncash interest and debt discount 400,314 641,609 Noncash lease expense 428,271 92,107 Depreciation and amortization 2,375,792 1,375,364 Changes in operating assets and liabilities: Inventories (37,761 ) 24,256 Prepaid expenses and other current assets (78,149 ) (66,616 ) Security and other deposits 30,224 (141,756 ) Accounts payable 18,285,781 (1,491,784 ) Accrued expenses (17,854,131 ) (2,855,792 ) Accrued payroll and payroll taxes (101,893 ) 24,900 Deferred revenue 364,206 476,447 Operating lease liabilities (357,101 ) (92,350 ) Licensing liability 542,102 850,000 Net cash used in operating activities (8,517,982 ) (9,036,985 ) Cash flows from investing activitiesPurchase of property and equipment (65,861,545 ) (22,048,943 ) Investment in EIGHT Brewing - (1,999,999 ) Net cash used in investing activities (65,861,545 ) (24,048,942 ) Cash flows from financing activitiesReceipt of convertible promissory note - 6,000,000 Proceeds from NNN firesuite liability 5,453,000 - Proceeds from issuance of Contingently Redeemable Convertible Cumulative Series B Preferred Stock 4,995,000 - Proceeds from issuance of common warrants and pre-funded warrants 21,796,023 - Proceeds from issuance of common shares, net of $7,093,977 issuance costs 57,360,000 - Proceeds from Subsidiary issuance of shares, net of Venu purchase of Subsidiary shares 5,315,902 15,967,250 Principal payments on long-term debt (166,579 ) (82,245 ) Payment of promissory note (4,500,000 ) (2,000,000 ) Distributions to non-controlling shareholders (578,899 ) (105,426 ) Net cash provided by financing activities 89,674,447 19,779,579 Net increase (decrease) in cash and cash equivalents 15,294,920 (13,306,348 ) Cash and cash equivalents, beginning 41,306,358 37,969,454 Cash and cash equivalents, ending$ 56,601,278 $ 24,663,106 Supplemental disclosure of non-cash operating, investing and financing activities:Cash paid for interest$ 241,111 $ 139,119 Cash paid for income taxes$ - $ - Property acquired via promissory note$ 12,215,475 $ 25,000,000 Accrued preferred stock dividends$ 147,870 $ - Debt discounts - warrants$ - $ 526,329 Source: Venu Holding Corporation