Dallas, Texas--(Newsfile Corp. - August 24, 2026) - Zerostack Corp. (NASDAQ: ZSTK) (the "Company" or "Zerostack") today announced that, based on cryptocurrency market prices reported on coinmarketcap.com as of August 23, 2026 at 10pm EST, the aggregate market value of the Company's cryptocurrency holdings was approximately $1.06 billion, representing approximately $18.19 per share on a partially diluted basis, based on the number of shares of common stock issued and outstanding and the number of shares of common stock underlying outstanding pre-funded warrants (which remain unexercisable until stockholder approval is obtained in accordance with applicable Nasdaq rules).

Based on a reference closing price of $4.71 per share for the Company's common stock as of August 21, 2026, on Nasdaq, the Company's common stock was trading at approximately a 74.1% discount to the calculated market value of the Company's cryptocurrency holdings per share on a partially diluted basis.

Management believes that the value of the Company's pharmaceutical business and other non-cryptocurrency assets is more than sufficient to offset the Company's liabilities and other obligations and, accordingly, believes that the calculated market value of the Company's cryptocurrency holdings on a partially diluted per-share basis provides a reasonable indication of the minimum intrinsic value attributable to the Company's common equity. This assessment reflects management's judgment based on currently available information and should not be interpreted as an independent valuation, appraisal, guarantee of realizable value, or prediction of the future trading price of the Company's common stock.

Cryptocurrency Holdings

As of August 23, 2026, the Company's cryptocurrency holdings and the market prices used for purposes of this calculation were as follows:

The reference prices above represent market prices of the cryptocurrency tokens on coinmarketcap.com on August 23, 2026, at 10pm EST. Cryptocurrency markets trade continuously and can experience significant volatility. Accordingly, the market value of the Company's cryptocurrency holdings may have changed, potentially materially, since the time at which these reference prices were measured.

Cryptocurrency Value Per Share

As of August 23, 2026, the Company's capitalization consisted of approximately 21.8 million issued and outstanding shares of common stock and approximately 36.7 million issued and outstanding pre-funded warrants (which remain unexercisable until stockholder approval is obtained in accordance with applicable Nasdaq rules), for an aggregate of approximately 58.5 million shares of common stock on a partially diluted basis.

Using the approximately $1.06 billion aggregate market value of the Company's cryptocurrency holdings described above, the resulting cryptocurrency value is approximately:

$18.19 per issued and outstanding share of common stock and pre-funded warrant.

For purposes of providing investors with a more conservative measure that reflects additional potential equity dilution, the Company has also calculated the market value of its cryptocurrency holdings on a fully diluted basis.

The Company's fully diluted capitalization used for this calculation is approximately 61.4 million shares of common stock and includes the following:

On this basis:

$1.06 billion aggregate cryptocurrency market value divided by 61.385 million fully diluted shares equals approximately $17.33 of cryptocurrency market value per fully diluted share.

Based on a reference price of $4.71 per share for the Company's common stock as of market close on August 21, 2026, on Nasdaq, this represents an approximately $12.62 per-share difference, or an approximately 72.8% discount, relative to the calculated cryptocurrency market value per fully diluted share.

"The market value of our cryptocurrency treasury relative to our current equity valuation represents an important data point that we believe investors should be able to evaluate transparently," said Daniel Reis-Faria, CEO of Zerostack. "We intend to continue providing investors with information regarding the composition and market value of our digital-asset holdings, while recognizing that cryptocurrency prices and our capital structure can change substantially over time."

Important Information Regarding Cryptocurrency Value Per Share and Other Supplemental Non-GAAP Measures

The Company believes that aggregate cryptocurrency market value and cryptocurrency market value per share may provide investors with supplemental information with which to evaluate the scale of the Company's cryptocurrency holdings relative to its capitalization and prevailing price of its common stock. The Company considers the per-share measures presented in this release to be supplemental non-GAAP financial measures and they should not be considered in isolation or as a substitute for financial measures prepared in accordance with U.S. generally accepted accounting principles ("GAAP").

These supplemental measures are not measures of the Company's profitability, operating performance or liquidity and should not be interpreted as such. In particular, cryptocurrency market value per share is not equivalent to, and should not be interpreted as, net asset value per share, book value per share, tangible book value per share, liquidation value per share, cash available per share or any measure of amounts that would be distributable to shareholders.

The measures presented above compare the indicated gross market value of specified cryptocurrency assets with various measures of the Company's capitalization. They do not deduct or otherwise account for the Company's liabilities, indebtedness, accrued expenses, taxes, potential tax liabilities associated with the disposition of cryptocurrency, transaction costs, custody or transfer costs, operating expenses, other obligations, claims with priority over common equity, or other amounts that would reduce the value potentially available to holders of the Company's common stock.

Similarly, the calculations do not include the value of the Company's cash, operating businesses, intellectual property, contractual rights, investments or other assets, except for the cryptocurrency holdings expressly identified above.

The Company's calculation of fully diluted capitalization also involves assumptions regarding potentially dilutive securities and equity-based compensation. Certain securities included in the calculation are subject to stockholder approval under applicable Nasdaq rules, vesting, exercise conditions, settlement provisions, expiration, forfeiture or other terms, and the actual number of shares of common stock ultimately issued with respect to such securities may differ from the amount assumed for purposes of this supplemental calculation.

Because these measures are not standardized measures prescribed by GAAP, the Company's calculations may not be comparable to similarly titled measures presented by other companies.

Important Considerations Regarding the Stated Discount

The percentage discount described in this release is a point in time mathematical comparison between (i) the Company's reference common stock price and (ii) the indicated gross market value of specified cryptocurrency holdings divided by an assumed number of shares or share equivalents.

The stated discount does not mean that the Company's common stock is undervalued, that the common stock should trade at or near the calculated cryptocurrency value per share, or that holders of common stock would receive the calculated amount in a sale, liquidation, distribution or other transaction.

There can be no assurance that the market price of the Company's common stock will converge with, correlate to, or otherwise reflect the market value of the Company's cryptocurrency holdings. The Company's common stock and the cryptocurrencies it holds trade in separate markets and are affected by different supply, demand, liquidity, regulatory, operational and market factors.

The discount may increase, decrease or disappear entirely as a result of movements in the Company's common stock price, movements in cryptocurrency prices, changes in the number or composition of the Company's cryptocurrency holdings, changes in the Company's capitalization, issuances or exercises of securities, operating results, liabilities, financing activities, regulatory developments or other events.

Cryptocurrency Market, Valuation and Liquidity Risks

Cryptocurrencies are highly volatile assets. Prices may fluctuate materially over very short periods, including outside the trading hours of the market for the Company's common stock. The reference prices used in this release therefore represent values only as of the particular measurement date and time stated herein and should not be viewed as current values at any later time.

Quoted cryptocurrency prices also may not represent prices at which the Company could sell all or any substantial portion of its holdings. Among other factors, the size of the Company's holdings relative to available trading liquidity, market depth, trading volumes, transfer restrictions, lock-up or contractual restrictions, custody arrangements, concentration of ownership, exchange availability and broader market conditions could cause realized proceeds from a disposition to differ materially from the indicated market values presented in this release.

Any sale or other disposition of cryptocurrency holdings could also result in taxes, transaction fees and other expenses and could itself adversely affect the market price of the applicable cryptocurrency.

Investors therefore should not assume that the Company could monetize its cryptocurrency holdings at the quoted prices, within any particular period, or without materially affecting prevailing market prices.

About Zerostack Corp.

ZeroStack Corp. is the first NASDAQ-listed asset management company focused on providing exposure to decentralized AI. The Company also operates a global pharmaceutical distribution business through its wholly owned subsidiary, Phatebo GmbH. For more information, visit https://zerostack.ai/.

About Memecore ($M)

MemeCore ($M) is a top 50 cryptocurrency based on the total market value of the circulating supply per www.coinmarketcap.com and a dedicated Layer 1 blockchain built to change internet memes from short-term speculation into long-term cultural and economic assets. It provides infrastructure with low fees and high scalability for meme-driven communities.

Forward-Looking Statements

This press release contains "forward-looking statements," as defined by U.S. federal securities laws. Forward-looking statements reflect the Company's current expectations and projections about future events at the time, and thus involve uncertainty and risk. The words "believe," "expect," "anticipate," "will," "could," "would," "should," "may," "plan," "estimate," "intend," "predict," "potential," "continue," and the negatives of these words and other similar words or expressions generally identify forward-looking statements. These forward-looking statements include, but are not limited to, express or implied statements regarding: the value of the Company's cryptocurrency holdings, the Company's capitalization and issued and outstanding securities, the market value of cryptocurrency holdings relative to the Nasdaq share price, the sufficiency of the pharmaceutical business and non-cryptocurrency assets to offset the Company's liabilities and obligations and the intrinsic value attributable to the Company's common equity.

Forward-looking statements are based on current expectations and assumptions that involve significant risks and uncertainties. Actual results may differ materially due to numerous factors, including, without limitation: business strategy risks and the other risks described under the section entitled "Risk Factors" in the Company's Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (the "SEC") on February 27, 2026, as such factors may be updated from time to time in the Company's periodic filings with the SEC, including the Company's Current Report on Form 8-K filed with the SEC on August 21, 2026, which are accessible on the SEC's website at www.sec.gov/edgar.

Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in the Company's filings with the SEC. While forward-looking statements reflect the Company's good faith beliefs, they are not guarantees of future performance. The Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes after the date of this press release, except as required by applicable law. You should not place undue reliance on any forward-looking statements, which are based on information currently available to the Company (or to third parties making the forward-looking statements).

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/311017

Source: ZeroStack Corp.