What changed in this filing

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Item 1. Business

2026-03-31 compared with 2025-04-16 · 63 added, 57 removed, 320 unchanged (27% of the section changed)

18 unchanged sentences

We currently operate in the following business models:

D2C eCommerce, B2B SEO and marketing services as well as B2B digital products.

B2C eCommerce, B2B SEO and marketing services as well as B2B digital products.

We anticipate a combination of continuous expansion of these verticals and increasing our share within them.

11 unchanged sentences

the existence of a sweet spot where online businesses are too big for small/individual buyers and too small for other institutional buyers.

We desire to be among the best resourced and most experience buyers in this acquisition sector.

We desire to be among the best resourced and most experienced buyers in this acquisition sector.

Competitive Strengths

9 unchanged sentences

it has been our experience that our ability to acquire online businesses without the cumbersome delays and conditions typical of third-party transactional financing is appealing to sellers of online businesses who are interested in confidentiality and certainty to close;

we believe that as a public company, we will become a preferred buyer of these online businesses, due to the above factors being added to the integrity that a public company brings; and

we believe that as a public company, we could be considered a preferred buyer of these online businesses, due to the above factors being added to the integrity that a public company brings; and

we believe that private company operators looking to sell their online businesses may consider us an attractive purchaser because of our ability to provide ongoing strategic and financial support for their website.

61 unchanged sentences

In January 2024, we acquired RevenueZen.com, an online service provider that works with B2B brands to grow their organic and referral traffic.

ReveueZen offers B2B marketing services such as search-engine optimization, Linkedin marketing and content marketing.

RevenueZen offers B2B marketing services such as search-engine optimization, Linkedin marketing and content marketing.

RevenueZen enjoys a strong reputation in its field, specializing in working with startups, healthcare, professional services, renewable energy, and financial services businesses, among others.

15 unchanged sentences

Our Company holds a 100% ownership stake in SEOButler.com.

Preventdirectaccess.com/Passwordprotectwp.com – Divested December 2024

In October 2022, we acquired Preventdirectaccess.com/Passwordprotectwp.com, which provides a suite of optimization, customization, privacy and security products and services for WordPress websites, with the core offerings consisting of (i) the WordPress plugin known as PREVENT DIRECT ACCESS available via the website preventdirectaccess.com, and (ii) the WordPress plugin known as PASSWORD PROTECT WORDPRESS available via the website passwordprotectwp.com.

Customers of these websites utilize these online businesses’ security plugins that allow bloggers, creators, agencies, and SMBs to protect their digital assets, products, and content.

Our Company held a 100% ownership stake in Preventdirectaccess.com / Passwordprotectwp.com (“WPFolio LLC”) until the sale of the business operations for $780,000 in an all-cash transaction.

Mightydeals.com – Own

In January 2021, we acquired Mightydeals.com and its related domain names.

Mightydeals.com is a vendor of design bundles and deals for freelance designers, agencies, hobbyists and solopreneurs.

The online business works with creators of design templates, fonts, software, and training (the vendors) and offers their works at steep discounts.

It then shares the revenue with the vendors.

Our Company holds a 100% ownership stake in Mighty Deals LLC, which owns Mightydeals.com.

Vital-Reaction.com – Own

12 unchanged sentences

The information ranges from how to care for a certain breed, to the best types of dog food, to training tips.

As well as advertising revenue, the website earns money from I’ve affiliate commissions and sales of its own ebooks and informational products.

As well as advertising revenue, the website earns money from affiliate commissions and sales of its own ebooks and informational products.

This website is one of our three online businesses in the dog vertical, providing us with significant growth opportunities and operational efficiencies, plus economies of scale as we offer digital products, physical products, and work with key vendors in the industry.

As our audience grows into the hundreds of thousands across the Allthingsdogs.com, Woofwhiskers.com and Perfectdogbreeds.com sites, we expect the pet dog aspect of our portfolio to grow in stature and revenue.

As our audience grows into the hundreds of thousands across the Allthingsdogs.com and Woofwhiskers.com sites, we expect the pet dog aspect of our portfolio to grow in stature and revenue.

Our Company holds a 100% ownership stake in Allthingsdogs.com.

5 unchanged sentences

Our Company holds a 100% ownership stake in DealPipe.io

PaceGenerative – Own

In June 2025, we launched Pace Generative, a dedicated Generative Engine Optimization (“GEO”) agency focused on helping brands appear prominently in AI-generated search results and answers.

Pace Generative provides services including question-driven content development, AI-optimized site structure, language and topic alignment for AI models, and strategic publishing designed to increase visibility within AI-powered platforms such as ChatGPT, Google AI Overviews, and Perplexity.

The agency targets businesses in sectors where authoritative, trust-dependent content is critical, including healthcare, finance, law, education, consulting, and B2B services.

Our Company holds a 100% ownership stake in Pace Generative.

Fishkeepingworld.com – Manage/Own

4 unchanged sentences

For example, if the website produced $2,000 net profit per month before we started managing it, and it produced $3,000 per month afterwards, we would receive 50% of the additional $1,000.

Asubtlerevelry.com – Manage/Own

In January 2020, we began to manage Asubtlerevelry.com.

Asubtlerevelry.com covers topics ranging from hosting a house party, to bachelorette party ideas, to recipes, to crafts.

The site is a pure content and display advertising site.

Long term, the site is forming a strong part of the growing craft/DIY vertical that several of our other managed sites are in.

Our Company holds a 10.70% ownership stake in Onfolio JV II LLC, which owns Asubtlerevelry.com and we receive a management fee of $1,500 per month and 50% profit share of any profits above $16,500 for managing this website.

For example, if the website produced $2,000 net profit per month before we started managing it, and it produced $3,000 per month afterwards, we would receive 50% of the additional $1,000.

Wowfreestuff.co.uk – Manage/Own

11 unchanged sentences

These online businesses earn revenue from display advertising and from affiliate commissions.

Our Company holds a 35.8% ownership stake in Onfolio JV IV LLC, which owns Woofwhiskers.com and Perfectdogbreeds.com.

Perfectdogbreeds.com – Manage/Own

In October 2020, we began to manage Perfectdogbreeds.com.

Perfectdogbreeds.com is a guide to owning all the different breeds of dogs in existence.

Similar to Allthingsdogs.com (which focuses on care guides), Perfectdogbreeds.com earns money from display advertising, and its high traffic volume makes this is a lucrative monetization option.

The website earns revenue from display advertising.

Our Company holds a 35.8% ownership stake in Onfolio JV IV LLC, which owns Woofwhiskers.com and Perfectdogbreeds.com.

Our Company holds a 35.8% ownership stake in Onfolio JV IV LLC, which owns Woofwhiskers.com, and owned Perfectdogbreeds.com until the sale of the Perfectdogbreeds.com business operations in July 2025.

Craftwhack.com – Manage/Own

5 unchanged sentences

As we now have more presence and more of our owned products in the space, we plan to use Craftwhack.com to continue to grow revenues across the portfolio and generate profits in its own right.

Our Company receives 20% of free cash flows for managing this website and we hold a 20% ownership stake in Onfolio Groupbuild 1 LLC, which owns Craftwhack.com.com and BackgroundHawk.com.

Our Company receives 20% of free cash flows for managing this website and we hold a 20% ownership stake in Onfolio Groupbuild 1 LLC, which owns Craftwhack.com and BackgroundHawk.com.

Backgroundhawk.com – Manage/Own

2 unchanged sentences

Our Company receives 20% of free cash flows for managing this website.

Our Company receives 20% of free cash flows for managing this website and we hold a 20% ownership stake in Onfolio Groupbuild 1 LLC, which owns Craftwhack.com.com and BackgroundHawk.com.

Our Company receives 20% of free cash flows for managing this website and we hold a 20% ownership stake in Onfolio Groupbuild 1 LLC, which owns Craftwhack.com and BackgroundHawk.com.

Outreachmama.com – Manage

13 unchanged sentences

2024 and 2025 Divestitures and Impairments

In January 2023, the Company shut down the business operations of Digitallyapproved.com, which offered a newsletter on social media marketing, and a Pinterest management agency.

In November 2023, the Company shut down the business operations of Prettyneatcreative.com, an eCommerce business in the diamond painting niche.

During the year ended December 31, 2023, the Company recognized impairment losses of $2,642,649 related to the BCP Media Acquisition, $580,284 related to the BWPS Acquisition, and $903,897 related to the SEO Butler Acquisition, $700,000 related to Mighty Deals website domains and $84,000 related to Pretty Neat Creative, operating under Onfolio Crafts LLC, and $105,937 related to various website domains operating under Onfolio Assets LLC for total aggregate impairment of $5,016,765 related to the above acquisitions, as a result of lower than expected cash flows from the acquired businesses and an increase in interest rates leading to a higher discount rate used.

In December 2024, the Company sold the business operations of BWPS (“WPFolio LLC)” for $780,000 in an all-cash transaction to align the wider portfolio more closely with the growing B2B agency and information products business lines.

Asubtlerevelry.com – Divested June 2025

In January 2020, we began to manage Asubtlerevelry.com.

Asubtlerevelry.com covers topics ranging from hosting a house party, to bachelorette party ideas, to recipes, to crafts.

The site is a pure content and display advertising site.

Long term, the site is forming a strong part of the growing craft/DIY vertical that several of our other managed sites are in.

Our Company holds a 10.70% ownership stake in Onfolio JV II LLC, which owned Asubtlerevelry.com until the sale of the business operations in June 2025.

Perfectdogbreeds.com – Divested July 2025

In October 2020, we began to manage Perfectdogbreeds.com.

Perfectdogbreeds.com is a guide to owning all the different breeds of dogs in existence.

The website earns revenue from display advertising.

Preventdirectaccess.com/Passwordprotectwp.com – Divested December 2024

Customers of these websites utilize these online businesses’ security plugins that allow bloggers, creators, agencies, and SMBs to protect their digital assets, products, and content.

Our Company held a 100% ownership stake in Preventdirectaccess.com / Passwordprotectwp.com (“WPFolio LLC”) until the sale of the business operations for $780,000 in an all-cash transaction.

We divested this business to align the wider portfolio more closely with our growing B2B agency and information products business lines.

Mightydeals.com – Divested January 2026

In January 2021, we acquired Mightydeals.com and its related domain names.

Mightydeals.com is a vendor of design bundles and deals for freelance designers, agencies, hobbyists and solopreneurs.

The online business works with creators of design templates, fonts, software, and training (the vendors) and offers their works at steep discounts.

It then shares the revenue with the vendors.

We divested this business to align the wider portfolio more closely with our growing B2B agency and information products business lines.

During the year ended December 31, 2025, the Company recognized an impairment loss of approximately $217,000 related to the investment in allthingsdogs.com, as a result of a decline in the estimated fair value of the asset based on expected disposition proceeds and a discounted cash flow analysis.

Additionally, during the year ended December 31, 2025, the Company recognized an impairment loss of approximately $223,000 related to DDS Rank, as a result of projected declines in operating performance.

Management performed a recoverability test and determined that the estimated undiscounted future cash flows were insufficient to recover the carrying amount of the asset group.

During the year ended December 31, 2025, the Company recognized an impairment loss of approximately $269,000 related to the equity method investment in JV IV, as a result of the sale of its investment in perfectdogbreeds.com.

The investment in JV IV was impaired in full as the Company does not expect a future benefit as it divested of all major assets.

During the year ended December 31, 2025, the Company recognized an impairment loss of approximately $25,000 related to the cost method investment in JV II, as a result of the sale of its investment in asubtlerevelry.com.

The investment in JV II was impaired in full as the Company does not expect a future benefit as it divested of all major assets.

We experience competition at both the acquisition company level and individual portfolio company level.

2 unchanged sentences

We may sometimes find our individual brands competing against one another, but the main factor we compete on is deal flow and closing acquisitions at an attractive price.

In the acquisition space we believe the principle competitive factors are:

In the acquisition space we believe the principal competitive factors are:

reputation of acquiring company;

8 unchanged sentences

competitive pricing and value for money.

For DDS Rank may compete with other agencies offering similar dental SEO and marketing services such as The Dental SEO Company, Best Results Dental Marketing, and PatientGain, amongst others.

DDS Rank may compete with other agencies offering similar dental SEO and marketing services such as The Dental SEO Company, Best Results Dental Marketing, and PatientGain, amongst others.

In this industry, we believe the principal competitive factors are:

3 unchanged sentences

customer satisfaction from dentists.

For RevenueZen may compete with other agencies offering similar digital marketing services such as Skale, SaaSpirin, and SimpleTiger, amongst others.

In this industry, we believe the principle competitive factors are:

RevenueZen may compete with other agencies offering similar digital marketing services such as Skale, SaaSpirin, and SimpleTiger, amongst others.

In this industry, we believe the principal competitive factors are:

client sales pipeline generation;

3 unchanged sentences

For Contentellect, the main competitors include Fat Joe, Outreach Monks, Brand Featured and Writing Studio.

In this industry, we believe the principle competitive factors are:

In this industry, we believe the principal competitive factors are:

quality of deliverables;

8 unchanged sentences

SEOButler may compete with other link building agencies, such as Loganix, SirLinksALot, LinkBuilder, Fat Joe, and Outreach Monks.

In this industry, we believe the principle competitive factors are:

In this industry, we believe the principal competitive factors are:

quality of deliverables;

2 unchanged sentences

Vital Reaction competes with brands such as DrinkHRW, DrMercola and Quicksilver Scientific.

In this industry we believe the principle competitive factors are:

In this industry we believe the principal competitive factors are:

quality of product;

2 unchanged sentences

customer satisfaction.

For MightyDeals, the main competitors are other marketplaces or “deal” providers, such as AppSumo, FontBundles, CreativeMarket, and a few others.

We mostly compete for securing exclusive deals with vendors, and brand loyalty.

We believe in this industry the principle competitive factors are:

volume and popularity of deals;

pricing of deals and relative discount; and

exclusivity of deals.

Pace Generative may compete with other agencies offering Generative Engine Optimization or AI visibility services, an emerging category that includes firms such as Profound Strategy, Terakeet, and other digital marketing agencies expanding into AI search optimization.

We believe in this industry the principal competitive factors are:

depth of expertise in AI-driven search platforms;

quality of content strategy and execution;

ability to deliver measurable visibility in AI-generated results;

customer satisfaction.

Intellectual Property

17 unchanged sentences

This order, which was released in January 2018 and took effect in June 2018, reversed net neutrality protections in the United States that had been in place since 2015, including the repeal of specific rules against blocking, throttling or “paid prioritization” of content or services by Internet service providers.

In April 2024, the FCC reinstated net neutrality rules, but in early 2025, a U.S.

federal appeals court blocked the new rules.

Also, Section 230 of the Communications Decency Act of 1996 (“Section 230”), which generally provides immunity for website publishers from liability for third party content appearing on their platforms and the good faith removal of third party content from their platforms that they may deem obscene or offensive (even if constitutionally protected speech), since its adoption has been (and continues to be) subject to a number of challenges.

20 unchanged sentences

The CCPA also provides consumers with a private right of action for security breaches, as well as provides for statutory damages.

In addition, on November 3, 2020, California voters approved Proposition 24 (the “California Privacy Rights Act of 2020”), which amends certain provisions of the CCPA and becomes effects January 1, 2023, will further restrict the ability of certain of our websites to use personal California user and subscriber information in connection with their various products, services and operations and/or impose additional operational requirements on such websites.

In addition, on November 3, 2020, California voters approved Proposition 24 (the “California Privacy Rights Act of 2020”), which amends certain provisions of the CCPA and became effective January 1, 2023, will further restrict the ability of certain of our websites to use personal California user and subscriber information in connection with their various products, services and operations and/or impose additional operational requirements on such websites.

Lastly, the U.S.

19 unchanged sentences

From a non-Governmental standpoint, we also need to comply with policies and terms of service on various platforms, including but not limited to:

Facebook, Facebook Ads, Instagram, Pinterest, Google Ads, Google Search, Twitter, TikTok, and YouTube.

Facebook, Facebook Ads, Instagram, Pinterest, Google Ads, Google Search, X, TikTok, and YouTube.

Properties and Facilities

1 unchanged sentence

Our executive officers and other employees have the option of either telecommuting or working from somewhere else.

We lease and maintain an office out of our chief executive officer’s residence at the Executive Centre Taipei, Level 4, Neihu New Century Building No, No.

55, Zhouzi St, Neihu District, Taipei City, 114, Taiwan (approximately $400 per month), a community and co-working space at The Mill at 1007 North Orange Street, 4th Floor Wilmington, Delaware 19801 ($75 per month) and storage space at 3002 Nelson Road, Longmont, Colorado, 80503 ($159 per month).

We lease and maintain an office at the Executive Centre Taipei, Level 4, Neihu New Century Building No, No.

55, Zhouzi St, Neihu District, Taipei City, 114, Taiwan (approximately $400 per month), and a community and co-working space at The Mill at 1007 North Orange Street, 4th Floor Wilmington, Delaware 19801 ($75 per month).

We do not currently own any real estate.

3 unchanged sentences

We are currently not a party to any material legal proceedings.

Our company, including all its subsidiaries, has 29 full-time employees and 2 part-time employee.

Our company, including all its subsidiaries, has 27 full-time employees.

It also utilizes 12 full-time contractors in connection with its business operations.

16 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business