Forum Markets, Incorporated

Overview

• Forum Markets, Incorporated (formerly ETHZilla Corporation; originally formed in 2016 as 180 Life Sciences Corp.) is a financial technology company building infrastructure to originate, finance, and distribute real-world assets (RWAs) via blockchain-enabled capital markets.
• Through 2025–2026 the company focused on building platforms to originate and finance income-generating RWAs and tokenize them on Ethereum Layer-2 networks. Tokenized RWAs are intended to be issued, managed, and potentially traded in secondary markets.
• In early 2026 the company adopted the name Forum Markets, Incorporated to reflect its strategy of modernizing capital markets through RWA tokenization.

Primary business and platform

• Core activity: Acquire or source real-world cash-flowing assets, structure them into tokenized income instruments, issue them on Ethereum Layer-2 networks, and facilitate potential secondary trading.
• Distribution channels: Distribute tokenized income products through conventional capital markets and blockchain-based markets. Liquidity.io (an SEC-registered ATS operated by a regulated broker-dealer, in which Forum owns a 15% fully-diluted stake) is the initial distribution channel for tokenized assets.
• Revenue model:
  • Asset yield and financing income from RWAs held prior to tokenization
  • Origination and issuance fees for tokenized assets
  • Ongoing asset management fees for investors in tokenized assets
  • Transaction-based fees from secondary trading of tokenized assets

Tokenization strategy and asset classes

• Initial focus areas:
  • Auto loans
  • Manufactured home loans
  • Aerospace equipment (with potential expansion into maritime and other heavy equipment)
  • Land and commercial real estate (with potential expansion into broader real estate)
• Strategic partnerships: Partnerships with Karus, Zippy, and Satschel to expand access to credit assets and support tokenization efforts.
• Objectives: Build an integrated platform that connects asset origination platforms, institutional financing sources, regulated digital-asset infrastructure for cash-flowing assets, and global markets.

RWA tokenization ecosystem and counterparties

• Secondary trading location: Liquidity.io (SEC-registered ATS; Forum owns a 15% fully-diluted stake in the parent company).
• Tokenization and on-chain administration: Tokenized RWAs are designed to be offered and traded as digital securities subject to applicable securities laws.
• Key third-party relationships: Karus, Zippy, Satschel (strategic investors/partners); an external asset manager for ETH holdings.

Corporate history and branding

• 2016: Formed as 180 Life Sciences Corp. with a biotech focus and some blockchain iGaming software initiatives.
• Q3 2025: Management shifted to prioritize acquiring, structuring, and tokenizing RWAs, deploying ETH in DeFi, and owning cash-flowing assets on the balance sheet.
• Aug 2025: $156.25 million senior secured convertible note offering; Initial Strategic Advisor Warrants issued (4,557,223 shares at $27.75).
• Aug–Sep 2025: Convertible notes amended and expanded; additional Subsequent Strategic Advisor Warrants issued (907,111 shares at $34.45).
• Aug 18, 2025: Corporate rebrand to ETHZilla Corporation; common stock and warrants began trading on Nasdaq (ETHZ and ETHZW).
• Oct 2025: 1-for-10 reverse stock split; at-the-market (ATM) program established; stock repurchase authorization of up to $250 million.
• Dec 2025: Repurchased or redeemed all outstanding convertible notes.
• Feb 25, 2026: Corporate rebrand to Forum Markets, Incorporated; common stock began trading on Nasdaq under ticker FRMM.

Financial assets and liquidity snapshot

• Digital asset holdings (fair value):
  • 12/31/2025: Approximately $242.6 million (ETH, liquid staking incentive tokens, and liquid staked ETH).
  • 3/31/2026: Approximately $25.1 million (12,441 ETH on balance sheet; collateral on a crypto-collateralized loan).
• ETH activity:
  • Year ended 12/31/2025: Sold ~33,629 ETH and ~$134.3 million in USDC and other tokens; average ETH sale price ~ $3,308.50.
  • 1/1/2026–3/31/2026: Sold ~57,359 ETH for ~ $114.5 million; average ETH sale price ~ $1,997.00.
• ETH balances:
  • 12/31/2025: Held ~69,800 ETH (or ETH-equivalent in liquid staking).
  • 3/31/2026: Held ~12,441 ETH (collateral on a crypto loan).
• Corporate equity programs and stock activity:
  • ATM program: $250 million authorization for at-the-market offerings; program activity subject to board discretion.
  • Stock repurchases: Since 8/22/2025, repurchased 2,099,471 shares at an average price of $22.79.
  • Reverse stock split: 1-for-10 in October 2025.
• Distribution channel ownership: Forum owns a 15% fully-diluted stake in Liquidity.io’s parent company.

People and operating scale

• Employees: 4 full-time employees as of 12/31/2025.
• Contractors: 4 dedicated contractors as of 12/31/2025.

Regulatory and risk notes

• The company is not registered as an investment company under the Investment Company Act and may face regulatory risk if its asset mix changes or certain assets are treated as securities.
• Tokenized RWAs are described as digital securities under current frameworks and may trigger SEC/Exchange Act obligations for offerings, transfers, or trading.
• Digital asset regulation: The company references the SEC’s Digital Asset Interpretation and CFTC considerations for assets treated as commodities.
• Dependence on third-party custodians, trading venues, and service providers introduces security and cyber risk.
• The company’s treasury and ETH holdings are subject to fair value accounting (ASU 2023-08), which can introduce earnings volatility.
• Equity and tokenized securities may be subject to market volatility and liquidity risks.

Information sources

• Company SEC filings and investor relations materials are available on the company website and the SEC’s site.