C1 Fund Inc.

Good morning ladies and gentlemen and welcome to C1 Fund's Q4 earnings call 2025. Please note that this call is being recorded and will also be available for replay purposes. Following the conversation we will answer any questions that have been submitted through the ask a question tab on the top right hand of your screen. This call may include forward-looking statements about the expected investment activities of C1 Fund. These statements provide no assurance as to C1 Fund's actual investment activities or results. Listeners must make their own assessment of the information contained herein and consider such other factors as they may deem relevant to their individual circumstances. At this time, I would like to introduce your hosts for today's call, C1 Funds co-founder and chief executive officer, Dr. Najam Kidwai, and chief investment officer, Elliot Hahn. Today's presentation will discuss CFND's company and portfolio overview, 2025 and subsequent events highlights, financial highlights, path forward, and we'll wrap up with a question and answer segment. I would now like to hand the call over to Dr. Najam Kidwai. Please go ahead, sir.

Thank you, operator, and good morning, everyone. Thank you for joining us today to discuss the results of our fourth quarter year ended December 31st, 2025, covering the period from our inception on the 7th of August 2025 through year end. Before reviewing the highlights, I'd like to take a moment to introduce C1 Fund for those who are new to our story. C1 Fund is an NYSE listed closed-ended fund that provides public market investors with exposure to equity ownership in the world's leading late-stage digital asset infrastructure and service companies. The investment opportunity we offer addresses a structural gap in the market. These private companies are too late stage for early stage venture capital, private for traditional public market investors, and mutual funds rarely hold concentrated pre-IPO positions. CFND was purpose-built to bridge that gap and provide public market access to this asset class. We raised 60 million in gross proceeds at our August 2025 IPO and have approximately 6.7 million shares outstanding, a reported NAV per share of 781 as of December 31st, 2025. As of today, we hold positions in 11 private digital asset companies. We added four companies to the portfolio subsequent to the fourth quarter, with those being BitGo, Fireblocks, Uphold, and Blockratize, better known as Polymarket. Elliot will go over our portfolio and financials in more detail shortly. Our first two quarters as a public fund were defined by execution. We moved quickly from IPO to signage. early liquidity events from the portfolio. Specifically, since our August 7, 2025 listing on the New York Stock Exchange through December 31, 2025, we deployed $30.5 million in seven late-stage digital asset infrastructure companies, representing approximately 58% One of our portfolio companies filed a confidential submission for initial public offering with the SEC during the fourth quarter of 2025. And blockchain.com is said to be targeting potential 2026 listing in addition to other potential offerings in the near future. Following year end, we have continued that momentum. As of today's call, we have invested an additional 10.5 million in four companies, including BitGo, Fireblocks, Uphold, and Polymarket, bringing our total number of portfolio companies we have invested into the number 11. We have today invested $41.4 million. In early January, we purchased 2.2 million of a Series B1 Preferred shares in BitGo. Our shares are subject to a six-month lock-up through July 21, 2026. On January 29, 2026, our Board of Directors approved a stock buyback program, authorizing management to proceed at its discretion. Members of our during December 2025, reflecting insider alignment and long-term confidence in the fund's strategy. With that, I would like to pass the call to our CIO, Elliot, to walk through the opportunity we see for shareholders, our portfolio in detail, and our financial results. Elliot.

Thank you, Naj. I want to take a moment on what we view as one of the most important slides in the deck, the gap between the price and the value. We listed at $10 per share in August 2025. As of December 31st, 2025, our NAV per share was $7.81. And based on our share price as of May 13th, 2026, of approximately $3.34, our shares are trading at roughly a 57% discount to NAV. The key point we want to communicate is that this discount is not driven by NAV deterioration. It reflects the limited public awareness that often follows a newly listed closed-end fund. Closing that gap is one of our core priorities, and as I'll discuss in a moment, it is one of the most actionable opportunities for our shareholders. I want to spend a moment on how we think about value creation for our shareholders. This framework guides everything we do at C1 Fund. Our investment thesis rests on three drivers of value, each of which we are actively executing against. The first is NAV growth. We expect NAV per share to compound over time as our private portfolio companies raise additional capital and higher valuations, grow revenue and earnings into higher market multiples, benefit from continued expansion of digital asset adoption, and re-rate against the broader sector as regulatory clarity continues to improve. The second is closing the discount between our market price and our underlying NAV. Our board-approved share buyback program our audited annual NAV, our expanding analyst and media coverage, and our proactive investor outreach program are all designed to narrow that gap. The third driver is exit events. The Bitco IPO in January and the partial Ripple divestiture in April are the first to realize liquidity events, and we have several additional portfolio companies, including Kraken, pursuing an IPO with timing subject to market conditions. We also believe that Blockchain.com, Chainalysis, Consensys and Uphold represent strong public market candidates over the coming quarters. Management is focused on executing on all three drivers, compounding NAV, closing the discount and realizing exits. Turning to our portfolio, by year end, we have built positions in seven private digital asset infrastructure companies, and we have since added four more positions during the first quarter of 2026, bringing our total portfolio to 11 companies. Within that portfolio, our positions span the most strategically important segments of the digital asset infrastructure stack. I'd like to give a quick overview of the 11 companies we have in our portfolio as of today's call. So the first is Kraken. It's a leading global crypto exchange and filed a confidential S-1 with the SEC in Q4 of 2025, positioning it as a potential IPO candidate. The next is BitGo. It's an institutional digital asset custody leader, and as mentioned before, it completed its IPO on January 22nd, 2026. Ripple is a blockchain-based payment, custody and stablecoin infrastructure company serving financial institutions. They had a March 2026 share buyback and XRP, Ripple's crypto asset that facilitates payments on their network, now has several ETFs giving investors access to Ripple's crypto asset. The next is Fireblocks. It's an institutional infrastructure leader that provides an all-in-one platform for custody, wallet, and transaction technology for instructions operating in blockchain and cryptocurrency markets. Chainalysis is a leading blockchain intelligence and analytics platform used for investigations, compliance, risk monitoring, and digital asset security by governments, law enforcement agencies, and financial institutions. ConsenSys is a core Web3 infrastructure company with a portfolio of products and services that power activity across the Ethereum ecosystem. The next is Alchemy. that an alchemy provides web3 developers infrastructure tools and services that power approximately 70 of the top decentralized applications we also have blockchain.com it's a global exchange and wallet platform and is said to be targeting a potential 2026 listing Figment is a leading institutional staking infrastructure provider that enables clients to earn staking rewards across proof-of-stake blockchain platforms through secure non-consodial infrastructure. We also have Uphold in the portfolio. It's a global digital money platform that enables users to buy, hold, convert, and transact across digital assets, currencies, and other supported assets. The last in our portfolio is Blockvertise, which is better known as Polymarket. It operates an information markets platform that allows users to trade on the outcomes of real-world events, creating market-based signals around politics, economics, crypto, sports, and other current events. So I'm now turning to our schedule of investments as of December 31st, 2025. We held common stock positions in Alchemy Insights at a 2.5 million fair value, Blockchain.com at 2.5 million as well, Chainalysis at 2 million, Consensus Software at 1.5 million, Figment at 2 million, and Kraken Common Shares at 2.5 million. We also held preferred share positions in Kraken at 7.5 million and Ripple Labs at 10 million, respectively. So in aggregate, total investments at fair value were 30.5 million, representing approximately 58.4% of December 31st, 2025 net assets with cash and cash equivalents of 22.6 million. All portfolio investments are classified as level three under the fair value hierarchy, with valuations based on recent transaction pricing and significant unobservable inputs. Moving on to liquidity events. As mentioned previously, we've generated two realized liquidity events since our IPO and believe that we have several additional portfolio companies on a public markets path. The first event was Bitco's IPO, which was completed on January 22nd, 2026. As a reminder, our shares are subject to a six-month post-IPO lockup through July 21st, 2026. We are likely to decide how to maximize investor returns at that point. On April 20th, 2026, we announced the partial divestiture of our investment at Ripple of $422,100, generating an approximate 150% return in less than four months. The fund maintains continued exposure to Ripple following the partial divestiture. Looking ahead at our pending IPO runway and subject to market conditions, Kraken filed in Confidential S1 in November 2025, reported record Q3 2025 revenue of $648 million and may be in a second half 2026 IPO candidate. Chainalysis is another potential 2026 IPO candidate, and Blockchain.com is also set to be targeting a potential 2026 listing. Before I dive into the financial results, I'd like to quickly summarize our Q1 2026 and subsequent events. First, as I mentioned, we purchased 2.2 million of Series B1 preferred shares in BitGo in early 2026, and BitGo completed its IPO on January 22nd, 2026. Our shares are subject to a six-month post-IPO lockup through July 21st, 2026. Second, since January 1st, we deployed an additional 10.5 million across BitGo, as mentioned, Fireblocks, Uphold, and Polymarket. Total invested capital since inception has now reached approximately 41.4 million as of May 7th, 2026. Third, on January 29th, 2026, our board of directors approved the stock buyback program and authorized management to proceed at its discretion. We view this program as an important tool for narrowing the discount between our market price and our NAV. Fourth, on April 20th this year, we announced the partial divestiture of our Ripple position, generating an approximate 150% return in less than four months. With that overview, I will quickly run through our financials since our inception. So turning to our statement of assets and liabilities, as of December 31st, 2025, total assets stood at $53.2 million, comprised of $30.5 million in investments at fair value and $22.6 million in cash and cash equivalents. We have total liabilities of $1.2 million, resulting in net assets of approximately $52 million, or $7.81 per share on approximately 6.7 million shares outstanding. On our financial highlights for the period from inception to August 7th, on August 7th through December 31st, 2025, we generated 695,000 in interest income against total operating expenses of 1.6 million, resulting in a net investment loss of approximately 952,000. Combined with 406,000 of net unrealized depreciation, our net decrease from operations was 1.4 million. Separately, we incurred 6.7 million in one-time IPO expenses which comprise of $1.9 million in offering costs and $4.8 million in underwriters fees. I want to emphasize that these costs are non-reoccurring and reflect the heightened SEC review process for a crypto-focused fund and are not representative of our ongoing expense base going forward. I will now turn the call back over to Dinaj before we begin taking questions. Thank you.

Thank you, Elliot. In conclusion, we believe C1 Fund offers a rare opportunity for public market investors to access a dollar of high quality private digital assets for approximately 43 cents. Our shares trade at an approximately 57% discount to our year-end NAV of 7.81 per share, providing a built-in margin of safety with multiple paths to NAV realization. Through CFMD, investors gain access to pre-IPO digital asset infrastructure leaders that are otherwise unavailable in the public markets. As we mentioned earlier in the call, several of those portfolio companies are pursuing IPOs in 26, 27. And any one of those exits unlocks NAV realization for our shareholders. We also believe the macro backdrop is becoming increasingly favorable, driven by improving regulatory clarity, broader institutional participation, the convergence of AI and blockchain infrastructure, and the growing pipeline of potential liquidity events across the sector. Combined with BitGo's IPO, our recent Ripple liquidity event, the open market insider purchases by our board and senior leadership, and our share repurchase program, we believe that C1 Fund offers investors a differentiated way to participate in private market upside with multiple potential catalysts on the horizon. We look forward to sharing upcoming milestones in the weeks and months ahead one final thought on why we believe the current discount is poised to narrow to illustrate this point consider destiny tech 100 ticker dxyz which is another nyse listed fund that provides public market investors with access to late stage private companies Through its first roughly six quarters as a public fund, DXYZ traded at a meaningful discount to its NAV. As its private portfolio companies were marked up over time, the fund re-rated significantly. Today, DXYZ trades at approximately 163% premium to NAV at $52.54 per share against a NAV of $19.97. Whilst past performance is not indicative of future results, and this comparison is for illustrative purposes only, we believe CFND today sits in an early phase. Our closing price yesterday of $3.34, meaning we traded a 50% discount to now, with multiple liquidity catalysts already in motion across Ripple, Kraken, Blockchain.com, Bitgo and Polymarket, we believe discipline the execution against our three drivers of value, compounding NAV, narrowing the discount and realizing exits provides a compelling path forward for our shareholders. With that, we will now open up the call for questions. Operator.

We will now begin the Q&A section of this call. Please submit your questions by clicking the ask a question tab. Our first question is NAV at year end is around a 50% discount. How do you plan to close that gap in the near term?

We plan to do that with the year end NAV of $7.81 per share against the current market price of around $3.34. We believe the market materially undervalues our portfolio and creates a rare opportunity for public market investors to access private digital asset companies at a significant discount. We are addressing the discount on four parallel tracks, continued liquidity events that mark portfolio value to actual cash, the share repurchase authorization the board approved in January, a consistent and transparent reporting cadence, and sustained engagement with the investor community. to a meaningful insider signal, members of our board and senior leadership team purchased shares on the open market in December 2025 and plan to do again shortly, which we believe reflects alignment and long-term confidence in the strategy. On the structural context, closed-entrant funds often traded discounts in their in less familiar sectors, our conviction is that disciplined execution and consistent reporting produce long-term convergence between price and NAP. specific milestones to watch over the next two to three quarters, subsequent NAV updates, additional portfolio company additions consistent with our infrastructure thesis, any further liquidity events and disclosed activity under our repurchase authorization. We treat the discount as something we close through performance, disciplined execution, capital return, and demonstrated realizations. Next question.

The next question is the board authorised a three million dollar share repurchase programme back in January. Does management intend to act on that authorisation and what conditions need to be in place before you start buying?

That's a great question. Yes, the board did authorise the programme in January, but precisely when conditions support it. And at the level the fund currently trades, that authorization is increasingly attractive. Our current intention is to begin executing on the repurchase authorization in June. The conditions we are working on an appropriate trading framework in place to govern the repurchase activity and confirming our liquidity position relative to ongoing capital commitments we view buybacks and the new portfolio deployments as complementary rather than compel competing uses of capital with approximately 12 million in dry powder today we believe we can continue to fund selective new investments through the repurchase program. We intend to be transparent about activity under the program as it gets underway, consistent with our disclosure requirements. Our intention is to begin executing on this program in June once those windows are open. And as of today's discount, returning capital through buybacks is an attractive use of that dry powder to narrow the discount. Thank you. Next question.

Our next question is Destiny Tech 100 trades at roughly a 50 percent premium to NAV, despite no realized exits to date. How do you think about that disconnect and what gets C1 to a comparable premium?

I can take that question. I think here, I think the starting point is the disconnect that was just asked about it. So Destiny, it hasn't produced a single realized exit yet, but it does have some marquee positions that are still entirely private. There has not necessarily been a demonstrated path to liquidity, but yet the market's still paying a roughly 50% plus to premium to NAV just for having that exposure. Now, I think, you know, you got to think about C1 Fund. We've produced two realized liquidity events already in the first nine months of us being a public fund. You know, the Bitcoin IPO we talked about in January, the partial Ripple realization, which was at 150% return, and that was all under four months, right? But yet we still are trading at a deep discount. So I know that's something that we here are finding difficult to reconcile just on the fundamentals alone. Right? So with destiny, what they've done is that they've done, they built up strong retail awareness around these marquee household names. And that and that we believe translates into the premium it currently carries, you know, and we respect that that's a valid strategy. But I think in our mind, there are three big structural differences in how the two funds are considered here. I mean, first, I think, is the realize versus unrealize. And we discussed that is that, you know, we've already at C1 Fund, we've converted our portfolio value into actual cash here now twice. And that was under nine months, right? Destiny has not. I think second, and this is a very important factor, is that we are purpose built for a single sector, right? That's digital asset infrastructure. And, you know, we're focused on the late stage regulated businesses that are actually generating real revenue in these markets and that are slowly and quickly, slowly working towards converging with the public capital markets. Right. Destiny is is a broader thematic basket. Right. And those valuation marks are simply inherently going to be more speculative as they go across a variety of different sectors. And I think this third structural construct here is that. Our deployment has been very active and disciplined here. Since IPO, we've signed seven post-IPO investment agreements in Q4. And we deploy that capital very quickly. And as of today, we're now in 11 of the leading digital asset companies. We're retaining approximately 12 million-ish in dry powder right now for additional opportunistic deployments, which we're actively working on. So we think the path to earning a similar scarcity premium that Destiny has is in the demonstrated returns and the visibility. And the visibility is going to come through these continued liquidity events. And we've had two so far reporting like this from a transparency point of view. And I think most importantly, the sustained investor engagement. Back to you, operator.

Thank you. Our next question is, can you provide more details on the ripple divestiture? Is the realized gain reflected in the NAV?

I could take that question as well. I think, as we mentioned in our presentation, on April 20th of this year, we announced a small partial divestiture of that investment in Ripple, and that yielded about 422K in proceeds for us. And that's an approximate 150% return, gross return, in less than four months, right? And that transaction was executed in connection with the Ripple led share buyback, which was done at a roughly $50 billion valuation. And on top of that, C1, we continue to maintain exposure to Ripple even after that partial sale. Now, I think to address the second part of that question about RealizeNav, So the realized gain is not reflected in the December 31st, 2025 NAV, right, of 781. The Ripple transaction, it occurred in April 2026, so in Q2, and we've reported it as a subsequent event here. So the economic benefit will be captured in our next reported NAV. That's the first thing. I think the other thing I want to mention is that Even with this partial divestiture, our thesis in Ripple still remains fully intact. There's a lot of great news around the company. It has now an XRP ETF, which has been approved. It's still continuing to scale its blockchain based payments, custody and stablecoin infrastructure franchise, and it's serving financial institutions globally. In fact, we've actually increased our position in Ripple as part of that 10.5 million of post year end deployments. So I think what this transaction reinforces here, it's an important point about how we manage the portfolio. We're not simply a buy and hold vehicle waiting slowly for IPOs for liquidity here. Where we see opportunities to realize attractive returns, whether it's through secondary transactions, tender offers like in this situation, and I'm sorry, company led buybacks in this situation, you know, we will act on them. And we're going to still preserve our core exposure where it makes sense. So I think the key point here is that the realized return, it validates basically our sourcing discipline, right? A 150% gross return in under four months, I think, reflects the quality of our entry point and also the underlying franchise here that we're building, not only with Ripple, but the other companies in our portfolio. Back to you, Operator.

Thank you. And our final question for today is how many more exits or liquidity events are we likely to see this year?

I can take this one as well. I think I think we're going to see multiple. Well, we're already seeing multiple potential paths to liquidity over the remainder of this year. Obviously, timing is going to be subject to market conditions and the actual decisions of the underlying portfolio companies. You know, we obviously had the most visible item. It wasn't BitGo, right? We hold 2.2 million shares in their series B1 preferred, which we acquired in early 2026. Now, BitGo has already completed its IPO on January 22nd, and our shares will come off of lockup on July 21st. So at that point, we're going to evaluate what's the, I guess, the optimal action at that point to maximize value for the shareholders. If you look across our pipeline, we got good visibility on Kraken. It's already filed a confidential S-1 with the SEC last November. It's already reported record Q3 2025 revenue, and that's $648 million. We view this as a potential second half 2026 IPO candidate, again, subject to market conditions. We know that blockchain.com, has been in the press over the last few months about exploring a 2026 IPO listing here. Again, that's also subject to market conditions. And the exact timing of that remains unknown, but we're actively following that. And also the other companies that are probably closer to potential exit are Chainalysis, uphold consensus and potentially even polymarket, who we all know are regarded and being talked about as near term IPO candidates. So we think we have a healthy list of additional public market candidates that are sitting in our portfolio at the moment. The other point I want to emphasize is that even beyond these IPOs, our Ripple realization is a useful template here. We do expect, depending on if the IPO market isn't necessarily open for a lot of these companies, we expect there's going to be a lot more secondary transactions. buybacks, tender offers, and that's going to potentially provide us like it did with Ripple, these intermittent, I guess, realization opportunities that are going to be completely independent of IPO timing. So I think as a general principle here, what we're trying to do at C1, we're not trying to peg our shareholder returns to a single exit. We have 11 companies and expands the broad range of digital asset infrastructure from custody to exchanges, payments, analytics, and so forth. So what we're doing is we're building a portfolio of multiple potential catalysts. So we're not confined to one particular subsector. Obviously, we can't predict exact timing, but we think given the runway of activity in front of us, it's going to be a lot more visible right now than at any other point since our IPO.

Thank you. I would now like to turn the call back over to Dr. Kidwai for his closing remarks.

Thank you, operator. Thank you all for joining us for today's call. And thank you to our shareholders, our advisors and our portfolio company partners for the trust that you have placed in C1 Fund. We are proud to serve as the bridge between public market investors and the leading private companies powering the digital asset economy. And C1 Fund continues to be well positioned for long term value creation. If we were unable to answer any of your questions today, please reach out to our firm, MZ Group. We'll be more than happy to assist. Thank you for your time today. And this concludes the call.

This concludes C1 Fund Q4 2025 annual results. If you have any further questions, please send an email to investors at c1fund.com. Thank you for your participation. You may now disconnect.