Glimpse Group, Inc. (BTLN)

Brightline Interactive, Inc. operates in the emerging Physical AI infrastructure market, providing an open standards-based interoperability and operational context platform called SpatialCore. The platform is designed to connect autonomous systems, sensors, digital twins, AI models, and other real-world data sources into a shared, governed understanding of physical environments. The company primarily serves the Department of War and aims to expand into civil government entities and commercial enterprises that utilize intensive, large and complex data sets. The market for open standards-based interoperability infrastructure for Physical AI is fragmented across several adjacent software categories, and the company competes with different companies depending on the specific capability at issue. The company believes the market for interoperability infrastructure is less mature and less consolidated than the markets for the AI models, autonomous physical systems, and command-and-control software that operate on top of it, and that no company has yet established a dominant position across the full range of capabilities it provides.

The company's primary competitors include Viam, which offers a cloud-connected robot operating system and data platform for diverse machine fleets; Applied Intuition and Duality AI, which offer sensor-simulation, synthetic training data, and vehicle-autonomy platforms across automotive, industrial, and defense markets; and Battle Road and Bohemia Interactive Simulations, which offer training-simulation software and services for the DoW. The company believes its competitive advantages include a business model built around integration and consumption rather than the sale of physical systems or AI models, which reduces any incentive to lock customers into proprietary hardware or models; having developed SpatialCore through more than four years of co-development with the U.S. Navy and Cooperative Research and Development Agreements with the U.S. Navy and the U.S. Army, and having served as a prime contractor through an OTA with the U.S. Navy; an open standards-based architecture consistent with the DoW's modular open systems architecture requirements; and the ability to apply learnings and technology developed for the DoW to civil government and commercial customers.

The company's business model has two components. The first is integration: customers pay the company to connect their systems, sensors, platforms, or data sources to SpatialCore, and this work is designed to be reused across future customers and programs. The second is consumption: once integrated, customers may use SpatialCore on an ongoing basis across missions, operations, simulations, and AI workflows, from which the company intends to generate recurring revenue tied to consumption rather than a fixed subscription fee. The company markets its offerings through a growth team of approximately three employees, with input and coordination from executives, as well as through its partnership network and existing customer base. The typical sales cycle can be between three and 18 months, depending on the size and complexity of the proposed solution and the customer's level of understanding of the immersive technology space and prior experience, with longer sales cycles often applying to DoW type customers.

SpatialCore is the company's core product, an interoperability and operational context platform for Physical AI. It is the result of more than four years of co-development with the U.S. Navy and has components used in live Navy operations. The company has developed SpatialCore's technology and operational approach over the past several years through Cooperative Research and Development Agreements and funded programs with the FAA, U.S. Navy, and the U.S. Army. In July 2025, the company completed development of a unified synthetic training ecosystem for the DoW, providing digital-twin simulation, multi-domain scenario modeling, AI-augmented scenario creation, and open-standards interoperability across live, virtual, and constructive training assets. The company is hardware agnostic. The company's go-to-market strategy follows a staged sequence: first, deepening its footprint within the DoW; second, extending into civil federal and state government markets; third, extending into the defense industrial base through partnerships with original equipment manufacturers; and fourth, addressing the broader commercial autonomy market, including logistics, manufacturing, and critical infrastructure.

In July 2025, under a separate contract with a DoW customer, the company completed development and delivery of a unified synthetic training ecosystem enabling users to train, plan, and execute missions in a virtualized environment. The system incorporates AI-augmented, no-code scenario creation tools, digital twin and multi-domain simulation capabilities enriched with geospatial data, and an open-standards architecture designed for interoperability with live, virtual, and constructive training assets. On August 13, 2025, the company entered into a contract with the DoD for a $2+ million SpatialCore contract to be delivered over a 12 month period supporting the creation and interoperability of government owned digital twins or real world systems. During fiscal year 2026, the company's Other Transaction Agreement with the Naval Surface Technology & Innovation Consortium, under which it serves as a prime contractor supporting the U.S. Navy, was extended through September 2027. The NSTIC OTA is a consortium-wide contracting vehicle managed by the Naval Surface Warfare Center, Dahlgren Division, with an overall ceiling value publicly reported by NSTIC as exceeding $1 billion. On May 14, 2026, the company closed a registered direct offering pursuant to a securities purchase agreement, selling 622,306 shares of common stock, accompanying warrants to purchase up to 4,193,182 shares of common stock and, in lieu of common stock to certain investors, pre-funded warrants to purchase up to 2,732,240 shares of common stock. The combined purchase price for each share of common stock and accompanying warrant was $0.55, and each pre-funded warrant and accompanying warrant was $0.549. The pre-funded warrants had an exercise price of $0.001 per share of common stock and became immediately exercisable upon issuance. The warrants had an exercise price of $0.55 per share of common stock and will be exercisable six months from the original issuance date and will expire seven and a half years from the date of original issuance. The company received net proceeds of approximately $1.79 million from the offering. On June 1, 2026, a new Board of Directors and executive leadership team, led by Chief Executive Officer Tyler Gates and Board Chairman Admiral Scott Swift, USN (Ret.), assumed responsibility for the Company. In August 2026, the company changed its corporate name to Brightline Interactive, Inc. and its Nasdaq ticker symbol from GGRP to BTLN. On July 27, 2026, the company entered into a memorandum of understanding with Swarmer, Inc., a drone autonomy software company, to potentially jointly develop and integrate their respective technologies and pursue shared business opportunities with the DoW. On August 26, 2026, the company entered into a teaming agreement with Computer Systems Center Incorporated to support LIFTOff Louisiana, a test site under the Federal Aviation Administration's eVTOL Integration Pilot Program. On September 9, 2026, the company entered into a memorandum of understanding with George Mason University's College of Engineering and Computing and its Global AI Innovation & Literacy Center. On June 30, 2026, the company announced it had entered into a Master Purchase Agreement with Glimpse Learning, Inc. to sell all of the issued and outstanding membership interests in Glimpse Learning, LLC, together with certain assigned assets used exclusively in the subsidiary's business.

Total revenue for the year ended June 30, 2026 was approximately $0.32 million compared to approximately $5.27 million for the year ended June 30, 2025, a decrease of approximately 95%. Gross profit was approximately $0.19 million for fiscal 2026 compared to approximately $3.21 million for fiscal 2025, a decrease of approximately 94%. Gross profit margin was approximately 59% for the year ended June 30, 2026 compared to approximately 61% for the year ended June 30, 2025. Total operating expenses were approximately $15.76 million for fiscal 2026 compared to approximately $4.62 million for fiscal 2025, an increase of approximately 241%. The company incurred a net loss of approximately $16.64 million for the year ended June 30, 2026 compared to a net loss of approximately $2.55 million for the year ended June 30, 2025. The net loss was primarily driven by a non-cash goodwill impairment of approximately $10.56 million and reduced revenue and related gross profit. Adjusted EBITDA loss was approximately $4.06 million for fiscal 2026 compared to approximately $0.11 million for fiscal 2025.

The company's primary growth vector is expanding its footprint within the Department of War, where SpatialCore has been developed and validated through several years of operational deployment. The company's go-to-market strategy also includes extending into civil federal and state government markets, with the August 2026 teaming agreement with Computer Systems Center Incorporated to support LIFTOff Louisiana representing SpatialCore's first potential application in a civil government setting. The company also plans to extend into the defense industrial base through partnerships with original equipment manufacturers, and to address the broader commercial autonomy market, including logistics, manufacturing, and critical infrastructure. The company intends to pursue partnerships with other companies across autonomy, sensor, robotics, and artificial intelligence markets, similar to the memorandum of understanding with Swarmer, Inc. entered into in July 2026.

The company's growth strategy also includes leveraging its partnerships and collaborations to expand its reach. The memorandum of understanding with George Mason University's College of Engineering and Computing and its Global AI Innovation & Literacy Center is intended to align SpatialCore with the mission needs of new and existing sponsors across applied research, workforce development, and technology innovation, and to identify future sponsored research, technology development, and collaborative-project opportunities. The company's partnership with Swarmer, Inc. is intended to pursue joint research and development, integration of their respective technologies, and shared business opportunities through existing relationships and contracting vehicles with the DoW. The company believes that because SpatialCore is designed to operate beneath, rather than compete with, the platforms and applications built by other companies in the Physical AI ecosystem, companies that might otherwise be viewed as competitors can instead become partners, customers, or suppliers.

The company's gross profit margin was approximately 59% for the year ended June 30, 2026, compared to approximately 61% for the year ended June 30, 2025, a decrease of approximately 2%, reflecting a change in cost structure of DOW projects. Research and development expenses increased by approximately 112% to approximately $2.33 million in fiscal 2026, primarily reflecting a lesser proportion of headcount expense being allocated to revenue projects cost of goods sold due to revenue decrease. General and administrative expenses increased by approximately 14% to approximately $2.30 million, primarily reflecting increased investor relations efforts. Sales and marketing expenses decreased by approximately 50% to approximately $0.53 million, primarily reflecting a decrease in revenue related incentive pay.

The company's research and development team is currently comprised of approximately fifteen employees, and their activities include designing and developing core SpatialCore features, integrating emerging technologies into operational workflows, conducting experimentation with government and enterprise partners, and working to ensure that new technologies are cost-effective, repeatable, and deployable at scale. The company's information technology systems are supported by several employees who maintain and enhance the systems that underpin business operations, internal security, and customer delivery, specifically systems that comply with stringent DoW operational and security requirements. The company updates and builds its information technology infrastructure through further investments focused on cost efficiencies, security, reliability, functionality, and scalability.

The company's capital allocation strategy includes investing in research and development, with R&D expenses of approximately $2.33 million in fiscal 2026. The company has not declared or paid any cash dividends on its capital stock and does not intend to pay any cash dividends in the foreseeable future. The company is committed, subject to limitations on distributions under Nevada law, to pay certain distributions in the event it sells the business of any of its entities or reports consolidated net income on its fiscal year end audited financial statements. In the event the company sells all or substantially all of the business of any of its entities for a price in excess of $10,000,000, it may distribute no less than 85% of the after-tax net proceeds for such sale. In the event the company's annual audited financial statements report consolidated net income, it may distribute, within 90 days after completion of such audit, 10% of the consolidated net income for such fiscal year.

The company faces significant headwinds, including the U.S. Government shutdown in early 2026, continuing budget resolutions which produced no new funding, and delay in passing of the U.S. Government fiscal year 2026 budget. These budget delays have resulted in the company no longer being able to invoice its current primary DOW customer for work currently being done, material uncertainty regarding whether the current work will be funded in an ultimate U.S. Government budget passage, and limited visibility regarding its ability to secure other future revenue contracts. The company has concluded that substantial doubt exists about its ability to continue as a going concern for a period of at least 12 months from the date of issuance of the consolidated financial statements. The company's cash and cash equivalents as of the date of the filing may not be sufficient to fund operations and other commitments for at least the next twelve months.

The company also faces the risk of delisting from Nasdaq. On March 13, 2026, the company received a notification letter from Nasdaq notifying it that, because the closing bid price for its common stock was below $1.00 for the prior 30 consecutive business days, it no longer met the minimum bid price requirement for continued listing on the Nasdaq Capital Market. On September 11, 2026, the company received a written notification from Nasdaq informing it that Nasdaq's staff had determined to delist its common stock. The company timely submitted a request for a hearing before a Nasdaq Hearings Panel, which will stay the suspension of its securities pending the issuance of a written decision. In an effort to regain compliance, the company declared an 1:8 reverse common stock split effective with the opening of public equity markets on September 28, 2026.

Management's message to shareholders emphasizes the transformation of the company into a pureplay Physical AI infrastructure company, centered on Brightline and SpatialCore, following the assumption of responsibility by a new Board of Directors and executive leadership team on June 1, 2026. Management concluded that the company's resources, personnel, and public-company platform were best concentrated around Brightline and SpatialCore, rather than the broader portfolio of immersive-technology businesses previously operated. Consistent with this conclusion, the company divested or discontinued non-core operations, including Glimpse Learning LLC, and in August 2026 changed its corporate name to Brightline Interactive, Inc. and its Nasdaq ticker symbol from GGRP to BTLN. Management's strategic priorities include deepening the company's footprint within the DoW, extending into civil federal and state government markets, extending into the defense industrial base through partnerships, and addressing the broader commercial autonomy market. Management also emphasizes the company's business model of integration and consumption, and its belief that SpatialCore creates important competitive advantages that may enable the company to become a significant provider of interoperability and operational context software and services.

Total revenue for the year ended June 30, 2026 was approximately $0.32 million ⁶, compared to approximately $5.27 million ⁷ for the year ended June 30, 2025, a decrease of approximately 95% ⁸. Net loss for the year ended June 30, 2026 was approximately $16.64 million ⁹, compared to a net loss of approximately $2.55 million ¹⁰ for the year ended June 30, 2025. The company did not report EPS figures in the filing. Gross profit was approximately $0.19 million ¹¹ for fiscal 2026, compared to approximately $3.21 million ¹² for fiscal 2025, a decrease of approximately 94% ¹³. Gross profit margin was approximately 59% ¹⁴ for the year ended June 30, 2026, compared to approximately 61% ¹⁵ for the year ended June 30, 2025. Total operating expenses were approximately $15.76 million ¹⁶ for fiscal 2026, compared to approximately $4.62 million ¹⁷ for fiscal 2025, an increase of approximately 241% ¹⁸. The increase in operating expenses primarily represents a goodwill impairment of approximately $10.56 million ¹⁹ recorded in fiscal year 2026, which was a non-cash charge. Loss from continuing operations before discontinued operations and other income was approximately $15.57 million ²⁰ for fiscal 2026, compared to approximately $1.41 million ²¹ for fiscal 2025. Discontinued operations loss was approximately $1.21 million ²² for fiscal 2026, compared to approximately $1.33 million ²³ for fiscal 2025. Other income was approximately $0.14 million ²⁴ for fiscal 2026, compared to approximately $0.19 million ²⁵ for fiscal 2025. Adjusted EBITDA loss was approximately $4.06 million ²⁶ for fiscal 2026, compared to approximately $0.11 million ²⁷ for fiscal 2025. As of June 30, 2026, the company had cash and cash equivalents of $3.15 million ²⁸ and an accumulated deficit of $82.23 million ²⁹. The company had no outstanding debt obligations as of June 30, 2026 ³⁰. Net cash used in continuing operating activities was approximately $3.87 million ³¹ for fiscal 2026, compared to cash provided of approximately $0.18 million ³² for fiscal 2025. Net cash used in continuing investing activities was approximately $1.53 million ³³ for fiscal 2026, compared to approximately $1.52 million ³⁴ for fiscal 2025. Net cash provided by financing activities was approximately $1.93 million ³⁵ for fiscal 2026, compared to approximately $6.80 million ³⁶ for fiscal 2025. Net cash used in discontinued operations was approximately $0.22 million ³⁷ for fiscal 2026, compared to approximately $0.47 million ³⁸ for fiscal 2025. Net decrease in cash, cash equivalents and restricted cash was approximately $3.69 million ³⁹ for fiscal 2026, compared to a net increase of approximately $4.99 million ⁴⁰ for fiscal 2025. Cash, cash equivalents and restricted cash, beginning of year was $6.84 million ⁴¹ for fiscal 2026, compared to $1.85 million ⁴² for fiscal 2025. Cash, cash equivalents and restricted cash, end of year was $3.15 million ⁴³ for fiscal 2026, compared to $6.84 million ⁴⁴ for fiscal 2025. For the year ended June 30, 2026, one customer accounted for approximately 78% ⁴⁵ of total revenue, and a different customer accounted for approximately 80% ⁴⁶ of total revenue during the year ended June 30, 2025. For both fiscal years ended June 30, 2026 and 2025, the five largest customers accounted for approximately 100% ⁴⁷ of revenue. Software services revenue was approximately $0.26 million ⁴⁸ for fiscal 2026, compared to approximately $5.24 million ⁴⁹ for fiscal 2025. Royalty income was approximately $0.06 million ⁵⁰ for fiscal 2026, compared to approximately $0.03 million ⁵¹ for fiscal 2025. Cost of goods sold was approximately $0.13 million ⁵² for fiscal 2026, compared to approximately $2.06 million ⁵³ for fiscal 2025. Research and development expenses were approximately $2.33 million ⁵⁴ for fiscal 2026, compared to approximately $1.10 million ⁵⁵ for fiscal 2025. General and administrative expenses were approximately $2.30 million ⁵⁶ for fiscal 2026, compared to approximately $2.02 million ⁵⁷ for fiscal 2025. Sales and marketing expenses were approximately $0.53 million ⁵⁸ for fiscal 2026, compared to approximately $1.07 million ⁵⁹ for fiscal 2025. Amortization of acquisition intangible assets was approximately $0.02 million ⁶⁰ for fiscal 2026, compared to approximately $0.29 million ⁶¹ for fiscal 2025. Change in fair value of acquisition contingent consideration was approximately $0.02 million ⁶² for fiscal 2026, compared to approximately $0.14 million ⁶³ for fiscal 2025. Depreciation and amortization was approximately $0.05 million ⁶⁴ for fiscal 2026, compared to approximately $0.35 million ⁶⁵ for fiscal 2025. Stock based expenses were approximately $0.74 million ⁶⁶ for fiscal 2026, compared to approximately $0.62 million ⁶⁷ for fiscal 2025. Net loss from continuing operations was approximately $15.43 million ⁶⁸ for fiscal 2026, compared to approximately $1.22 million ⁶⁹ for fiscal 2025. EBITDA loss was approximately $15.38 million ⁷⁰ for fiscal 2026, compared to approximately $0.87 million ⁷¹ for fiscal 2025.

The company faces material risks related to its customer concentration, with one customer accounting for approximately 78% ¹ of total revenue in fiscal 2026 and a different customer accounting for approximately 80% ² in fiscal 2025, and the five largest customers accounting for approximately 100% ³ of revenue in both fiscal years. The company's shift to a pureplay Physical AI infrastructure company will increase its dependence on U.S. Government contracts, and changes in governmental policies, budget priorities, funding levels, shutdowns, delays in passing appropriations, or cancellation of existing contracts could have a material adverse effect. The company has already experienced the impact of U.S. Government budget delays, which resulted in a goodwill impairment of approximately $10.56 million ⁴ and contributed to a net loss of approximately $16.64 million ⁵ for fiscal 2026. The company has concluded that substantial doubt exists about its ability to continue as a going concern for a period of at least 12 months from the date of issuance of the consolidated financial statements, as its cash and cash equivalents may not be sufficient to fund operations for at least the next twelve months. The company also faces the risk of delisting from Nasdaq, having received a Staff Determination on September 11, 2026, and while it has requested a hearing, there can be no assurance that the Hearings Panel will allow the listing to continue. Additionally, the company has identified a material weakness in its internal control over financial reporting related to the documentation and accounting of complex financial instruments, which could lead to material misstatements in its financial statements.