ZOOZ Strategy in 2025: The Bitcoin Treasury Grew, and the Flywheel Business Became an Option

Introduction to the Company

By the end of 2025, ZOOZ Strategy was no longer a charging-infrastructure company with a balance-sheet bridge to commercialization. It had become, almost in one move, a public bitcoin holding vehicle with a residual flywheel business kept alive mainly as an option. On the surface, the shift looks constructive: 1,047 bitcoin, $27.0 million of cash, promissory notes repaid, and equity of $119.2 million. That is the part that clearly worked.

But that is only half the read. This is neither a clean bitcoin proxy nor a revived operating business. The company finished the year with a $53.1 million operating loss, negative operating cash flow of $13.8 million, and 106.5 million equity-linked instruments, RSUs, options, and warrants still hanging over the capital structure, before another 4.0 million earnout rights. So the asset base exists, but the path from that asset base to per-share value is still far from clean.

What works today is the capital-markets platform. ZOOZ managed to use its public listing to raise capital, build the bitcoin reserve, clean up debt, and still keep a cash cushion. What does not work is the operating layer underneath it. The legacy business generated only $247 thousand of revenue in 2025, sold no additional systems in the second half of the year, and ended the year with just 9 employees.

There is also a practical actionability problem. On April 3, 2026, daily turnover stood at only about NIS 51.6 thousand, short float was 0.40%, and SIR was 1.54. So even if the asset story is interesting, this is still a low-liquidity stock where the discount can persist and the share price does not have to map the balance sheet cleanly in real time.

The Economic Map

Events and Triggers

The first trigger: July 2025 changed the company’s DNA

The key event in the filing is not a system sale. It is the July and September 2025 private placement. The company sold shares, warrants, and pre-funded warrants, raised about $153 million net, made bitcoin its primary treasury reserve asset, and used part of the proceeds to repay the EBC note and the Keyarch Global note. By year-end, there was no current promissory note, no related-party promissory note, and no warrant liability left on the balance sheet.

That means the balance sheet really was cleaned up. But the cleanup did not come from operating profit or from the maturation of the legacy business. It came from aggressive equity issuance and a new capital-allocation policy. The correct read of ZOOZ in 2025 is therefore not “a charging company that improved,” but “a public company that replaced its engine.”

The second trigger: the legacy business was not shut down, but it was put on standby

In June 2025, the company announced a broad cost-reduction and restructuring initiative. The result is plain in the filing: it says no additional ZOOZTER-100 systems were sold in the second half of 2025, and that as of the report date the company does not currently generate revenue. At the same time, it recorded a $2.888 million inventory write-down, including $1.171 million of raw materials not expected to be used, and a $453 thousand loss on equipment disposals because it does not currently expect to manufacture additional systems in the foreseeable future.

This does not look like a business on the verge of commercial acceleration. It looks like a technology platform being kept alive while strategic alternatives are being explored. The company still describes pilots, patented technology, and adjacent possible applications, including the defense industry, but as of the end of 2025 the value of that leg is optional rather than foundational.

The third trigger: after year-end, bitcoin fell and the company still chose to buy back some stock

The post-balance-sheet events sharpen the picture. Between January 5, 2026 and February 12, 2026, ZOOZ repurchased 1,831,033 ordinary shares for $862,957, plus $18,310 of brokerage commissions. That is a positive sign of capital-allocation awareness, but it has to be kept in proportion: on March 20, 2026, the company still held 1,047 bitcoin, but the fair value of that position had already fallen to $73.8 million, down from $91.6 million at year-end.

In other words, the buyback shows management is willing to act on the share count as well as on the bitcoin reserve. But for now the volatility of the asset base is still far larger than any cosmetic effect from the repurchase.

Efficiency, Profitability, and Competition

What matters here is that this is no longer a normal competitive story of price, volume, and mix. The real question is whether there is still an operating engine that can honestly be called a business. By the end of 2025, the answer remained only partial.

Revenue nearly disappeared, and the gross loss became a clean-up of the past

Revenue fell to just $247 thousand in 2025, from $1.041 million in 2024 and $764 thousand in 2023. Cost of revenue was $3.111 million, so gross loss widened to $2.864 million. This was not only about weak sales. The filing makes clear that the result also included heavy inventory write-downs, lower expected recovery from existing assets, and an admission that raw materials built for a broader manufacturing phase were no longer likely to be used soon.

On a first read, 2025 can look like a weak year. That is still too soft a reading. 2025 was the year the company marked down the legacy business. It did not simply sell less. It also reset downward the economic assumptions behind the inventory and equipment it had once built for a broader commercialization path.

Most of the cutting happened in the old platform, not in the new corporate layer

Research and development expense fell to $3.742 million from $5.062 million, mainly after headcount reductions and lower subcontractor and material costs. Sales and marketing expense stayed almost flat at $1.310 million. On the surface, that looks like efficiency.

But that is not the core of the picture. The real issue is that general and administrative expense jumped to $14.908 million from $3.664 million. The increase came mainly from $6.7 million of share-based compensation, roughly $1.9 million of additional directors’ compensation, about $1.0 million of investor-relations expense, and a sharp rise in professional and advisory fees associated with the financing and the bitcoin transition.

So the company cut back the old operating platform, but built a much more expensive corporate layer in its place. That may not be wrong. It may simply be the cost of becoming a public bitcoin treasury vehicle. But it does mean investors should not ask only whether bitcoin goes up. They also need to ask how much of that upside remains after the new corporate layer takes its share.

The headcount table shows what is really left

The employee disclosure makes the story even sharper. At the end of 2025, ZOOZ had 9 full-time employees, down from 38 at the end of 2024 and 50 at the end of 2023. Of those, 7 were in research and development and only 2 in general and administration. There were no operations employees and no sales and marketing employees at all.

That number explains the whole section above. If there are no operations employees and no sales employees, it is difficult to argue that the company is sitting on the verge of a broad commercial rollout of the old product. The only newly disclosed 2025 order was an order from SMYZE, a company controlled by Fang Zheng, who then served as a director of the company, for one ZOOZTER-100 system for demo purposes with an option to purchase later on terms still to be agreed. That is not illegitimate. It is simply not broad third-party commercial proof.

The company itself also says it still lacks enough information to validate the value of its solution to customers over the life of the product, and that the EV charging infrastructure market and any new legacy-business applications remain early-stage and require market education. That is the language of a platform being kept alive, not of a business that has returned to a commercial path.

Cash Flow, Debt, and Capital Structure

The balance sheet is stronger, but the reserve is not operating cash flow

The year-end 2025 balance sheet does look far stronger than the year-end 2024 balance sheet. Total assets rose to $122.6 million from $12.8 million. Total liabilities were only $3.4 million, down from $6.1 million. Cash rose to $27.0 million, and bitcoin stood at $91.6 million of fair value. The promissory notes disappeared, and the warrant liability disappeared as well.

But investors need to separate balance-sheet value from cash-generation power. Bitcoin does not produce operating cash flow. The company also says explicitly that it does not hedge its bitcoin holdings, and that it may in the future sell bitcoin for corporate purposes, pledge bitcoin in financing transactions, or otherwise use the position to generate funds. So the asset improves flexibility, but it does not replace a business.

That is also why the picture should be read as an extremely concentrated reserve structure. The $91.6 million of bitcoin are about 75% of total assets. Together with $27.0 million of cash, almost the entire balance sheet sits in liquid financial assets. Everything else, including right-of-use assets, equipment, deposits, prepaids, and other current assets, amounts to only about $3.9 million.

On an all-in cash basis, the company ended the year with cash because it raised capital

The cash framing has to stay disciplined here. On an all-in cash flexibility basis, meaning after the period’s actual cash uses, the company ended 2025 with $27.0 million of cash. That is comfortable, but it was built through financing.

Operating cash flow was negative $13.8 million. Investing cash flow was negative $122.0 million, almost entirely because the company bought bitcoin at a cost of $121.9 million. Financing cash flow was positive $154.5 million. So after all actual cash uses, the company was still left with cash only because the capital markets funded the transition.

That is not necessarily a negative. In fact, it is the reason the strategy worked at all. But it does mean the key question for 2026 is not just where bitcoin trades. It is whether the company can keep operating costs low enough that it does not have to return to the market again and again.

Dilution is the real barrier between a good balance sheet and per-share value

This is the most important non-obvious point in the filing. As of December 31, 2025, ZOOZ had warrants, RSUs, and options outstanding to purchase an aggregate of 106.5 million ordinary shares. That number does not include another 4.0 million earnout rights. Against about 162.0 million issued and outstanding shares, the overhang is close to two-thirds of the current share count.

That means investors are not simply holding bitcoin and cash. They are also holding a capital structure designed to remain highly dynamic. That is especially true because the company is operating an ATM program, has the SEPA in place, and still carries a full layer of warrants and other equity-linked instruments issued around the 2025 pivot.

This is also where the post-balance-sheet buyback needs to be kept in proportion. Repurchasing 1.83 million shares is not meaningless, but it is very small compared with the equity overhang already sitting above the company. So if bitcoin rises, it is not enough to ask what happens to asset value. Investors need to ask what happens to asset value per share.

Forward Outlook

Four points need to be on the table before anyone reads 2026:

• ZOOZ has already proved it can raise capital around the bitcoin story. The next question is whether it can preserve that value on a per-share basis.
• Bitcoin is a reserve asset, not a business. It can rise, fall, be pledged, or be sold, but it does not solve the operating cash burn of the corporate structure.
• The legacy business is no longer the base case. As of the end of 2025, it is an option on a strategic alternative, not a normal operating forecast foundation.
• 2026 is a capital-allocation proof year. It is not a breakout year for flywheel commercialization, and not a normalization year for the income statement.

The company itself says it has no target bitcoin amount, does not hedge the position, and may sell bitcoin for corporate purposes, use bitcoin in future financing, or continue to raise capital. That means investors are buying a decision framework, not a fixed formula.

That is also what makes the next few quarters the real test. For the read on ZOOZ to improve over the next two to four quarters, it will not be enough for bitcoin to recover. The company also has to show three additional things: that the corporate cost layer is not expanding faster than the asset base, that the legacy technology advances into a real external event such as a partner, sale, or monetization with a paying customer, and that the material weakness in financial controls is genuinely moving toward remediation rather than becoming a permanent feature.

There is also a reasonable counter-case. One can argue that ZOOZ has already done the hard part: it cleaned up the balance sheet, built a large bitcoin reserve, kept $27 million of cash, and turned the legacy business into a relatively free option. If so, any bitcoin rebound and any external monetization event around the flywheel technology could work together. That is a legitimate argument. The problem is that the filing still does not prove the public-company carrying cost is low enough for that option to be close to free.

Risks

Bitcoin concentration without hedging

This is the top risk. The company holds one dominant asset, does not hedge it, and marks it through earnings at fair value. In 2025 that already created a $30.3 million unrealized loss, and by March 20, 2026 the disclosed fair value was down another roughly $17.8 million versus year-end. On top of that sit custody risk, regulatory risk, and the possibility that bitcoin could be pulled into a more burdensome regulatory framework over time.

Internal controls and governance

The company states explicitly that disclosure controls and procedures were not effective at the end of 2025, and that the material weakness tied to insufficient U.S. GAAP and SEC reporting expertise has not yet been remediated. This is not just a governance footnote. It matters because the company went through a deep strategic pivot in 2025, added a highly volatile fair-value layer, and now manages a complex capital structure. In exactly that kind of setup, the quality of the finance function becomes part of the thesis.

The flywheel business may remain only an option

The company itself acknowledges that the market and the customer value proposition are not yet sufficiently proven, that the market still requires education, and that the legacy business does not currently generate revenue. With only 9 employees left, no operations staff, no sales staff, and one newly disclosed 2025 order coming only from a related-party-controlled counterparty for demo purposes, it is hard to argue that this leg is close to a clean commercialization path.

Dilution and trading liquidity

Even if bitcoin rises, existing shareholders may not enjoy that upside fully if the capital structure keeps opening up. On top of that sits a real market-friction problem: low daily turnover and minimal short interest. This is the kind of setup where a discount can last, and where the stock does not need to reflect the asset base quickly or efficiently.

Conclusions

ZOOZ did accomplish one thing in 2025 that many dream stories never manage to do: it changed its capital structure in real time. It raised capital, cleaned up debt, built a large bitcoin reserve, and kept cash on hand. But in the same filing it also admitted that the original business now generates almost no revenue, that financial controls are still not strong enough, and that the capital structure remains loaded with equity-linked instruments.

Current thesis in one line: ZOOZ is no longer a charging company waiting for a breakthrough. It is a public bitcoin reserve vehicle with a technology option, and the real debate has shifted from whether there is an asset to how that asset’s value reaches existing shareholders.

What changed versus the old understanding of the company? ZOOZ used to look like a weak hardware story with a cash cushion. By the end of 2025 it looks like the opposite: a large bitcoin treasury with a weak hardware tail. That is a fundamentally different setup.

Strongest counter-thesis: one can argue the filing only captures the cost of the transition. If bitcoin recovers, if the corporate layer stabilizes, and if the flywheel technology finds a partner or a real external monetization path, shareholders may discover they own both a large reserve asset and a technology option that was given little value.

What may change the market’s interpretation over the short to medium term? First, the direction of bitcoin and whether the company can preserve bitcoin per share. Then, any real external monetization event around the old technology. And finally, whether the corporate layer and dilution begin to contract rather than expand.

Why this matters: because in ZOOZ’s 2026 setup, the question is no longer whether there is a story. There clearly is. The question is whether the story is being built for existing shareholders, or whether it remains mainly a public vehicle holding a volatile asset while leaking value through overhead, dilution, and an open capital structure.

Over the next two to four quarters, the thesis strengthens if the company shows expense discipline, avoids another aggressive dilution wave, and produces a real external event around the flywheel technology. It weakens if it needs more capital before the corporate layer normalizes, if bitcoin keeps falling without a compensating capital-structure response, or if the legacy business keeps showing up only as an idea rather than a transaction.