31 March 2026
AmBase Corp
10-K / March 30, 2026
10-K / March 24, 2025
10-K / March 30, 2026
AmBase Corporation
Overview
AmBase Corporation is a Delaware holding company focused on managing its assets and liabilities. As of December 31, 2025, its assets consisted primarily of cash and cash equivalents. The company holds an equity investment in the 111 West 57th Street real estate development through 111 West 57th Partners LLC. AmBase recorded an impairment of its full equity investment in that property in 2017 and is involved in material litigation related to the project.
The company is pursuing strategic options to realize value from the 111 West 57th investment, including potential sale, litigation recoveries, and other actions. In March 2026, AmBase entered into litigation funding arrangements to support ongoing litigation costs.
Headquarters and employees
- Executive offices: 7857 West Sample Road, Suite 134, Coral Springs, FL 33065
- Employees: 4 full-time and 2 part-time (as of December 31, 2025)
Financial highlights (2025 vs. 2024)
- Revenue: None reported for 2025 or 2024
- Net loss:
- 2025: Net loss of $4.56 million ($0.05 per share)
- 2024: Net loss of $6.62 million ($0.09 per share)
- Operating expenses:
- 2025: $4.321 million
- Compensation and benefits: $1.323 million
- Professional/outside services: $2.796 million
- 2024: $6.517 million
- 2025: $4.321 million
- Other and financing results (2025):
- Other income: $0.124 million (employee retention credit refund)
- Interest income: $0.003 million
- Interest expense: $0.365 million (principally related to related-party debt and outstanding professional fees)
- Income tax expense: $0.001 million
- Assets and liabilities (12/31):
- Total assets: $0.087 million ($87 thousand) at 12/31/2025 vs. $0.314 million at 12/31/2024
- Total liabilities: $8.772 million at 12/31/2025 vs. $4.439 million at 12/31/2024
- Stockholders’ deficit: $(8.685) million at 12/31/2025 vs. $(4.125) million at 12/31/2024
Capital events and equity
- 2024 Equity Offering: 44,200,460 shares issued at $0.20 per share, proceeds of $8.84 million
- No common stock repurchases completed in 2025; none expected in the next 12 months
- Authorized common stock: 200,000,000 shares; issued and outstanding: 84,938,000 shares (as of 2024 and 2025)
- Additional paid-in capital: $551.591 million; accumulated deficit: $(561.125) million; resulting stockholders’ deficit: $(8.685) million
Related-party financing (as of 12/31/2025)
- Loan payable – BARC Investments LLC: $2.0 million
- Loan payable – R.A. Bianco: $3.6 million
- Accrued interest on related-party borrowings: $0.178 million (BARC) and $0.179 million (Bianco)
March 2026 developments (post-year-end)
- RAB 2026 Litigation Funding Agreement: existing promissory notes of $4.0 million with RAB were converted into the litigation funding agreement; maturity extended to March 31, 2029; includes additional working capital contributions and funding arrangements.
- BARC 2026 LFA: the 2024 BARC note was converted into a 2026 LFA on pari-passu terms with the RAB 2026 LFA; related amendments address funding and distribution of litigation proceeds.
Assets, commitments, and litigation
- The 111 West 57th Property is the company’s primary asset and the main source of risk. The impairment recorded in 2017 for the equity investment remains, and litigation involving sponsor and lender actions and related matters is ongoing.
- No material capital expenditure commitments as of December 31, 2025.
- The company has used litigation funding arrangements and private placements to fund operations and litigation. AmBase is not an investment company under the Investment Company Act.
Governance and liquidity
- Shareholder rights plan in place (revocable under the 2019 plan terms).
- Public filings, including Form 10-K and Form 8-K, are available via the SEC EDGAR system. The company does not maintain a corporate website.
Summary
AmBase is a small-cap, cash-focused holding company managing its stake in the 111 West 57th Property through a joint venture and pursuing litigation-related recoveries and other options to realize value. It reported no operating revenue in 2025, a net loss of $4.56 million, total assets of approximately $87 thousand, total liabilities of $8.77 million, and a stockholders’ deficit of $8.69 million. The company relies on related-party loans and litigation funding arrangements to support operating and litigation costs.
