HeartCore Enterprises, Inc.
Key statistics
from XBRL data in SEC filingsAI briefing
from the latest 10-K, 10-Q and 8-K eventsHeartCore Enterprises is a Tokyo-based IPO consulting firm that has divested its Japanese software operations and is now centered on its Go IPO advisory business for Japanese companies listing in the United States.
What they do
HeartCore USA sells Go IPO consulting services to private Japanese companies seeking to list on Nasdaq, the NYSE or the NYSE American. Services include introductions to law firms, underwriters and auditors, preparation of internal control documentation, translation into English, accounting conversion from Japanese standards to U.S. GAAP, and assistance with S-1 or F-1 filings and investor presentations. The company states it does not provide investment advice or solicit investors. Its consolidated subsidiaries include HeartCore Financial, Higgs Field, HeartCore Luvina and Sigmaways.
Revenue drivers
- Go IPO consulting services — Consulting fees of $380,000 to $900,000 per client, plus warrants or stock acquisition rights for 1% to 4% of a client's fully-diluted share capital exercisable at $0.01 or JPY1 per share. As of June 30, 2026, the company had consulting agreements with 16 companies.
- Software development services — Provided through HeartCore Luvina in Vietnam; the company reported an increase in software development revenue from additional customer orders. In the second quarter of 2026 this offset lower Go IPO revenue, but the company has agreed to divest its 51% interest in HeartCore Luvina.
- Former Japan software units (divested) — Prior to November 2025, the company sold customer experience management software through its CX division and robotics process automation, process mining and task mining through its DX division. The equity of HeartCore Co., Ltd. was sold to Smith Japan Holdings KK on October 31, 2025.
- Sigmaways (divested) — Sigmaways, Inc. was a consolidated subsidiary; the company reported completing its strategic divestiture during the first half of 2026, concentrating the business on Go IPO consulting, capital markets advisory and financial services.
Recent performance
Second quarter 2026 revenue was $321,428, up 71.6% from $187,000 a year earlier, mainly on higher software development orders at HeartCore Luvina partly offset by lower Go IPO consulting revenue. Gross loss widened to $70,000 from $23,000, and operating expenses were $754,000 versus $745,000. Net loss was $2.0 million versus net income of $1.1 million a year earlier; adjusted EBITDA was $(1.3) million versus $(0.1) million. First half 2026 revenue rose 25.9% to $554,000, with a gross loss of $178,000 compared to gross profit of $75,000. Full-year 2025 revenue was $9.0 million with net income of $5.8 million, while 2024 revenue was $22.7 million.
Strategy
Management states it has simplified the operating structure and sharpened focus on the Go IPO consulting business, capital markets advisory and a planned financial services business. It completed the divestiture of Sigmaways and agreed to sell its 51% equity interest in HeartCore Luvina Vietnam as part of portfolio optimization. The CEO said client selection is being prioritized toward companies with stronger fundamentals, organizational readiness and a clear path to satisfying U.S. regulatory and exchange-listing requirements. The company also regained compliance with the $1.00 minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2).
Risks
- Dependence on Go IPO pipeline — Revenue depends on a small number of Japanese IPO clients, and the company cited fewer Go IPO customers and IPO timeline extensions as reasons for lower consulting revenue in the 2026 periods.
- Holding company structure — The 10-K states the company is a holding company whose cash flows depend on distributions from its subsidiary, which could fail to pay when needed.
- Need for additional capital — The 10-K states that funding for growth plans may be required and that such funding may dilute investors.
- Narrow revenue base after divestitures — After selling the Japan software business, divesting Sigmaways and agreeing to sell its 51% stake in HeartCore Luvina, revenue concentration in Go IPO consulting increases.
Outlook
Management says the streamlined portfolio and more focused pipeline better position HeartCore to deepen client relationships and advance its capital markets and financial services initiatives. It notes the Nasdaq listing environment remains selective and compliance-driven, so it is prioritizing clients it believes show stronger fundamentals and organizational readiness. The company reported 16 Go IPO clients as of June 30, 2026, including 6 in various stages of preparation for potential IPOs and U.S. exchange listings.