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Soluna Holdings, Inc. (SLNH) CEO Michael Toporek on January 2022 Flash Report (Transcript)
2022-02-11 15:18
Soluna Holdings, Inc. (NASDAQ:SLNH) January 2022 Flash Report Conference Call February 11, 2022 8:00 AM ET Company Participants Michael Toporek - CEO Michael Toporek Good morning. This is Michael Toporek. I am the Chief Executive Officer of Soluna Holdings. Thank you for joining me for our January 2022 Flash Report. As is customary, I begin with a bit of a preamble telling you that the following discussion is completely qualified by the legal disclosures on the following several pages. I want to share with ...
Soluna Holdings (SLNH) Provides 2022 Earnings Power Illustration
2022-01-21 05:18
SOLUNA 1 2022 Earnings Power Illustration CONFIDENTIAL AND PROPRIETARY Preamble 2 △ The following presentation is completely qualified by the legal disclosures on the following slides. ▷ Our goal is to share with you some of our strategic thinking and financial analysis we are using to guide the growth of our business. △ The following discussion is in line with our principles of being accountable and transparent with shareholders. △ We operate in a hyper dynamic economic environment. That's a fancy way of s ...
Soluna Holdings, Inc. (SLNH) CEO Michael Toporek on December 2021 Flash Report (Transcript)
2022-01-18 15:32
Summary of Soluna Holdings, Inc. December 2021 Flash Report Company Overview - **Company**: Soluna Holdings, Inc. (NASDAQ: SLNH) - **Industry**: Cryptocurrency mining and renewable energy solutions Key Points and Arguments 1. **Strategic Focus**: The company emphasizes aligning interests with shareholders, focusing on accountability and transparency, and aims to increase shareholder value through disciplined capital management [2][3] 2. **High-Velocity Execution**: Soluna is committed to rapid execution of its targets and disciplined capital deployment, expanding its strategy beyond cryptocurrency to include batchable computing services for various applications [4][5] 3. **Revenue Growth Despite Market Conditions**: In December 2021, despite an 18% decrease in the average Bitcoin price (from $60,000 in November to approximately $49,000), the company reported an increase in revenue, indicating a significant increase in the number of Bitcoins produced [5][11] 4. **Hashrate Goals**: The company aims to achieve a hashrate of one exahash by the end of March 2022, with plans to scale to four exahash by the end of Q1 2023 [6][10] 5. **Operational Updates**: - The Sophie facility scaled to 25 megawatts and was fully energized by the end of December 2021. - The Marie facility faced delays due to tornado damage but is expected to reach 25 megawatts by the end of January 2022 [8][12] 6. **Impact of Tornado**: The tornado in Kentucky caused a temporary shutdown of operations at Sophie and Marie for about four days, but no equipment was damaged. The company contributed to local recovery efforts by deploying a generator for a wastewater treatment facility [12][13] 7. **Financial Performance**: The cash contribution margin for December was approximately $2 million, with a pro forma effect of the tornado bringing it to $2.138 million. The company expects continued scaling and significant increases in operating income [15][16] 8. **Future Earnings Power**: An earnings power illustration is expected to be released on January 19, detailing potential earnings based on achieving operational milestones [7] Additional Important Content - **Proprietary Hashrate Growth**: The company plans to increase its proprietary hashrate significantly, which is expected to nearly double its mining earnings power [11] - **Facility Performance**: The Edith facility continues to perform well, contributing to reliable cash flow despite market fluctuations [16] - **Long-term Strategy**: The company is positioning itself to solve energy-related problems for producers by utilizing curtailed energy from renewable sources for computing needs [4][5] This summary encapsulates the key insights and operational updates from Soluna Holdings, Inc.'s December 2021 Flash Report, highlighting the company's resilience and strategic direction in a challenging market environment.
Soluna (SLNH) - 2021 Q3 - Quarterly Report
2021-11-12 16:38
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____to _____ Commission File Number: 001-40261 Soluna Holdings, Inc. (Exact name of registrant as specified in its charter) Nevada 14-1462255 State or other jurisdi ...
Soluna (SLNH) - 2021 Q2 - Quarterly Report
2021-08-10 21:18
OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____to _____ Commission File Number: 001-40261 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 Mechanical Technology, Incorporated (Exact name of registrant as specified in its charter) Nevada 14-1462255 State or othe ...
Soluna (SLNH) - 2021 Q1 - Quarterly Report
2021-05-17 21:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____to _____ Commission File Number: 000‑06890 Mechanical Technology, Incorporated (Exact name of registrant as specified in its charter) Nevada 14-1462255 State or oth ...
Soluna (SLNH) - 2020 Q4 - Annual Report
2021-03-31 00:33
Part I [Business](index=4&type=section&id=Item%201.%20Business) MTI operates in test and measurement via MTI Instruments and cryptocurrency mining via EcoChain, recently re-incorporating and planning stock offerings for crypto expansion Overview and Recent Developments - The company's core businesses are conducted through its wholly-owned subsidiaries: MTI Instruments (test and measurement instrumentation) and EcoChain (cryptocurrency mining)[10](index=10&type=chunk)[11](index=11&type=chunk)[12](index=12&type=chunk) - On March **29**, **2021**, the company re-incorporated from New York to Nevada to gain more flexibility in corporate governance[18](index=18&type=chunk) - The company plans to sell up to **$11.5 million** in common stock to fund the acquisition and growth of two additional cryptocurrency mining facilities[19](index=19&type=chunk) - In February **2021**, two new independent directors, William Hazelip and Alykhan Madhavji, were added to the Board to support the EcoChain cryptocurrency business with their expertise in energy and blockchain[21](index=21&type=chunk) Test and Measurement Instrumentation Segment - MTI Instruments designs, manufactures, and sells metrology products, including aircraft engine balancing systems, precision displacement sensors, and semiconductor wafer inspection tools[11](index=11&type=chunk)[22](index=22&type=chunk) - The company's manufacturing operations are based in Albany, New York, which management believes provides advantages in controlling quality and protecting technology[38](index=38&type=chunk)[39](index=39&type=chunk) U.S. Air Force Revenue Concentration | Year | % of Total Product Revenue | | :--- | :--- | | 2020 | 42.9% | | 2019 | 20.8% | | 2018 | 28.0% | | 2017 | 20.1% | - The U.S. Air Force is MTI Instruments' largest customer, accounting for **42.9%** of total product revenues in **2020**. The company expects sales to a limited number of customers to continue representing a high percentage of revenues[47](index=47&type=chunk) Cryptocurrency Segment - EcoChain, Inc., established in January **2020**, engages in cryptocurrency mining. Its first facility in East Wenatchee, Washington, was developed and is operated with assistance from Soluna Technologies, Ltd[12](index=12&type=chunk)[51](index=51&type=chunk)[52](index=52&type=chunk) - EcoChain's mining operations commenced on May **21**, **2020**, after acquiring assets from Giga Watt, Inc. The company mines cryptocurrencies like Bitcoin, Ethereum, and Litecoin, and sells all mined assets daily for U.S. dollars[56](index=56&type=chunk)[61](index=61&type=chunk) - The company is expanding its cryptocurrency operations, having established a subsidiary to acquire property in the Southeastern U.S. for a new energy-efficient mining facility, which was acquired on March **4**, **2021**[57](index=57&type=chunk)[58](index=58&type=chunk) - The company made a strategic investment in Soluna, purchasing Class A Preferred Shares for a total of **$750,000**. Several of MTI's directors have affiliations with Soluna and its parent, Brookstone Partners[64](index=64&type=chunk)[65](index=65&type=chunk) Human Capital and Regulations - As of March **26**, **2021**, the company had **33** employees, with none covered by a collective bargaining agreement[72](index=72&type=chunk) - The regulatory landscape for cryptocurrencies is still developing, and the company cannot currently determine the potential impact of future regulations on its EcoChain operations[71](index=71&type=chunk) [Risk Factors](index=12&type=section&id=Item%201A.%20Risk%20Factors) The company faces risks from customer concentration, technological obsolescence, international sales, and controlling shareholder influence, alongside significant volatility and regulatory uncertainties in its new cryptocurrency segment General Business and Financial Risks - The business is **highly dependent** on a small number of customers, particularly the U.S. Air Force, and the loss of such customers could **materially harm** the business[85](index=85&type=chunk) - The company's success depends on its ability to innovate and develop new products in technologically dynamic markets; failure to do so could render its products obsolete[89](index=89&type=chunk) - International sales, which accounted for **25.9%** of revenue in **2020**, expose the company to risks such as tariffs, regulatory changes, and currency fluctuations[95](index=95&type=chunk)[99](index=99&type=chunk) - Brookstone Partners owns **38.2%** of the company's common stock, giving it a **controlling interest** and the ability to influence corporate actions, which may be adverse to minority shareholders' interests[108](index=108&type=chunk) Risks Related to the EcoChain Business and Cryptocurrency - The value of cryptocurrencies is **extremely volatile**, which creates **significant** uncertainty for EcoChain's revenue and profitability[126](index=126&type=chunk) - Future government regulations on cryptocurrencies are uncertain and could restrict their use or adversely affect EcoChain's business operations[132](index=132&type=chunk) - The cryptocurrency mining industry is **highly competitive** and subject to rapid technological advancements. If EcoChain fails to keep pace with innovations in mining hardware, its equipment could become obsolete[129](index=129&type=chunk) - EcoChain relies on its partner, Soluna, to operate its mining machinery. Any failure by Soluna to perform its duties could delay or terminate mining operations[136](index=136&type=chunk) Risks Related to our Common Stock - The market price of the company's common stock is likely to be volatile due to a small public float and low daily trading volume[141](index=141&type=chunk)[143](index=143&type=chunk) - Failure to comply with Nasdaq's continued listing requirements could result in the delisting of the company's common stock[144](index=144&type=chunk) - Raising additional capital through equity or convertible debt could be dilutive to existing shareholders and cause the stock price to decline[148](index=148&type=chunk) [Unresolved Staff Comments](index=25&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - **Not applicable**[150](index=150&type=chunk) [Properties](index=25&type=section&id=Item%202.%20Properties) The company leases corporate and MTI Instruments space in Albany, NY, and EcoChain leases and acquired property in Washington and the Southeastern U.S. for cryptocurrency mining - MTI and MTI Instruments lease **17,400** sq. ft. of office, manufacturing, and R&D space in Albany, New York, with the lease expiring in November **2024**[151](index=151&type=chunk) - EcoChain leases approximately **19,000** sq. ft. in East Wenatchee, Washington for its cryptocurrency mining operations, with leases expiring between **2023** and **2024**[152](index=152&type=chunk) - On March **4**, **2021**, an EcoChain subsidiary acquired a **3.2**-acre property in the Southeastern U.S. to build a new energy-efficient cryptocurrency mining facility[153](index=153&type=chunk) [Legal Proceedings](index=25&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in an EPA demand letter for **$358,000** regarding a Superfund site, with management deeming a material adverse outcome remote - The company is a party to a United States Environmental Protection Agency (EPA) Demand Letter regarding the Malta Rocket Fuel Area Superfund Site, with the EPA seeking reimbursement of approximately **$358,000**[156](index=156&type=chunk) - Management considers the likelihood of a **material** adverse outcome from this matter to be remote[156](index=156&type=chunk) [Mine Safety Disclosures](index=26&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reports that this item is not applicable - **Not applicable**[157](index=157&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=27&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock is listed on Nasdaq, paid a special dividend in **2019**, but does not anticipate future cash dividends, prioritizing business development - The company's common stock is listed on the Nasdaq Capital Market under the trading symbol "**MKTY**"[160](index=160&type=chunk) - In **2019**, a special dividend of **$3.5 million**, or **$0.37** per common share, was declared and paid[161](index=161&type=chunk) - The company does not anticipate paying cash dividends in the foreseeable future and intends to use funds for business development[162](index=162&type=chunk) [Selected Financial Data](index=27&type=section&id=Item%206.%20Selected%20Financial%20Data) The company reports that this item is not applicable - **Not applicable**[164](index=164&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Total revenue increased by **46%** to **$9.6 million** in **2020**, driven by product sales and new cryptocurrency operations, leading to a **significant** surge in operating and net income, while maintaining a **strong liquidity position** Results of Operations Comparison of Operations for Years Ended December 31 (in thousands) | Line Item | 2020 | 2019 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Product revenue | $9,004 | $6,571 | $2,433 | 37.0% | | Cryptocurrency revenue | $595 | $0 | $595 | 100.0% | | **Total Revenue** | **$9,599** | **$6,571** | **$3,028** | **46.1%** | | Cost of product revenue | $2,669 | $2,205 | $464 | 21.0% | | Cost of cryptocurrency revenue | $405 | $0 | $405 | 100.0% | | R&D expenses | $1,491 | $1,381 | $110 | 8.0% | | SG&A expenses | $3,584 | $2,726 | $858 | 31.5% | | **Operating income** | **$1,450** | **$259** | **$1,191** | **459.8%** | | **Net income** | **$1,946** | **$323** | **$1,623** | **502.5%** | - Product revenue increased by **$2.4 million** (**37.0%**) in **2020**, primarily due to a **$2.7 million** increase in shipments to the U.S. Air Force[173](index=173&type=chunk) - The new cryptocurrency business, which began operations in Q**2** **2020**, generated **$595,000** in revenue for the year[179](index=179&type=chunk) - Gross profit margin on products increased from **66.4%** in **2019** to **70.4%** in **2020**, attributed to a more favorable product mix and manufacturing efficiencies[181](index=181&type=chunk)[182](index=182&type=chunk) - Selling, general and administrative (SG&A) expenses rose by **$858,000** (**31.5%**), driven by costs associated with the new EcoChain operations, legal fees for SEC filings, and salaries for new executive hires[188](index=188&type=chunk) Liquidity and Capital Resources Key Liquidity Indicators (in thousands) | Indicator | Dec 31, 2020 | Dec 31, 2019 | | :--- | :--- | :--- | | Cash | $2,630 | $2,510 | | Working capital | $3,142 | $3,093 | | Net cash provided by operating activities | $1,622 | $289 | - As of December **31**, **2020**, the company had **$2.6 million** in cash, **$3.1 million** in working capital, and **no debt**[195](index=195&type=chunk) - Management believes that current cash and projected cash flow are adequate to fund operations and capital expenditures through at least the end of Q**1** **2022**[198](index=198&type=chunk) - In May **2020**, MTI Instruments obtained a **$300,000** secured line of credit, which remained undrawn as of December **31**, **2020**[201](index=201&type=chunk) Critical Accounting Policies and Estimates - Key accounting policies requiring **significant judgment** include revenue recognition, inventory valuation, share-based payments, and accounting for income taxes, particularly the valuation of deferred tax assets[206](index=206&type=chunk)[207](index=207&type=chunk) - Product revenue is recognized upon transfer of control to the customer. Cryptocurrency revenue is recognized at its realized cash value upon daily conversion to U.S. dollars[207](index=207&type=chunk)[212](index=212&type=chunk) - The company uses the Black-Scholes model to estimate the fair value of stock-based awards, which requires subjective assumptions about stock price volatility, interest rates, and dividend yield[214](index=214&type=chunk)[215](index=215&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=34&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports that this item is not applicable - **Not applicable**[225](index=225&type=chunk) [Financial Statements and Supplementary Data](index=34&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section contains the company's audited consolidated financial statements, with the auditor highlighting deferred tax asset realizability as a **critical audit matter** - This item incorporates by reference the company's Consolidated Financial Statements, which begin on page F-**1**[226](index=226&type=chunk) - The independent auditor's report identifies the "**Realizability** of the deferred tax assets" as a **critical audit matter** due to the **significant judgment** required by management in forecasting future taxable income[271](index=271&type=chunk)[272](index=272&type=chunk)[273](index=273&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=35&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - **Not applicable**[228](index=228&type=chunk) [Controls and Procedures](index=35&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and internal control over financial reporting were **effective** as of December **31**, **2020** - The CEO and CFO concluded that the company's disclosure controls and procedures were **effective** as of December **31**, **2020**[229](index=229&type=chunk) - Management concluded that the company's internal control over financial reporting was **effective** as of December **31**, **2020**, based on the COSO framework[232](index=232&type=chunk) [Other Information](index=36&type=section&id=Item%209B.%20Other%20Information) Shareholders approved reincorporation to Nevada, a potential reverse stock split, and the **2021** Stock Incentive Plan at a special meeting in March **2021** - At a special meeting on March **25**, **2021**, shareholders approved the reincorporation to Nevada, a potential reverse stock split, and the **2021** Stock Incentive Plan[236](index=236&type=chunk)[241](index=241&type=chunk) - The reincorporation from New York to Nevada became **effective** on March **29**, **2021**[237](index=237&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=37&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the **2021** Proxy Statement, and the company has adopted a Code of Conduct and Ethics - The company has adopted a Code of Conduct and Ethics, which is available on its website[243](index=243&type=chunk) - All other information required by this item is incorporated by reference from the **2021** Proxy Statement[244](index=244&type=chunk) [Executive Compensation](index=37&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive compensation is incorporated by reference from the company's definitive Proxy Statement for its **2021** Annual Meeting of Shareholders - The information required by this item is incorporated by reference from the **2021** Proxy Statement[245](index=245&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=37&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) This section details equity compensation plans as of December **31**, **2020**, with other security ownership information incorporated by reference from the **2021** Proxy Statement Equity Compensation Plan Information as of December 31, 2020 | Plan Category | Number of Securities to be Issued Upon Exercise | Weighted-Average Exercise Price | Number of Securities Remaining Available for Future Issuance | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by security holders | 398,750 | $0.87 | 11,125 | - Information regarding security ownership of beneficial owners and management is incorporated by reference from the **2021** Proxy Statement[248](index=248&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=37&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information regarding certain relationships, related party transactions, and director independence is incorporated by reference from the company's definitive Proxy Statement for its **2021** Annual Meeting of Shareholders - The information required by this item is incorporated by reference from the **2021** Proxy Statement[249](index=249&type=chunk) [Principal Accounting Fees and Services](index=37&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information regarding principal accounting fees and services is incorporated by reference from the company's definitive Proxy Statement for its **2021** Annual Meeting of Shareholders - The information required by this item is incorporated by reference from the **2021** Proxy Statement[250](index=250&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=38&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists the financial statements and all exhibits filed as part of the Annual Report on Form **10**-K, including corporate governance and material contracts - This section contains the index to the Consolidated Financial Statements and a comprehensive list of all exhibits filed with the Form **10**-K[253](index=253&type=chunk)[254](index=254&type=chunk)[255](index=255&type=chunk) [Form 10-K Summary](index=40&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary is provided in this section of the report - None[258](index=258&type=chunk)