BitMine Immersion Technologies Inc(US:BMNR)2025-07-02 20:20Part I – FINANCIAL INFORMATION Item 1. Financial Statements (unaudited) The unaudited interim financial statements reflect a reverse stock split, new accounting standards, and new revenue streams Balance Sheets Total assets grew to $8.27 million while total liabilities increased to $5.39 million, resulting in decreased stockholders' equity Balance Sheet Summary (as of May 31, 2025 vs. August 31, 2024) | Account | May 31, 2025 (Unaudited) | August 31, 2024 | | :--- | :--- | :--- | | Total Assets | $8,265,816 | $7,283,529 | | Cash and cash equivalents | $1,473,501 | $499,270 | | Cryptocurrency | $173,916 | $14,966 | | Fixed assets, net | $2,113,258 | $1,699,744 | | Fixed assets - not in service | $3,089,565 | $3,071,565 | | Total Liabilities | $5,387,860 | $3,195,530 | | Customer advances | $1,804,546 | $703,500 | | Loans payable-related party | $1,875,000 | $1,625,000 | | Total Stockholders' Equity | $2,877,956 | $4,087,999 | Statements of Operations Revenue grew to $4.77 million, but a non-cash deemed dividend widened the net loss attributable to common stockholders to $5.72 million Statement of Operations Summary (Nine Months Ended May 31) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Total Revenue | $4,770,110 | $2,627,913 | | Revenue from self-mining | $2,814,133 | $2,378,507 | | Revenue from leasing | $1,074,561 | $– | | Gross Profit | $915,794 | $649,391 | | Loss from Operations | $(2,265,594) | $(1,787,010) | | Net Loss | $(2,754,391) | $(2,478,632) | | Deemed dividend on Series A Preferred Stock | $(2,960,648) | $– | | Net loss attributable to common stockholders | $(5,715,039) | $(2,478,632) | | Basic and diluted (loss) per common share | $(2.62) | $(0.99) | Statements of Cash Flows Net cash from operations improved significantly to $1.37 million, leading to a $0.97 million increase in total cash and equivalents Cash Flow Summary (Nine Months Ended May 31) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $1,365,868 | $(247,017) | | Net cash (used in) investing activities | $(18,000) | $(67,526) | | Net cash provided by (used in) financing activities | $(373,637) | $325,000 | | Net increase in cash and cash equivalents | $974,231 | $10,457 | | Cash and cash equivalents at end of period | $1,473,501 | $281,004 | Notes to the Unaudited Interim Financial Statements Notes detail a reverse stock split, new MaaS revenue, a deemed dividend, and significant subsequent events including a public offering - On May 15, 2025, the company executed a 1-for-20 reverse stock split of its common stock to meet listing requirements for a national securities exchange35122 - The company early adopted ASC 350-60 on September 1, 2024, requiring bitcoin holdings to be measured at fair value each reporting period, with changes recorded in net income7087 - New Mining-as-a-Service (MaaS), leasing, and consulting revenue streams were introduced, primarily through agreements with KULR Technology Group, Inc., generating $1,074,561 in lease revenue and $35,068 in consulting revenue in Q3 2025606364 - A reduction in the Series A Preferred stock conversion price from $11.50 to $4.00 per share resulted in a one-time, non-cash deemed dividend charge of $2,960,648133248 - Subsequent to the quarter-end, the company closed a public offering with net proceeds of $16.15 million, listed on the NYSE American, and announced a planned $250 million private placement to establish an Ethereum (ETH) treasury157167169 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses revenue growth, a widened net loss, and significant post-quarter liquidity events including a public offering Overview The company's strategy focuses on bitcoin accumulation and an expanded Mining-as-a-Service (MaaS) business model - The core business strategy involves accumulating bitcoin for long-term investment through mining and direct purchases, funded by equity and debt financing173 - The company has expanded into a Mining-as-a-Service (MaaS) model, offering hardware sales/leasing, operational management, and financial/compliance support177 - As of May 31, 2025, the company had a total of 3,790 ASIC miners, with 3,392 installed and operational across sites in Trinidad and Texas195 Results of Operations Revenue grew 81.5% to $4.77 million, while a $2.96 million deemed dividend drove a significant increase in net loss Revenue Comparison (Nine Months Ended May 31) | Revenue Source | 2025 | 2024 | | :--- | :--- | :--- | | Self-mining | $2,814,133 | $2,378,507 | | Leasing | $1,074,561 | $– | | Sale of mining equipment | $846,347 | $210,662 | | Consulting | $35,068 | $– | | Hosting | $– | $38,743 | | Total Revenue | $4,770,110 | $2,627,913 | Operating Expenses Comparison (Nine Months Ended May 31) | Expense Category | 2025 | 2024 | | :--- | :--- | :--- | | Officers compensation | $1,109,148 | $630,829 | | Employee shareholder compensation | $541,251 | $383,304 | | Professional fees | $536,670 | $420,124 | | Total Operating Expenses | $3,181,387 | $2,436,401 | - The net loss for the nine months ended May 31, 2025, was significantly impacted by a $2,960,648 deemed dividend charge resulting from the repricing of Series A Convertible Preferred Stock133248 Liquidity and Capital Resources Liquidity was significantly enhanced post-quarter by a $16.15 million public offering and debt restructuring - In June 2025, the company closed a public offering, raising net proceeds of $16,150,000, and listed its common stock on the NYSE American exchange157252 - Debt owed to related party IDI was settled post-quarter end by converting it into a new $1M term loan, a $600k asset swap, and the remainder into 99,523 shares of common stock165253255 - The company entered into an agreement for a private placement to raise approximately $250 million to implement an Ethereum (ETH) treasury strategy, making ETH its primary treasury reserve asset169254 Cash Flow Summary (Nine Months Ended May 31) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $1,365,868 | $(247,017) | | Net cash used in investing activities | $(18,000) | $(67,526) | | Net cash provided by (used in) financing activities | $(373,637) | $325,000 | | Net increase in cash | $974,231 | $10,457 | Quantitative and Qualitative Disclosures about Market Risk As a smaller reporting company, this disclosure is not required - The company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk266 Controls and Procedures Management concluded that disclosure controls and procedures were effective with no material changes in internal controls - The Principal Executive Officer and Principal Financial Officer concluded that the company's disclosure controls and procedures were effective as of May 31, 2025267 - No changes in internal control over financial reporting occurred during the quarter ended May 31, 2025, that materially affected, or are reasonably likely to materially affect, internal controls268 Part II – OTHER INFORMATION Legal Proceedings The company is not aware of any threatened or pending litigation - The company is not currently a party to any known threatened or pending legal proceedings270 Risk Factors As a smaller reporting company, this disclosure is not required - The company is a smaller reporting company and is not required to provide risk factor disclosures in its Form 10-Q271 Unregistered Sales of Equity Securities and Use of Proceeds The company issued 70,000 unregistered shares for services, exempt under Section 4(a)(2) of the Securities Act - Issued 61,500 shares to officers and directors for accrued 2025 services, valued at $5.78 per share277 - Issued 8,500 shares to two service providers in lieu of cash, valued at $5.78 per share277 - All unregistered sales were deemed exempt under Section 4(a)(2) of the Securities Act272 Defaults Upon Senior Securities The company reported no defaults upon senior securities during the period - None274 Mine Safety Disclosures This item is not applicable to the company - Not applicable275 Other Information No directors or officers adopted or terminated a Rule 10b5-1 trading arrangement during the quarter - No director or officer adopted or terminated a Rule 10b5-1 trading arrangement during the quarter276 Exhibits This section lists filed exhibits, including officer certifications and Inline XBRL data files - Exhibits filed include CEO and CFO certifications under Sarbanes-Oxley Sections 302 and 906, and all required Inline XBRL documents279