AVX 10-K & 10-Q changes, risk factors and insider trading
Avax One Technology Ltd. · Nasdaq · Finance Services · CIK 1826397 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “Described below are certain risks to our business and the industry in which we operate. You should carefully consider the risks described below, together with the financial and other information contained in this Annual Report and in our other public disclosures. If any of the following risks actually occurs, our business, financial condition, results of operations, cash flows and prospects could be materially and adversely affected. As a result, our future results could differ materially from historical results and from guidance we may provide regarding our expectations of our future financial performance, and the trading price of our common shares could decline.”
New heading “Risk Factors Summary”
New heading “We expect to need additional financing to expand our operations, and we may not be able to obtain financing on acceptable terms, or at all, which could have a material adverse effect on our business, financial condition, results of operations, cash flow and prospects.”
New heading “The industries in which we participate are highly competitive, and we may be unable to successfully and profitably compete against companies with greater resources and capitalization.”
New heading “Our financial results and the market price of our common shares may be affected by the prices of AVAX and other digital assets we may hold.”
New heading “If we were deemed to be an investment company under the 1940 Act, applicable restrictions likely would make it impractical for us to continue segments of our business as currently contemplated.”
New heading “Regulatory developments related to crypto assets and crypto asset markets may adversely affect our business, financial condition, and results of operations.”
New heading “Our management team relies upon the advice of an asset manager through an asset management agreement to assist in building a narrowly focused investment strategy and the execution of the Company’s strategy and may not yield the desired return.”
New heading “Cryptocurrency price volatility may materially depress asset valuations, necessitating substantial cash reserves or liquidity buffers to maintain operational resilience. These risks are compounded by the lack of comprehensive regulation governing cryptocurrency trading platforms, which face material exposure to fraud, market manipulation, security breaches, and operational failures that could materially and adversely affect the value of our cryptocurrency holdings.”
New heading “If we or our third-party service providers experience a security breach or cyber-attack and unauthorized parties obtain access to our cryptocurrency, or if our private keys are lost or destroyed, or other similar circumstances or events occur, we may lose some or all of our cryptocurrency and our financial condition and results of operations could be materially adversely affected.”
New heading “We face significant risks relating to disruptions, forks, 51% attacks, hacks, network disruptions, or other adverse events or other compromises to the cryptocurrency blockchains, which could materially and adversely impact our business, financial condition and results of operations.”
New heading “General Risk Factors”
New heading “Our share price and trading volume have fluctuated in the past, have recently been volatile and may be volatile in the future, including for reasons that may be unrelated to our operating performance or prospects, and, as a result, investors in our common shares could incur substantial losses.”
New heading “If we fail to meet all applicable Nasdaq Capital Market requirements and Nasdaq determines to delist our common shares, the delisting could adversely affect the market liquidity of our common shares, impair the value of your investment and adversely affect our ability to raise needed funds.”
New heading “Our management team is, and, in the future, will be, required to devote substantial time to regulatory compliance, which may divert our attention from the day-to-day management of our business.”
New heading “Because we do not anticipate paying any cash dividends on our capital stock in the foreseeable future, capital appreciation, if any, will be shareholders’ sole source of gain.”
New heading “If we are classified as a passive foreign investment company for U.S. federal income tax purposes, U.S. holders of our common shares (or securities exercisable for or convertible into our common shares) may suffer adverse tax consequences.”
New heading “We may become subject to litigation, which may have a material adverse effect on our reputation, business, results from operations, and financial condition.”
Removed heading “There is no assurance that the Company’s FORCEGH+™ facilities will operate as intended.”
Removed heading “There is no assurance that UN(THINK)™ will operate as intended.”
Removed heading “There is no assurance that Hydroxyl Generating Systems will operate as intended.”
Removed heading “There is no assurance that Bitcoin mining operations will operate as intended.”
Removed heading “Bitcoin prices are highly volatile, which may affect our ability to effectively manage growth plans and our profitability.”
Removed heading “The price of bitcoin may be influenced by regulatory, commercial, and technical factors that are highly uncertain.”
Removed heading “Fluctuations in the price of bitcoin may significantly influence the market price of our bitcoin holdings and therefore, the price of our common stock.”
Removed heading “If we fail to grow our hash rate, we may be unable to compete, and our results of operations could suffer.”
Removed heading “Geopolitical or economic crises may create increased uncertainty and price changes, or motivate large-scale sales of digital assets, which could result in a reduction in some or all digital assets’ values and adversely affect an investment in our securities.”
Removed heading “The sale of our digital assets to pay expenses at a time of low digital asset prices could adversely affect an investment in our securities.”
Removed heading “The development and acceptance of digital asset networks and other digital assets, which represent a new and rapidly changing industry, are subject to a variety of factors that are difficult to evaluate. The slowing or stopping of the development or acceptance of digital asset systems may adversely affect an investment in our securities.”
Removed heading “The open-source structure of the Bitcoin network protocol means the contributors to the protocol are generally not directly compensated for their contributions in maintaining and developing the protocol. A failure to properly monitor and upgrade the protocol could damage the Bitcoin network and an investment in our securities.”
Removed heading “The acceptance of digital asset network software patches or upgrades by a significant, but not overwhelming, percentage of the users and miners in any digital asset network could result in a “fork” in the respective blockchain, resulting in the operation of two separate networks until such time as the forked blockchains are merged. The temporary or permanent existence of forked blockchains could adversely impact an investment in our securities.”
Removed heading “To the extent that any miners cease to record transactions in solved blocks, transactions that do not include the payment of a transaction fee will not be recorded on the blockchain until a block is solved by a miner who does not require the payment of transaction fees. Any widespread delays in the recording of transactions could result in a loss of confidence in that digital asset network, which could adversely impact an investment in our securities.”
Removed heading “If a malicious actor or botnet obtains control in excess of 50% of the processing power active on any digital asset network, including the Bitcoin network, it is possible that such actor or botnet could manipulate the blockchain in a manner that adversely affects an investment in our securities.”
Removed heading “Bitcoin is subject to halving, and as such the reward for successfully solving a block will halve several times in the future and its value may not adjust to compensate us for the reduction in the rewards we receive from our mining efforts, which could cause us to cease our mining operations altogether and investors could suffer a complete loss of their investment.”
Removed heading “To the extent that the profit margins of digital asset mining operations are not high, operators of digital asset mining operations are more likely to immediately sell their digital assets earned by mining in the digital asset exchange market, resulting in a reduction in the price of digital assets that could adversely impact an investment in our securities.”
Removed heading “The loss or destruction of a private key required to access a digital asset may be irreversible. Our loss of access to our private keys or a data loss relating to our digital assets could adversely affect an investment in our securities.”
Removed heading “Security threats to our business could result in, a loss of our digital assets, or damage to our reputation and our brand, each of which could adversely affect an investment in our securities.”
Removed heading “Our ability to adopt technology in response to changing security needs or trends and our reliance on, third-party custody providers, poses a challenge to the safekeeping of our digital assets.”
Removed heading “Digital asset transactions are irrevocable and stolen or incorrectly transferred digital assets may be irretrievable. As a result, any incorrectly executed digital asset transactions could adversely affect an investment in our securities.”
Removed heading “The limited rights of legal recourse against us, and our lack of insurance protection expose us and our stockholders to the risk of loss of our digital assets for which no person is liable.”
Removed heading “If we or our third-party service providers experience a security breach or cyberattack and unauthorized parties obtain access to our bitcoin, we may lose some or all of our bitcoin and our financial condition and results of operations could be materially adversely affected.”
Removed heading “We rely on third-party hosting, and as such, our operations could be adversely affected by the actions or inactions of such third-parties. Additionally, third-party hosting, among other things, often requires us to give the hosting company, a first lien on the mining rigs installed on the site and creates business risk for us.”
Removed heading “We may not realize the anticipated benefits of, and synergies from, acquisitions and may become responsible for certain liabilities and integration costs as a result.”
Removed heading “Fluctuations in the exchange rate of foreign currencies could result in losses.”
Removed heading “The Company will require additional financing and there is no assurance that additional financing will be available when required.”
Removed heading “The Company had negative cash flow for the year ended December 31, 2024.”
Removed heading “The Company’s actual financial position and results of operations may differ materially from the expectations of the Company’s management.”
Removed heading “The Company expects to incur significant ongoing costs and obligations related to its investment in infrastructure, growth, regulatory compliance and operations.”
Removed heading “There is no assurance the Company will be able to repatriate or distribute funds for investment from the United States to Canada or elsewhere.”
Removed heading “The Company may not be able to effectively manage its growth and operations, which could materially and adversely affect its business.”
Removed heading “The Company may face significant competition from other facilities.”
Removed heading “The Company may face significant competition from other nutritious food companies.”
Removed heading “If we are unable to protect our intellectual property, our business may be adversely affected.”
Removed heading “Impairments of the carrying amounts of intangible asset could negatively affect our financial condition and results of operations.”
Removed heading “We operate in an industry with the risk of intellectual property litigation. Claims of infringement against us may hurt our business.”
Removed heading “We have limited foreign intellectual property rights and may not be able to protect our intellectual property rights throughout the world.”
Removed heading “If we are unable to obtain or defend our patents, our business could be materially adversely affected.”
Removed heading “International intellectual property protection is particularly uncertain, and if we are involved in opposition proceedings in foreign countries, we may have to expend substantial sums and management resources.”
Removed heading “If we are found to be infringing on patents or trade secrets owned by others, we may be forced to cease or alter our product development efforts, obtain a license to continue the development or sale of our products, and/or pay damages.”
Removed heading “We rely on confidentiality agreements to protect our trade secrets. If these agreements are breached by our employees or other parties, our trade secrets may become known to our competitors.”
Removed heading “We have a limited operating history on which to judge our business prospects and management.”
Removed heading “We may not be able to continue as a going concern.”
Removed heading “Our management team will be required to devote substantial time to regulatory compliance which may divert our attention from the day-to-day management of our business.”
Removed heading “The Company may become subject to litigation, which may have a material adverse effect on the Company’s reputation, business, results from operations, and financial condition.”
Removed heading “The size of the Company’s initial target market is difficult to quantify and investors will be reliant on their own estimates on the accuracy of market data.”
Removed heading “The Company’s industry is experiencing rapid growth and consolidation that may cause the Company to lose key relationships and intensify competition.”
Removed heading “The Company will be reliant on information technology systems and may be subject to damaging cyberattacks.”
Removed heading “The Company’s officers and directors may be engaged in a range of business activities resulting in conflicts of interest.”
Removed heading “There is no guarantee that how the Company uses its available funds will yield the expected results or returns which could impact the business and financial condition of the Company.”
Removed heading “Our Articles of incorporation, by-laws and certain Canadian legislation, contain provisions that may have the effect of delaying or preventing a change in control.”
Removed heading “We are governed by the corporate laws of British Columbia, Canada which in some cases have a different effect on shareholders than the corporate laws of the United States.”
Removed heading “New laws, regulations, and standards relating to corporate governance and public disclosure may create uncertainty for public companies, increasing legal and financial compliance costs and making some activities more time consuming.”
Removed heading “The market price of our common shares and Series A Warrants may be volatile, and you may not be able to resell your common shares and Series A Warrants at or above the acquisition price.”
Removed heading “Because we have elected to use the extended transition period for complying with new or revised accounting standards for an “emerging growth company” our financial statements may not be comparable to companies that comply with public company effective dates.”
Removed heading “FINRA sales practice requirements may also limit your ability to buy and sell our common shares, which could depress the price of our shares.”
Removed heading “If research analysts do not publish research about our business or if they issue unfavorable commentary or downgrade our common shares or Series A Warrants, our securities’ price and trading volume could decline.”
Removed heading “We may issue additional equity securities, or engage in other transactions that could dilute our book value or relative rights of our common shares, which may adversely affect the market price of our common shares and Series A Warrants.”
Removed heading “An investment in our Series A Warrants is speculative in nature and could result in a loss of your investment therein.”
Removed heading “Our Series A Warrants and contain a provision which only permits securities claims to be brought in federal court.”
Removed heading “We do not currently intend to pay dividends on our common shares in the foreseeable future, and consequently, your ability to achieve a return on your investment will depend on appreciation in the price of our common shares.”
Largest changes
“Cryptocurrency price volatility may materially depress asset valuations, necessitating substantial cash reserves or liquidity buffers to maintain operational resilience. These risks are compounded by the lack of comprehensive regulation governing cryptocurrency trading platforms, which face material exposure to fraud, market manipulation, security breaches, and operational failures that could materially and adversely affect the value of our cryptocurrency holdings.”see in full comparison
“If we fail to meet all applicable Nasdaq Capital Market requirements and Nasdaq determines to delist our common shares, the delisting could adversely affect the market liquidity of our common shares, impair the value of your investment and adversely affect our ability to raise needed funds.”see in full comparison
“If we or our third-party service providers experience a security breach or cyberattack and unauthorized parties obtain access to our bitcoin, we may lose some or all of our bitcoin and our financial condition and results of operations could be materially adversely affected.”see in full comparison
“Attacks upon systems across a variety of industries, including industries related to cryptocurrency, are increasing in frequency, persistence, and sophistication, and, in many cases, are being conducted by sophisticated, well-funded and organized groups and individuals, including state actors. …”see in full comparison
“Our common shares are listed on the Nasdaq Capital Market. In order to maintain that listing, we must satisfy minimum financial and other requirements. On March 13, 2026, we received a notice from the Nasdaq Stock Market LLC (“Nasdaq”) stating that, for the last 30 consecutive business days, the closing bid price for our common shares had been below the minimum $1.00 per share requirement for continued listing on the Nasdaq Capital Market as set forth in Nasdaq Listing Rule 5550(a)(2). …”see in full comparison
“If we or our third-party service providers experience a security breach or cyber-attack and unauthorized parties obtain access to our cryptocurrency, or if our private keys are lost or destroyed, or other similar circumstances or events occur, we may lose some or all of our cryptocurrency and our financial condition and results of operations could be materially adversely affected.”see in full comparison
Full comparison: every changed paragraph (227)
Described below are certain risks to our business and the industry in which we operate. You should carefully consider the risks described below, together with the financial and other information contained in this Annual Report and in our other public disclosures. If any of the following risks actually occurs, our business, financial condition, results of operations, cash flows and prospects could be materially and adversely affected. As a result, our future results could differ materially from historical results and from guidance we may provide regarding our expectations of our future financial performance, and the trading price of our common shares could decline.
Risk Factors Summary
The following is a summary of the principal factors that make an investment in our securities speculative or risky, all of which are more fully described below in this section. This summary should be read in conjunction with the full description of “Risk Factors” in this section and should not be relied upon as an exhaustive summary of the material risks facing our business. In addition to the following summary and the information in this section, you should consider the other information contained in this Annual Report before investing in our securities.
Risks
RelatingRelated to the Company’sOur Business
TheWe
Company isare an early stageearly-stage company with littlea limited operating history,history and a history of losseslosses, and thewe Companymay cannotnever assurebecome profitability.profitable.
Our company was incorporated and commenced operations in 2017. Our limited operating history makes it difficult to evaluate our business and predict our future results of operations. To date, our operations on a consolidated basis have not been profitable, and no assurances can be made that we will achieve profitability in the near future, if ever. From our inception through December 31, 2025, we sustained $93,977,325 in cumulative net losses, and we had net loss from continuing operations for the fiscal year ended December 31, 2025, of $31,994,535. We have generated losses as we implement our business plan, including the creation, maintenance and expansion of our digital asset treasury (“DAT”) strategy and, to a lesser extent, our Bitcoin Mining activities. The extent to which we will continue to recognize losses in our continuing operations is highly dependent on the extent to which we hold AVAX tokens as a main strategy and the price thereof. See the risk factors under the heading “Risks Related to the Company’s DAT Strategy and Cryptocurrency Holdings” below.
We expect to need additional financing to expand our operations, and we may not be able to obtain financing on acceptable terms, or at all, which could have a material adverse effect on our business, financial condition, results of operations, cash flow and prospects.
We have limited capital, and we do not currently generate sufficient cash from our business to fund our operations to fund our expansion. We will require additional capital to pursue our growth strategy through maintaining and expanding our existing digital asset treasury, engaging in acquisitions of complementary businesses or assets, and financing general and administrative activities. We may not be able to obtain debt or equity financing opportunities on favorable terms, if at all, which could impair our growth and adversely affect our existing operations. If we raise equity financing, our shareholders may experience significant dilution of their ownership interests, and the per share value of our common shares could decline.
Under current SEC regulations, because our public float is less than $75 million, and for so long as our public float remains less than $75 million, the amount we can raise through primary public offerings of securities in any 12-month period using shelf registration statements is limited to an aggregate of one-third of our public float (referred to as the “baby shelf” rule). As of March 24, 2026, the aggregate market value of our outstanding common shares held by non-affiliates, or public float, was approximately $52.0 million, based on 89,798,842 outstanding common shares, of which 80,075,911 common shares were held by non-affiliates, at a price of $0.65 per share, which was the last reported sale price of our common shares on the Nasdaq Capital Market on March 24, 2026. If our public float decreases, the amount of securities we may sell under our shelf registration statement may also decrease.
We have previously raised capital to finance our strategic growth of our business through public offerings of our common shares, including through our at-the-market offering program, and we expect to need to raise additional capital through similar public offerings to finance our current and future expansion initiatives. Utilizing those sources may be more challenging in the current financial market conditions, in particular where trading volume is diminished. We may not be able to obtain additional debt or equity financing on favorable terms, if at all, which could impair our growth and adversely impact our existing operations.
To the extent that we raise additional capital through the sale of equity or convertible debt securities, shareholder ownership interest in the Company may be diluted, and the terms of those securities may include liquidation or other preferences that adversely affect rights as a shareholder. Debt and equity financings, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as redeeming our common shares, making investments, incurring additional debt, making capital expenditures or declaring dividends.
If we do not have, or are not able to obtain, sufficient funds, we may have to delay strategic acquisitions and other opportunities, investments, or projects, and, even if we are ultimately able to subsequently secure financing, such opportunities, investments or projects may not still be available to us on favorable terms or at all. If we are unable to raise adequate funds, we may have to liquidate some or all of our assets, or delay, reduce the scope of, or eliminate some or all of our creative work. Any of these actions could delay or otherwise inhibit our growth, weaken our ability to effectively compete in our industry, and otherwise have a material adverse effect on our business, financial condition, results of operations, cash flow and prospects.
The
Company currently has little revenues and does not have any significant history of revenue generating operations. The Company has
experience recurring net losses since its inception. The commercial or operating viability of the Company’s business
plans have not been proven. There is no assurance that the revenue generated from its operations, and if those revenues, when and if
generated, will be sufficient to sustain operations, nonetheless achieve profitability.
There
is no assurance that the Company’s FORCEGH+™ facilities will operate as intended.
The
Company’s initial state of its business operations will be to construct and deploy and license its initial FORCEGH+. Accordingly,
this component of the Company’s business plan is subject to considerable risks, including:
There
is no assurance that UN(THINK)™ will operate as intended.
The
Company’s plans for developing and advancing the UN(THINK)™ are in its preliminary stages. The Company has yet to fully launch
their range of products in either the B2B or D2C channels. Accordingly, this component of the Company’s business plan is subject
to considerable risks, including:
There
is no assurance that Hydroxyl Generating Systems will operate as intended.
The
Company’s plans for developing and expanding sales of the AgriFORCE Clean Solutions are in its preliminary stages. The Company
has yet to generate remarkable sales of its Hydroxyl products. Accordingly, this component of the Company’s business plan is subject
to considerable risks, including:
There
is no assurance that Bitcoin mining operations will operate as intended.
Bitcoin
prices are highly volatile, which may affect our ability to effectively manage growth plans and our profitability.
The
price of bitcoin is extremely volatile. The cost to mine a bitcoin is independent of the then current price of bitcoin, so when prices
are low, the cost per coin to mine may consume much of our available cash, which means that there is less capital with which to invest
in future company growth. Similarly, when prices are low, our profitability is decreased on a dollar-for-dollar basis correlated to the
then price of bitcoin. Given the volatility of bitcoin, these factors render us unable to accurately predict in advance what our growth
plans may be and accurately forecast any revenue and profitability projections for any reporting period.
The
price of bitcoin may be influenced by regulatory, commercial, and technical factors that are highly uncertain.
Bitcoin
and other digital assets are relatively novel and are subject to various risks and uncertainties that may adversely impact their price.
For example, the application of securities laws and other regulations to such assets is unclear in certain respects, and it is possible
that regulators in the United States or foreign countries may create new regulations or interpret laws in a manner that adversely affects
the price of bitcoin. The growth of the digital assets industry in general, and the use and acceptance of bitcoin in particular, may
also impact the price of bitcoin and is subject to a high degree of uncertainty. The pace of worldwide growth in the adoption and use
of bitcoin could depend on the following:
Even
if growth in bitcoin adoption occurs in the near or medium-term, there is no assurance that bitcoin usage will continue to grow over
the long-term. Because bitcoin has no physical existence beyond the record of transactions on the Bitcoin blockchain, a variety of technical
factors related to the Bitcoin blockchain could also impact the price of bitcoin. For example, malicious attacks by “miners”
who validate bitcoin transactions, inadequate mining fees to incentivize validating of bitcoin transactions, “hard forks”
of the Bitcoin blockchain, and advances in quantum computing could undercut the integrity of the Bitcoin blockchain and negatively affect
the price of bitcoin. The liquidity of bitcoin may also be reduced and damage to the public perception of bitcoin may occur, if financial
institutions were to deny banking services to businesses that hold bitcoin, provide bitcoin-related services or accept bitcoin as payment,
which could also decrease the price of bitcoin.
Fluctuations
in the price of bitcoin may significantly influence the market price of our bitcoin holdings and therefore, the price of our common stock.
To
the extent investors view the value of our common stock as linked to the value or change in the value of our bitcoin, fluctuations in
the price of bitcoin may significantly influence the market price of our common stock.
If
we fail to grow our hash rate, we may be unable to compete, and our results of operations could suffer.
Generally,
a bitcoin miner’s chance of solving a block on the Bitcoin blockchain and earning a bitcoin reward is a function of the miner’s
hash rate (i.e., the amount of computing power devoted to supporting the Bitcoin blockchain), relative to the global network hash rate.
As greater adoption of Bitcoin occurs, we expect the demand for Bitcoin will increase further, drawing more mining companies into the
industry and thereby increasing the global network hash rate. As new and more powerful miners are deployed, the global network hash rate
will continue to increase, meaning a miner’s chance of earning bitcoin rewards will decline unless it deploys additional hash rate
at pace with the industry.
Accordingly,
to maintain our chances of earning new bitcoin rewards and remaining competitive in our industry, we must seek to continually add new
miners to grow our hash rate at pace with the growth in the Bitcoin global network hash rate. However, as demand has increased and scarcity
in the supply of new miners has resulted, the price of new miners has increased sharply, and we expect this process to continue in the
future as demand for bitcoin increases. Therefore, if the price of bitcoin is not sufficiently high to allow us to fund our hash rate
growth through new miner acquisitions and if we are otherwise unable to access additional capital to acquire these miners, our hash rate
may stagnate and we may fall behind our competitors. If this happens, our chances of earning new bitcoin rewards would decline and, as
such, our results of operations and financial condition may suffer.
Geopolitical
or economic crises may create increased uncertainty and price changes, or motivate large-scale sales of digital assets, which could result
in a reduction in some or all digital assets’ values and adversely affect an investment in our securities.
As
an alternative to fiat currencies that are backed by central governments, digital assets such as bitcoin, which are relatively new, are
subject to supply and demand forces based upon the desirability of an alternative, decentralized means of buying and selling goods and
services. It is unclear how such supply and demand will be impacted by geopolitical events. Nevertheless, geopolitical or economic crises
may motivate large-scale acquisitions or sales of digital assets either globally or locally. Large-scale sales of digital assets would
result in a reduction in their value and could adversely affect an investment in our securities.
In
addition, we are subject to price volatility and uncertainty due to geopolitical crises and economic downturns. Such geopolitical crises
and global economic downturns may be a result of invasion, or possible invasion, by one nation of another, leading to increased inflation
and supply chain volatility. Such crises, as well as inflation, will likely continue to have an effect on our ability to do business
in a cost-effective manner.
The
sale of our digital assets to pay expenses at a time of low digital asset prices could adversely affect an investment in our securities.
We
may sell our digital assets to pay expenses on an as-needed basis, irrespective of then-current prices. Consequently, our digital assets
may be sold at a time when the prices on the respective digital asset exchange market are low, which could adversely affect an investment
in our securities.
The
development and acceptance of digital asset networks and other digital assets, which represent a new and rapidly changing industry, are
subject to a variety of factors that are difficult to evaluate. The slowing or stopping of the development or acceptance of digital asset
systems may adversely affect an investment in our securities.
Digital
assets such as bitcoin, that may be used, among other things, to buy and sell goods and services are a new and rapidly evolving industry.
The growth of the digital asset industry in general, and the digital asset networks of bitcoin in particular, are highly uncertain. The
factors affecting the further development of the digital asset industry, as well as the digital asset networks, include:
The
open-source structure of the Bitcoin network protocol means the contributors to the protocol are generally not directly compensated for
their contributions in maintaining and developing the protocol. A failure to properly monitor and upgrade the protocol could damage the
Bitcoin network and an investment in our securities.
Digital
asset networks are open-source projects and, although there is an influential group of leaders in, for example, the Bitcoin network community
known as the “Core Developers,” there is no official developer or group of developers that formally controls the Bitcoin
network. As an open-source project, Bitcoin is not represented by an official organization or authority. The Bitcoin network protocol
is not sold and contributors are generally not compensated for maintaining and updating the Bitcoin network protocol. The lack of guaranteed
financial incentive for contributors to maintain or develop the Bitcoin network and the lack of guaranteed resources to adequately address
emerging issues with the Bitcoin network may reduce incentives to address the issues adequately or in a timely manner. Changes to a digital
asset network in which we are directing our mining efforts may adversely affect an investment in our securities.
The
acceptance of digital asset network software patches or upgrades by a significant, but not overwhelming, percentage of the users and
miners in any digital asset network could result in a “fork” in the respective blockchain, resulting in the operation of
two separate networks until such time as the forked blockchains are merged. The temporary or permanent existence of forked blockchains
could adversely impact an investment in our securities.
Due
to Bitcoin’s open-source project, any individual can download the Bitcoin network software and make any desired modifications,
which are proposed to users and miners on the Bitcoin network through software downloads and upgrades, and typically posted to the Bitcoin
development forum on GitHub.com. A substantial majority of miners and Bitcoin users must consent to those software modifications by downloading
the altered software or upgrade that implements the changes. If not, the changes do not become a part of the Bitcoin network.
Since
the Bitcoin network’s inception, changes to the Bitcoin network have been accepted by the vast majority of users and miners, ensuring
that the Bitcoin network remains a coherent economic system. However, a developer or group of developers could potentially propose a
modification to the Bitcoin network that is not accepted by a vast majority of miners and users, but that is nonetheless accepted by
a substantial population of participants in the Bitcoin network. In such a case, and if the modification is material and/or not backwards
compatible with the prior version of Bitcoin network software, a fork in the blockchain could develop and two separate Bitcoin networks
could result with one running the pre-modification software program and the other running the modified version (i.e., a second “Bitcoin”
network).
Such
a fork in the blockchain is typically addressed by community-led efforts to merge the forked blockchains, and several prior forks have
been so merged. This kind of split in the Bitcoin network could materially and adversely impact an investment in our securities and harm
the sustainability of the Bitcoin network’s economy.
As
the number of digital assets awarded for solving a block in the blockchain decreases, the incentive for miners to continue to contribute
processing power to the respective digital asset network will transition from a set reward to transaction fees. Either the requirement
from miners of higher transaction fees in exchange for recording transactions in the blockchain or a software upgrade that automatically
charges fees for all transactions may decrease demand for digital assets and prevent the expansion of the digital asset networks to retail
merchants and commercial businesses, resulting in a reduction in the price of digital assets that could adversely impact an investment
in our securities.
In
order to incentivize miners to continue to contribute processing power to any digital asset network, such network may either formally
or informally transition from a set reward to transaction fees earned upon solving for a block. This transition could be accomplished
either by miners independently electing to record in the blocks they solve only those transactions that include payment of a transaction
fee or by the digital asset network adopting software upgrades that require the payment of a minimum transaction fee for all transactions.
If transaction fees paid for digital asset transactions become too high, the marketplace may be reluctant to accept digital assets as
a means of payment and existing users may be motivated to switch from one digital asset to another digital asset or back to fiat currency.
Decreased use and demand for bitcoins that we have accumulated may adversely affect its value and may adversely impact an investment
in it.
To
the extent that any miners cease to record transactions in solved blocks, transactions that do not include the payment of a transaction
fee will not be recorded on the blockchain until a block is solved by a miner who does not require the payment of transaction fees. Any
widespread delays in the recording of transactions could result in a loss of confidence in that digital asset network, which could adversely
impact an investment in our securities.
To
the extent that any miners cease to record transaction in solved blocks, such transactions will not be recorded on the blockchain. Currently,
there are no known incentives for miners to actively not record transactions in solved blocks. However, to the extent that any such incentives
arise (e.g., a collective movement among miners or one or more mining pools forcing bitcoin users to pay transaction fees as a substitute
for or in addition to the award of new bitcoins upon the solving of a block), actions of miners solving a significant number of blocks
could delay the recording and confirmation of transactions on the blockchain. Any systemic delays in the recording and confirmation of
transactions on the blockchain could result in greater exposure to double-spending transactions and a loss of confidence in certain or
all digital asset networks, which could adversely impact an investment in our securities.
If
a malicious actor or botnet obtains control in excess of 50% of the processing power active on any digital asset network, including the
Bitcoin network, it is possible that such actor or botnet could manipulate the blockchain in a manner that adversely affects an investment
in our securities.
If
a malicious actor or botnet (a volunteer or hacked collection of computers controlled by networked software coordinating the actions
of the computers) obtains a majority of the processing power dedicated to mining on any digital asset network, it may be able to alter
the blockchain by constructing alternate blocks if it is able to solve for such blocks faster than the remainder of the miners on the
blockchain can add valid blocks. Within the alternate blocks, the malicious actor or botnet could control, exclude or modify the ordering
of transaction. However, it could not generate new digital assets or transactions using such control. Using alternate blocks, the malicious
actor or botnet could “double-spend” its own digital assets (i.e., spend the same digital assets in more than one transaction)
and prevent the confirmation of other users’ transactions for so long as it maintains control. To the extent that such malicious
actor or botnet does not yield its majority control of the processing power or the digital asset community does not reject the fraudulent
blocks as malicious, reversing any changes made to the blockchain may not be possible. Such changes could adversely affect an investment
in our securities.
The
approach towards and possible crossing of the 50% threshold indicates a greater risk that a single mining pool could exert authority
over the validation of digital asset transactions. To the extent that the digital assets ecosystems do not act to ensure greater decentralization
of digital asset mining processing power, the feasibility of a malicious actor obtaining in excess of 50% of the processing power on
any digital asset network (e.g., through control of a large mining pool or through hacking such a mining pool) will increase, which may
adversely impact an investment in our securities.
Bitcoin
is subject to halving, and as such the reward for successfully solving a block will halve several times in the future and its value may
not adjust to compensate us for the reduction in the rewards we receive from our mining efforts, which could cause us to cease our mining
operations altogether and investors could suffer a complete loss of their investment.
Halving
is a process designed to control the overall supply and reduce the risk of inflation in digital assets using a Proof-of-Work consensus
algorithm. In an event referred to as bitcoin “halving,” the bitcoin reward for mining any block is cut in half. For example,
the mining reward for bitcoin declined from 12.5 to 6.25 bitcoin on May 11, 2020 and from 6.25 to 3.125 bitcoin on April 19, 2024. This
process is scheduled to occur once every 210,000 blocks. It is estimated that bitcoin will next halve in April 2028 and then approximately
every four years thereafter, until the total amount of bitcoin rewards issued reaches 21.0 million, and the theoretical supply of new
Bitcoin is exhausted, which is expected to occur around 2140. Once 21.0 million bitcoin are generated, the network will stop producing
more. Currently, there are more than 19.0 million bitcoin in circulation. While bitcoin prices have had a history of price fluctuations
around halving events, there is no guarantee that any such price change will be favorable or would compensate for the reduction in mining
reward. If a corresponding and proportionate increase in the price of bitcoin does not follow these anticipated halving events, the revenue
from our mining operations would decrease, and we may not have an adequate incentive to continue mining and may cease mining operations
altogether, which may adversely affect an investment in our securities and investors could suffer a complete loss of their investment.
Furthermore,
such reductions in bitcoin rewards for uncovering blocks may result in a reduction in the aggregate hash rate of the bitcoin network
as the incentive for miners decreases. Miners ceasing operations would reduce the collective processing power on the network, which would
adversely affect the confirmation process for transactions and make the bitcoin network more vulnerable to malicious actors or botnets
obtaining control in excess of 50% of the processing power active on the blockchain. Such events may adversely affect our activities
and an investment in our securities.
To
the extent that the profit margins of digital asset mining operations are not high, operators of digital asset mining operations are
more likely to immediately sell their digital assets earned by mining in the digital asset exchange market, resulting in a reduction
in the price of digital assets that could adversely impact an investment in our securities.
Over
the past few years, digital asset mining operations have evolved from individual users mining with computer processors, graphics processing
units and first-generation mining rigs. Currently, new processing power brought onto the digital asset networks is predominantly added
by “professionalized” mining operations. Professionalized mining operations may use proprietary hardware or sophisticated
machines.
Professionalized
mining operations require:
As
a result, professionalized mining operations are of a greater scale than prior miners and have more defined, regular expenses and liabilities.
These regular expenses and liabilities require professionalized mining operations to more immediately sell digital assets earned from
mining operations on the digital asset exchange market. To the contrary, it is believed that past individual miners were more likely
to hold mined digital assets for more extended periods. The immediate selling of newly mined digital assets greatly increases the supply
of digital assets on the digital asset exchange market, creating downward pressure on the price of each digital asset.
The
extent to which the value of digital assets mined by a professionalized mining operation exceeds the allocable capital and operating
costs determines the profit margin of such operation. A professionalized mining operation may be more likely to sell a higher percentage
of its newly mined digital assets rapidly if it is operating at a low profit margin—and it may partially or completely stop operations
if its profit margin is negative.
In
a low profit margin environment, a higher percentage could be sold into the digital asset exchange market more rapidly, potentially reducing
digital asset prices. Lower digital asset prices may result in further tightening of profit margins, particularly for professionalized
mining operations with higher costs and more limited capital reserves, creating a network effect that may further reduce the price of
digital assets until mining operations with higher operating costs become unprofitable and remove mining power from the respective digital
asset network. The network effect of reduced profit margins resulting in greater sales of newly mined digital assets could result in
a reduction in the price of digital assets that could adversely impact an investment in our securities.
The
loss or destruction of a private key required to access a digital asset may be irreversible. Our loss of access to our private keys or
a data loss relating to our digital assets could adversely affect an investment in our securities.
Management's Discussion & Analysis (MD&A)
New heading “BUSINESS OVERVIEW”
New heading “RECENT DEVELOPMENTS”
New heading “Validator Infrastructure”
New heading “Share Repurchase Program”
New heading “Acquisitions and Dispositions”
New heading “Reverse Stock Splits”
New heading “Foreign Currency Transactions”
New heading “STATUS AS AN EMERGING GROWTH COMPANY”
New heading “TRENDS AND UNCERTAINTIES IMPACTING OUR BUSINESS AND INDUSTRY”
New heading “Concentrations and Current Vulnerability”
New heading “Other Expenses (Income)”
New heading “OPERATING SEGMENTS”
New heading “Management’s Assessment of Liquidity”
New heading “Cash Flow Summary”
New heading “Operating Activities”
New heading “Investing Activities”
New heading “Financing Activities”
New heading “Fair Value Measurements”
Removed heading “Operating Expenses”
Removed heading “Other Expenses / (Income)”
Removed heading “Equity-linked instruments”
Removed heading “Share Based Compensation”
Largest changes
“For the next twelve months from issuance of these financial statements, the Company will seek to obtain additional capital through the sale of debt or equity financings or other arrangements to fund operations; however, there can be no assurance that the Company will be able to raise needed capital under acceptable terms, if at all. The sale of additional equity may dilute existing shareholders and newly issued shares may contain senior rights and preferences compared to currently outstanding common shares. …”see in full comparison
“Assets and liabilities measured and recorded at fair value on a non-recurring basis The Company’s non-financial assets, such as property and equipment, intangible assets and goodwill are measured at fair value when there is an indicator of impairment and are recorded at fair value when an impairment charge is recognized.”see in full comparison
“The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. The Company is at an early stage of development. …”see in full comparison
“We are in the process of evaluating the benefits of relying on other exemptions and reduced reporting requirements provided by the JOBS Act. …”see in full comparison
Full comparison: every changed paragraph (109)
ProspectiveThe
investors should read the following discussion and analysis of our financial condition and results of operations should be read together with our historical financial
statements and the relatednotes notesto those statements and other financial information included elsewhere in this Annual Report. SomeCertain of the information containedstatements
in this discussion and analysis or set forth elsewhere in this Annual Report, including information with respect to our plans and strategy
for our business, includesinclude forward-looking statements that involve risks and uncertainties. See “Cautionary Note Regarding
Forward-Looking Forward-Looking
Statements.” You should review the “Risk Factors” section of this Annual Report
for a discussion of important factors
that could cause actual results to differ materially from the results described in or implied by
the forward-looking statements contained
in the following discussion and analysis.
BUSINESS OVERVIEW
For a complete discussion of our business, see Part I, Item 1. “Business” of this Annual Report.
RECENT DEVELOPMENTS
Validator Infrastructure
In January 2026, we launched our proprietary validator infrastructure, enabling third-party delegators to stake AVAX at competitive costs while generating revenue through delegation fees. This infrastructure strengthens operational control, improves capital efficiency and creates an incremental, protocol-native revenue stream.
Share Repurchase Program
In November 2025, the Company’s board of directors authorized a share repurchase program (the “Repurchase Program”) under which the Company may repurchase up to $40 million of its outstanding common shares, for a period of 12 months, subject to contractual requirements. The board of directors will periodically review the Company’s Repurchase Program and may decide to extend its term or increase the authorized amount. As of December 31, 2025, the Company has repurchased 183,346 shares in the open market for a total cost of $257,964 pursuant to the Repurchase Program. From January 1, 2026 to March 24, 2026, the Company repurchased 3,090,038 of common shares in the open market for a total cost of $2,868,398.
Acquisitions and Dispositions
In January 2025, we acquired the assets of Bald Eagle Mining, LLC (“Bald Eagle”), located in Columbiana Country, Ohio, for a total purchase price of $4,765,000. Bald Eagle is a Bitcoin Mining facility, powered by 5MW of flared natural gas energy, which at the time of the acquisition supported over 900 Bitcoin Mining units. Subsequent to the acquisition, we increased the number of mining units from 900 to 1,662.
In December 2025, we entered into a letter of intent, with an unrelated third party, to sell the Manna IP for a purchase price of $1,550,000 (the “Purchase Price”). Based on the Purchase Price, we determined the Manna IP asset was impaired as of December 31, 2025 and recorded an impairment charge totalling $5,110,592 which is reflected in the accompanying consolidated statements of comprehensive loss as intangible asset impairment.
Reverse Stock Splits
In July 2025, the Company effected a one-for-nine reverse stock split of the Company’s issued and outstanding common shares (the “2025 Reverse Split”). As a result of the 2025 Reverse Split, every nine shares of the Company’s old common shares were converted into one share of the Company’s new common shares. Fractional shares resulting from the 2025 Reverse Split were sold at the then-prevailing price on the open market, with the proceeds being distributed on a pro rata basis to the impacted shareholders. The 2025 Reverse Split automatically and proportionately adjusted all issued and outstanding shares of the Company’s common shares, as well as convertible debentures, convertible features, pre-funded warrants, options and warrants outstanding at the time of the date of the 2025 Reverse Split. The exercise price on outstanding equity-based grants was proportionately increased, while the number of shares available under the Company’s equity-based plans was proportionately reduced. Share and per share data (except par value) for the periods presented reflect the effects of the 2025 Reverse Split. References to numbers of common shares and per share data in the accompanying financial statements and notes thereto for periods ended prior to July 28, 2025, have been adjusted to reflect the 2025 Reverse Split on a retroactive basis.
Foreign Currency Transactions
The financial statements of the Company and its subsidiaries whose functional currencies are the local currencies are translated into USD for consolidation as follows: assets and liabilities at the exchange rate as of the balance sheet date, shareholders’ equity at the historical rates of exchange, and income and expense amounts at the average exchange rate for the period. Translation adjustments resulting from the translation of the subsidiaries’ accounts are included in “Accumulated other comprehensive loss” as equity in the consolidated balance sheets. Transactions denominated in currencies other than the applicable functional currency are converted to the functional currency at the exchange rate on the transaction date. At period end, monetary assets and liabilities are remeasured to the reporting currency using exchange rates in effect at the balance sheet date. Non-monetary assets and liabilities are remeasured at historical exchange rates. Gains and losses resulting from foreign currency transactions are included within non-operating expenses.
As of April 1, 2025, the functional currency of the Company was changed from Canadian dollars (“CAD”) to USD due to a change in the primary economic environment in which the Company operates. The majority of the Company’s executive leadership and operations are located in the United States. The majority of revenue generation, expenditures, cash flows, financing, and contractual terms are denominated in USD.
STATUS AS AN EMERGING GROWTH COMPANY
On April 5, 2012, the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, was enacted. Section 107 of the JOBS Act provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended, or the Securities Act, for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have irrevocably elected to avail ourselves of this extended transition period and, as a result, we will adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for private companies.
We are in the process of evaluating the benefits of relying on other exemptions and reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth in the JOBS Act, as an “emerging growth company,” we intend to rely on certain of these exemptions from, without limitation, (i) providing an auditor’s attestation report on our system of internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act and (ii) complying with any requirement that may be adopted by the Public Company Accounting Oversight Board (PCAOB) regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements, known as the auditor discussion and analysis. We will remain an “emerging growth company” until the earliest of (a) the last day of our fiscal year following the 5th anniversary of the closing of our initial public offering, (b) the last day of the first fiscal year in which our annual gross revenues exceed $1.07 billion, (c) the last day of our fiscal year in which we are deemed to be a “large accelerated filer” as defined in Rule 12b-2 under the Securities Exchange Act of 1934, or Exchange Act (which would occur if the market value of our equity securities that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter), or (d) the date on which we have issued more than $1 billion in nonconvertible debt during the preceding three-year period.
TRENDS AND UNCERTAINTIES IMPACTING OUR BUSINESS AND INDUSTRY
Digital Assets
We generate revenue from blockchain-based operations, comprised of two primary sources: (i) staking rewards earned from delegating and validator node operations, primarily Avalanche blockchain (“Avalanche Protocol”) and (ii) the production of digital assets through mining activities, primarily Bitcoin (“Bitcoin Mining”). We commenced our digital asset strategy with regards to the Avalanche Protocol in the fourth quarter of 2025 with our transition to AVAX One and with regards to Bitcoin Mining in the fourth quarter of 2024 with the acquisition of our first Bitcoin Mining facility. We currently own and operate three Bitcoin Mining facilities.
Our digital assets were comprised of the following as of December 31, 2025 and 2024, which value may be materially impacted as the market value of digital assets fluctuates.
Management believes, given our recent investments, coupled with our relative position and liquidity, we are well-positioned to execute on our long-term growth strategy.
Energy Cost
Energy cost is one of the most significant cost drivers for Bitcoin Mining operations and these costs can be highly volatile and sensitive to geopolitical events and weather conditions, such as winter storms and earthquakes, which impact supply and demand for power regionally. We believe these costs are effectively managed through our power purchase agreement which allow us to obtain natural gas required to generate power at our mining facilities at favorable prices. Though energy prices are less predictable, our power purchase agreement gives us greater flexibility and ability to actively manage the energy we consume with the goal of increasing energy efficiency and profitability.
Concentrations and Current Vulnerability
Our principal activities consist primarily from investing, staking and evaluating digital tokens technologies that run on the Avalanche public blockchain network. Due to the current nature of our operations and the scale of business transacted on the Avalanche Network, a concentration could potentially result in a vulnerability. The concentration and potential associated vulnerabilities include, but are not limited to:
The AVAX token performs various functions within the Avalanche ecosystem, including incentivizing network security and functionality and acting as the payment currency on the primary network. Therefore, this concentration may result in vulnerability to a near-term severe impact, and at least possible that there could be events outside of our control that may result in a severe impact in the near term.
As a result, of the foregoing, we believe a concentration exists as of the date of these financial statements, and a dissolution of the Avalanche Foundation or an inability of the Avalanche public blockchain network and/or AVAX tokens to function as expected, could result in near-term severe impacts to our business.
RESULTS
OF OPERATIONS FOR
THE YEARS ENDED DECEMBERDecember 31, 2025 and 2024 AND 2023
During
the year, the Company sold and delivered its first shipment of hydroxyl generating devices. The shipment consisted of 5 units for gross
sales of $40,845.
The
Company sells its products directly to customers and indirectly to customers through sales brokers.
During
the fourth quarter of 2024, the Company generated $26,572 of digital assets from its crypto asset production operations.
Operating
Expenses
Operating
expenses primarily consist of wages and salaries, professional fees, consulting, office and administration, investor and public relations,
research and development, and share-based compensation. Operating expenses decreased in the year ended December 31, 2024 as compared
to December 31, 2023 by $774,813 or 6.95% primarily due to the following:
This
was partially offset by the following:
Other
Expenses / (Income)
OtherTotal
expenserevenue forwas comprised of the yearfollowing during the years ended December 31, 2025 and 2024 increased due to the following:-
We generate revenue from blockchain-based operations and comprises two primary sources: (i) staking rewards earned from delegating and validator node operations, primarily through our Avalanche Protocol and (ii) the production of digital assets through mining activities, primarily Bitcoin Mining.
Our Avalanche Protocol operations commenced in the fourth quarter of 2025 in connection with our transition to AVAX One and the implementation of our digital asset strategy. Our Avalanche Protocol revenues are generated through network-based smart contracts. We stake our crypto assets on our own validator nodes and nodes from third-party operators. Through these contracts, we provide crypto assets to stake to a node for the purpose of validating transactions and adding blocks to a respective blockchain network. We define the duration of our smart contracts, typically lasting from a few days to several weeks, and these contracts require that the crypto assets staked remain locked up for the duration.
Pursuant to our Bitcoin Mining, we earn revenue from the production of certain digital assets through mining activities. Our Bitcoin Mining operations commenced in December 2024 with the acquisition of first mining facility in Alberta, Canada (the “Redwater acquisition”) and then in January 2025 we added an additional mining facility with the Bald Eagle acquisition.
Operating expenses were comprised of the following during the years ended December 31, 2025 and 2024 -
ThisTotal
wasoperating partiallyexpenses offsetincreased byprimarily due to the following:
The increase in cost of revenue, excluding depreciation of $1.4 million is directly related to our Bitcoin Mining operations which commenced in the fourth quarter of 2024.
Depreciation and amortization increased $0.5 million, or 85%, primarily due to the increase in our Bitcoin Mining equipment from both the Redwater acquisition in late 2024 and the Bald Eagle acquisition in early 2025.
The increase in impairment of assets of $1.4 million, or 34%, is primarily due to the year over year increase in the impairment of Manna IP of $0.9 million coupled with the impairment of certain equipment in the Bitcoin Mining division of $0.4 million.
Share-based compensation increased $1.1 million, or 293%, due to common shares issued to certain executives, directors and consultants in connection with the transition to AVAX One and the Offering.
The increase in office and administrative costs of $0.4 million, or 71%, is primarily due to insurance costs.
Professional fees increased $0.4 million, or 78%, primarily due to the legal and auditing services related to the transition to AVAX One and the Offering.
The increase in investor and public relations of $0.3 million, or 108%, is related to additional campaigns to promote the Company.
The unrealized loss on market valuation increased primarily due to the decline in market value of our AVAX tokens.
Other Expenses (Income)
Total other expenses (income) were comprised of the following during the years ended December 31, 2025 and 2024 -
Other expenses increased primarily due to the increase in loss on debt extinguishment primarily attributable to more extinguished debt revalued at losses during the current year period. These increases have been partially offset by the change in fair value of derivative liabilities and loss on conversion of convertible debt. The change in fair value of derivative liabilities improved due to the extinguishment of conversion feature derivatives as a result of significant conversions of several tranches of debentures, coupled with the stabilization of the Company’s share price and the derivatives reclassed to additional paid in capital during 2025. The improvement in loss on conversion of convertible debt is primarily due to unscheduled conversion loss being classified as extinguishment after conversion feature reclassed to equity.
OPERATING SEGMENTS
We have chosen to organize our operating segments based on products or services offered. Each operating segment is also a reportable segment (i.e., operating segments have not been aggregated). Our operating and reportable segments at December 31, 2025, include Avalanche Protocol and Bitcoin Mining. All other activities, including financing, are carried out through the corporate entity. The accounting policies for the operating segments are the same as those disclosed in the notes to the consolidated financial statements in Part II, Item 8. Financial Statements and Supplementary Data, Note 3, “Significant Accounting Policies.”
Our Avalanche Protocol operations commenced in the fourth quarter of 2025 in connection with our transition to AVAX One and the implementation of our digital asset strategy. Our Avalanche Protocol revenues are generated through network-based smart contracts. We stake our crypto assets on our own validator nodes and nodes from third-party operators. Through these contracts, we provide crypto assets to stake to a node for the purpose of validating transactions and adding blocks to a respective blockchain network. We define the duration of our smart contracts, typically lasting from a few days to several weeks, and these contracts require that the crypto assets staked remain locked up for the duration.
Pursuant to our Bitcoin Mining, we earn revenue from the production of certain digital assets through mining activities. Our Bitcoin Mining operations commenced in December 2024 with the Redwater Acquisition and then in January 2025 we added an additional mining facility with the Bald Eagle acquisition.
The following table summarizes our operating segments results for the year ended December 31, 2025:
What changed in the latest 10-Q
Risk Factors
New heading “If and when we enter the data center space the following risk factor will apply.”
New heading “If and when we enter the data center space the following risk factors will apply.”
Largest changes
“If and when we enter the data center space the following risk factors will apply.”see in full comparison
“If and when we enter the data center space the following risk factor will apply.”see in full comparison
Full comparison: every changed paragraph (7)
The
BENQI Protocol is managed by relatively small
teams and governed by decentralized autonomous organizations (“DAOs”) controlled
by holders of its governance tokens. We do
not hold governance tokens andand, thereforetherefore, have no ability to influence protocol governance
decisions. Token holders could vote to implement
changes that materially and adversely affect the terms of liquid staking, including
modifications to fee structures, redemption processes,
validator selection criteria, or other operational parameters. Such governance
actions, or the failure of governance processes, could
reduce the value or redeemability of our liquid staking tokens. In addition, the
BENQI Protocol (or related protocols) could cease operations,
experience a governance failure, or be subject to malicious attacks that
compromise its functionality or security.
LiquidIn addition, liquid
staking tokenstokens, such as tAVAX and sAVAXsAVAX, are
less liquid than the underlying AVAX token. While holders may sell these tokens on decentralized
exchanges, such sales may incur significant
slippage and result in proceeds substantially below the theoretical exchange rate to AVAX,
particularly during periods of market stress
or low liquidity. Neither tAVAX nor sAVAX is widely listed on centralized exchanges, which
concentrates trading activity in on-chain liquidity
pools and may exacerbate price dislocations and volatility during periods of elevated
selling pressure. The value of both tAVAX and sAVAX
is directly correlated with the value of AVAX, which has historically experienced,
and may continue to experience, significant price volatility.
Although these liquid staking tokens are designed to maintain a predictable
and increasing exchange rate relative to AVAX, they may trade
at a discount to their theoretical value on secondary markets due to liquidity
constraints, market sentiment, perceived protocol risks,
or other factors.
Risks
Related to Demand for Data Center Space,
Power and ConnectivityConnectivity.
If and when we enter the data center space the following risk factor will apply.
Risks
Related to Competition in the Data Center IndustryIndustry.
If and when we enter the data center space the following risk factors will apply.
SubstantiallyWe
allexpect ofthat our customer agreements will include terms requiring us to meet certain service level commitments. A failure to meet these
those or other
commitments or equipment damage in our data centers could subject us to contractual liability, including service
level credits against
customer rent payments, legal liability and monetary damages, regulatory sanctions, or, in certain cases of
repeated failures, the right
by the customer to terminate the agreement. Service interruptions, equipment failures or security
breaches could also materially impact
our brand and reputation globally and lead to customer contract terminations or non-renewals
and an inability to attract customers in
the future.
Management's Discussion & Analysis (MD&A)
New heading “Leadership Transition”
Largest changes
“In connection with Ms. Kahn’s departure, Ms. Kahn and the Company entered into a separation and release agreement, dated July 5, 2026 (“Kahn Separation Agreement”), that terminates the Consulting Agreement, dated November 1, 2025, as amended, between Ms. Kahn and the Company (“Consulting Agreement”), effective as of July 3, 2026. Pursuant to the Kahn Separation Agreement, and in exchange for a general release of claims in favor of the Company and the other released parties, Ms. …”see in full comparison
Complementing these digital asset initiatives, the Company has leveraged its longstanding operational relationships and deep industry knowledge in Alberta to advance its physical infrastructure footprint. The Company issee in full comparisoncurrentlyevaluatingdevelopingsites to develop a 10 MW Tier 3 microgrid-powered datacenter, which has been designed and is being constructed in record time at a highly competitive cost per MW. This facility is engineered to support both high-performance Bitcoin mining and artificial intelligence / high performance compute (“AI/HPC”) workloads, reflecting the Company’s forward looking approach to multi-use digital infrastructure.center.
“AVAX One is not merely accumulating AVAX tokens as a passive treasury asset. The Company is actively constructing next-generation data center infrastructure capable of supporting both leading blockchain protocols and the rapidly growing demands of artificial intelligence and high-performance computing workloads.”see in full comparison
Our primary need for liquidity is to fund working capital requirements, capital expenditures, and for general corporate purposes. Our ability to fund operations and make planned capital expenditures and debt service obligations depends on future operating performance and cash flows, which are subject to prevailing economic conditions, financial markets, business and other factors.see in full comparisonTheOur sources of liquidity, including cash onhandhand, digital assets earned through staking arrangements and Bitcoin Mining, is expected to be sufficient to fund our operating expenses and capital expenditure requirements for at least twelve months from the date these financial statements are issued.
Though we experienced a loss from operations of approximatelysee in full comparison$44.6$78.0 million during thethreesix months endedMarchJune31,30, 2026, this loss includedincluded $43.0$75.7 million of non-cash charges related to: (1) depreciation and amortization ($0.3$0.5 million); (2) impairment of assets ($3.7($1.1million); and (3) realized and unrealized losses on digital asset transactions and market valuations ($5.3 million and$36.3$66.1 million, respectively). To supplement our GAAP financial results, we present non-cash loss from operations, a non-GAAP financial performance measure which excludes these non-cash charges, to provide useful information to help investors evaluate our operating performance because it: enables investors to compare this measure and component adjustments to similar information provided by peer companies and our past financial performance. Adjusting for these non-cash charges, theadjustednon-cashoperatingloss fromlossoperations would be$1.6$2.3million.million during the six months ended June 30, 2026.
Full comparison: every changed paragraph (42)
Complementing
these digital asset initiatives, the Company has leveraged its longstanding operational relationships and deep industry knowledge in
Alberta to advance its physical infrastructure footprint. The Company is currentlyevaluating developingsites to develop a 10 MW Tier 3 microgrid-powered
data center,
which has been designed and is being constructed in record time at a highly competitive cost per MW. This facility is engineered to support
both high-performance Bitcoin mining and artificial intelligence / high performance compute (“AI/HPC”) workloads, reflecting
the Company’s forward looking approach to multi-use digital infrastructure.center.
Management
believes this three-pronged strategy of Bitcoin mining operations, Avalanche ecosystem participation, Bitcoin Mining operations, and data center development creates
a robust and differentiated business model. It enables the Company to capitalize on the specialized expertise of its leadership team
in both cryptocurrency and energy infrastructure. The strategy is expected to deliver stable cash flows in the short to medium term through
BitcoinAVAX miningstaking and AVAXBitcoin staking,Mining, while positioning the Company for substantial long-term value creation through the expansion of its
data center platform and broader ecosystem investments.
In
recent periods, the Company has accelerated its growth trajectory through two concurrent and complementary infrastructure initiatives.
First, the Company signed a Front End Engineering and Design (FEED) agreement for the development of a 10 MW AI/HPC-capable microgrid
data center in Alberta, Canada. This facility is being purpose-built to meet the highest industry standards for reliability, efficiency,
and scalability. Second, theThe Company completed the acquisition of 220 additional Bitcoin miningMining machines.machines Thiswhich equipmenthas deployment is
expected to increaseincreased the Company’s operational hash rate capacity in Alberta by approximately 33%, meaningfully expanding its Bitcoin
miningMining output and associated revenue potential.
AVAX
One is not merely accumulating AVAX tokens as a passive treasury asset. The Company is actively constructing next-generation data center
infrastructure capable of supporting both leading blockchain protocols and the rapidly growing demands of artificial intelligence and
high-performance computing workloads.
AVAX
One is not merely accumulating AVAX tokens as a passive treasury asset. As
these cashflow generatingtreasury operations scale, the Company anticipates
increased financial flexibility to pursue several value-enhancing
initiatives. These include further expansion of its digital asset treasury,
operations, opportunistic acquisitions within the Avalanche ecosystem,
and strategic investments that contribute to the overall
health, security, and adoption of the Avalanche network.
Management
remains confident that this integrated model of combining revenue producing infrastructure assets with active ecosystem participation
will differentiate AVAX One in the market and create enduring value for shareholders as the convergence of cryptocurrency, artificial
intelligence, and digital infrastructure continues to accelerate.shareholders.
Leadership Transition
As previously reported by the Company, Jolie Kahn resigned as the Company’s Chief Executive Officer (“CEO”), effective July 3, 2026 and the Company’s Board of Directors (“Board”) subsequently appointed Peter Wylie Jr., the Company’s Chief Operating Officer, as Interim CEO. Mr. Wylie will continue to serve as Chief Operating Officer. In connection with Mr. Wylie’s increased responsibilities as interim CEO, Mr. Wylie’s compensation increased to a total of $40,000 per month. Additionally, the Board has initiated a comprehensive search for a long-term successor and formally retained a global executive search firm to support the process.
In connection with Ms. Kahn’s departure, Ms. Kahn and the Company entered into a separation and release agreement, dated July 5, 2026 (“Kahn Separation Agreement”), that terminates the Consulting Agreement, dated November 1, 2025, as amended, between Ms. Kahn and the Company (“Consulting Agreement”), effective as of July 3, 2026. Pursuant to the Kahn Separation Agreement, and in exchange for a general release of claims in favor of the Company and the other released parties, Ms. Kahn received a lump sum cash payment of $0.2 million in lieu of payment of her consulting fees through the end of the term of the Consulting Agreement, reimbursement for certain medical insurance costs, and a grant of shares of unregistered common shares having a fair market value of $0.3 million. As of August 12, 2026, the shares have not been issued. Ms. Kahn will remain subject to certain non-competition, non-solicitation and non-disparagement covenants that survive the termination of the Consulting Agreement.
On
March 13, 2026, the Company received a letter from
The Nasdaq Stock Market LLC (“Nasdaq”) that it no longer compliescomplied with
Rule 5550(a)(2) of Nasdaq’s Listing RulesRules, which requirerequires listed securities to maintain
a minimum bid price of $1 per share. Based
upon the closing bid price for the last 30 consecutive business days (January 29, 2026 to March
12, 2026), the Company no longer met
this requirement.
The
Company presented its appeal to the Hearing Panel
(the “Panel”), and the hearing was held on April 21, 2026. On May 8, 2026,
the Company received from the Panel an exception
to cure its listing deficiencies and provides for the continued listing on The Nasdaq
Stock Market subject to certain conditions.
The conditions include, among other things, that the Company must demonstrate compliance
with the minimum bid price of $1 per
share for a minimum of 10 consecutive trading days on or before July 6, 2026. The Company plans to complete a reverse stock split
(the "RSS") to cure the deficiency and will seek approval for the RSS at the annual shareholder meeting on May 29, 2026.
The Company is confident that the RSS will be approved since enough shareholder votes in favor of the RSS have been secured as of
May 5, 2026.
On July 8, 2026, the Company received formal notice from Nasdaq confirming the Company has regained compliance with Nasdaq’s Listing Rule 5550(a)(2). According to the notification, Nasdaq determined that, for the ten consecutive trading days from June 15, 2026 through June 29, 2026, the closing bid price of AVAX One’s common shares was at or above the required minimum of $1.00 per share. As a result, Nasdaq concluded that the Company satisfied the minimum bid price requirement, and the matter is now closed.
On
April 20, 2026, the Company executed a letter of intent with BlueFlare Energy Solutions Inc.
(“BlueFlare”),Inc., an Alberta-based
infrastructure developer, for the development of powered land capable of supporting a 10
MW AI/HPC Edge Compute facility. This initiative
represents the Company’s formal expansion into the data center and digital
infrastructure vertical, positioning AVAX One to participate
in the rapidly accelerating demand for AI and high-performance
computing capacity.
The
initiative addresses the power bottleneck whichthat is a foundational constraint for AI/HPC Edge computing capacity by presenting a scalable
and replicable micro grid model in 10 MW increments. This advantageous differentiator is a key element to enabling the Company to achieve
recurring revenue at scale. This transformative event demonstrates a power synergy with the Company’s existing Avalanche treasury
and on-chainonchain strategy by positioning the Company at the intersection of on-chainonchain finance and the physical compute structure that will power
power it. Furthermore, this creates a clear path to recurring high-margin revenue through long-term infrastructure agreements with end clients
clients thus creating sustainable shareholder value opportunities.
The Company is considering and evaluating several potential sites for its first data center project.
The
Alberta site remains on schedule for end-client deployment readiness in Q1 2027. The Company also engaged BlueFlare as the infrastructure
development partner for the project, and on May 6, 2026, ASCENT Consulting Ltd. was selected to lead engineering and design services
for the Alberta site. This is a critical milestone that advances the project from letter of intent stage into formal technical execution.
In
November 2025, the Company’s board of directors authorized a share repurchase program (the “Repurchase Program”) under
which the Company may repurchase up to $40.0 million of its outstanding common shares, for a period of 12 months, subject to contractual
requirements. The board of directorsBoard will periodically review the Company’s Repurchase Program andand, among other things, may decide to extend its term
or increase the authorized amount. As of MarchJune 31,30, 2026, the Company has repurchased 3,273,383402,537 shares in the open market for a total cost
cost of $3.1$3.9 million pursuant to the Repurchase Program. Subsequently,From July 1, 2026 to August 12, 2026, the Company repurchased an additional 182,62057,503 shares in the open market
market for a total cost of $88.5$0.3 thousand.million.
We
arecontinue into the process of evaluatingevaluate the benefits of relying on other exemptions and reduced reporting requirements provided by the JOBS Act.
Act. Subject to certain conditions set forth in the JOBS Act, as an “emerging growth company,” we have relied, and intend to
continue relyto rely, on certain
of these exemptions from, without limitation, (i) providing an auditor’s attestation report on our
system of internal controls
over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act and (ii) complying with
any requirement that may be adopted
by the Public Company Accounting Oversight Board (PCAOB) regarding mandatory audit firm rotation
or a supplement to the auditor’s
report providing additional information about the audit and the financial statements, known
as the auditor discussion and analysis. We
will remain an “emerging growth company” until the earliest of (a) the last
day of our fiscal year following the 5th anniversary
of the closing of our initial public offering, (b) the last day of the first
fiscal year in which our annual gross revenues exceed $1.07
billion, (c) the last day of our fiscal year in which we are deemed to
be a “large accelerated filer” as defined in Rule
12b-2 under the Securities Exchange Act of 1934, or Exchange Act
(which would occur if the market value of our equity securities that
is held by non-affiliates exceeds $700 million as of the last
business day of our most recently completed second fiscal quarter), or
(d) the date on which we have issued more than $1 billion in
nonconvertible debt during the preceding three-year period.
Our
digital assets were comprised of the following as of MarchJune 31,30, 2026 and December 31, 2025, whichthe value of which may be materially
impacted as
the market value of digital assets fluctuates.
Our
principal activities consist primarily fromof investing, staking and evaluating digital tokens technologies that run on the Avalanche public
blockchain network. Due to the current nature of our operations and the scale of business transacted on the Avalanche Network, a concentration
could potentially result in a vulnerability. The concentration and potential associated vulnerabilities include, but are not limited
to:
RESULTS
OF OPERATIONS FOR THE three and six months ended MarchJune 31,30, 2026 and 2025
Total
revenue was comprised of the following during the three and six months ended MarchJune 31,30, 2026 and 2025 (in thousands):
PursuantFrom
to our Bitcoin Mining,Mining operations, we earn revenue from the production of certain digital assets through mining activities. Our Bitcoin Mining
operations operations
commenced in December 2024 with the acquisition of our first mining facility in Alberta, Canada (the “Redwater
acquisition”)
and, and, then in January 20252025, we added an additional mining facility with the Bald Eagle acquisition.
Operating
expenses were comprised of the following during the three and six months ended MarchJune 31,30, 2026 and 2025 (in thousands):
Total operating expenses increased during the three months ended June 30, 2026, as compared to the prior year period, primarily due to the following:
During the six months ended June 30, 2026 total operating expenses increased, as compared to the prior year period, primarily due to the following:
Total
other (expenses) income were comprised of the following during the three and six months ended MarchJune 31,30, 2026 and 2025 (in thousands):
Total other expenses, net decreased during the three months ended June 30, 2026 primarily due to the prior period loss on debt extinguishment, partially offset by the increase in accretion of interest on debentures due to the issuance of additional debentures.
OtherDuring
expensesthe increasedsix months ended June 30, 2026 total other expenses, net decreased primarily due to the prior year loss on debt extinguishment, partially
offset by the change in fair value of derivative liabilities and the increase in accretion of interest on debentures.
The change in fair
value of derivative liabilities is directly attributable to the reclass of derivatives to additional-paid-in capital
during the second
quarter of 2025 as a result of the conversion of our functional currency, from the Canadian dollar to the United States
dollar, effective
April 1, 2025. The increase in accretion of interest on debentures is primarily due to the issuance of additional debentures.
We
have chosen to organize our operating segments based on products or services offered. Each operating segment is also a reportable segment
(i.e., operating segments have not been aggregated). Our operating and reportable segments at MarchJune 31,30, 2026, include Avalanche Protocol
and Bitcoin Mining. All other activities, including financing, are carried out through the corporate entity. We evaluate the performance
of each of the segments using operating income (loss) to provide a consistent and comparable measure of our performance between periods.
Our calculations of operating income (loss) herein may be different from the calculations used by other companies, therefore, comparability
may be limited. The accounting policies for the operating segments are the same as those disclosed in the notes to the unaudited condensed
consolidated financial statements in this Quarterly Report, specifically Part I, Item 1. Financial Statements, Note 2, “Summary
of Significant
Accounting Policies.”
The
following table summarizes our total revenues, by segment, during the three and six months ended MarchJune 31,30, 2026 and 2025 (in thousands):
Total
revenue increased during the three and six months ended MarchJune 31,30, 2026 primarily due to the Company’s Avalanche Protocol operations,
which commenced operations
in the fourth quarter of 2025 with the implementation of our digital asset strategy, coupled with the
increase in our Bitcoin Mining
operations primarily due to the increase in our Bitcoin Mining infrastructure.
The
following table summarizedsummarizes our operating income (loss), by segment, during the three and six months ended MarchJune 31,30, 2026 and 2025 (in
thousands):
The
total increase in operating loss during the three and six months ended MarchJune 31,30, 2026 is primarily attributable to the decline in market
value value
of AVAX tokens, which resulted in an unrealized loss on market valuation of digital assets ($36.3$29.9 million and $66.1 million, respectively),
coupled with an impairment
of assets related to the liquid staking tokens ($1.1$2.6 million and $3.7 million, respectively) and the realized
loss on digital asset transactions ($20.0 thousand and $5.3 millionmillion, respectively) related
primarily to the deployment of AVAX tokens
to the liquid staking tokens (tAVAX tokens), partially offset by the increase in revenue ($2.2$2.4 million and $4.6 million, respectively).
The operating loss was further impacted by the increase in cost of revenue, excluding depreciation ($1.0$0.6 million and $1.5 million, respectively),
which is directly
related to the increase in our Bitcoin Mining operations and the increase in selling, general and administrative expenses
($0.9$1.0 million and $1.9 million, respectively)
primarily due to costs associated with promoting the Company and insurance.
Our
primary need for liquidity is to fund working capital requirements, capital expenditures, and for general corporate purposes. Our ability
to fund operations and make planned capital expenditures and debt service obligations depends on future operating performance and cash
flows, which are subject to prevailing economic conditions, financial markets, business and other factors. TheOur sources of liquidity, including cash on handhand, digital assets earned through staking arrangements and Bitcoin Mining, is expected
to be sufficient to fund our operating expenses and capital expenditure requirements for at least twelve months from the date these financial
statements are issued.
Though
we experienced a loss from operations of approximately $44.6$78.0 million during the threesix months ended MarchJune 31,30, 2026, this loss included
included $43.0$75.7 million of non-cash charges related to: (1) depreciation and amortization ($0.3$0.5 million); (2) impairment of assets ($3.7
($1.1 million); and (3) realized and unrealized losses on digital asset transactions and market
valuations ($5.3 million and $36.3 $66.1
million, respectively). To supplement our GAAP financial results, we present non-cash loss from operations, a non-GAAP financial
performance measure which excludes these non-cash charges, to provide useful information to help investors evaluate our
operating performance because it: enables investors to compare this measure and component adjustments to similar information
provided by peer companies and our past financial performance. Adjusting for these non-cash charges, the adjustednon-cash operatingloss from
lossoperations would be $1.6$2.3 million.million during the six months ended June 30, 2026.
The
following information has been derived from the accompanying unaudited condensed consolidated financial statements included elsewhere
in this Quarterly Report. The change in cash andcash, cash equivalents and restricted cash during the threesix months ended MarchJune 31,30, 2026 and 2025
is as follows
(presented in thousands):
Net
cash used in operating activities was $1.4$5.1 million and $2.2$3.1 million during the threesix months ended MarchJune 31,30, 2026 and 2025, respectively,
aan decreaseincrease of $0.8$2.0 million, which is primarily due to the $3.6 million net change in operating assets and liabilities.liabilities, partially offset
by the decrease in operating results, as adjusted for non-cash items of $1.5 million.
Non-cash
items increased primarily due to the unrealized loss on digital assets of $36.3$66.1 million, asset impairments of $1.1$3.7 million, realized
loss on digital asset transactions of $5.3 million and the change in amortization of debt issuance costs of $0.9$1.6 million, coupled with
with the change in fair value of derivative liabilities of $3.0 million, partially offset by the decrease in loss on debt extinguishment of
$4.7 million. The net change in operating assets and liabilities is
primarily due the net change in prepaid expenses and other current
assets of $2.5$1.2 million, partially offset by the increase in
revenue from digital asset production $2.2$4.6 million.
Net
cash used in investing activities was $2.6 million and $5.7 million during the threesix months ended MarchJune 31,30, 2026 wasand directly2025, attributablerespectively,
a decrease of $3.1 million, which is primarily due to the purchasecash of
equipmentpaid and digital assets. During the comparablein prior year period, the Company paid $4.8 million for an acquisitionacquisition, partially offset by the increase
in equipment purchased within the
Bitcoin Mining segment.
Net
cash provided by financing activities was $3.7$2.3 million and $8.5 million during the threesix months ended MarchJune 31,30, 2026 asand compared2025, torespectively,
a the $7.9 milliondecrease of
net cash$6.3 providedmillion, during the comparable prior year period. The net changewhich is primarily due to decrease in proceeds from debentures of
$1.5 million, coupled with the shares repurchased in the open market of $3.0$3.9 million. coupled with the decrease
in proceeds from debenture and warrant issuances of $1.8 million.
See
the notes to our unaudited condensed consolidated financial statements for the threesix months ended MarchJune 31,30, 2026 and 2025, included within
this Quarterly report.
AVX insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding AVX (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 120,601 | $625.9K | 0.0% | New position |
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 880,595 | $526.7K | — | Sold out |