BITMINE IMMERSION TECHNOLOGIES INC
For the period ended Aug 31, 2024. Filed Dec 9, 2024.
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FY2024 · Filed Dec 9, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
INDEX TO EXHIBITS
| Exhibit No. | Description |
| 3.1 | Amended and Restated Certificate of Incorporation (incorporated by reference from Form 8-K filed September 6, 2022). |
| 3.2 | Certificate of Designations, Rights and Preferences of Series A Convertible Preferred Stock (incorporated by reference from Form 8-K filed September 6, 2022. |
| 3.3 | Certificate of Designations, Rights and Preferences of Series B Convertible Preferred Stock (incorporated by reference from Form 8-K filed November 7, 2024. |
| 3.4 | Certificate of Merger (incorporated by reference from Form 10 filed October 27, 2020). |
| 3.5 | Bylaws of Sandy Springs Holdings, Inc. (incorporated by reference from Form 10 filed October 27, 2020). |
| 4.4 | Form of Class C-1 Warrant (incorporated by reference from Form S-1, File No. 333-266348, filed July 27, 2022). |
| 4.5 | Form of Class C-2 Warrant (incorporated by reference from Form S-1, File No. 333-266348, filed July 27, 2022). |
| 4.6 | Form of Class C-3 Warrant (incorporated by reference from Form S-1, File No. 333-266348, filed July 27, 2022). |
| 10.1 | Employment Agreement between the Company and Ryan Ramnath dated July 19, 2021 (incorporated by reference from Form 8-K/A filed September 9, 2021). |
| 10.2 | Master Services Agreement between Telecommunications Services of Trinidad and Tobago Limited and the Company for Colocation Services dated October 21, 2021 (incorporated by reference from Form S-1/A filed November 14, 2022). |
| 10.3 | Statement of Work No. 1 Colocation Services by and between the Company and Telecommunications Services of Trinidad and Tobago Limited dated June 17, 2022 (incorporated by reference from Annual Report on Form 10-K filed December 14, 2023). |
| 10.4 | Form of Restricted Stock Agreement (incorporated by reference from Form S-1/A filed November 14, 2022). |
| 10.5 | Amended and Restated Line of Credit Agreement between the Company and Innovative Digital Investors Emerging Technology, L.P. dated May 13, 2023 (incorporated by reference from Annual Report on Form 10-K filed December 14, 2023). |
| 10.6 | Promissory Note executed by ROC Digital Mining I LLC dated October 13, 2022 (incorporated by reference from Form 8-K filed October 19, 2022). |
| 10.7 | Security Agreement executed by ROC Digital Mining I LLC and the Company dated October 13, 2022 (incorporated by reference from Form 8-K filed October 19, 2022). |
| 10.8 | Transfer, Bill of Sale and Assignment executed by ROC Digital Mining I LLC and the Company dated October 13, 2022 (incorporated by reference from Form 8-K filed October 19, 2022). |
| 10.9 | Limited Liability Company Operating Agreement of ROC Digital Mining I LLC dated July 27, 2022 (incorporated by reference from Form 8-K filed October 19, 2022). |
| 10.10 | Limited Liability Company Operating Agreement of ROC Digital Mining Manager LLC dated July 27, 2022 (incorporated by reference from Form 8-K filed October 19, 2022). |
| 10.11 | Colocation Services Agreement between Bitmine Immersion Technologies, Inc. and Soluna SW, LLC dated October 9, 2023 (incorporated by reference from Annual Report on Form 10-K filed December 14, 2023). |
| 10.12 | Amendment of Line of Credit Agreement between the Company and Innovative Digital Investors Emerging Technology, L.P. dated November 4, 2024 (incorporated by reference from Form 8-K filed November 7, 2024). |
| 10.13* | Master Hashrate Purchase and Sale Agreement between the Company and Luxor Technology Corporation dated November 14, 2024. |
| 10.14* | Unit Lien Agreement between the Company and Luxor Technology Corporation dated November 14, 2024. |
| 14 | Code of Ethics (incorporated by reference to the Annual Report on Form 10-K for the year ended August 31, 2021). |
| 21* | List of Subsidiaries. |
| 31.1* | Rule 13a-14(a) Certification of Principal Executive Officer. |
| 31.2* | Rule 13a-14(a) Certification of Principal Accounting Officer. |
| 32.1* | Section 1350 Certification of Principal Executive Officer. |
| 32.2* | Section 1350 Certification of Principal Financial Officer. |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Schema Linkbase Document |
| 101.CAL | XBRL Taxonomy Calculation Linkbase Document |
| 101.DEF | XBRL Taxonomy Definition Linkbase Document |
| 101.LAB | XBRL Taxonomy Labels Linkbase Document |
| 101.PRE | XBRL Taxonomy Presentation Linkbase Document |
| * | Filed herewith. |
|---|
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BITMINE IMMERSION TECHNOLOGIES, INC. | ||
| Dated: December 9, 2024 | By: | /s/ Jonathan Bates |
|---|---|---|
| Jonathan Bates, Chief Executive Officer | ||
| (Principal Executive Officer) | ||
| Dated: December 9, 2024 | By: | /s/ Raymond Mow |
| Raymond Mow, Chief Financial Officer | ||
| (Principal Financial and Accounting Officer) | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
| Signature | Title | Date |
|---|---|---|
| /s/ Jonathan Bates | Chairman, Director and Chief Executive Officer | December 9, 2024 |
| Jonathan Bates | ||
| /s/ Erik S. Nelson | Director and President | December 9, 2024 |
| Erik S. Nelson | ||
| /s/ Raymond Mow | Director and Chief Financial Officer | December 9, 2024 |
| Raymond Mow | ||
| /s/ Seth Bayles | Director | December 9, 2024 |
| Seth Bayle | ||
| /s/ Michael Maloney | Director | December 9, 2024 |
| Michael Maloney | ||
| /s/ Lori Love | Director | December 9, 2024 |
| Lori Love | ||
| /s/ John Kelly | Director | December 9, 2024 |
| John Kelly | ||
INDEX TO FINANCIAL STATEMENTS
| Report of Independent Registered Public Accounting Firm | F-2 |
|---|---|
| Condensed Balance Sheets as of August 31, 2023 and 2024 | F-4 |
| Condensed Statements of Operations for the Years Ended August 31, 2023 and 2024 | F-5 |
| Condensed Statements of Changes in Stockholders' Equity for Years ended August 31, 2023 and 2024 | F-6 |
| Condensed Statements of Cash Flows for the Years Ended August 31, 2023 and 2024 | F-7 |
| Notes to Condensed Financial Statements | F-8 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.