Through our operating subsidiaries, we are a digital asset technology company based in Singapore, Hong Kong and the U.S. with proprietary cryptocurrency-mining technologies. We were established as a cryptocurrency mining business in 2019. Given our limited financial resources at the time, we decided to focus on selected alternative cryptocurrencies as it was more cost effective. We leveraged our in-house technical expertise to design the software and the chips that could efficiently mine different types of cryptocurrencies that we focused on. This experience has built our understanding of how to approach designing appropriate software to address the Proof-of-Work (“PoW”) algorithms of various cryptocurrencies. Over time, we have scaled our business and presently operate through subsidiaries located in the United States, Hong Kong and Singapore. We primarily generate revenue from selling self-designed mining machines, conducting mining operations, operating mining pools, and providing mining machine hosting services to customers. Sales of mining machines contributed approximately 85.43% and 63.57% of our total revenue for the fiscal years ended December 31, 2023 and 2024, respectively. While our long-term strategic focus has always been on self-mining and generating service revenue from mining farms and mining pools, we recognized early on that other miners valued our proprietary chip design and mining machines. As an early-stage growth company, we recognized the opportunity to fund our growth strategy by exploiting this interest in our mining machines. We design our mining machines to address the needs the miners of all sizes. Different models of our machines cater to a diverse range of size segments: from small-scale models for home miners to industrial-scale machines tailored for mid-to-large mining enterprises. Our focus has always been on delivering cost effective and energy efficient machines. Our subsidiaries design and sell mining machines equipped with our proprietary ASIC chips under different series dedicated to the mining of KAS coins and ALEO coins, and, prior to March 2025, also ALPH coins and RXD coins. For the years ended December 31, 2023 and 2024, mining machine sales was the primary source of our revenue, representing 85.43% and 63.57% of our total revenue in the respective fiscal year. These machines are available for purchase only through our website: iceriver.io. Customers may view and place orders for machines they intend to purchase directly through the website, and have the option to enroll in our miner hosting services, through which we operate and manage mining machines on customers’ behalf in return for service fees. Customers purchasing machines sold by our subsidiaries are primarily based in Hong Kong, the U.S. and Southeast Asia. For the fiscal years ended December 31, 2023 and 2024, we sold an aggregate of 67,998 and 102,849 mining machines, respectively, to customers across the world. As of the date of this prospectus, we host a total of 1,773 machines on behalf of our customers, of which 1,198 are in operation at our mining farm located in York, Nebraska, and 575 are stored in our warehouse in Beatrice, Nebraska. KAS coin mining machines constitute 90.88% of our machine sales for the fiscal year ended December 31, 2024. There is increased competition in this segment due to an increasing number of KAS machines on the market launched by competitors, and we continually work on refining and developing newer, more efficient ASIC chips and mining machines to retain our status as a market leading brand. We strategically targeted developing an expertise in designing and developing ASIC chips for this cryptocurrency as the mining algorithm underlying this coin is similar to the algorithm utilized by Bitcoin. The experience and insights we have gained position us well to leverage our enhanced financial capacity to design, for our own use and for external sales, mining machines that can expand our business into mining larger cryptocurrencies such as Bitcoin if we decide to take this approach. As our subsidiaries produce cryptocurrencies through their mining operations, they exchange cryptocurrencies mined for fiat currency on a regular basis to generate cash flow to fund our subsidiaries’ business operations. We attribute our substantial growth in the cryptocurrency mining business since our inception to our strategic focus on selected alternative cryptocurrency mining. These selected alternative cryptocurrencies are generally considered to have more growth potential with higher risks compared to large-capitalization cryptocurrencies. To mitigate such risks and maximize profit potential, our subsidiaries adopt a flexible approach to mining operations by using their cloud-based mining machine management software to monitor mining results on a daily basis and, on an as-needed basis, adjust the ratio of cryptocurrencies to be mined. We believe that our innovative research and development capabilities are a key competitive strength as this has enabled us to design and deliver mining machines that are robust and come in various sizes to address the needs of various size segments of the mining industry. Users of our machines, including our subsidiaries, have the ability to conduct cryptocurrency mining with greater computing power and power efficiency while retaining the flexibility to select a machine size that suits their specific needs and storage facility specifications. Our subsidiaries fully rely on our self-designed mining machines for their daily cryptocurrency mining operations. To date, through our subsidiaries, we have designed 27 and put into use 14 different models of cryptocurrency mining machines, each specifically adapted and dedicated to mining a specific cryptocurrency. As of the date of this prospectus, our subsidiaries own a total of 72,825 mining machines for operation purposes, of which 10,180 are in operation, and 62,645 are not operated and are stored in mining farms and hosting facilities in the U.S., our warehouses in Hong Kong and Beatrice, Nebraska, or stored by our partner manufacturer in Malaysia. Through our subsidiaries, we currently manage and operate some of our mining machines in the U.S. at mining farms owned by our subsidiaries in Omaha, Nebraska and York, Nebraska. The remaining mining machines are hosted by third-party hosting service providers at two locations in the states of Texas and Ohio. As of the date of this prospectus, other than 324 mining machines located in our warehouse in Hong Kong and 26,584 mining machines stored by our partner manufacturer in Malaysia, all the mining machines owned by our subsidiaries are located in the U.S. We strive to continuously develop and implement technological improvement into our subsidiaries’ mining process. The technological cornerstone of our subsidiaries’ cryptocurrency mining operations is their proprietary cloud-based mining machine management software, which is used at all of the mining farms in which our subsidiaries maintain and operate mining machines, and allows them to make timely and informed decisions as to the use and management of their mining machines. Since September 2023, we have been providing mining pool services, which currently support five mineable cryptocurrencies, through which we generate income by receiving crypto coins as rewards and deducting a percentage of such rewards as pool fees from payouts to pool participants. For the fiscal years ended December 31, 2023 and 2024, the Company’s business operations were heavily dependent upon KAS coins. Our principal executive offices are located in Singapore.
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