What changed in this filing

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Item 1. Financial Statements

2025-11-14 compared with 2025-08-19 · 534 added, 464 removed, 728 unchanged (58% of the section changed)

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INDEX TO FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets as of June 30, 2025 (unaudited) and December 31,

Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and 2024

Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended

June 30, 2025 and 2024 (unaudited)

Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024

Condensed Consolidated Balance Sheets as of September 30, 2025 (unaudited) and December 31, 2024

Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)

Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)

Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (unaudited)

Notes to the Condensed Consolidated Financial Statements (unaudited)

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and Subsidiaries

Condensed Consolidated

Balance Sheets

Condensed Consolidated Balance Sheets

September 30,

Current Assets:

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Total Other Assets

LIABILITIES AND STOCKHOLDERS’ EQUITY

LIABILITIES AND STOCKHOLDERS’

Current Liabilities:

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Long Term Liabilities:

Operating lease liability – net of current portion

Operating lease liability – net

of current portion

Total Liabilities

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Preferred stock, $ 0.01 par value, 1,000,000 shares authorized, no shares issued and outstanding

Series A Preferred stock, $ 0.01 par value, 10,000 shares authorized, 0 and 1,021 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

Common stock, $ 0.0001 par value, 50,000,000 shares authorized, 8,380,749 and 2,289,930 shares issued, 8,368,132 and 2,277,313 shares outstanding at June, 2025 and December 31, 2024, respectively

Common stock to be issued

Treasury stock, at cost, 12,617 shares at June 30, 2025 and December 31, 2024

A Preferred stock, $ 0.01 par value, 10,000 shares authorized, 0 and 1,021 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively

Common stock, $ 0.0001 par value, 50,000,000 shares authorized, 8,780,749 and 2,289,930 shares issued, 8,768,132 and 2,277,313 shares outstanding at September 30, 2025 and December 31, 2024, respectively

Treasury stock, at cost, 12,617 shares at September 30, 2025 and December 31, 2024

Additional paid-in capital

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Total Stockholders’ Equity

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

TOTAL LIABILITIES AND STOCKHOLDERS’

The accompanying notes are an integral part

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and Subsidiaries

Condensed Consolidated Statements of

Condensed Consolidated Statements of Operations

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

Transaction and processing fees

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Operating expenses:

Processing and servicing costs, excluding merchant portfolio amortization

Processing and servicing costs, excluding merchant portfolio

Amortization and depreciation expense

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and Subsidiaries

Condensed Consolidated

Statements of Changes in Stockholders’ Equity

For the Three and Six Months Ended June 30,

Condensed Consolidated Statements of Changes

in Stockholders’ Equity

For the Three and Nine Months Ended September

30, 2025 and 2024

Preferred Stock

Balance at December 31, 2024

at December 31, 2024

$ ( 109,988 )

$ ( 67,799,807 )

Common stock sold for cash

Preferred stock dividends-related party

Stock-based compensation

stock sold for cash

stock dividends-related party

( 1,088,998 )

Balance at March 31, 2025

at March 31, 2025

( 68,888,805 )

Common stock issued for accrued salary and loans payable – related party

Common stock to be issued for accounts payable

Preferred stock converted to common

Accrued preferred stock dividends converted to common

Preferred stock dividend contributed to capital

Common stock issued for services – related party

Common stock sold for cash

Stock-based compensation

Deemed dividend – preferred stock

stock issued for accrued salary and loans payable – related party

stock to be issued for accounts payable

stock converted to common

preferred stock dividends converted to common

stock dividend contributed to capital

stock issued for services – related party

stock sold for cash

dividend – preferred stock

( 2,124,314 )

Balance at June 30, 2025

at June 30, 2025

( 71,788,119 )

stock to be issued for accounts payable

( 1,175,020 )

at September 30, 2025

$ ( 109,988 )

$ ( 72,963,139 )

Preferred Stock

Balance at December 31, 2023

at December 31, 2023

$ ( 109,988 )

$ ( 56,574,896 )

Common stock issued for exercise of options

Common stock sold for cash

Common stock issued to related parties for accrued liabilities

Preferred stock dividends-related party

Stock-based compensation

Adjustment for 10 for 1 reverse stock split

stock issued for exercise of options

stock sold for cash

stock issued to related parties for accrued liabilities

stock dividends-related party

for 10 for 1 reverse stock split

( 2,371,596 )

( 2,400,618 )

Balance at March 31, 2024

at March 31, 2024

( 58,946,492 )

Preferred stock dividends-related party

Stock-based compensation

Derecognition of noncontrolling interest

stock dividends-related party

Derecognition

of non controlling interest

( 2,648,012 )

Balance at June 30, 2024

at June 30, 2024

( 61,623,526 )

stock dividends-related party

stock sold for cash

( 1,630,258 )

at September 30, 2024

$ ( 109,988 )

$ ( 63,253,784 )

The accompanying notes are an integral part

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and Subsidiaries

Condensed Consolidated

Statements of Cash Flows

For the Six Months Ended

Condensed Consolidated Statements of Cash Flows

For the Nine Months Ended

September 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

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Loan extinguishment related expense

Other expense

Changes in assets and liabilities:

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Proceeds from sale of investment

Acquisition of 19.99% interest in Cuentas SDI, LLC

Acquisition of 19.99% interest in Moola Cloud, LLC

Net cash provided by investing activities

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Common stock issued for accrued salary – related party

Common stock receivable

Preferred stock dividends

Common stock issued for interest – related party

Common stock payable for payment of accrued expenses

The accompanying notes are an integral

part of these unaudited condensed consolidated financial statements.

Common stock payable for payment of accrued dividends

Common stock issued for services – related party

Common stock issued for conversion of preferred

The accompanying notes are an integral part

of these unaudited condensed consolidated financial statements.

The OLB Group, Inc.

and Subsidiaries

Notes to the Condensed Consolidated

Financial Statements

June 30, 2025

Notes to the Condensed Consolidated Financial

September 30, 2025

NOTE 1 – BACKGROUND

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requiring both wired and wireless mobile payment solutions.

eVance operates as an independent sales organization (“ISO”) generating

individual merchant processing contracts in exchange for future residual payments.

As a wholesale ISO, eVance has a direct contractual

relationship with the merchants and takes greater responsibility in the approval and monitoring of merchants than do retail ISOs and as

a result, receives additional consideration for this service and risk.

eVance operates as an independent sales organization (“ISO”)

generating individual merchant processing contracts in exchange for future residual payments.

As a wholesale ISO, eVance has a direct

contractual relationship with the merchants and takes greater responsibility in the approval and monitoring of merchants than do retail

ISOs and as a result, receives additional consideration for this service and risk.

The Company’s Securus365, Inc.

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CrowdPay.us, Inc.

is a Crowdfunding platform used to facilitate a capital raise anywhere from $ 1,000,000 - $ 50,000,000 of various types of

(“CrowdPay”) is

a Crowdfunding platform used to facilitate a capital raise anywhere from $ 1,000,000 - $ 50,000,000 of various types of

securities under Regulation D, Regulation Crowdfunding, Regulation A and the Securities Act of 1933.

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OmniSoft, Inc.

operates a software platform for small merchants.

Omnisoft’s Omnicommerce applications work on an iPad, mobile device and the

web and allow customers to sell a store’s products in a physical, retail setting.

To date, the activities of this subsidiary

have been nominal when compared to the overall business.

(“OmniSoft”) operates

a software platform for small merchants.

Omnisoft’s Omnicommerce applications work on an iPad, mobile device and the web and allow

customers to sell a store’s products in a physical, retail setting.

To date, the activities of this subsidiary have been nominal

when compared to the overall business.

On May 14, 2021, the Company formed its wholly

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To date, the activities of this subsidiary have been nominal.

On June 15, 2023, the Company entered into a Membership

Interest Purchase Agreement (the “Agreement”) with SDI Black 001, LLC (“Seller”) whereby it acquired 80.01 % of

the membership interests of Moola Cloud, LLC, a Florida limited liability company (formerly Cuentas SDI, LLC, the “LLC”).

On June 15, 2023, the Company entered into a

Membership Interest Purchase Agreement (the “Agreement”) with SDI Black 001, LLC (“Seller”) whereby it acquired

80.01 % of the membership interests of Moola Cloud, LLC, a Florida limited liability company (formerly Cuentas SDI, LLC, the “LLC”).

On May 20, 2024, the Company entered into a Membership Interest Purchase Agreement (the “Agreement”) dated as of May 20,

2024 with the minority member of the LLC whereby it acquired the remaining 19.99 % of the membership interests of the LLC.

As a result, effective

May 20, 2024, the Company owns 100 % of the LLC.

effective May 20, 2024, the Company owns 100 % of the LLC.

On August 14, 2024, the LLC changed its name to Moola Cloud, LLC.

The LLC owns the platform

of Seller and the network serving over 31,000 bodega convenience stores in and around New York and New Jersey (see Note 7).

the platform of Seller and the network serving over 31,000 bodega convenience stores in and around New York and New Jersey (see

The Company also provides ecommerce development

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The purpose of DMINT is to operate its business related to Bitcoin mining (“Bitcoin

On June 24, 2022, the Company formed DMINT

Real Estate Holdings, Inc.

On June 24, 2022, the Company formed DMINT Real

Estate Holdings, Inc.

(“DMINT Real Estate”), a wholly-owned subsidiary of DMINT.

The purpose of DMINT Real Estate

is to buy and hold real estate related to DMINT.

Currently, DMINT Real Estate’s only asset is its building and property

located in Selmer, Tennessee where all of the Company’s mining computers are located.

The purpose of DMINT Real Estate is to buy

and hold real estate related to DMINT.

Currently, DMINT Real Estate’s only asset is its building and property located in Selmer,

Tennessee where all of the Company’s mining computers are located.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING

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GAAP”), and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect

all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position,

results of operations and cash flows of the Company as of and for the six month period ending June 30, 2025 and not necessarily indicative

of the results to be expected for the full year ending December 31, 2025.

These unaudited financial statements should be read in conjunction

with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December

all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial

position, results of operations and cash flows of the Company as of and for the nine month period ending September 30, 2025 and not necessarily

indicative of the results to be expected for the full year ending December 31, 2025.

These unaudited financial statements should be read

in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the

year ended December 31, 2024.

Use of Estimates

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Principles of Consolidation

The accompanying unaudited condensed consolidated financial

statements include the accounts of the Company and its wholly-owned subsidiaries, eVance Inc, eVance Capital Inc, Securus365, Inc., CrowdPay.us,

Inc., OmniSoft, Inc., OLBit, Inc., DMINT, Inc., and DMINT Real Estate Holdings.

The Company owns 100 % of Cuentas SDI, LLC, which has been

included in the unaudited condensed consolidated financial statements.

The accompanying unaudited condensed consolidated

financial statements include the accounts of the Company and its wholly-owned subsidiaries, eVance Inc, eVance Capital Inc, Securus365,

Inc., CrowdPay.us, Inc., OmniSoft, Inc., OLBit, Inc., DMINT, Inc., and DMINT Real Estate Holdings.

The Company owns 100 % of Cuentas SDI,

LLC, which has been included in the unaudited condensed consolidated financial statements.

All significant intercompany transactions and

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Fair Value of Financial Instruments

The fair value is an exit price representing the

amount that would be received to sell an asset or required to transfer a liability in an orderly transaction between market participants.

The fair value is an exit price representing

the amount that would be received to sell an asset or required to transfer a liability in an orderly transaction between market participants.

As such, fair value of a financial instrument is a market-based measurement that should be determined based on the assumptions that market

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as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value:

Observable inputs that reflect quoted prices (unadjusted)

for identical assets or liabilities in active markets.

Observable inputs that reflect quoted prices for identical

assets or liabilities in markets that are not active;

Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities

in active markets.

Observable inputs that reflect quoted prices for identical assets or liabilities in markets

that are not active;

quoted prices for similar assets or liabilities in active markets;

than quoted prices that are observable for the assets or liabilities;

or inputs that are derived principally from or corroborated by

observable market data by correlation or other means.

Unobservable inputs reflecting our own assumptions

incorporated in valuation techniques used to determine fair value.

These assumptions are required to be consistent with market participants

assumptions that are reasonably available.

other than quoted prices that are observable for the assets or liabilities;

or inputs that

are derived principally from or corroborated by observable market data by correlation or

Unobservable inputs reflecting our own assumptions incorporated in valuation techniques

used to determine fair value.

These assumptions are required to be consistent with market

participants assumptions that are reasonably available.

Concentration of Credit Risk

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the Company to concentration of credit risk consist primarily of cash and accounts receivable.

The Company’s cash is deposited with

major financial institutions.

At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”).

As of June 30, 2025 and December 31, 2024, the Company had no cash in excess of the FDIC’s $ 250,000 coverage limit.

The Company’s cash is deposited

with major financial institutions.

At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount

As of September 30, 2025 and December 31, 2024, the Company had no cash in excess of the FDIC’s $ 250,000 coverage

Operating Segments

Operating segments are defined as components of

an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”),

Operating segments are defined as components

of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”),

or decision maker group, in deciding how to allocate resources to an individual segment and in assessing performance.

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decision–making group is composed of the Chief Executive Officer and Vice President.

The Company has two operating segments as of

June 30, 2025 and December 31, 2024.

The Company has two operating segments as

of September 30, 2025 and December 31, 2024.

(see Note 15).

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should be used as the basis for the measurement for equity and liability instruments awarded in these share-based payment transactions.

However, if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall be

estimated by using a valuation technique or model that complies with the measurement objective, as described in Topic 718.

However, if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall

be estimated by using a valuation technique or model that complies with the measurement objective, as described in Topic 718.

Net Loss per Share

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Diluted net loss per common

share is computed by dividing net loss by the weighted average number of shares of common stock and dilutive potentially outstanding shares

of common stock during the period.

The weighted average number of common shares for the six months ended June 30, 2025 and 2024 does not

include warrants to acquire 856,313 shares of common stock because of their anti-dilutive effect.

The weighted average number of common

shares for six months ended June 30, 2025 and 2024, does not include 20,000 and 20,000 options, respectively, to purchase common stock

because of their anti-dilutive effect.

share is computed by dividing net loss by the weighted average number of shares of common stock and dilutive potentially outstanding

shares of common stock during the period.

The weighted average number of common shares for the nine months ended September 30, 2025 and

2024 does not include warrants to acquire 630,512 and 856,313 , respectively, shares of common stock because of their anti-dilutive effect.

The weighted average number of common shares for nine months ended September 30, 2025 and 2024, does not include 20,000 and 20,000 options,

respectively, to purchase common stock because of their anti-dilutive effect.

Investments in Equity Securities

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The bitcoin held is recorded as other assets in

the Consolidated Balance Sheets and is accounted for as indefinite-lived intangible assets initially measured at cost, in accordance with

ASC 350 – “Intangibles-Goodwill and Other” (“ASC 350”).

the Consolidated Balance Sheets and is accounted for as indefinite-lived intangible assets initially measured at cost, in accordance

with ASC 350 – “Intangibles-Goodwill and Other” (“ASC 350”).

The use of bitcoin is accounted for in accordance

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in our impairment policy.

At June 30, 2025 and December 31, 2024, the carrying

value of the Company’s bitcoin was $ 7,810 and $ 0 , respectively.

As of June 30, 2025, the Company had 0.0634 bitcoin on hand which

had a fair value of $ 6,791 based on the price of bitcoin of approximately $ 107,135 .

For the six months ended June 30, 2025 and 2024, we

recorded a realized gain on our bitcoin transactions of $ 0 and $ 225,229 , respectively.

At September 30, 2025 and December 31, 2024,

the carrying value of the Company’s bitcoin was $ 14,237 and $ 0 , respectively.

As of September 30, 2025, the Company had 0.0167 bitcoin

on hand which had a fair value of $ 1,887 based on the price of bitcoin of approximately $ 114,056 .

For the nine months ended September

30, 2025 and 2024, we recorded a realized gain on our bitcoin transactions of $ 0 and $ 225,229 , respectively.

Property and Equipment

Property and equipment is stated at cost and depreciated

using the straight-line method over the estimated useful lives of the assets.

Depreciation is calculated once the asset has been received

and is ready for its intended use, using half of the monthly depreciation in the first month and half of the monthly depreciation in the

Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts with any

gain or loss on the disposition included in the statement of operations.

Expenditures for repairs and maintenance are expensed as incurred.

Property and equipment is stated at cost and

depreciated using the straight-line method over the estimated useful lives of the assets.

Depreciation is calculated once the asset has

been received and is ready for its intended use, using half of the monthly depreciation in the first month and half of the monthly depreciation

in the last month.

Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts

with any gain or loss on the disposition included in the statement of operations.

Expenditures for repairs and maintenance are expensed

The Company capitalizes all capital assets utilizing

the following criteria:

All land acquisitions;.

All buildings/facilities acquisitions and new construction;

land acquisitions;.

buildings/facilities acquisitions and new construction;

● Facility renovation and improvement projects costing more than $ 100,000 ;

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property and equipment are as follows:

Item Useful Life

Computer equipment 3 years

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period of amortization.

If the estimate of useful life is changed the remaining carrying amount of the intangible asset is amortized prospectively

over the revised remaining useful life.

Costs to renew or extend the term of an intangible assets are recognized as an expense when incurred.

If the estimate of useful life is changed the remaining carrying amount of the intangible asset is amortized

prospectively over the revised remaining useful life.

Costs to renew or extend the term of an intangible assets are recognized as an

expense when incurred.

Included in intangible assets are merchant portfolios

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for which it can identify the projected cash flows.

If the carrying values are in excess of undiscounted expected future cash flows, it

measures any impairment by comparing the fair value of the asset group to its carrying value.

If the fair value of an asset or asset group

is determined to be less than the carrying amount of the asset or asset group, impairment in the amount of the difference is recorded.

If the carrying values are in excess of undiscounted expected future cash flows,

it measures any impairment by comparing the fair value of the asset group to its carrying value.

If the fair value of an asset or asset

group is determined to be less than the carrying amount of the asset or asset group, impairment in the amount of the difference is recorded.

The Company recorded no impairment expense for

the six months ended June 30, 2025 and 2024.

the nine months ended September 30, 2025 and 2024.

The Company accounts for business combinations

under the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations ,

where the total purchase price is allocated to the tangible and identified intangible assets acquired and liabilities assumed based on

their estimated fair values.

The purchase price is allocated using the information currently available, and may be adjusted, up to one

year from acquisition date, after obtaining more information regarding, among other things, asset valuations, liabilities assumed and

revisions to preliminary estimates.

The purchase price in excess of the fair value of the tangible and identified intangible assets acquired

less liabilities assumed is recognized as goodwill.

under the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) 805, Business

Combinations , where the total purchase price is allocated to the tangible and identified intangible assets acquired and liabilities

assumed based on their estimated fair values.

The purchase price is allocated using the information currently available, and may be adjusted,

up to one year from acquisition date, after obtaining more information regarding, among other things, asset valuations, liabilities assumed

and revisions to preliminary estimates.

The purchase price in excess of the fair value of the tangible and identified intangible assets

acquired less liabilities assumed is recognized as goodwill.

The Company tests for indefinite-lived intangibles

and goodwill impairment in the fourth quarter of each year and whenever events or circumstances indicate that the carrying amount of the

asset exceeds its fair value and may not be recoverable.

In accordance with ASU 2017-04, Intangibles - Goodwill and Other (Topic

and goodwill impairment in the fourth quarter of each year and whenever events or circumstances indicate that the carrying amount of

the asset exceeds its fair value and may not be recoverable.

In accordance with ASU 2017-04, Intangibles - Goodwill and Other

Simplifying the Test for Goodwill Impairment , the Company performed a quantitative assessment of indefinite-lived intangibles

and goodwill and determined there was no impairment at June 30, 2025.

A summary of goodwill as of June 30, 2025, is

and goodwill and determined there was no impairment at September 30, 2025.

A summary of goodwill as of September 30, 2025,

is as follows:

Acquisition of assets from Excel Corporation and its subsidiaries on April 9, 2018

Acquisition of 80.01 % interest of Cuentas SDI, LLC on June 15, 2023

Goodwill balance as of June 30, 2025

Goodwill balance as of September 30, 2025

Accounts Receivable

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Based on collection experience and periodic reviews of outstanding receivables, we have recorded an allowance balance of $ 207,850

and $ 207,850 as of June 30, 2025 and December 31, 2024, respectively.

and $ 207,850 as of September 30, 2025 and December 31, 2024, respectively.

This balance represents an amount related to the ongoing lawsuit

As of June 30, 2025, the loan is not considered in default.

As of September 30, 2025, the loan is not considered in default.

Reserve for Chargeback Losses

Disputes between a cardholder and a merchant periodically

arise as a result of, among other things, cardholder dissatisfaction with merchandise quality or merchant services.

Such disputes may

not be resolved in the merchant’s favor.

In these cases, the transaction is “charged back” to the merchant, which means

the purchase price is refunded to the customer through the merchant’s bank and charged to the merchant.

If the merchant has inadequate

funds, the Company must bear the credit risk for the full amount of the transaction.

The Company evaluates the risk for such transactions

and estimates the potential loss for chargebacks based primarily on historical experience and records a loss reserve accordingly.

the six months ended June 30, 2025 and 2024 chargebacks have reduced recorded revenue amounts and no reserve for loss has been recorded

as of June 30, 2025 and December 31, 2024.

Disputes between a cardholder and a merchant

periodically arise as a result of, among other things, cardholder dissatisfaction with merchandise quality or merchant services.

disputes may not be resolved in the merchant’s favor.

In these cases, the transaction is “charged back” to the merchant,

which means the purchase price is refunded to the customer through the merchant’s bank and charged to the merchant.

If the merchant

has inadequate funds, the Company must bear the credit risk for the full amount of the transaction.

The Company evaluates the risk for

such transactions and estimates the potential loss for chargebacks based primarily on historical experience and records a loss reserve

During the nine months ended September 30, 2025 and 2024 chargebacks have reduced recorded revenue amounts and no reserve

for loss has been recorded as of September 30, 2025 and December 31, 2024.

Revenue Recognition

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revenue disaggregated by revenue source:

For the Three Months Ended

For the Six Months Ended

For the Three Months

For the Nine Months

Transaction and processing fees

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The Company determines revenue recognition through the following

Identification of a contract with a customer;

Identification of the performance obligations in the contract;

Determination of the transaction price;

Allocation of the transaction price to the performance obligations in the contract;

Recognition of revenue when or as the performance obligations are satisfied.

● Identification

of a contract with a customer;

Identification of the performance

obligations in the contract;

Determination of the transaction

Allocation of the transaction

price to the performance obligations in the contract;

Recognition of revenue

when or as the performance obligations are satisfied.

Revenue is recognized when control of the promised

goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange

for those goods or services.

Shipping and handling activities associated with outbound freight after control over a product has transferred

to a customer are accounted for as a fulfillment activity and recognized as revenue at the point in time at which control of the goods

transfers to the customer.

As a practical expedient, the Company does not adjust the transaction price for the effects of a significant

financing component if, at contract inception, the period between customer payment and the transfer of goods or services is expected to

be one year or less.

goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in

exchange for those goods or services.

Shipping and handling activities associated with outbound freight after control over a product

has transferred to a customer are accounted for as a fulfillment activity and recognized as revenue at the point in time at which control

of the goods transfers to the customer.

As a practical expedient, the Company does not adjust the transaction price for the effects of

a significant financing component if, at contract inception, the period between customer payment and the transfer of goods or services

is expected to be one year or less.

Transaction and processing fees

Fees for the Company’s transaction and processing

arrangements are typically billed and paid on a monthly basis.

The Company receives a percentage of recurring monthly transaction related

fees comprised of credit and debit card fees charged to merchants, net of association fees, otherwise known as Interchange, as well as

certain service charges and convenience fees, for payment processing services, including authorization, capture, clearing, settlement

Fees for the Company’s transaction and

processing arrangements are typically billed and paid on a monthly basis.

The Company receives a percentage of recurring monthly transaction

related fees comprised of credit and debit card fees charged to merchants, net of association fees, otherwise known as Interchange, as

well as certain service charges and convenience fees, for payment processing services, including authorization, capture, clearing, settlement

and information reporting of electronic transactions.

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satisfaction of the performance obligation.

The Company will recognize revenue on a monthly basis as the services are transferred to the

customer in short daily increments that qualify for series guidance as the best measure of the transfer of control.

The Company will recognize revenue on a monthly basis as the services are transferred to

the customer in short daily increments that qualify for series guidance as the best measure of the transfer of control.

In wholesale contracts, the Company recognizes

transaction and processing fees on a gross basis as the Company is the principal in the merchant services.

The Company has concluded it

is the principal because it has a direct contractual relationship with the merchant, is primarily responsible for the delivery of services

to the merchants, including performing underwriting, has discretion in setting prices, and bears risk of chargebacks and other merchant

The Company has concluded

it is the principal because it has a direct contractual relationship with the merchant, is primarily responsible for the delivery of

services to the merchants, including performing underwriting, has discretion in setting prices, and bears risk of chargebacks and other

merchant losses.

The Company also has the unilateral ability to accept or reject a transaction based on criteria established by the Company.

the principal, the Company records the full discount charged to the merchant as revenue and the related interchange and other processing

As the principal, the Company records the full discount charged to the merchant as revenue and the related interchange and other processing

fees within cost of revenues.

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for merchant underwriting, has no chargeback liability and has no or limited contractual relationship with the merchant.

Company records the net amount it receives from the processor, after interchange and other interchange and other processing fees, as revenue.

Company records the net amount it receives from the processor, after interchange and other interchange and other processing fees, as

Merchant equipment rental and sales

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with the customer.

Pursuant to practical expedients afforded under ASC 606, the Company does not recognize a financing component for hardware

installment sales that have a term of one year or less.

Pursuant to practical expedients afforded under ASC 606, the Company does not recognize a financing component for

hardware installment sales that have a term of one year or less.

Monthly recurring subscriptions

generates recurring revenue through monthly subscriptions for software services.

This service is provided based on an agreement

with the customer regarding software services.

The Company generates recurring revenue through

monthly subscriptions for software services.

This service is provided based on an agreement with the customer regarding software

Performance obligations are promises in a contract to a customer.

the subscription model, each billing period represents a performance obligation.

The transaction price is the amount of consideration

the Company expects to receive in exchange for transferring goods or services.

For recurring revenue, this is the subscription

The Company allocates to the performance obligated based on the selling price for the subscription.

If the criteria for

recognizing revenue over time are met, revenue is recognized over the period of performance.

For subscription and recurring

fee, this means recognizing revenue each billing period.

In the subscription model, each billing

period represents a performance obligation.

The transaction price is the amount of consideration the Company expects to receive

in exchange for transferring goods or services.

For recurring revenue, this is the subscription fee.

allocates to the performance obligated based on the selling price for the subscription.

If the criteria for recognizing revenue over

time are met, revenue is recognized over the period of performance.

For subscription and recurring fee, this means recognizing

revenue each billing period.

Cryptocurrency mining:

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asset mining pool operators to provide the service of performing hash computations for the mining pool operator.

contracts are continuously renewable and are terminable at any time by either party and the Company’s enforceable right to compensation

only begins when the Company provides computing power to the mining pool operator.

The contracts are

continuously renewable and are terminable at any time by either party and the Company’s enforceable right to compensation only

begins when the Company provides computing power to the mining pool operator.

In exchange for providing computing power, the Company

is entitled to a fractional share of Bitcoin.

The Company’s fractional share is based on the proportion of computing power the Company

contributed to the mining pool operator to the total computing power contributed by all mining pool participants in solving the current

The Company’s fractional share is based on the proportion of computing power the

Company contributed to the mining pool operator to the total computing power contributed by all mining pool participants in solving the

current algorithm.

Hashrate is the measure of the computational power per second used when mining.

computing power in Bitcoin transaction verification services is an output of the Company’s ordinary activities.

The provision of

computing power is the only performance obligation in the Company’s contracts with third party pool operators.

The transaction consideration

the Company receives, if any, is noncash consideration, which is all variable.

Because it is not probable that a significant reversal

of cumulative revenue will not occur, the consideration is constrained until the Company successfully places a block (by being the first

to solve an algorithm) and the Company receives confirmation of the consideration it will receive, at which time revenue is recognized.

There is no significant financing component in these transactions.

Providing computing power in Bitcoin transaction

verification services is an output of the Company’s ordinary activities.

The provision of computing power is the only performance

obligation in the Company’s contracts with third party pool operators.

The transaction consideration the Company receives, if any,

is noncash consideration, which is all variable.

Because it is not probable that a significant reversal of cumulative revenue will not

occur, the consideration is constrained until the Company successfully places a block (by being the first to solve an algorithm) and

the Company receives confirmation of the consideration it will receive, at which time revenue is recognized.

There is no significant

financing component in these transactions.

The Company earns Bitcoin during the time period

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Share (PPS) method, where miners receive a fixed payout for each valid share submitted, regardless of whether the pool finds a block.

value of the Bitcoin award received is determined using the intraday average quoted price of the Bitcoin over the 24-Hour Period.

Company’s Bitcoin earned are actively traded on the major trading platforms.

The fair value of the Bitcoin award received

is determined using the intraday average quoted price of the Bitcoin over the 24-Hour Period.

The Company’s Bitcoin earned are

actively traded on the major trading platforms.

The Company considers Coinbase to be its primary market.

The consideration the Company will receive, comprised of block rewards, transaction fees less mining pool operator fees are aggregated,

over the 24-Hour Period, in a sub-balance account held by the mining pool operator, which is finalized one hour later at 1AM UTC.

sub-balance account is then withdrawn to the Company’s whitelisted wallet address, once a day, between the hours of 9am to 5pm UTC

time (the “Settlement”).

The rate of payment occurs once per day, as long as the minimum payout threshold of 0.01 bitcoin

has accumulated in the sub- account balance, in accordance with the mining pool operator’s terms of service.

At the time of

Settlement, the company values the amount of Bitcoin earned using the average price of Bitcoin, per Coinbase, over the 24-hour Period

and records this amount as revenue.

By utilizing the average daily price of bitcoin over the time earned, the Company eliminates any differences

that may arise due to the volatility in trading price between bitcoin and fiat currency during the period where the Company establishes

and completes the contract.

The consideration the Company

will receive, comprised of block rewards, transaction fees less mining pool operator fees are aggregated, over the 24-Hour Period, in

a sub-balance account held by the mining pool operator, which is finalized one hour later at 1AM UTC.

The sub-balance account is then

withdrawn to the Company’s whitelisted wallet address, once a day, between the hours of 9am to 5pm UTC time (the “Settlement”).

The rate of payment occurs once per day, as long as the minimum payout threshold of 0.01 bitcoin has accumulated in the sub- account

balance, in accordance with the mining pool operator’s terms of service.

At the time of Settlement, the company values the

amount of Bitcoin earned using the average price of Bitcoin, per Coinbase, over the 24-hour Period and records this amount as revenue.

By utilizing the average daily price of bitcoin over the time earned, the Company eliminates any differences that may arise due to the

volatility in trading price between bitcoin and fiat currency during the period where the Company establishes and completes the contract.

Pursuant to ASC 606-10-55-42, the Company assessed

if the customer’s option to renew represented a material right that represents a separate performance obligation and noted the renewal

is not a material right.

The definition of a material right is a promise in a contract to provide goods or services to a customer at a

price that is significantly lower than the stand-alone selling price of the good or service.

if the customer’s option to renew represented a material right that represents a separate performance obligation and noted the

renewal is not a material right.

The definition of a material right is a promise in a contract to provide goods or services to a customer

at a price that is significantly lower than the stand-alone selling price of the good or service.

The mining pool operator does not provide

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The performance obligation of the Bitcoin miner

under the mining contracts with Foundry Pool USA involves the service of performing hash computations to facilitate the verification of

digital asset transactions.

under the mining contracts with Foundry Pool USA involves the service of performing hash computations to facilitate the verification

of digital asset transactions.

The Company’s miners contribute computing power (i.e.

hashrate) that perform hash calculations to the

mining pool operator, engaging in the process of validating and securing transactions through the generation of Bitcoin hashes.

pool then utilizes a specific mining algorithm (e.g.

SHA-256) to submit shares (proof of work) to the mining pool’s server as they

contribute to solving the Bitcoin puzzles required to mine a block.

The Company reviews and analyzes its individual pool performance using

a dashboard provided by Foundry Pool USA that includes real-time statistics on hashrate, shares submitted and earnings.

The service of

performing hash computations in digital asset transaction verification services is an output of the Company’s ordinary activities.

hashrate) that perform hash calculations to

the mining pool operator, engaging in the process of validating and securing transactions through the generation of Bitcoin hashes.

mining pool then utilizes a specific mining algorithm (e.g.

SHA-256) to submit shares (proof of work) to the mining pool’s server

as they contribute to solving the Bitcoin puzzles required to mine a block.

The Company reviews and analyzes its individual pool performance

using a dashboard provided by Foundry Pool USA that includes real-time statistics on hashrate, shares submitted and earnings.

of performing hash computations in digital asset transaction verification services is an output of the Company’s ordinary activities.

The provision of providing these services is the only performance obligation in the Company’s contracts with mining pool operators.

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products and/or calling services.

When products are provided at the point of sale, revenue is recognized immediately and at the time of

When products are provided at the point of sale, revenue is recognized immediately and at the time

When a customer purchases a prepaid telecom product, such as a prepaid mobile phone plan, the revenue is initially recorded

as a customer deposit and revenue is recognized over the relevant performance period as customers utilize the prepaid telecom services.

As of June 30, 2025 and December 31, 2024, customer deposits were $0 .

As of September 30, 2025 and December 31, 2024, customer deposits were $0 .

The Company determines whether an arrangement

contains a lease at the inception of the arrangement.

If a lease is determined to exist, the term of such lease is assessed based on the

date on which the underlying asset is made available for the Company’s use by the lessor.

The Company’s assessment of the

lease term reflects the non-cancelable term of the lease, inclusive of any rent-free periods and/or periods covered by early-termination

If a lease is determined to exist, the term of such lease is assessed based on

the date on which the underlying asset is made available for the Company’s use by the lessor.

The Company’s assessment of

the lease term reflects the non-cancelable term of the lease, inclusive of any rent-free periods and/or periods covered by early-termination

options which the Company is reasonably certain of not exercising, as well as periods covered by renewal options which the Company is

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A corresponding operating lease right-of-use asset equal to the initial

lease liability is also recorded, adjusted for any prepaid rent and/or initial direct costs incurred in connection with execution of the

lease and reduced by any lease incentives received.

For purposes of measuring the present value of its fixed payment obligations for a

given lease, the Company uses its incremental borrowing rate, determined based on information available at lease commencement, as rates

implicit in its leasing arrangements are typically not readily determinable.

The Company’s incremental borrowing rate reflects the

rate it would pay to borrow on a secured basis and incorporates the term and economic environment of the associated lease.

lease liability is also recorded, adjusted for any prepaid rent and/or initial direct costs incurred in connection with execution of

the lease and reduced by any lease incentives received.

For purposes of measuring the present value of its fixed payment obligations

for a given lease, the Company uses its incremental borrowing rate, determined based on information available at lease commencement,

as rates implicit in its leasing arrangements are typically not readily determinable.

The Company’s incremental borrowing rate

reflects the rate it would pay to borrow on a secured basis and incorporates the term and economic environment of the associated lease.

For the Company’s operating leases, fixed

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The Company accounts for income taxes under the

asset and liability method, in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to

differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating

loss and tax credit carry forwards.

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable

income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets

and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date.

A valuation allowance

is required to the extent any deferred tax assets may not be realizable.

asset and liability method, in which deferred tax assets and liabilities are recognized for the future tax consequences attributable

to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and

operating loss and tax credit carry forwards.

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply

to taxable income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred

tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date.

allowance is required to the extent any deferred tax assets may not be realizable.

Recent Accounting Pronouncements

The Financial Accounting Standards Board (FASB)

issued Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures, in November

This update enhances segment reporting disclosures to provide investors with more useful and transparent information about a company’s

operating segments.

Public companies must now disclose significant segment expenses that are regularly reviewed by the chief operating

decision-maker (CODM).

These expenses should be reported on an itemized basis, providing more insight into segment profitability.

must provide segment disclosures in both annual and interim reports.

Required disclosures apply to all public entities under FASB’s

segment reporting rules.

Effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years.

The Company adopted this ASU, effective for the year ended December 31, 2024.

In November 2024 , the FASB issued Accounting

Standards Update 2024-03 “ Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) ”

which requires that at each interim and annual reporting period an entity:

Disclose the amounts of (a) purchases of inventory, (b) employee

compensation, (c) depreciation, (d) intangible asset amortization, and (e) depreciation, depletion, and amortization included in each

relevant expense caption.

A relevant expense caption is an expense caption presented on the face of the income statement within continuing

operations that contains any of the listed expense categories.

Include certain amounts that are already required to be disclosed

under current generally accepted accounting principles (GAAP) in the same disclosure as the other disaggregation requirements.

Disclose a qualitative description of the amounts remaining

in relevant expense captions that are not separately disaggregated quantitatively.

Disclose the total amount of selling expenses and, in annual

reporting periods, an entity’s definition of selling expenses.

These amendments

are effective for annual reporting periods beginning after December 15, 2026 , and interim reporting periods beginning after December

either ( 1 ) prospectively to financial statements issued for reporting periods after the effective date of this

Update or ( 2 ) retrospectively to any or all prior periods presented in the financial statements.

The Company expects to enhance

disclosures of expenses based on new requirements.

In November 2024 , the FASB also issued

Accounting Standards Update 2024-04 “Debt - Debt with Conversion and Other Options (Subtopic 470-20) “ Induced Conversions

of Convertible Debt Instruments ” to clarify the requirements for determining whether certain settlements of convertible debt

instruments should be accounted for as an induced conversion.

Under the amendments, to account for a settlement of a convertible debt

instrument as an induced conversion, an inducement offer is required to provide the debt holder with, at a minimum, the consideration

(in form and amount) issuable under the conversion privileges provided in the terms of the instrument.

An entity should assess whether

this criterion is satisfied as of the date the inducement offer is accepted by the holder.

If, when applying this criterion, the convertible

debt instrument had been exchanged or modified (without being deemed substantially different) within the one-year period leading up to

the offer acceptance date, an entity should compare the terms provided in the inducement offer with the terms that existed one year before

the offer acceptance date.

The amendments in this Update also clarify that the induced conversion guidance applies to a convertible debt

instrument that is not currently convertible as long as it had a substantive conversion feature as of both its issuance date and the

date the inducement offer is accepted.

The amendments are effective for all entities for annual reporting periods beginning after December

15, 2025, and interim reporting periods within those annual reporting periods.

The Company is examining the impact this pronouncement

may have on the Company’s consolidated financial statements.

The Company has implemented all new accounting

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NOTE 3 – LIQUIDITY AND CAPITAL RESOURCES

The Company’s unaudited condensed consolidated financial

statements have been prepared in accordance with US GAAP, which assumes that the Company’s management will evaluate whether it will

be able to meet its obligations and continue its operations in the normal course of business.

At June 30, 2025, the Company had accounts

receivable of approximately $ 81,000 , other receivables of approximately $ 778,000 and other current asset of approximately $ 14,000 .

June 30, 2025, the Company has accounts payable and accrued expenses of approximately $ 3,841,000 , a cash overdraft of approximately $ 26,000

as well as other current liabilities of approximately $ 2,046,000 .

To date, the Company has generated cash flows from issuances of

equity and indebtedness and during the six months ended June 30, 2025 reported net cash used by operating activities of approximately

$ 1,176,000 .

The Company’s unaudited condensed consolidated

financial statements have been prepared in accordance with US GAAP, which assumes that the Company’s management will evaluate whether

it will be able to meet its obligations and continue its operations in the normal course of business.

At September 30, 2025, the Company

had accounts receivable of approximately $ 47,000 , other receivables of approximately $ 819,000 and other current assets of approximately

At September 30, 2025, the Company has accounts payable and accrued expenses of approximately $ 4,739,000 , a cash overdraft of

approximately $ 27,000 as well as other current liabilities of approximately $ 2,161,000 .

To date, the Company has generated cash

flows from issuances of equity and indebtedness and during the nine months ended September 30, 2025 reported net cash used by operating

activities of approximately $ 1,300,000 .

On February 16, 2024, The OLB Group, Inc.

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gross sales price from the sales of Shares pursuant to the Agreement.

In addition, the Company has agreed to reimburse Maxim for its costs

and out-of-pocket expenses incurred in connection with its services, including the fees and out-of-pocket expenses of its legal counsel.

In addition, the Company has agreed to reimburse Maxim for its

costs and out-of-pocket expenses incurred in connection with its services, including the fees and out-of-pocket expenses of its legal

The Shares will be issued pursuant to the Company’s Registration Statement on Form S-3 (File No.

333-255152) filed with the Securities

and Exchange Commission that was declared effective on May 3, 2021.

On February 20, 2024, the Company filed a prospectus supplement registering

up to $ 3,900,000 of Shares relating to the ATM Offering with the Securities and Exchange Commission.

333-255152) filed with

the Securities and Exchange Commission that was declared effective on May 3, 2021.

On February 20, 2024, the Company filed a prospectus

supplement registering up to $ 3,900,000 of Shares relating to the ATM Offering with the Securities and Exchange Commission.

In addition, the Company is in the process of

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which include the property in Selmer, Tennessee and the Bitcoin mining computers.

Management believes that its current available resources will be sufficient

to fund the Company’s planned expenditures over the next 12 months.

However, management recognizes that it may be required to obtain

additional resources to successfully execute its business plans.

No assurances can be given that management will be successful in raising

additional capital, if needed, or on acceptable terms.

Without raising additional capital, either via additional advances made pursuant

to the ATM, related party loan or from other sources, there is substantial doubt about the Company’s ability to continue as a going

concern through August 31, 2026.

The accompanying unaudited condensed consolidated financial statements have been prepared assuming

that the Company will continue as a going concern.

This basis of presentation contemplates the recovery of the Company’s assets

and the satisfaction of liabilities in the normal course of business.

These unaudited condensed consolidated financial statements

do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities

that might be necessary should the Company not continue as a going concern.

Management believes that its current available

resources will be sufficient to fund the Company’s planned expenditures over the next 12 months.

However, management recognizes

that it may be required to obtain additional resources to successfully execute its business plans.

No assurances can be given that management

will be successful in raising additional capital, if needed, or on acceptable terms.

Without raising additional capital, either via additional

advances made pursuant to the ATM, related party loan or from other sources, there is substantial doubt about the Company’s ability

to continue as a going concern through November 30, 2026.

The accompanying unaudited condensed consolidated financial statements have

been prepared assuming that the Company will continue as a going concern.

This basis of presentation contemplates the recovery of the

Company’s assets and the satisfaction of liabilities in the normal course of business.

These unaudited condensed consolidated financial

statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification

of liabilities that might be necessary should the Company not continue as a going concern.

NOTE 4 – INTANGIBLE ASSETS

Intangible assets consist of the following:

September 30,

Less accumulated amortization

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Total intangible assets, net

Amortization expense for the six months ended June 30, 2025 and 2024

was $ 3,972 and $ 308,808 , respectively.

expense for the nine months ended September 30, 2025 and 2024 was $ 0 and

$ 421,307 , respectively.

Amortization expense for the three months ended

June 30, 2025 and 2024 was $ 0 and $ 117,847 , respectively.

September 30, 2025 and 2024 was $ 0 and $ 112,499 , respectively.

NOTE 5 – PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

September 30,

Office equipment

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Property and Equipment, net

Depreciation expense for the three and six months ended June 30, 2025

Depreciation expense for the three and nine months ended September

30, 2025 was $ 120,694 and $ 503,982 , respectively.

Depreciation expense for the three and six months ended June 30, 2024

Depreciation expense for the three and nine months ended September

30, 2024 was $ 656,017 and $ 2,249,208 , respectively

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31, 2024, the investment in equity securities was $ 0 .

During the three and six months ended June 30,

During the three and nine months ended September

30, 2024, the Company recognized an unrealized gain of $0 and $ 274,731 , respectively.

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The collateral and interest rate are determined at the time the Company borrows the funds.

year ended December 31, 2022, the Company received, as an initial draw on the MFA, $ 875,000 from VFS (the “Equipment Loan”).

the year ended December 31, 2022, the Company received, as an initial draw on the MFA, $ 875,000 from VFS (the “Equipment Loan”).

The Equipment Loan is secured by bitcoin mining computers being utilized by DMINT.

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of $ 38,838 .

During the six months ended June 30, 2025, the Company issued 124,531 shares of common stock in full satisfaction of the outstanding

As of June 30, 2025 and December 31, 2024, the note payable balance was $ 0 and $ 202,939 , respectively.

During the nine months ended September 30, 2025, the Company issued 124,531 shares of common stock to fully satisfaction

of the outstanding balance and is still pending final approval.

As of September 30, 2025 and December 31, 2024, the note payable balance

was $ 0 and $ 202,939 , respectively.

NOTE 8 – STOCK OPTIONS

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Options outstanding December 31, 2024

Options outstanding June 30, 2025

Shares exercisable at June 30, 2025

During the six months ended June 30, 2025

and 2024 the Company recognized $ 67,750 and $ 338,749 , respectively, in stock-based compensation related to the above-mentioned

During the three months ended June 30, 2025 and 2024 the Company recognized $ 33,875 and $ 33,875 , respectively, in

stock-based compensation related to the above-mentioned options.

As of June 30, 2025 there is $ 67,750 of unrecognized expense for

the above-mentioned options is expected to extend for 1.01 years and the weighted average contractual term of the options

outstanding and of the option exercisable were 8.52 years.

Options outstanding September 30, 2025

Shares exercisable at September 30, 2025

During the nine months ended September 30, 2025

and 2024 the Company recognized $ 101,625 and $ 372,624 , respectively, in stock-based compensation related to the above-mentioned options.

During the three months ended September 30, 2025 and 2024 the Company recognized $ 33,875 and $ 33,875 , respectively, in stock-based compensation

related to the above-mentioned options.

As of September 30, 2025 there is $ 33,875 of unrecognized expense for the above-mentioned options

is expected to extend for 1.01 years and the weighted average contractual term of the options outstanding and of the option exercisable

were 8.27 years.

NOTE 9 – WARRANTS

On August 11, 2025, all of the outstanding 189,766

Series A, 32,535 Series B warrants, and 3,500 other warrants expired.

A summary of the status of the Company’s

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Outstanding, December 31, 2024 856,313 $ 68.33 1.49

Warrants Exercised —

Outstanding, June 30, 2025 856,313 $ 68.33 1.00

Warrants Expired ( 225,801 ) $ 81.60

Outstanding, September 30, 2025 630,512 $ 62.77 1.06

NOTE 10 – OPERATING LEASES

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The total rent for the entire lease term is $ 162,435 .

Lease expense for the six months ended June 30, 2025 and 2024, was

Lease expense for the nine months ended September

30, 2025 and 2024, was $ 53,061 and $ 57,051 , respectively.

Lease expense for the three months ended September 30, 2025 and 2024, was $ 19,653

and $ 5,950 , respectively.

Lease expense for the three months ended June 30, 2025 and 2024, was $ 11,701 and $ 29,029 , respectively.

The Company has multiple short term rental arrangements that are not captured under ASC 842.

Those payments are expensed as incurred and

included in the total lease expense for each year.

Balance Sheet Classification June 30,

Those payments

are expensed as incurred and included in the total lease expense for each year.

Balance Sheet Classification September 30,

Operating lease asset Right of use asset $ 108,517

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Total lease liability $ 107,997

Lease obligations at June 30, 2025 consisted of

the following:

Lease obligations at September 30, 2025 consisted

of the following:

For the year ended December 31:

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During the three months ended March 31, 2025,

there was an increase to additional paid in capital for stock option expense of $ 33,875 .

During the three months ended March 31, 2025,

there was a decrease to additional paid in capital for Series A preferred stock dividend expense of $ 30,630 .

During the three months ended June 30, 2025, the

Company sold 517,969 shares of common stock from its ATM Offering, for total net proceeds of $ 699,873 .

During the three months ended June 30, 2025, there

was an increase to additional paid in capital for stock option expense of $ 33,875 .

During the three months ended June 30, 2025, the

Company agreed to issued 400,000 shares of common stock for payment of various accounts payable and the VFS loan (Note 7) totaling $ 696,000 .

The shares were valued at $ 1.87 , the closing stock price on the date of grant, for a total value of $ 748,000 , resulting in a loss on the

extinguishment of debt of $ 52,000 .

As of June 30, 2025, the shares have not yet been issued by the transfer agent and are disclosed as

common stock to be issued.

The 400,000 shares were issued by August 15, 2025.

During the three months ended June 30, 2025,

the Company sold 517,969 shares of common stock from its ATM Offering, for total net proceeds of $ 699,873 .

During the nine months ended September 30, 2025,

there was an increase to additional paid in capital for stock option expense of $ 101,625 .

During the nine months ended September 30, 2025,

the Company issued 400,000 shares of common stock for payment of various accounts payable and the VFS loan (Note 7) totaling $ 696,000 .

The shares were valued at $ 1.87 , the closing stock price on the date of grant, for a total value of $ 748,000 , resulting in a loss on

the extinguishment of debt of $ 52,000 .

Refer to Note 13 for shares issued to related

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Series A Preferred Stock

On August 7, 2020, we filed a Certificate of Designations,

Preferences and Rights of Series A Preferred Stock (the “Certificate of Designations”) with the Secretary of State of Delaware.

Certificate of Designations will provide that the Company may issue up to 10,000 shares of Series A Preferred Stock at a stated

value (the “Stated Value”) of $ 1,000 per share.

On August 7, 2020, we filed a Certificate of

Designations, Preferences and Rights of Series A Preferred Stock (the “Certificate of Designations”) with the Secretary of

State of Delaware.

The Certificate of Designations will provide that the Company may issue up to 10,000 shares of Series

A Preferred Stock at a stated value (the “Stated Value”) of $ 1,000 per share.

The Company amended the conversion price of its

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The deemed dividend reduced net income available to common stockholders in the calculation of basic and diluted earnings per share for

the three and six months ended June 30, 2025.

the three and nine months ended September 30, 2025.

On June 2, 2025, the holder of the Series A converted the 1,021 shares held into

1,021,000 shares of common stock and the accrued dividends of $ 529,000 into 529,000 shares of common stock.

The excess of the accrued dividend of

$ 574,139 over the accrued dividend converted of $ 529,000 was forgiven and reflected as a contribution to equity of $ 45,139 .

As of June 30, 2025 and December 31, 2024 there

were 0 and 1,021 shares of Series A Preferred Stock issued and outstanding, respectively.

Holders of Series A Preferred Stock are entitled

to the following rights and preferences.

The excess of the accrued

dividend of $ 574,139 over the accrued dividend converted of $ 529,000 was forgiven and reflected as a contribution to equity of $ 45,139 .

As of September 30, 2025 and December 31, 2024

there were 0 and 1,021 shares of Series A Preferred Stock issued and outstanding, respectively.

Holders of Series A Preferred Stock are

entitled to the following rights and preferences.

The Series A Preferred Stockholders are entitled

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Dividends accrue

Dividends are to be paid to the holders from funds legally available for payment and as approved for payment by the Board of

Directors of the Company.

Dividends are to be paid to the holders from funds legally available for payment and as approved for payment by the Board

of Directors of the Company.

The Series A Preferred Stockholders may convert,

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outstanding obligations regarding such indebtedness.

Each holder of a share of Series A Preferred Stock

will have the right to vote its shares of Series A Preferred Stock with the common stock on an as-converted basis, and with respect to

such votes, such holder shall have full voting rights and powers equal to the voting rights and powers of the holders of common stock,

Each holder of a share of Series A Preferred

Stock will have the right to vote its shares of Series A Preferred Stock with the common stock on an as-converted basis, and with respect

to such votes, such holder shall have full voting rights and powers equal to the voting rights and powers of the holders of common stock,

and shall be entitled, to notice of any stockholders’ meeting in accordance with the Company’s bylaws, and shall be entitled

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NOTE 13 – RELATED PARTY TRANSACTIONS

During the six months ended June 30, 2025 and

2024, the Company accrued $ 30,630 and $ 62,281 , respectively, for dividends on the Series A preferred stock held by Mr.

Yakov converted $ 529,000 of the accrual into 529,000 shares of common stock and forgave the remaining $ 45,479 , which was

credited to additional paid in capital.

As of June 30, 2025 and December 31, 2024, total accrued dividends on the Series A preferred stock

During the nine months ended September 30, 2025

and 2024, the Company accrued $ 30,630 and $ 93,592 , respectively, for dividends on the Series A preferred stock held by Mr.

June 2, 2025, Mr.

Yakov converted $ 529,000 of the accrual into 529,000 shares of common stock and forgave the remaining $ 45,479 , which

was credited to additional paid in capital.

As of September 30, 2025 and December 31, 2024, total accrued dividends on the Series A preferred

stock due to Mr.

Yakov is $ 0 and $ 543,509 , respectively.

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a ministerial error in the terms relating to the exercise price of stock options awarded and automobile allowance for Mr.

The Amendment

affirmed that the exercise price of stock options issued under the Agreement (the “Stock Options”) shall have a per share

exercise price equal to One Cent ($ 0.01 ) and expire ten years after the date of grant.

Each Stock Option granted shall become exercisable

Amendment affirmed that the exercise price of stock options issued under the Agreement (the “Stock Options”) shall have a

per share exercise price equal to One Cent ($ 0.01 ) and expire ten years after the date of grant.

Each Stock Option granted shall become

exercisable as follows:

50 % upon the grant date, then 25 % upon each of the second and third anniversary of the date on which it is granted.

the notices provision of the Yakov Agreement was amended to the reflect the current business address of the Company.

On August 12, 2024, the Company entered into an

agreement with Yakov Holdings LLC, an entity controlled by Mr.

Yakov (the “Yakov LLC”) whereby the Yakov LLC committed to

loan to the Company up to Five Million Dollars ($ 5,000,000 ) (the “Yakov LLC Loan”).

The Yakov LLC Loan is revolving in nature,

allowing the Company to borrow, repay, and re-borrow amounts under the terms and conditions set forth herein, provided that the total

outstanding amount shall not exceed Five Million Dollars ($ 5,000,000 ).

The interest rate of the Yakov LLC Loan is 12 % and it matures on

August 12, 2025 .

In addition, the Yakov LLC Loan is secured by a first priority security interest for the benefit of the Yakov LLC over

all of the assets of the Company.

In addition, the notices provision of the Yakov Agreement was amended to the reflect the current business address of the Company.

August 12, 2024, the Company entered into an agreement with Yakov Holdings, LLC, an entity controlled by Mr.

Yakov wherebyYakov Holdings,

LLC committed to loan to the Company up to Five Million Dollars ($ 5,000,000 ) (the “Yakov Holdings, LLC Loan”).

The Yakov Holdings,

LLC Loan is revolving in nature, allowing the Company to borrow, repay, and re-borrow amounts under the terms and conditions set forth

herein, provided that the total outstanding amount shall not exceed Five Million Dollars ($ 5,000,000 ).

The interest rate of the Yakov

Holdings, LLC Loan is 12 % and it matures on August 12, 2025 .

On August 12, 2025, Yakov Holdings, LLC agreed to extend the note to mature

on August 12, 2026.

In addition, the Yakov Holdings, LLC Loan is

secured by a first priority security interest for the benefit of Yakov Holdings, LLC over all of the assets of the Company.

On April 21, 2025 the Company agreed to convert

the certain obligations owed to Ronny Yakov, Yakov LLC and Patrick Smith at $ 1.00 per share.

The common stock price was $ 1.04 per share.

As a result, the Company recorded a loss on conversion of $ 175,763 during the three and six months ended June 30, 2025.

the certain obligations owed to Ronny Yakov, Yakov Holdings, LLC and Patrick Smith at $ 1.00 per share.

The common stock price was $ 1.04

As a result, the Company recorded a loss on conversion of $ 175,763 during the nine months ended September 30, 2025.

The following

is a summary of the obligations subject to conversion:

Yakov LLC Loan

Yakov Holdings, LLC Loan

Yakov accrued compensation

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Loss on modification

On the grant date of April 22, 2025, the share price was set at $ 1.04

On the grant date of April 22, 2025, the share

price was set at $ 1.04 per share.

The conversion price was set at $ 1.00 per share.

The excess of the fair value of the shares to be issued over the stated

amount of the obligation was recorded as a loss on conversion of $ 175,763 .

The excess of the fair value of the shares to

be issued over the stated amount of the obligation was recorded as a loss on conversion of $ 175,763 .

On June 2, 2025, Mr.

Yakov converted $ 1,772,529

of principal and interest into 1,772,529 shares of common stock.

As of June 30, 2025 and December 31, 2024, the amount due to Yakov LLC

is $ 0 and $ 1,203,960 , respectively.

During the six months ended June 30, 2025 and

Yakov converted $ 1,772,529 of principal and interest

into 1,772,529 shares of common stock.

As of September 30, 2025 and December 31, 2024, the amount due to Yakov Holdings, LLC is $ 0 and

$ 1,203,960 , respectively.

During the nine months ended September 30, 2025

and 2024, Mr.

Yakov made payments on behalf of the Company in the amount of $ 461,888 and $ 1,191,282 , respectively.

On June 2, 2025, Mr.

Smith converted $ 69,642 of

principal and interest into 69,642 shares of common stock.

Smith converted $ 69,642

of principal and interest into 69,642 shares of common stock.

On June 2, 2025, Mr.

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and $ 300,000 of accrued salary and bonus, respectively, into 1,362,500 shares of common stock.

During the six months ended June 30, 2025, the

Company issued 35,000 shares of common stock to its CFO for services.

The shares were valued at $ 2.02 , the closing stock price on the

date of grant, for total non cash expense of $ 70,700 .

During the six months ended June 30, 2025, the

Company issued 32,000 shares of common stock to its directors for services.

During the nine months ended September 30, 2025,

the Company issued 35,000 shares of common stock to its CFO for services.

The shares were valued at $ 2.02 , the closing stock price on

the date of grant, for total non cash expense of $ 70,700 .

During the nine months ended September 30, 2025,

the Company issued 32,000 shares of common stock to its directors for services.

The shares were valued at $ 2.02 , the closing stock price

on the date of grant, for total non cash expense of $ 64,640 .

NOTE 14 – COMMITMENTS AND CONTINGENCIES

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(i) FFS alleges the Company breached the contract by failing to pay the balance of the purchase

and (ii) the Company seeks to recover the purchase price along with damages arising from FFS’ breach of representations and

warranties and other misrepresentations about the Acquired Merchant Portfolio which ultimately resulted in the termination of the

bank processing agreement by Clear Fork Bank (the “Bank”).

In addition, the Company has filed a lawsuit in the District

Court of the 42 nd Judicial District, Taylor County, Texas against the Bank, Timothy Cooper, Daniel Neff, Anthony Sandoval,

Lawrence Kentz, Slone Balliew, Olan Beard and Ricky Beard seeking damages the Company suffered as a result of it having to cease processing

transactions for the merchants underlying the Acquired Merchant Portfolio.

More specifically, the Company has asserted the following

causes of action:

and (ii) the Company seeks to recover the purchase price along with damages arising from FFS’ breach of representations

and warranties and other misrepresentations about the Acquired Merchant Portfolio which ultimately resulted in the termination

of the bank processing agreement by Clear Fork Bank (the “Bank”).

In addition, the Company has filed a lawsuit in the

District Court of the 42 nd Judicial District, Taylor County, Texas against the Bank, Timothy Cooper, Daniel Neff, Anthony

Sandoval, Lawrence Kentz, Slone Balliew, Olan Beard and Ricky Beard seeking damages the Company suffered as a result of it having to

cease processing transactions for the merchants underlying the Acquired Merchant Portfolio.

More specifically, the Company has asserted

the following causes of action:

(i) Negligent Supervision against the Bank;

(ii) Fraud against all Defendants;

(iii) Breach of Fiduciary Duty against

(iii) Breach of Fiduciary

Duty against the Bank;

(iv) Negligence against all Defendants;

(v) Common Law Indemnification against the Bank;

(vi) Negligent Misrepresentation against

all Defendants;

(vi) Negligent Misrepresentation

against all Defendants;

and (vii) Vicarious Liability against all Defendants.

The Bank has filed a counterclaim for fees incurred by

it in connection with the transactions processed since the acquisition of the Acquired Merchant Portfolio by the Company.

are currently in discovery and trial dates have not been set.

The Bank has filed a counterclaim for fees incurred

by it in connection with the transactions processed since the acquisition of the Acquired Merchant Portfolio by the Company.

actions are currently in discovery and trial dates have not been set.

DMINT is currently in a contract dispute with

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NOTE 15 – SEGMENTS

The Company applies ASC 280, Segment Reporting ,

in determining its reportable segments.

The Company applies ASC 280, Segment

Reporting , in determining its reportable segments.

The Company has two reportable segments:

Bitcoin Mining and Fintech Services.

The guidance requires

that segment disclosures present the measure(s) used by the Chief Operating Decision Maker (“CODM”) to decide how to allocate

resources and for purposes of assessing such segments’ performance.

The Company’s CODM is comprised of several members of

its executive management team who use revenue and expenses of our two reporting segments to assess the performance of the business of

our reportable operating segments.

The guidance requires that segment disclosures present the measure(s) used by the Chief Operating Decision Maker (“CODM”)

to decide how to allocate resources and for purposes of assessing such segments’ performance.

The Company’s CODM is comprised

of several members of its executive management team who use revenue and expenses of our two reporting segments to assess the performance

of the business of our reportable operating segments.

The following tables detail revenue, operating

expenses, and assets, liabilities and equity for the Company’s reportable segments as of and for the six months ended June 30, 2025.

expenses, and assets, liabilities and equity for the Company’s reportable segments as of and for the nine months ended September

Current Assets:

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Merchant portfolio purchase installment obligation

Related party payable

Operating lease liability – current portion

Due to/from intercompany

( 23,704,629 )

Total Current Liabilities

( 17,500,859 )

Long Term Liabilities:

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Total Liabilities

( 17,437,802 )

Stockholders’ Equity:

Series A Preferred stock

Common stock to be issued

Treasury stock

1 unchanged sentence

Accumulated deficit

( 51,677,148 )

( 21,285,991 )

( 72,963,139 )

Total stockholders’ equity

( 21,285,991 )

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

The following tables detail revenue and expenses

for the Company’s reportable segments as of and for the six months ended June 30, 2024.

following tables detail revenue and expenses for the Company’s reportable segments as of and for the six months ended June 30, 2025.

for the Company’s reportable segments as of and for the nine months ended September 30, 2025.

Transaction and processing fees

5 unchanged sentences

Operating expenses:

Processing and servicing costs, excluding merchant portfolio amortization

Processing and servicing costs, excluding merchant portfolio

Amortization expense

24 unchanged sentences

The following tables detail revenue and expenses

for the Company’s reportable segments as of and for the six months ended June 30, 2024.

For the Six Months Ended June 30, 2024

for the Company’s reportable segments as of and for the nine months ended September 30, 2024.

For the Nine Months Ended September

Transaction and processing fees

5 unchanged sentences

Operating expenses:

Processing and servicing costs, excluding merchant portfolio amortization

Processing and servicing costs, excluding merchant portfolio

Amortization expense

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Interest expense

Total other income

Total other (expense) income

( 3,392,984 )

6 unchanged sentences

$ ( 6,772,480 )

NOTE 16 – MERCHANT PORTFOLIO PURCHASE INSTALLMENT OBLIGATION

NOTE 16 – MERCHANT PORTFOLIO PURCHASE

INSTALLMENT OBLIGATION

On November 24, 2021, we entered into an Asset

4 unchanged sentences

Company management

has recognized a liability for the $ 2,000,000 contingent payment amount as of June 30, 2025 and December 31, 2024.

Legal proceedings regarding

this matter began in 2022 and have continued through 2025, see Note 14.

has recognized a liability for the $ 2,000,000 contingent payment amount as of September 30, 2025 and December 31, 2024.

Legal proceedings

regarding this matter began in 2022 and have continued through 2025, see Note 14.

NOTE 17 – SUBSEQUENT EVENTS

In accordance with SFAS 165 (ASC 855-10) management

has performed an evaluation of subsequent events through, August 19, 2025, the date that the unaudited financial statements were issued and

has determined that is has the following material subsequent events to disclose in these unaudited financial statements.

Subsequent to June 30, 2025, the Company issued the 400,000 shares

of common stock that were due to be issued as of June 30, 2025.

On August 11, 2025, all of the outstanding 1,897,658 Series A, 325,350

Series B warrants and 35,000 other warrants expired.

has performed an evaluation of subsequent events through, November 14, 2025, the date that the unaudited financial statements were issued

and has determined that is has the following material subsequent events to disclose in these unaudited financial statements.

On October 27, 2025, the Company filed a Form

S-8 Registration Statement to register up to 2,600,000 shares of our common stock (the “Common Stock”), to be issued under

our Amended and Restated 2020 Share Incentive Plan (the “Plan”) to our employees, directors, consultants and “affiliates”

as such term is defined in Rule 405 under the Securities Act, which shares may include “control securities” as such term is

defined in General Instruction C to Form S-8.

On November 14, 2025, the Company and Mr.

entered into an Amended and Restated Employment Agreement.

The Amended and Restated Employment Agreement replaces all previous employment

agreements and runs through December 31, 2030, with annual renewals, unless ended sooner.

Yakov remains Chairman, President, and CEO,

earning an $ 800,000 salary and $ 400,000 bonus.

There were no material changes to any other terms of the agreement.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements