What changed in this filing

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Item 1. Business

2022-03-31 compared with 2021-03-29 · 246 added, 276 removed, 2 unchanged (100% of the section changed)

(formerly known as) Wizard Entertainment, Inc., Wizard World, Inc.

and GoEnergy, Inc.) was incorporated in Delaware

on May 2, 2001.

The Company was initially involved in oil and gas exploration but ceased operations and abandoned any interests

it had in such properties.

December 7, 2010, the Company entered into a Share Purchase and Share Exchange Agreement (the “Exchange Agreement”)

among the Company, an entity known as “Conventions”

which was the former majority stockholder of the Company, and

shareholders of Conventions, under which Conventions became a wholly owned subsidiary of the Company.

August 27, 2014, the Company entered into a Joint Venture and Operating Agreement for a forty-seven and one half percent (47.5%)

interest in CON TV, LLC (“CONtv”), with Cinedigm Entertainment Corp.

(“Cinedigm”), ROAR, LLC (“ROAR”)

and Bristol Capital, LLC (“Bristol”).

On November 16, 2015, the parties entered into an Amended and Restated Operating

Agreement, effective as of July 1, 2015, which, among other things, restructured the business relationship between the Company

and Cinedigm with respect to the ownership and operation of CONtv.

Under that agreement, the Company greatly reduced and limited

its obligations to the venture, while retaining a ten percent (10%) membership interest in CONtv.

December 29, 2014, the Company and a member of the Board of Directors (the “Board”) of the Company formed Wiz Wizard,

LLC (“Wiz Wizard”) in the State of Delaware.

On February 4, 2016, the member of the Board assigned his fifty percent

(50%) membership interest to the Company.

Consequently, Wiz Wizard is a wholly-owned subsidiary of the Company which was dissolved

in March 2019.

April 10, 2015, the Company and a third-party formed ButtaFyngas, LLC in the State of Delaware.

The Company owns fifty percent

(50%) of the membership interests.

ButtaFyngas, LLC is not currently active.

In 2018, the Company changed its

name from Wizard World, Inc.

to Wizard Entertainment, Inc.

July 29, 2020, the Company changed its name from Wizard Entertainment, Inc.

to Wizard Brands, Inc.

The Company’s executive offices are

located at 2700 Homestead Road, Park City, UT 84098, the telephone number is 650-525-0231.

We promote and operate our

business operations in part, through the use of our websites, www.wizardworld.com, www.wizardbrands.com, and

www.getjevo.com.

to the onset of the age of Covid-19, the Company produced live pop culture conventions (“Comic Conventions”) across

the United States providing a social networking and entertainment venue for enthusiasts of movies, TV shows, video games, technology,

toys, social networking, gaming, comic books, and graphic novels.

Our Comic Conventions have provided an opportunity for companies

in the entertainment, toy, gaming, publishing and retail business to carry out sales, marketing, product promotion, public relations,

advertising, and sponsorship efforts.

However, with the advent of Covid-19, the Company has not been able to produce a live event

since March 8, 2020 in Cleveland, Ohio.

Many events that had been planned for 2020 after March 8, 2020, were postponed indefinitely.

The timing of when live events can be resumed is dependent upon the progression of the Covid-19 virus, the availability and effectiveness

of the vaccines that have been introduced, and the imposition of governmental authority either allowing or disallowing the mounting

of live events.

The following information is provided in anticipation that the Company will be able to recommence its Comic Conventions

in the future.

Company began producing Comic Conventions in July of 1997.

The Company receives revenue from its Comic Conventions primarily from

three sources:

(i) consumer admissions;

(ii) exhibitor booth sales;

and (iii) national and/or regional sponsorships.

Comic Conventions

vary in cost to produce.

Production costs vary based on the size and scope of the production.

Generally, our production costs

range from under $1,000,000 for a smaller scale production to $3,000,000 for a larger production.

2020, the Company produced Comic Conventions in the following cities:

(i) New Orleans, (ii) Portland;

and (iii) Cleveland.

that had been planned for St Louis, Philadelphia, Columbus, and Chicago were postponed in the face of the Pandemic.

target audience includes men and women in the 18 to 34-year-old demographic, together with families of all ages who are fans of

various types of entertainment and media, including movies, music, toys, video games, consumer electronics, computers, and lifestyle

products (e.g., clothes, footwear, digital devices, and mobile phones).

We continuously review our existing operations and procedures

relating to our Comic Conventions in order to ensure that we produce the best possible fan experience at our Comic Conventions

and maximize revenue while containing costs.

and Promotions

provide sponsorship opportunities that allow advertisers a wide range of promotional vehicles on-site and through our social media

and fan outreach efforts.

For example, we offer advertisers the ability to:

(i) display signage at our Comic Conventions, (ii)

include their desired logos on all direct mail that is sent in connection with one or more Comic Conventions, (iii) be included

in press releases to the media, (iv) obtain sponsor tags on the radio spots or in the print or online ads where we advertise,

and (v) obtain advertising space in our digital media.

We also provide the opportunity for advertisers to sponsor events at the

Comic Conventions, such as costume contests or gaming tournaments and the ability to brand “step-and-repeats”

photo opportunities, meet and greets with celebrities, VIP packages, and giveaways.

Sponsors pay a fee based upon the position

of their advertising media and the exposure it will receive.

We are able to increase our revenue by utilizing a strategic floor

layout that maximizes the amount of highly profitable booth, advertising, and sponsorship opportunities.

We are focused on increasing

our sponsorship revenue and we are currently actively engaged in enhancing our capabilities in that regard.

Our Comic Conventions are marketed through

a variety of media outlets, including social media, websites, public relations, television, radio, out-of-home (OOH), email, “street-teams”,

and by flyers, and postcards.

Our Comic Conventions usually obtain publicity through coverage of the events at our Comic Conventions

by local TV stations, radio stations, newspapers, national press, fan websites, blogs, and social network channels such as Twitter

and Facebook,.

In certain instances, we do not pay for advertising because we can provide desirable content to media outlets.

For example, we typically invite local TV stations to our Comic Conventions so that they can interview the celebrities featured

at our Comic Conventions.

As a result, we receive TV coverage at no cost and the TV stations obtain content for their shows.

addition, we arrange for celebrities to call into local radio stations.

As a result, we receive on-air promotion of our events

and the radio station reaches a larger audience who want to tune in to hear our celebrities.

We also receive on-air promotion

by exchanging airtime for admission giveaways to our Comic Conventions.

With respect to the internet and online advertising, we

advertise throughout our website www.wizardworld.com about upcoming Comic Conventions.

We also send out emails to our fans on

a regular basis.

Comic Conventions are attended primarily by men and women in the 18 to 34-year-old demographic, together with families of all

ages who are fans of various types of entertainment and media, including movies, music, toys, video games, consumer electronics,

computers, and lifestyle products (e.g., clothes, footwear, digital devices, and mobile phones).

We are seeking to develop a positive

reputation for hosting quality events in order to build brand loyalty among our show attendees and ensure repeat attendance.

Sponsors and Exhibitors

identify and target some of the leading movie studios, video game producers, comic book publishers, television broadcasters, and

toy manufacturers as future exhibitors and sponsors.

In addition, our digital media business will provide sales opportunities

across the Fortune 1000 corporate sector, as these brand advertisers look to leverage our media properties to reach our target

No single advertiser, promoter or sponsor comprises a significant portion of our revenues.

Competitive Strengths

the live, regionally-based consumer conventions market, the strength of a competitor is measured by the location and size of the

region or city, the frequency of live events per year, the guest and VIP list (e.g., celebrities and artists), the number of paying

attendees, the physical size of the convention, the extent of the public relations outreach (through traditional media, digital

media and social media), and the quantity and quality of exhibitors and dealers.

We believe that we have a strong competitive

position because our Comic Conventions take place in well-known major cities across the United States throughout the year.

strategy of providing multiple conventions per year enables us to market our events throughout the entire year, create a large

amount of high-quality content that can be distributed through our digital media outlets, and market in not only the regional

consumer areas, but nationally as well.

The multiple locations also allow us to work with more celebrities, artists and writers

and host them in multiple cities.

are a number of Comic Convention providers that produce events across the country.

We are unique in that we produce more Comic

Conventions in the United States annually than any other organization.

We reach audiences coast-to-coast, north-to-south markets

in the United States.

We believe that creates an advantage over other event producers because our Comic Conventions are not limited

to one city, but rather span well-known cities across the United States.

also believe that we have an advantage over competitors because our Comic Conventions are well known and well respected in the

Comic Convention and pop culture industry.

We have a reputation among fans, exhibitors, and celebrities for producing high-quality

and well attended Comic Conventions that provide consumers with a good value proposition for an entertainment experience.

Channels and Pricing Policies

have outsourced our admission sales to a national ticketing service.

Admission prices typically range from $50 for a single day

pass to $80 for a general weekend pass.

Entry for children ten years old and under is free at Wizard Comic Conventions.

we do not have to obtain permits to operate the Comic Conventions.

The convention centers at which such events occur obtain any

required permits and cover fire safety and occupancy matters as part of the rental agreement.

Crowd control varies by location

and is either provided by the convention center’s personnel or by a third-party security service recommended by the convention

The convention centers do, however, require liability insurance, which Conventions has obtained and maintained.

World Virtual

Wizard World’s last live event in Cleveland in early March of 2020, the Company transitioned nimbly to a Virtual

Event Format that went from concept to execution in three weeks, with our first Virtual event held on March 31, 2020.

March 2020, the Company has broadcast over 200 interactive Virtual events across three platforms:

Twitch, Facebook, and YouTube.

Programming has included celebrity cast reunions and game shows, concerts, workshops and how-to classes, gaming with celebrities,

cosplay contests, fan panels, and more.

into the international audience potential of our streaming events, in Q4 2020, Wizard World Virtual launched an international

series of virtual events geared toward the Asian market with full translation services and marketing designed for these specific

Based on the success of this endeavor, Wizard World Virtual will continue to expand into more international markets in

2021, creating a global demand for our original affinity content.

of the enormous changes in society during the past year, online activity and connection through virtual communities are more important

We see great opportunity to build on our established equity as the online destination for like-minded affinity groups.

The virtual events produced by the Company feature a no-charge 30-to-45-minute moderated discussion.

Following the moderated discussion

there is an opportunity for fans to speak directly with celebrities while paying by the minute for the experience.

Road Miners, Inc.

(formerly known as Wizard Brands, Inc., Wizard Entertainment, Inc., Wizard World, Inc., and GoEnergy, Inc.) was incorporated

in Delaware on May 2, 2001.

Prior to Cryptocurrency mining operations that began in October 2021, the Company produced live and virtual

pop culture conventions and events, and sold a gelatin machine and related consumables (known collectively as “legacy operations”).

All legacy operations were discontinued during 2021.

The Company operates an eCommerce site selling pop culture memorabilia and will

evaluate whether to continue the eCommerce operations in 2022.

Cryptocurrency

currently generate substantially all our revenue through cryptocurrency we earn through our mining activities, which we may strategically

hold or sell at beneficial prices and times.

We currently mine and hold Bitcoin exclusively and do not have the intention of mining any

other cryptocurrencies in the near future.

While we plan to hold our mined Bitcoin until the next halving event (expected to occur around

March 2024), we may sell the Bitcoin we mine as necessary for operations or as dictated by market conditions.

Our mining operations commenced

on October 24, 2021.

We use special cryptocurrency mining computers (known as “miners”) to solve complex cryptographic algorithms

to support the Bitcoin blockchain and, in return, receive Bitcoin as our reward.

Miners measure their processing power, which is known

as “hashing” power, in terms of the number of hashing algorithms solved (or “hashes”) per second, which is the

miner’s “hash rate.” We participate in Mining Pools (“mining pool”) that pool the resources of groups of

miners and split cryptocurrency rewards earned according to the “hashing” capacity each miner contributes to the mining pool.

of the miners we operate were manufactured by Bitmain, and incorporate application-specific integrated circuit (“ASIC”) chips

specialized to solve blocks on the Bitcoin blockchains using the 256-bit secure hashing algorithm (“SHA-256”) in return for

Bitcoin cryptocurrency rewards.

In October 2021 we put 156 Bitmain S19J Pro miners into production, and added another 84 into production

in December 2021.

As of December 31, 2021, we had 240 miners with 24 Ph/s of hashing capacity in production, and had deposits for an

additional 1,140 miners with 135.3 Ph/s hashing capacity to be delivered in 2022 as follows:

Bitmain S19 (90 Th/s per miner, total 24.3 Ph/s hashing capacity);

delivery expected March 2022

Bitmain S19J Pro (100 Th/s per miner, total 27 Ph/s hashing capacity);

delivery expected May 2022

Bitmain S19XP (140 Th/s per miner, total 84 Ph/s hashing capacity);

delivery expected July through December 2022

the delivery of the miners above we will have a total of 1,380 miners with 159.3 Ph/s of hashing capacity.

purchase commitments for the miners total approximately $11.5 million, of which $7,089,000 was paid as a deposit during the year ending

The remaining commitments of approximately $4.4 million are anticipated to be paid monthly from the proceeds of the

sale of earned Bitcoin during the year ending December 31, 2022 or, if necessary or advisable, with earned Bitcoin to the extent that

if the vendor accepts Bitcoin as a form of payment or from additional capital raising, which may be debt or equity, or a combination

thereof pursuant to a private or public offering, with the last payment scheduled to occur on November 10, 2022.

utilize mobile data centers to house our miners.

Our mobile data centers are located close to natural gas wellheads.

We use natural gas

to power a mobile turbine that produces electricity that, in turn, is used to power our miners.

Company measures its operations by the number and U.S.

Dollar (US$) value of the cryptocurrency rewards it earns from its cryptocurrency

mining activities.

The following table presents additional information regarding our cryptocurrency mining operations:

Quantity of Bitcoin

Balance December 31, 2020

Revenue recognized from cryptocurrency mined

Mining pool operating fees

Impairment of cryptocurrencies

Balance December 31, 2021

Affecting Profitability

business is heavily dependent on the market price of Bitcoin.

The prices of cryptocurrencies, specifically Bitcoin, have experienced

substantial volatility.

Further affecting the industry, and particularly for the Bitcoin blockchain, the cryptocurrency reward for solving

a block is subject to periodic incremental halving.

Halving is a process designed to control the overall supply and reduce the risk of

inflation in cryptocurrencies using a Proof-of-Work consensus algorithm.

At a predetermined block, the mining reward is cut in half,

hence the term “halving.” For Bitcoin the reward was initially set at 50 Bitcoin currency rewards per block.

blockchain has undergone halving three times since its inception as follows:

(1) on November 28, 2012 at block 210,000;

(2) on July 9,

2016 at block 420,000;

and (3) on May 11, 2020 at block 630,000, when the reward was reduced to its current level of 6.25 Bitcoin per

The next halving for the Bitcoin blockchain is anticipated to occur in March 2024 at block 840,000, when the reward will be reduced

to 3.125 Bitcoin per block.

This process will reoccur until the total amount of Bitcoin currency rewards issued reaches 21 million and

the theoretical supply of new Bitcoin is exhausted.

Many factors influence the price of Bitcoin, and potential increases or decreases

in prices in advance of, or following, a future halving is unknown.

we currently plan to hold our mined Bitcoin until the next halving event, we may use or sell our Bitcoin as necessary for operations

or as dictated by market conditions.

business environment is constantly evolving, and cryptocurrency miners can range from individuals to large-scale commercial mining operations.

We compete with other companies that focus all or a portion of their activities on mining activities at scale, including several public

and private companies.

We face significant competition in every aspect of our business, including, but not limited to, the acquisition

of mining equipment, the ability to raise capital, and the ability to obtain the lowest cost energy to power our mining operations.

Cryptocurrency

is increasingly becoming subject to governmental regulation, both in the U.S.

and internationally.

State and local regulations also may

apply to our activities and other activities in which we may participate in the future.

Numerous regulatory bodies have shown an interest

in regulating blockchain or cryptocurrency activities.

For example, on March 9, 2022 President Biden signed an executive order on cryptocurrencies.

While the executive order does not mandate any specific regulations, it instructs various federal agencies to consider potential regulatory

measures, including the evaluation of the creation of a U.S.

Central Bank digital currency.

Future changes to existing regulations or

entirely new regulations may affect our business in ways it is not presently possible for us to predict with any reasonable degree of

As the regulatory and legal environment evolves, we may become subject to new laws and regulation which may affect our mining

and other activities.

For additional discussion regarding our belief about the potential risks existing and future regulation pose to

our business, see the Section entitled “Risk Factors” herein.

do not currently own any patents in connection with our existing and planned blockchain and cryptocurrency related operations.

and Ability to Continue as a Going Concern

of December 31, 2021, we had cash and cash equivalents of $2,785,187, compared to $1,897,703 as of December 31, 2020, an increase of

This increase was primarily due to cash provided by financing activities, and partially offset by cash used in operating and

investing activities.

Historically,

we have relied upon cash from financing activities to fund substantially all of the cash requirements of our activities and have incurred

significant losses and experienced negative cash flow.

The Company had net losses from continuing operations of $19,078,727, and $2,901,741,

for the years ended December 31, 2021 and 2020, respectively.

On December 31, 2021, we had cash and cash equivalents of approximately

$2.7 million and working capital of approximately $4.8 million.

We have evaluated the significance of these conditions in relation to

our ability to meet our obligations, which had previously raised doubts about the Company’s ability to continue as a going concern.

However, the Company believes that the effects of the sale of its legacy operations during 2021, and the entrance into cryptocurrency

mining operations that began in October 2021, will guide the Company in a positive direction as we continue to strive to attain profitability.

Additionally,

autographs and videos are being sold.

March 2021, Wizard World Virtual launched its Subscription Series —

the next generation of the Wizard World Virtual Platform,

bringing Wizard World Virtual to wide new audiences as we build interactive communities of affinity groups, offering Virtual and

eCommerce experiences they can’t find anywhere else.

The Company is primed to grow our communities in breadth, but also

in depth as we drill down into niche groups that hunger for VIP access to industry experts, influencers, and behind-the scenes

our Subscription Series approach, the possibilities for our content library are limitless:

by partnering with both individuals

and businesses with the shared goal of bringing more consumers into their franchise, Wizard World will become the online destination

for affinity groups to gain behind-the-scenes and unique experiences they can’t otherwise access.

addition to Wizard World Virtual, the Company produces a number of digital media properties, including, but not limited to, our

website www.wizardworld.com, emails, newsletters, together with posts on Facebook, YouTube, Twitter and Instagram, to create awareness

of our Comic Conventions and provide updates to our fans and consumers.

To a large extent we also use our website www.wizardworld.com

to provide the latest Wizard World news and information.

While we derive little or no direct revenue from these properties, they

have the indirect benefit of supporting sales relating to our Comic Conventions (dealer and exhibitor booths, admissions, sponsorships),

as well as helping us secure additional sought after and high-profile talent.

This in turn helps us obtain additional admissions,

booth sales and sponsorships for our Comic Conventions.

Company maintains an email list consisting of all our current and active users.

This is a primary driver of information dissemination

along with Facebook, Instagram and Twitter.

YouTube is mainly used as brand awareness, information is posted after a Comic Convention,

which helps to generate excitement at future events.

Because our Comic Conventions visit multiple cities, it is essential that

we create excitement in multiple regions, not just focused on a single event.

posts on Facebook, our attending artists and celebrities are able to help promote our Comic Conventions by announcing their involvement

at our events.

This helps generate excitement among both their existing fan base and ours while creating a sense of community

and groundswell of support for the upcoming Comic Convention.

Once we establish a critical mass of people, the Comic Convention

can become part of the fabric of the community where people anticipate and look forward to the event months and sometimes even

a full year in advance.

Retention of Comic Convention attendees is essential to our sales process.

Procuring new and timely talent

helps generate new customers, as well as the word of mouth of previous attendees.

Much of this is achieved via email, Facebook,

Twitter, and www.wizardworld.com.

many live events (sports, concerts, etc.), where attendees are spectators (even if they are a part of a community at large), at

our Comic Conventions the attendees participate in the events.

This atmosphere creates a greater amount of user generated

content on Facebook, Twitter, Instagram and YouTube.

For instance, we generally observe an increase in Facebook “Likes”

on profile picture changes on Facebook the days during and after our Comic Conventions featuring celebrity “Photo Ops.”

This is a non-paid form of free advertising.

Social networks such as Facebook and Twitter are a perfect marriage for these types

of event photos.

augment our move into digital programming, in Q1 of 2020 we launched an eCommerce site, Wizard World Vault, which features the

best in pop culture memorabilia from the Wizard World Live and Virtual events, along with items from the top artists and exhibitors

in the memorabilia world.

our platforms, Wizard World and Vault are reaching an average of 1.5M people weekly –

with enormous potential for upselling

and cross-merchandising.

The Vault is a collection of autographed photographs, memorabilia and one-of-a-kind collectibles that

are offered for sale via e-commerce.

The Vault, which launched at or about the same time as the Virtual Experiences, has already

proven to be a popular source of celebrity memorabilia among fans of motion pictures and television programming.

Included in the

Vault is inventory which includes stock from the Company’s inventory of merchandise, consignment inventory, and merchandise

that is being sourced for sale by the Company.

April 28, 2020 the Company, through one of its wholly-owned operating subsidiaries, acquired the assets of the creator of the

Jevo machine, which is a patent-protected first-mover application for the creation of gelatin shots.

With Jevo, the Company has

diversified its revenue generation capabilities by manufacturing, marketing and selling Jevo units and related consumables, both

nationally and internationally, to bars, restaurants, clubs, casinos, hotels, cruise lines, resorts and other establishments that

serve beverages (both alcoholic and non-alcoholic) to the public.

In addition to food and beverage applications, the Company has

identified other market segments where the Jevo units can be marketed including but not limited to the healthcare and cannabis

The Company intends to resume the manufacturing of the Jevo units with a target of producing new Jevo machines in

the second quarter of 2021.

issues emanating from the Covid-19 Pandemic have impacted the hospitality industry (a key segment for Jevo sales), which in turn

have impacted operations of Jevo.

However, the Company has utilized this time to engage in a wide range of preparatory activities

positioning Jevo for a successful re-launch.

Such preparatory activities have included, but are not limited to, engaging with

suppliers, forecasting and ordering consumables, establishing sales channels, creating marketing materials, and engaging in numerous

inventory and supply chain processes necessary to successfully relaunch the manufacturing of Jevo units.

The acquisition of Jevo

is the Company’s initial entry into M&A activity intended to broaden the Company’s revenue base.

we open up our verticals –

entering the spa and fitness, medical, senior living, educational, and cannabinoid sectors –

our patented gelatin delivery system will enter sectors far beyond the hospitality industry.

Revenue possibilities in healthcare

are particularly compelling given the rapid growth of the long-term care field.

Already a $443 billion industry, long-term care

is expected to grow another 7% over the next four years with 60% of Americans needing long-term care at some point in their lives

our launch event in Florida in January, 2021, target audience interest was keen in learning about the many different applications

for delivery of everything from electrolytes to multivitamins, CBD to spirits.

highlights of the growth industries we are targeting forecast healthy revenue streams once the Jevo technology is adopted:

United States CBD market value was just over $4 billion in 2019 and is projected to exceed $25 billion by 2025.

(Brightfield Group,

health and wellness industry growth rate is 6.4% (and is expected to continue at this pace.

We currently have 13 full-time equivalent

Additionally, we engage part-time freelance consultants providing us with greater core competence in the disciplines

of Marketing, Sponsorship Sales, Event Production and e-commerce.

if necessary, management believes that both related parties (management and members of the Board of Directors of the Company) and potential

external sources of debt and/or equity financing may be obtained based on management’s history of being able to raise capital from

both internal and external sources.

However, although there have been recent external source financings, there is no absolute certainty

that any such external source or related party financing can be obtained in the future.

Therefore, the accompanying consolidated financial

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

consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification

of assets, or the amounts and classification of liabilities that may result from the matters discussed herein.

While the Company believes

in the viability of management’s strategy to obtain debt and/or equity financing, generate sufficient revenue, and control costs,

there can be no assurances to that effect.

The Company’s ability to continue as a going concern is dependent upon the ability to

obtain debt and/or equity financing, generate sufficient revenues, and to control operating expenses.

objective is to mine and hold select cryptocurrencies.

We seek to own multiple oil and natural gas producing assets, utilize the natural

gas to power environmentally-friendly, state of the art cryptocurrency mining facilities.

By directing income from oil and excess natural

gas sales to cover operating expenses we will have the opportunity to retain our mined cryptocurrencies as assets.

To achieve our objectives,

we have developed and are implementing a Five Cornerstone Strategy comprised of:

I – Vertical Integration

continuity through ownership of fuel supply, eliminate middlemen and distributors, generate electricity independent of a stressed power

grid and avoid any potential forthcoming governmental regulations.

We expect this will enable us to:

continuity and security – Control of our electrical generation insures and ensures uninterrupted service while insulating our

operations from third party controls, the regulated utility grid, and unforeseen failures.

profitability – Vertical integration, beginning at the well head and ending in our crypto wallet, eliminates middlemen and

distributors optimizing profits across the entire operation.

grid independence - Utility grids are struggling to deliver reliability as they attempt to balance base load with increasing numbers

of renewable generators.

We believe this will only get more difficult in the future as society undergoes the transition to “electrify

everything” thereby increasing grid instability, blackouts and disgruntled consumers.

By us not having any energy produced

touching infrastructure or the utility grid, this risk is muted.

regulatory buffers - The sector may experience increased governmental oversight and regulation of power producers that provide energy

to the grid, only exacerbating continuity problems.

By us not having any energy produced touching infrastructure or the utility grid,

this risk is muted.

control of its ESG Strategy – We believe that a vertical integration strategy enables us to have full control of our ESG strategy

(Described below).

II – Energy Source Diversity

development will be sized and engineered to work in harmony with the inherent diversity found within its owned oil and gas operating

Our modular approach to both power and server implementation allows a customized, fit-for-purpose design to be implemented

for each situation.

We expect this will enable us to:

the concentration risk of reliance on any single energy production source.

We would rather have 100 natural gas wells feeding five

20 MW systems as compared to siting a much larger single 100 MW system next to a substation that is sourced by a single hydro facility

or coal fired plant connected to the utility grid.

continuity of operations – maximize number of miners online 24/7.

Multiple energy sources mitigate interruption risk and if

problems do occur, the impact of any downtime is limited to a small percentage of operating miners.

III – Geographic Diversity

look to deploy facilities at geographically diverse locations that will mitigate concentration risk due to weather and market- related

disruptions, and minimize the impact of an ever changing regulatory and political complications.

We expect this will enable us to:

risks associated with interruptions and outages, whether due to weather, disasters, or lost connectivity.

differentials in energy pricing across geographic regions

IV – Cryptocurrency Diversity

utilizing remotely accessible UL certified data centers capable of handling AICS and GPUs, in the coming years we expect this will enable

nimble and a first mover in this ever changing and young cryptocurrency market

cryptocurrency volatility.

pivot to the most profitable currency.

V – Revenue Diversity

our vertical integration and potential ownership of oil and gas operations, we realize the benefit of having multiple non-correlated

revenue streams derived from both conventional oil and gas sales, as well as converting gas molecules into crypto currency via our digital

We expect this will enable us to:

all operating expenses utilizing revenue generated from other commodity sales.

treasury status of mined cryptocurrencies;

offering control over when to sell and hedge.

revenue risk across multiple commodities.

Environmental,

Social and Governance (“ESG”)

deploying our Five Cornerstone Strategy and achieving its objectives, we expect to have a constant focus on ESG.

Divided into three phases,

we have begun implanting Phase 1 and Phase II.

natural gas as opposed to coal assets.

data centers near natural gas production thereby reducing the energy required to transport molecules and electrons to cryptocurrency

data centers.

gas opportunities – locate mining facilities near these natural gas production sites.

energy (wind or solar) – identify geographical locations where renewable energy possibilities exist and can supplement the

natural gas requirements while generating renewable electricity credits.

capture / Carbon credits – possibility of creating carbon credits

with recycling efforts and use syngas (synthetic gas)

are subject to risks and uncertainties as a result of the COVID-19 pandemic.

The extent of the impact of the COVID-19 pandemic on our

business is highly uncertain and difficult to predict, as the responses that we, other businesses and governments are taking continue

Furthermore, capital markets and economies worldwide have also been negatively impacted by the COVID-19 pandemic, and it is

possible that it could cause a local and/or global economic recession.

Policymakers around the globe have responded with fiscal policy

actions to support the healthcare industry and economy as a whole.

The magnitude and overall effectiveness of these actions remain uncertain.

severity of the impact of the COVID-19 pandemic on our business will depend on a number of factors, including, but not limited to, the

duration and severity of the pandemic and the extent and severity of the impact on our customers, service providers and suppliers, all

of which are uncertain and cannot be predicted.

As of the date of issuance of our financial statements, the extent to which the COVID-19

pandemic may in the future materially impact our financial condition, liquidity or results of operations is uncertain.

of March 24, 2022, we had 5 full time employees.

Information and History

Road Miners, Inc.

(formerly known as Wizard Brands, Inc., Wizard Entertainment, Inc., Wizard World, Inc., and GoEnergy, Inc.) was incorporated

in Delaware on May 2, 2001.

Prior to Cryptocurrency mining operations that began in October 2021, the Company produced live and virtual

pop culture conventions and events, and sold a gelatin machine and related consumables (known collectively as “legacy operations”).

All legacy operations were discontinued during 2021.

The Company operates an eCommerce site selling pop culture memorabilia and will

evaluate whether to continue the eCommerce operations in 2022.

August 6, 2021, we entered into an Asset Purchase Agreement (the “Agreement”) with Informa Pop Culture Events, Inc., a Delaware

corporation (“Informa”).

Pursuant to the Agreement, Creek Road Miners Corp.

(fka Kick the Can Corp.) sold, transferred, and

assigned certain assets, properties, and rights to Informa related to the business of operating and producing live pop culture events.

The Company released deferred revenue and other liabilities totaling $722,429 and recognized other income of this amount.

September 15, 2021, we sold our wholly owned subsidiary which contained our Jevo assets and all rights to our Jevo operations for $1,500,000

and recognized a gain on the transaction of approximately $1,130,740.

implemented a 1-for-20 reverse stock split of our outstanding shares of common stock that was effective on January 23, 2020.

Unless otherwise

noted, all share and related option, warrant, and convertible security information presented has been retroactively adjusted to reflect

the reduced number of shares, and the increase in the share price which resulted from this action.

You Can Find More Information

website address is www.wizardworld.com .

We do not intend our website address to be an active link or to otherwise incorporate

by reference the contents of the website into this Report.

The public may read and copy any materials the Company files with the

Securities and Exchange Commission (the “SEC”) at the SEC’s Public Reference Room at 100 F Street, NE,

Washington, DC 20549.

The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0030.

The SEC maintains an Internet website (http://www.sec.gov) that contains reports, proxy and information statements and other information

regarding issuers that file electronically with the SEC.

website address is www.creekroadminers.com.

We do not intend our website address to be an active link or to otherwise incorporate by

reference the contents of the website into this Report.

The public may read and copy any materials the Company files with the U.S.

and Exchange Commission (the “SEC”) at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549.

public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0030.

The SEC maintains an

Internet website (http://www.sec.gov) that contains reports, proxy and information statements and other information regarding issuers

that file electronically with the SEC.

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-K

Item 1. Business