What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-05-15 compared with 2026-02-13 · 85 added, 87 removed, 105 unchanged (62% of the section changed)

5 unchanged sentences

Actual results could differ materially from those discussed in these forward-looking

results of operations for the interim period ended December 31, 2025, are not necessarily indicative of the results that may be expected

results of operations for the interim period ended March 31, 2026, are not necessarily indicative of the results that may be expected

for any other future period.

59 unchanged sentences

Company was incorporated in Nevada on May 3, 2024, and our corporate office is currently located in Las Vegas, Nevada.

During the three

months ended March 31, 2026, the Company purchased an 85% ownership interest in VDA Nordica.

VDA Nordica was established to assist in

the development of data centers in Sweden and had not commenced principal operations as of the most recent balance sheet date.

and Capital Resources

The Company has funded its operations primarily through

ongoing sales of equipment to its customers and through private equity offerings to investors.

During the three months ended December

31, 2025, these sales resulted in gross proceeds of approximately $0.2 million.

As of December 31, 2025, the Company has not borrowed

money to fund its business through either notes payable or lines of credit.

The Company plans to continue to fund its operations through

private equity offerings as well as cash generated from its ongoing business operations.

Company has funded its operations primarily through ongoing sales of equipment and GPU compute capacity to its customers and through

private equity offerings to investors.

During the six months ended March 31, 2026, these sales resulted in gross proceeds of approximately

$0.2 million.

As of March 31, 2026, the Company has not borrowed money to fund its business through either notes payable or lines of

The Company plans to continue to fund its operations through private equity offerings as well as cash generated from its ongoing

business operations.

Company purchases equipment from certain suppliers to sell to its customers.

However, as of December 31, 2025, the Company has not entered

However, as of March 31, 2026, the Company has not entered

into any long-term commitments or contractual obligations with those suppliers to purchase equipment.

2 unchanged sentences

a material impact on our financial statements or results of operations.

the three months ended December 31, 2025

following table summarizes the Company’s cash flows for the three months ended December 31, 2025:

Months Ended December 31,

Net cash (used in) provided by operating activities

Net cash provided by financing

Net change in cash and cash equivalents

Cash and cash equivalents,

beginning of period

Cash and cash equivalents,

end of period

cash used in operating activities for the three months ended December 31, 2025 was approximately $0.3 million.

The amount was primarily

comprised of a net loss of $0.7 million, offset by stock-based compensation expense of approximately $0.3 million and the net change

in assets and liabilities of approximately $0.1 million.

cash used in operating activities for the three months ended December 31, 2024 was approximately $0.1 million.

the Three and Six Months Ended March 31, 2026

following table summarizes the Company’s cash flows for the six months ended March 31, 2026:

Six Months Ended March 31,

$ (1,982,636 )

$ (2,242,454 )

Net cash provided by (used in) operating activities

Net cash used in investing activities

Net cash provided by financing activities

Net change in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash, beginning of period

Cash, cash equivalents and restricted cash, end of period

provided by operating activities for the six months ended March 31, 2026 was approximately $4.1 million.

The amount was primarily

comprised of a net loss of $0.8 million, offset by stock-based compensation expense of approximately $0.5 million and the net change

in assets and liabilities of approximately $0.4 million.

were no investing activities during the three months ended December 31, 2025 and 2024.

cash provided by financing activities for the three months ended December 31, 2025, consisted solely of sales of common shares resulting

in net proceeds of approximately $0.2 million.

cash provided by financing activities for the three months ended December 31, 2024, consisted solely of sales of common shares resulting

in net proceeds of approximately $1.1 million.

to the guidance in ASC 205-40 Going Concern, for each annual and interim reporting period an entity’s management must evaluate

whether there are conditions and events, considered in the aggregate, that raise substantial doubt about an entity’s ability to

continue as a going concern within one year after the date that the financial statements are issued.

To that extent, the Company incurred

a net loss of approximately $0.7 million during the three months ended December 31, 2025.

Further, the Company had cash on hand of approximately

$0.2 million as of December 31, 2025.

Based on the above, the Company determined that there was substantial doubt about its ability to

continue as a going concern.

The Company hopes to mitigate the substantial doubt through its future capital raises and operating income.

comprised of a net loss of approximately $2.0 million, offset by stock-based compensation expense of approximately $1.2 million and

a net change in assets and liabilities of approximately $4.9 million.

cash used in operating activities for the six months ended March 31, 2025 was approximately $0.6 million.

The amount was primarily comprised

of a net loss of $2.2 million, offset by stock-based compensation expense of approximately $1.4 million and the net change in assets

and liabilities of approximately $0.2 million.

were no investing activities during the six months ended March 31, 2026.

the six months ended March 31, 2025, we purchased equipment totaling $459.

cash provided by financing activities for the six months ended March 31, 2026, consisted of sales of common shares resulting in net

proceeds of approximately $0.2 million and cash received for stock option exercises of approximately $0.1 million, partially offset by $25,000 of payments on insurance premium financing payable.

cash provided from financing activities for the six months ended March 31, 2025 consisted solely of the continued private equity offering

resulting in net proceeds of approximately $1.4 million.

of Operations

2 unchanged sentences

financial results, as well as the components of such results, may not be comparable to our historical or future results of operations.

financial results for the three months ended December 31, 2025 and 2024 are summarized as follows:

Three Months Ended December 31,

Cost of revenue

financial results for the three and six months ended March 31, 2026 and 2025 are summarized as follows:

Months Ended March 31,

of goods sold

and administrative

operating expenses

Contract labor

Professional services

Travel and entertainment

Stock-based compensation

Software expense

Commissions and fees

Total operating expenses

Loss from operations

Comparison of

the three months ended December 31, 2025 and 2024

revenue was $57,000 and $3,666,000 for the three months ended December 31, 2025 and 2024, respectively.

from operations

$ (1,330,001 )

$ (1,404,996 )

$ (1,982,636 )

$ (2,242,454 )

of the three and six months ended March 31, 2026 and 2025

revenue was $568,000 and $0 for the three months ended March 31, 2026 and 2025, respectively.

Revenue increased by $568,000, or

100%, due to an increase in the number of products sold during the current period as compared to the prior comparable period.

Revenue increased compared to the prior-year period primarily due to the timing of orders.

We have continued to expand our sales pipeline, which we believe supports increased customer adoption and

conversion of opportunities, and we expect revenue to improve as delayed transactions progress and deliveries occur.

revenue may vary from period to period based on the timing of customer orders, deliveries, and customer acceptance, among other

revenue was $625,000 and $3,666,000 for the six months ended March 31, 2026 and 2025, respectively.

Revenue decreased by $3,041,000,

or 98%, due to a reduction in the number of products sold during the period.

Revenue decreased compared to the prior-year period primarily due to the timing of orders.

Certain transactions

expected to close during the quarter were delayed as customer decision-making and procurement cycles extended and supplier and inventory

lead times lengthened, resulting in deliveries shifting into subsequent periods.

We believe the revenue decrease is not indicative of

underlying demand trends.

We have continued to expand our sales pipeline and enhance our financing offerings, which we believe supports

increased customer adoption and conversion of opportunities, and we expect revenue to improve as delayed transactions progress and deliveries

However, revenue may vary from period to period based on the timing of customer orders, deliveries, and customer acceptance, among

other factors.

cost of sales was $48,900 and $3,598,000 for the three months ended December 31, 2025 and 2024, respectively.

Cost of sales decreased

by $3,549,000, or 99%, due to the reduction in revenue.

Total operating expense was approximately $0.7 million

and $0.9 million for the three months ended December 31, 2025 and 2024, respectively.

Operating expense decreased by approximately $0.2

million, or 27%, primarily due to decreases in stock-based compensation of approximately $198,000, commissions and fees of approximately

$68,000, professional services of approximately $25,000, salaries expense of approximately $15,000 and other expenses of approximately

$8,000, which were partially offset by increases in contract labor of approximately $33,000, software expense of approximately $24,000

and travel and entertainment of $13,000.

Commissions and fees decreased by approximately $68,000 due to lower sales during the current

period compared to the prior period.

or 83%, due to a reduction in the number of products sold during the current period as compared to the prior comparable period.

decreased compared to the prior-year period primarily due to the timing of orders.

Certain transactions expected to close during the

quarter were delayed as customer decision-making and procurement cycles extended and supplier and inventory lead times lengthened, resulting

in deliveries shifting into subsequent periods.

We believe the revenue decrease is not indicative of underlying demand trends.

continued to expand our sales pipeline, which we believe supports increased customer adoption and

conversion of opportunities, and we expect revenue to improve as delayed transactions progress and deliveries occur.

However, revenue

may vary from period to period based on the timing of customer orders, deliveries, and customer acceptance, among other factors.

cost of sales was $434,000 and $0 for the three months ended March 31, 2026 and 2025, respectively.

Cost of sales increased by $434,000

due to the increase in revenue.

cost of sales was $482,900 and $3,598,000 for the six months ended March 31, 2026 and 2025, respectively.

Cost of sales decreased by

$3,115,100, or 87%, due to the reduction in revenue.

operating expense was approximately $1.5 million and $1.4 million for the three months ended March 31, 2026 and 2025, respectively.

Operating expense increased by approximately $59,000, or 4%, primarily due to increases in professional services expense of

approximately $194,000, server space and energy of approximately $187,000, contract labor costs of approximately $166,000, salaries

of approximately $90,000, commissions and fees of approximately of $59,000, software expense of approximately $41,000 and other

expenses of approximately $68,000, partially offset by decreases in stock-based compensation of approximately $740,000 and travel

and entertainment of approximately $6,000.

operating expense was approximately $2.1 million and $2.3 million for the six months ended March 31, 2026 and 2025, respectively.

expense decreased by approximately $186,000, or 8%, primarily due to decreases in stock-based compensation of approximately $938,000

and commissions & fees of approximately $10,000, partially offset by increases in contract labor of approximately $199,000,

server space and energy storage of approximately $187,000, professional services expense of approximately $169,000, salaries expense

of approximately $75,000, software expense of approximately $65,000, travel and entertainment of approximately $7,000 and other

expenses of $60,000.

Accounting Estimates

13 unchanged sentences

our financial statements.

December 2023, the FASB issued ASU 2023-09-Income Taxes (Topic 740)-Improvements to Income Tax Disclosures, which requires entities to

provide additional information in the rate reconciliation and additional disclosures about income taxes paid.

The guidance should be

applied prospectively and is effective for annual periods beginning after December 15, 2024.

The Company does not expect the issued standard

to have a material impact on its financial statements.

November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures

8 unchanged sentences

are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information

under this item, as disclosed in our most recent Form 10-K filed with the Securities and

Exchange Commission on December 29, 2025.

under this item, as disclosed in our most recent Form 10-K filed with the Securities and Exchange Commission on December 29, 2025.

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 2. Management’s Discussion and Analysis