American Bitcoin Corp. — fact timeline

American Bitcoin Corp. entered into Securities Purchase Agreement with a private investor valued at gross proceeds of $500,000.00 (effective 2023-06-14).

“On June 14, 2023, Akerna Corp. (the " Company ") entered into a securities purchase agreement (the " Securities Purchase Agreement ") with a private investor (the " Investor ") pursuant to which the Company issued and sold to the Investor an aggregate of 1,000,000 shares of common stock of the Company (" Shares ") at an issue price of $0.50 per Share (the " Per Share Price "), for gross proceeds of $500,000.00 (the " Share Purchase Price ").”

American Bitcoin Corp. incurred loan of $1,000,000 with MJ Acquisition Corp. at ten percent (10%) per annum maturing April 28, 2024.

“Concurrently with the SPA, Akerna, Akerna Exchange, and MJA entered into a secured promissory note, dated April 28, 2023 (the “MJA Note”) whereby Akerna promises to pay to the order of MJA or its registered assigns the amount of $1,000,000.”

American Bitcoin Corp. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“March 22, 2023, Akerna Corp. (the “Company”) received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock, par value $0.0001 per share (“Common Stock”), for the last 30 consecutive business days, the Company is not currently in compliance with the requirement to maintain a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Notice”). The Bid Price Notice has no immediate effect on”

American Bitcoin Corp. reported the fiscal year ended December 31, 2022 results: revenue Total revenue was $2.8 million and $13.6 million, net income Net loss of $25.2 million and $79.1 million.

“Total revenue was $2.8 million and $13.6 million, down 30% and 23%, year-over-year respectively, when compared to the prior year quarter and annual periods”

American Bitcoin Corp. reported the fourth quarter ended December 31, 2022 results: revenue Total revenue was $2.8 million and $13.6 million, net income Net loss of $25.2 million and $79.1 million.

“Total revenue was $2.8 million and $13.6 million, down 30% and 23%, year-over-year respectively, when compared to the prior year quarter and annual periods”

American Bitcoin Corp. entered into Agreement and Plan of Merger with Gryphon Digital Mining, Inc. (effective 2023-01-27).

“Akerna entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Gryphon Digital Mining, Inc. (“Gryphon”) and Akerna Merger Co. (“Akerna Merger”).”

American Bitcoin Corp. entered into Securities Purchase Agreement with POSaBIT Systems Corporation valued at $4,000,000 in cash (effective 2023-01-27).

“Akerna Corp., a Delware corporation (“Akerna”), entered into a securities purchase agreement (the “SPA”) with Akerna Canada Ample Exchange Inc. (“Akerna Exchange”) and POSaBIT Systems Corporation (“POSaBIT”).”

American Bitcoin Corp. completed a disposition involving 365 Holdco LLC for $500,000 of cash plus the deemed value of $2,283,806.42 in consideration of the Termination and Release (closed 2023-01-11).

“the Company agreed to sell all of the issued and outstanding capital stock of 365 owned by the Company (“ 365 Shares ”) to Buyer for an aggregate purchase price consisting of $500,000 of cash (the “ Cash Purchase Price ”), subject to adjustment pursuant to the Purchase Agreement, plus the deemed value of $2,283,806.42 in consideration of the Termination and”

American Bitcoin Corp. entered into Stock Purchase Agreement with 365 Holdco LLC valued at $500,000 cash plus deemed value of $2,283,806.42 (effective 2023-01-11).

“On January 11, 2023, Akerna Corp., a Delaware corporation (the “ Company ”) and The NAV People, Inc. d/b/a “365 Cannabis”, a Delaware corporation and a wholly-owned subsidiary of the Company (“ 365 ”), entered into a Stock Purchase Agreement (the “ Purchase Agreement ”) with 365 Holdco LLC, a Delaware limited liability company (“ Buyer ””

American Bitcoin Corp. amended Amendment No. 1 to the Support Agreement with Akerna Canada Ample Exchange Inc. and Akerna Canada Holdings Inc. (effective 2022-11-08).

“On November 14, 2022, Akerna Corp. (the “Company,” “we,” “our,” or “us”) entered into Amendment No. 1 to the Exchangeable Share Support Agreement (the “Amendment No. 1 to the Support Agreement”), effective November 8, 2022, pursuant to which certain provisions of the Exchangeable Share Support Agreement, dated as of July 7, 2020 (the “Support Agreement”), by and among the Company, Akerna Canada Ample Exchange Inc., a corporation existing under the laws of the Province of Ontario (“Exchangeco”), and Akerna Canada Holdings Inc., a corporation existing under the laws of the Province of Ontario (“Callco”), were amended to account for the reverse stock split of our common stock at a ratio of 20-for-1 (the “Reverse Stock Split”) that was effected on November 8, 2022.”

American Bitcoin Corp. reported the third quarter ended September 30, 2022 results: revenue $5.4 million, net income $2.3 million.

“Total revenue was $5.4 million, up 5% year-over-year ● Gross profit of $3.4 million, or 62% of total revenues, was essentially flat with $3.2 million, or 62% of total revenues in the same period of 2021 ● Loss from operations was $0.8 million which included a $3.0 million benefit, attributable to an acquisition earn-out adjustment, compared to a loss of $3.7 million in last year’s same period ● Net loss was $2.3 million compared to a loss of $1.5 million in last year’s third quarter”

American Bitcoin Corp.: Amended certificate of incorporation to effect a 20-for-1 reverse stock split, effective November 8, 2022 at 12:01 a.m. ET (effective 2022-11-08).

“Immediately after the Special Meeting, on November 7, 2022, pursuant to the authorization of our Board of Directors (the “Board”), we filed a Second Amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split.”

Larry Dean Ditto, Jr. was appointed as Chief Financial Officer at American Bitcoin Corp..

“On July 25, 2022, the Company appointed Mr. Larry Dean Ditto, Jr. as the Company’s Chief Financial Officer.”

Ray Thompson changed role as Special Advisor to the Chief Executive Officer at American Bitcoin Corp..

“On May 16, 2022, the Company and Ray Thompson, the Company’s President and Chief Operating Officer, agreed to a transition, effective immediately, by which Mr. Thompson will move from his current role as President and Chief Operating Officer to Special Advisor to the Chief Executive Officer.”

Larry Dean Ditto, Jr. was appointed as Interim Chief Financial Officer at American Bitcoin Corp..

“On May 11, 2022, the Board of Directors of the Company appointed Larry Dean Ditto, Jr. as Interim Chief Financial Officer (“Interim CFO”) of the Company effective May 17, 2022.”

John Fowle resigned as Chief Financial Officer at American Bitcoin Corp..

“On May 11, 2022, Akerna Corp. (the “Company”) and John Fowle the Company’s Chief Financial Officer and Secretary agreed to a mutual separation effective as of May 17, 2022.”

Nina Simosko departed as Chief Commercial Officer at American Bitcoin Corp..

“the Company announces that Nina Simosko, the Company’s Chief Commercial Officer, and the Company have agreed to a mutual separation to be effective January 31, 2022.”

Ray Thompson was appointed as President and Chief Operating Officer at American Bitcoin Corp..

“the appointment of the Company’s current Chief Operating Officer, Ray Thompson, as the Company’s President and Chief Operating Officer effective January 20, 2022.”