The following discussion and analysis should be read in conjunction with our
unaudited condensed consolidated financial statements, and the notes thereto,
and other financial information appearing elsewhere in this Quarterly Report on
Form 10-Q and the audited consolidated financial statements and notes thereto
included in our Annual Report on Form 10-K for the fiscal year ended December
31, 2021 and the annual financial statements of EdgeMode, a Wyoming corporation
and our wholly owned subsidiary, filed with the SEC on Form 8-K. The following
discussion and analysis compares our consolidated results of operations for the
three months ended June 30, 2022 (the "2022 Quarter") with those for the three
months ended June 30, 2021 (the "2021 Quarter"). Additionally, the six months
ending June 30, 2022 and six months ending June 30, 2021 are referred to as the
"2022 Period" and "2021 Period") respectively.
Cautionary Note Regarding Forward-Looking Statements
This report contains "forward-looking statements", as such term is used within
the meaning of the Private Securities Litigation Reform Act of 1995. These
statements include, among other things, statements regarding expanding our
business and our liquidity as well as other statements regarding our future
operations, financial condition and prospects, and business strategies.
Forward-looking statements generally can be identified by words such as
"anticipates," "believes," "estimates," "expects," "intends," "plans,"
"predicts," "projects," "will be," "will continue," "will likely result," and
similar expressions. These forward-looking statements are based on current
expectations and assumptions that are subject to risks and uncertainties, which
could cause our actual results to differ materially and adversely from those
reflected in the forward-looking statements. Factors that could cause or
contribute to such differences include, but are not limited to, our ability to
raise capital to buy the machines we have commitments to purchase and those
discussed under the caption "Risk Factors" in our Form 10-K for the year ended
December 31, 2021 and those discussed in other documents we file with the SEC.
We undertake no obligation to revise or publicly release the results of any
revision to these forward-looking statements, except as required by law. Given
these risks and uncertainties, readers are cautioned not to place undue reliance
on such forward-looking statements.
Business Overview
We are an early-stage cryptocurrency mining Company. Although Edgemode, our new
wholly-owned subsidiary, has historically mined Ethereum, we are now focused on
expanding the operations by mining Bitcoin which we anticipate to begin in the
second half of 2022. Due to the imminent change of Ethereum (ETH) from Proof of
Work (POW) to Proof of stake (POS), the Company has terminated all rental
agreements and future purchase orders related to Ethereum mining operations.
Critical Accounting Policies and Estimates
We discuss the material accounting policies that are critical in making the
estimates and judgments in our Annual Report on Form 10-K for the fiscal year
ended December 31, 2021, under the caption "Management's Discussion and
Analysis-Critical Accounting Policies and Estimates". There has been no material
change in critical accounting policies or estimates during the period covered by
this report.
Recent Accounting Pronouncements
For information on recent accounting pronouncements and impacts, see Note 1 to
the unaudited condensed consolidated financial statements.
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RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2022 COMPARED TO THE
THREE MONTHS ENDED JUNE 30, 2021
Our revenues for the 2022 Quarter was $165,118 compared to $500,692 for the 2021
Quarter. The reason for the decrease was the decline in the price of Ethereum
during the 2022 Quarter compared to prices during the 2021 Quarter. Also the
Company experienced power outages at our data center in Rouses Point. As we have
terminated our rental agreements as referenced above, we do not anticipate power
outages in the future materially effecting our operations.
Our cost of revenues for the 2022 Quarter was $382,908 compared to $401,629 for
the 2021 Quarter. The reason for the decrease was a decrease in hosting fees
incurred as a result of the power outages and lower revenues.
Our operating expenses for the 2022 Quarter was $2,874,473 compared to $218,942
for the 2021 Quarter. In the 2022 Quarter, the Company incurred stock-based
compensation expense of $1,878,264 compared to $0 for the 2021 Quarter. In
addition, the company began initial operations in 2021 versus having full
operations during 2022.
Our other expenses for the 2022 Quarter was $109,363 compared to $148,065 for
the 2021 Quarter. The reason for the decrease was a decrease in interest expense
from additional loans as well as a decreased loss on cryptocurrencies due to
decreased transactions and changes in market prices.
RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 COMPARED TO THE SIX
MONTHS ENDED JUNE 30, 2021
Our revenues for the 2022 Period was $436,237 compared to $569,068 for the 2021
Period. The reason for the decrease was the decline in the price of Ethereum
during the 2022 Period compared to prices during the 2021 Period, in addition to
the power outages at our data center in disclosed above.
Our cost of revenues for the 2022 Period was $806,678 compared to $479,110 for
the 2021 Period. The primary reason for the increase was the Company began
operations in March of 2021 versus having a full six months of operations for
the 2022 Year.
Our operating expenses for the 2022 Period was $26,836,972 compared to $304,944
for the 2021 Period. In the 2022 Period, the Company incurred stock-based
compensation expense of $24,264,181 compared to $6,750 for the 2021 Period. In
addition, the Company began operations in March of 2021 for initial operations
versus having a full six months of operations for the 2022 Period.
Our other expenses for the 2022 Period was $237,740 compared to $160,696 for the
2021 Period. The reason for the increase was an increase in interest expense
from additional loans as well as an increased loss on cryptocurrencies due to
increased transactions and changes in market prices.
LIQUIDITY AND CAPITAL RESOURCES
As of August 22, 2022, the Company had approximately $7,000 of cash. Our
liquidity is primarily derived from selling the crypto that we mine, and debt
and equity investments from accredited investors. To grow the business and help
fund operations for the next 12 months, the Company is seeking to raise $60
million in equity capital through private placements. The Company has signed a
non-binding term sheet for a $400 million debt facility. We can provide no
assurances that any such financings will be completed or successful, nor will
they be on terms that we can agree on.
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The Company has signed $66 million in hardware purchase orders. Assuming we
close on the $400 million debt facility, the debt facility will be used in order
to make payments on these purchase orders. There are no assurances the purchase
will be completed.
If we fail to raise sufficient additional funds, we will be required to suspend
or cease our operations.
The Company has terminated the agreements for approximately $2.2 million of debt
for equipment that the Company was using for mining and is negotiating the
return of the equipment to the vendor to settle the outstanding liabilities.
Additionally, we have a significant amount funds committed to the purchase of
new Bitcoin miners. We can provide no assurance that we will have the ability to
meet these payment requirements or that we will be successful raising capital to
meet our working capital requirements.
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