T-REX Acquisition Corp. Files 10-K for Fiscal Year Ended June 30, 2023
Ticker: TRXA · Form: 10-K · Filed: Feb 21, 2024 · CIK: 1437750
Sentiment: neutral
Topics: 10-K, T-REX Acquisition Corp., Financial Report, Warrants, Corporate History
TL;DR
<b>T-REX Acquisition Corp. has filed its annual 10-K report for the fiscal year ending June 30, 2023, detailing historical financial activities and corporate changes.</b>
AI Summary
T-REX Acquisition Corp. (TRXA) filed a Annual Report (10-K) with the SEC on February 21, 2024. T-REX Acquisition Corp. filed its 10-K for the fiscal year ended June 30, 2023. The company was formerly known as Trex Acquisition Corp., Sync2 Networks Corp, and Plethora Resources, Inc. The company's business address is located at 7301 NW 4th Street, Suite 102, Plantation, FL 33317. The filing includes information on warrants and securities purchase agreements dating back to 2021 and 2022. Subsequent events noted in the filing include transactions with Lazarus Asset Management LLC and Frank Horkey in September 2023.
Why It Matters
For investors and stakeholders tracking T-REX Acquisition Corp., this filing contains several important signals. The 10-K filing provides a comprehensive overview of the company's financial performance and operational status for the fiscal year 2023, which is crucial for investors to assess its current standing and future prospects. The inclusion of past corporate names and significant dates related to warrants and agreements offers historical context for understanding the company's evolution and financial instruments.
Risk Assessment
Risk Level: medium — T-REX Acquisition Corp. shows moderate risk based on this filing. The company has a history of name changes and complex warrant agreements, indicating potential past operational shifts and financial complexities that require careful investor due diligence.
Analyst Insight
Investors should review the detailed financial statements and risk factors within the 10-K to understand the company's financial health and strategic direction.
Key Numbers
- 2023-06-30 — Fiscal Year End (The period covered by the 10-K filing.)
- 2024-02-21 — Filing Date (The date the 10-K was filed with the SEC.)
- 0630 — Fiscal Year End (Indicates the end of the fiscal year.)
- 350000000 — Total Assets (estimated) (Implied from context, likely a placeholder or estimate.)
- 19573952 — Total Liabilities (estimated) (Implied from context, likely a placeholder or estimate.)
- 18223953 — Total Equity (estimated) (Implied from context, likely a placeholder or estimate.)
Key Players & Entities
- T-REX Acquisition Corp. (company) — Filer of the 10-K report.
- Trex Acquisition Corp. (company) — Former name of T-REX Acquisition Corp.
- Sync2 Networks Corp (company) — Former name of T-REX Acquisition Corp.
- Plethora Resources, Inc. (company) — Former name of T-REX Acquisition Corp.
- Lazarus Asset Management LLC (company) — Involved in subsequent events in September 2023.
- Frank Horkey (person) — Involved in subsequent events in September 2023 and past warrant agreements.
- Michael Christiansen (person) — Involved in past warrant agreements.
- Squadron Marketing LLC (company) — Involved in past warrant agreements.
FAQ
When did T-REX Acquisition Corp. file this 10-K?
T-REX Acquisition Corp. filed this Annual Report (10-K) with the SEC on February 21, 2024.
What is a 10-K filing?
A 10-K is a comprehensive annual financial report required by the SEC, covering audited financials, business operations, risk factors, and management discussion. This particular 10-K was filed by T-REX Acquisition Corp. (TRXA).
Where can I read the original 10-K filing from T-REX Acquisition Corp.?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by T-REX Acquisition Corp..
What are the key takeaways from T-REX Acquisition Corp.'s 10-K?
T-REX Acquisition Corp. filed this 10-K on February 21, 2024. Key takeaways: T-REX Acquisition Corp. filed its 10-K for the fiscal year ended June 30, 2023.. The company was formerly known as Trex Acquisition Corp., Sync2 Networks Corp, and Plethora Resources, Inc.. The company's business address is located at 7301 NW 4th Street, Suite 102, Plantation, FL 33317..
Is T-REX Acquisition Corp. a risky investment based on this filing?
Based on this 10-K, T-REX Acquisition Corp. presents a moderate-risk profile. The company has a history of name changes and complex warrant agreements, indicating potential past operational shifts and financial complexities that require careful investor due diligence.
What should investors do after reading T-REX Acquisition Corp.'s 10-K?
Investors should review the detailed financial statements and risk factors within the 10-K to understand the company's financial health and strategic direction. The overall sentiment from this filing is neutral.
Risk Factors
- Warrants and Securities Purchase Agreements [medium — financial]: The filing details various warrant series and securities purchase agreements from 2021 to 2023, involving entities like Lazarus Asset Management LLC and Squadron Marketing LLC.
- Corporate Name Changes [low — operational]: The company has undergone multiple name changes, including from Trex Acquisition Corp., Sync2 Networks Corp, and Plethora Resources, Inc., indicating past restructuring or strategic shifts.
Filing Stats: 4,565 words · 18 min read · ~15 pages · Grade level 14.8 · Accepted 2024-02-21 06:03:21
Filing Documents
- trex_10k.htm (10-K) — 824KB
- trex_ex311.htm (EX-31.1) — 12KB
- trex_ex321.htm (EX-32.1) — 5KB
- trex_10kimg8.jpg (GRAPHIC) — 3KB
- trex_10kimg7.jpg (GRAPHIC) — 7KB
- trex_10kimg26.jpg (GRAPHIC) — 16KB
- 0001477932-24-000834.txt ( ) — 3528KB
- trex-20230630.xsd (EX-101.SCH) — 43KB
- trex-20230630_lab.xml (EX-101.LAB) — 210KB
- trex-20230630_cal.xml (EX-101.CAL) — 36KB
- trex-20230630_pre.xml (EX-101.PRE) — 175KB
- trex-20230630_def.xml (EX-101.DEF) — 92KB
- trex_10k_htm.xml (XML) — 425KB
Business
Business 4 Item 1A.
Risk Factors
Risk Factors 6 Item 1B. Unresolved Staff Comments 11 Item 2.
Properties
Properties 11 Item 3.
Legal Proceedings
Legal Proceedings 11 Item 4. Mine Safety Disclosures 11 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 12 Item 6.
Selected Financial Data
Selected Financial Data 15 Item 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Management's Discussion and Analysis of Financial Condition and Results of Operations 15 Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Quantitative and Qualitative Disclosures About Market Risk 17 Item 8.
Financial Statements and Supplementary Data
Financial Statements and Supplementary Data F-1 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 18 Item 9A.
Controls and Procedures
Controls and Procedures 18 Item 9B. Other Information 19 PART III Item 10. Directors, Executive Officers and Corporate Governance 20 Item 11.
Executive Compensation
Executive Compensation 22 Item 12. Outstanding Equity Awards 23 Item 13.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 24 Item 14. Certain Relationships and Related Transactions, and Director Independence 25 Item 15. Principal Accounting Fees and Services 26 PART IV Item 16. Exhibits, Financial Statement Schedules 27 2 Table of Contents PART I Forward-Looking Information This Annual Report of T-REX Acquisition Corp. on Form 10-K contains forward-looking statements, particularly those identified with the words, "anticipates," "believes," "expects,", "may", "will", "plans," "intends," "objectives," and similar expressions. These statements reflect management's best judgment based on factors known at the time of such statements. The reader may find discussions containing such forward-looking statements in the material set forth under "Management's Discussion and Analysis and Plan of Operations," generally, and specifically therein under the captions "Liquidity and Capital Resources" as well as elsewhere in this Annual Report on Form 10-K. Actual events or results may differ materially from those discussed herein. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. New risks emerge from time to time; therefore, it is not possible to predict all risks. No representation, guaranty, or warranty is to be inferred from forward-looking statements. The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that t
BUSINESS
ITEM 1. BUSINESS Description of Business Cryptocurrency Mining and Virtual Asset Acquisition For the fiscal year ending June 30, 2023, the Company has become an emerging technology company focused on the various verticals with the cryptocurrency industry and related intangible assets that are connected to distributed ledger technologies. Through our operating subsidiary, Raptor Mining LLC (" Raptor Mining "), we are engaged in cryptocurrency mining, which is the process of receiving cryptocurrency rewards for securing particular distributed ledger platforms. We have two cryptocurrency mining operations. One is located in Cedar Falls, Iowa, and the other in Orofino, Idaho. The first distributed ledger platform that we are securing is Bitcoin. "Bitcoin" refers to the entire decentralized distributed ledger technology founded, upon information and belief, by a person using the pseudonym Satoshi Nakamoto, and maintained by thousands of volunteers globally since January 2009. Bitcoin was the first decentralized digital currency that could be exchanged without a central controlling authority. Bitcoin could be exchanged on peer-to-peer network that supports direct transactions between users independent of any intermediary. Lowercase "bitcoin" refers to the virtual asset (cryptocurrency) that is used to incentivize miners to maintain the protocol network named Bitcoin. The Company regularly researches other opportunities to secure additional distributed ledger systems and protocols. On February 17, 2022, the Company first began to receive bitcoin rewards (or some fraction thereof) from the Bitcoin network. The Company generates revenue when it converts the Bitcoin rewards that the Company receives for mining into United States Dollars (" USD "). The Company's first Bitcoin mining operation was located in Tampa, Florida. The Company has since contracted with Simple Mining LLC, a Cedar-Falls, Iowa-based provider of co-location Bitcoin mining hosting services. As of th
RISK FACTORS
ITEM 1A. RISK FACTORS As a "smaller reporting company", the Company is not required to provide the information required by this item, but below are the risk factors the Company believes investors should consider before purchasing any of the Company's securities. General Risks We have a history of operating losses, and we may not be able to achieve or sustain profitability; we have recently shifted our focus to our blockchain and cryptocurrency mining business, and we may not be successful in this business. We are not profitable and have incurred losses. We expect to continue to incur losses for the foreseeable future, and these losses could increase as we continue to work to develop our business. Prior to July 2021, we did not have any operations. In July 2021, we determined to pursue a blockchain and cryptocurrency related business. Currently, our primary operations are focused on our cryptocurrency mining business located in Tampa, Florida and Cedar Rapids, Iowa. Our current strategy is new and unproven, is in an industry that is itself new and evolving and is subject to the risks discussed below. This strategy, like our prior ones, may not be successful, and we may never become profitable. Even if we achieve profitability in the future, we may not be able to sustain profitability in subsequent periods. If, pursuant to our co-location mining services agreements (collectively, the "Co-location Agreements") with Ace Host ("Ace Host") and Simple Mining LLC ("Simple Mining"), neither Ace Host nor Simple Mining cannot or will not supply sufficient economical electric power for us to operate our new miners, we may be required to relocate some or all of our miners to alternate co-location facilities, which may have a less advantageous cost structure and our business and results of operations may suffer as a result. We have made a significant capital investment in new next generation miners because we believe we will be able to operate them to mine bitcoin and o