Sol Strategies Inc.

Please stand by. Your program is about to begin. If you need assistance during your conference today, please press star zero. Good day and welcome to the Sole Strategies, Inc. Fiscal Year-End September 30, 2024 Earnings Conference Call. At this time, all participants are in a listen-only mode. After the speaker's prepared remarks, we will conduct a question-and-answer session. In order to ask a question or make a comment, please press the star key followed by the number one on your touch-tone phone. On the call is Leah Wald, Chief Executive Officer, Doug Harris, Chief Financial Officer, and Mo Adham, Chief Investment Officer. I would like to take a moment to direct investors to the investor relations section of the company's website at soulstrategies.io, where we have posted our investor presentation. Before we get started, I want to remind everyone that certain statements discussed on this call are based on information as of today, January 28, 2025, and contain forward-looking statements which are subject to risks and uncertainties, and given our operating history, market volatility, and industry growth. Trends could materially deviate from today's level. Actual results could differ materially from our forward-looking statements. The comments made during this conference call were in the latest reports and CDAR Plus filings, each of which can be found on our website, www.soulstrategies.io, or under our profile at www.cdarplus.ca. The company has made assumptions that no significant events occur outside the company's normal course of a business, and the current trends in respect of digital assets continue. Listeners are cautioned that the metrics of Sol's business fluctuate and may increase and decrease from time to time, and such fluctuations are beyond the company's control. The company does not undertake any duty to update any forward-looking statements except where required by law. The company also wants to caution listeners that the past performance is not indicative of future performance, and current trends in the business and demand for digital assets may not continue, and listeners should not put undue reliance on past performance and current trends. This call will touch on certain audited performance metrics of the business to the month ended September 30th, 2024, provided in the earnings press release issued today. And I would encourage each of you to review the forward-looking statements, risk factor disclosure, and similar disclosures in today's press release. After the speaker's prepared remarks, we will conduct a question and answer session. In order to ask a question or make a comment, please press star 1 on your touch-tone phone. Questions will be taken in the order they are received. With that, let me turn the call over to Leah Wald, Soul Strategies CEO.

Thank you, Operator. I'm excited to host Soul Strategy's first-ever earnings call. We plan to hold these quarterly, fostering consistent engagement with our investor community. Today, I'll review Soul Strategy's positioning within the growing digital asset industry, highlights from the September quarter, and updates to our strategic plan. Unless stated otherwise, all dollar amounts are in Canadian dollars. Following my remarks, Doug will present the financial highlights, Mo will discuss our investment and operational initiatives, and then we'll open the floor to your questions. When I became CEO in July of last year, 2024, I set out to transform soul strategies into a leading vehicle for investors seeking exposure to digital assets through public markets. With the recent regulatory approvals of Bitcoin financial products, our industry has made significant progress in broadening blockchain adoption among traditional investors. Recognizing this momentum, we conducted a comprehensive review of the company's strategy, pivoting from a traditional NAV-based Bitcoin holding company to a technology-driven enterprise focused on Solana's high-performance blockchain. And this evolution led us to rebrand as Sol Strategies, Inc. Our transformation marks a defining chapter in the company's history. Since initiating the strategic pivot, we've achieved exceptional growth across key operational metrics. As of September 30, 2024, Soul Strategies operated one Solana validator with approximately 101,000 souls allocated to it. valued at $20.9 million. By January 25, 2025, that number had surged to approximately 1.7 million sold, valued at $634 million, representing a 1,612% increase in stakes sold. Our validator operations now generate annualized staking revenues of $9.9 million, up 2,887% over the same period. These results underscore the scalability and efficiency of our validator network and highlight our role as a critical infrastructure provider within the Solana ecosystem. To execute this transformation, we have advanced on four key pillars. One, validator expansion and operational growth. We have systematically acquired and optimized high-performance validators, scaling from one to three fully operational validators. These validators, supporting 1.7 million sold, are designated for scalability, high availability, and competitive yields. They provide reliable, high-margin revenue streams and strengthen soul strategies positioned as a leading infrastructure provider within the Solana ecosystem. Two, proprietary technology and innovation. Our proprietary solutions define Soul Strategies as a technology-first company. These include real-time yield calculators, seamless wallet-to-validator integration, and a retail-friendly non-custodial staking app that we launched through the Orange Fin acquisition. This app simplifies staking for self-custodial users and is poised to expand accessibility as it rolls out on Apple and Google platforms this year. Three, strong financial position. With approximately $72 million in liquidity and a recently secured $25 million revolving credit facility and $30 million in capital led by Parify Capital, we are well capitalized to pursue strategic opportunities. These resources allow us to scale validator operations, systematically acquire and stake soul for reoccurring revenue, and invest in technology development. This financial strength ensures sustainable growth as Solana's network continues to expand. Four, commitment to compliance and security. We adhere to rigorous regulatory standards and have implemented ISO 27001 certified security frameworks to protect our infrastructure, validate our operations, and user data. This commitment to transparency and trust positions us as a reliable partner for institutional and retail investors alike. In addition to these core pillars, we have achieved significant capital market milestones. On January 1, 2025, sole strategy is upgraded to an OTCQX listing, enhancing U.S. trading volumes and liquidity. The broader market dynamics are highly favorable. We believe the Solana network continues to lead as a high-performance blockchain with unmatched scalability and transformative potential across industries such as payment, DeFi, and asset tokenization, a market projected to reach $16 trillion by 2030. As the first and largest publicly traded company focused exclusively on Solana, Soul Strategies bridges traditional finance with blockchain innovation. We believe that our scalable and compliant exposure to Solana offers investors a unique opportunity to participate in this ecosystem's transformative growth. With that, I'll now hand it over to Doug for the financial highlights. Thank you.

Thank you, Leah. Yeah. I am pleased to present Soul Strategy's financial results for the year ended September 30, 2024. While these results are excellent, I want to emphasize that they do not fully reflect the transformative changes initiated under Leah's leadership as CEO. These changes, which continue to unfold, are expected to have a profound impact on the company's financial performance in fiscal 2025 and beyond. Please note that we may refer to the year ended September 30, 2024 as fiscal 2024 and the year ended September 30, 2023 as fiscal 2023 or the prior year. Total comprehensive income for the year ended September 30, 2024 was approximately $9.4 million, an increase of about $15.8 million from the total comprehensive loss of approximately $6.5 million for the year ended September 30, 2023. The main reasons for the increase in total comprehensive income are as follows. Total investment income increased approximately $15.2 million to $10.7 million in fiscal 2024 compared to a loss of approximately $4.5 million in the prior year. The increase in investment income is mainly due to A realized gain on dispositions of cryptocurrencies of approximately $7.7 million in fiscal 2024 compared to nil in the prior year. A realized gain on investments of $1.2 million in fiscal 2024 compared to a realized loss of approximately $1.2 million in the prior year. That's due to a realized gain on animal brands of approximately $1.8 million. This is offset by a realized loss of $170,000. due to a write-off of ZK Snacks to nil. In fiscal 2023, the company realized investment losses of approximately $500,000 and $700,000 on its Iowa Capital and Lucy Lab investments, respectively. The strategy had an unrealized gain on investments of approximately $1.1 million in fiscal 2024, an increase of about $5.1 million from a $4.1 million unrealized loss in fiscal 2023. The fiscal 2024 unrealized gain was mainly due to a recovery of approximately $830,000 on Lucy Labs. In fiscal 2023, the unrealized loss of $4.1 million was mainly due to an unrealized loss on Animoca of $4.3 million. Making and validating income was approximately $207,000 in fiscal 2024 compared to nil in fiscal 2023. Making and validating income reflects Less than two months of operations of one startup validating node and rewards earned on the company Solana staked to that node. These results are not indicative of staking and validating revenue the company is expecting in fiscal 2025. Operating expenses in 2024 were $2.5 million compared to $1.8 million in the prior year. The increase of approximately $670,000 in operating expenses were mainly due to Stock-based compensation in fiscal 2024 of $1.32 million, an increase of $890,000 from fiscal 2023's expense of $431,000. General and administrative expenses in fiscal 2024 of $344,000 compared to $198,000 in the prior year, an increase of about $146,000. And foreign exchange gain in fiscal 2024 of $51,000. while 2023 had a loss of $350,000, a decrease of about $401,000. Income tax expenses in fiscal 2024 were $1.6 million. On fiscal 2023, there was an income tax recovery of $27,000. The increase was mainly due to realized gains on the disposition of cryptocurrencies. In fiscal 2024, the other comprehensive income was $2.7 million, while in 2023, there was a loss of $197,000, an increase of almost $2.9 million, mainly due to the unrealized gain on cryptocurrencies. At the end of fiscal 2024, the company had $1.8 million of cash, 100,763 SOL, 56.25 BTC, that had a combined value of $25.6 million and $1.5 million of investments with total assets of $28.9 million and a net book value of $26.7 million. This is a significant increase from fiscal 2023 when the company had cash of $1.9 million, 215.37 Bitcoin with a value of $7.9 million investments with a fair value of $6.5 million, and total assets of $17.1 million that led to a net book value of $16.8 million. A significant increase in net book value from the prior year is mainly due to the increase in value of cryptocurrency investments of $17.7 million, offset by a decrease in investments of approximately $5 million. Our Chief Information Officer, Mo Adam, will be discussing the staking and validating strategy but I want to reiterate that the company believes that its staking and validating revenue will significantly increase for the year ended September 30, 2025, as it will reflect the cogent and orange-fin acquisitions that closed on November 24, 2024, and December 31, 2024, respectively. Management believes that staking and validating revenue will continue to grow as more third-party Solana holders delegate their soul to our validator nodes, generating income paid in Solana to the company, which we intend to reinvest in staking. As a result, we believe that the staking and validating income will surpass operating expenses that the company may incur to operate the business, demonstrating the scalability of our model. And with that, I will turn the call over to Mo to discuss our staking and validation strategies.

Thank you, Doug. I'd like to begin by briefly explaining what Solana staking and validation actually are and why these concepts are so crucial to our growth strategy at Sol Strategies. Solana staking refers to an individual or institution participating in the governance of the Solana network, effectively helping to keep the system honest by verifying transactions. When you stake Sol, you delegate your tokens to a validator. someone who runs specialized hardware that processes and confirms these transactions on your behalf. In return, you're entitled to what are known as inflation rewards, which currently yields between 7% and 9% annually. A validator itself is essentially a high-powered, secure computer operating in a data center. Sol Strategies has developed a new business line focused on running these validators, and we believe it offers a high margin opportunity that stands in stark contrast to the economics of Bitcoin mining. Unlike Bitcoin mining, which demands significant capital outliers for specialized equipment and large amounts of electricity, Solana validation has minimal incremental costs. Whether we validate 1 million Sol or 10 million Sol, our operational expenses remain relatively stable. This means that our gross margins can scale upward as we acquire more validators and as more delegated SOL flows into those validators. To expand our competitive edge, we believe SOL Strategies is emerging as a perfectible, institutional-grade player in a space that has largely been populated by smaller firms and hobbyists. We bring rigorous operational excellence, comprehensive reporting, and a high level of trust that we expect will resonate with institutions, ETFs, ETPs, and other regulated entities. As these players enter the salon ecosystem, we aim to be their preferred partner for validation services. Now, let me address how validators actually make money. First, there are inflation rewards, which I mentioned are distributed to those who stake or delegate their soul. Validators can also participate in these inflation rewards. Second, there are NEV rewards, short for minor extractable value. Both inflation rewards and NEV rewards are shared with delegates, but a third revenue stream, block rewards, is different. Validators earn 100% of the block rewards from transaction fees included in each new Solana block, and these are not shared with delegators. is the reason why validating is more profitable than simply delegating your tokens. I also want to note that the Solana blockchain is fully transparent, so our validator operations can be monitored by anyone in real time. We've already seen dashboards built by analysts that track our validation performance on an ongoing basis. We have linked to one in our presentation, which you can see on slide 12. In January, block rewards were 69% of revenue, MEV rewards were 28% of revenue, and inflation rewards just 3%. Looking ahead, there's an important network upgrade on the horizon, known as SIMD 96. At present, a block is generated by a validator and half of the block fees are removed from circulation, while the remainder goes to the validator. After SIMD 96 is implemented, Validators will receive the full amount of these fees. This change will enhance our gross margins even further. From the public data in January, where block rewards were 69% of our revenue, a doubling of this income stream will be very meaningful. If this change had been in place from the start of January so far, it would have resulted in an additional $1,450 of revenue. We believe this comes at a perfect time for Solana As decentralized finance continues to evolve, in our view, DeFi is shaping up to be a winner-take-all scenario, where traders flock to the most liquid and efficient platforms. Ethereum, though the current market leader in many respects, faces significant technical constraints that have necessitated the creation of multiple Layer 2 networks. This fracturing forces traders to bridge assets across disparate chains, each with fractional liquidity. It increases complexity and execution risk with lower trading volumes. By contrast, Solana's design is built from the ground up to handle high-speed, low-cost transactions at scale that can get uniquely well-positioned for high throughput trading environments. The real-world proof is in the recent trading volumes. We've seen a surge of activity on the Solana-based decentralized exchanges, in some cases surpassing volumes on well-known centralized exchanges. As further validation, high-profile digital asset launches are increasingly turning to Solana instead of Ethereum. There was even a situation where a token launched by a high-profile political figure, the President of the United States, who chose Solana. The reason is simple. Solana is the winner. I'll now turn the call back to Leah. Thank you so much.

Thank you, Mo, for detailing our validation strategy and outlining why it is core to our growth in the Solana ecosystem. Our progress to date reflects a combination of strategic vision, operational excellence, and an unwavering focus on delivering value. As confidence in digital asset continues to grow, driven by rising sole prices and a favorable regulatory sentiment, Sole Strategies is well-positioned to capitalize on these opportunities. By advancing innovation, scaling our validator business, and building institutional-grade solutions, we're leading the way in creating a sustainable, high-growth platform within the Solana ecosystem. Thank you all for joining us today. Operator, please open the line for questions.

Thank you. At this time, if you would like to ask a question, please press star 1 on your telephone keypad. You may remove yourself from the queue at any time by pressing star 2. Once again, that is star one to ask a question. We'll pause for a moment to allow questions to queue. And just a reminder, that was star one if you had a question. We'll go to Kevin Deedy with HC Wainwright.

Thank you, Hylia. Thanks for hosting the call. It's good to hear from you, and congrats on the progress that you're making there.

Evan, thank you so much. Appreciate it a lot.

Okay. I know you delved into the strategy going forward. I'm just curious if that includes more validator nodes. and maybe other activities within the Solana ecosystem.

Yeah, absolutely. I think that's a great question. And, again, given we're now positioning ourselves as a technology-first company, that's crucial and core to our strategy for both, one, inorganic growth and continuing on this path that we've already started with two acquisitions completing that were completed last year. So we are actively looking for other entities and validators that support we can acquire in order to pursue that inorganic growth. On the organic growth side, we also are speaking to issuers, to institutions, as well as generally large bag holders of soul in order to increase the stake on our validators as well. A third component, and then I may turn it to Mo, who's overseeing the staking at the moment and the tech builds, is that we are continually building technology under the hood as well, and we see that as core to our strategy. So we've already launched, as mentioned, a staking application. This is a Solana staking application, and really first of its kind of what's been built. Much will be rolled out soon. It's in the Solana DApp store, but to be rolled out in iOS and Google later this year, but also built internal dashboards. Everyone on this phone understands the importance of... upgrading reporting for registered investment advisors or investment advisors for Canadian Investor Republic, and that that has still provided a huge opportunity, compliance, reporting, and auditing of DeFi markets. So we want to be on the front lines of, one, utilizing the best technologies out there for all three of those systems for our validators, for any apps that we roll out, and for our internal use, as well as building those technologies, because we believe that that will go hand in hand with us being able to see greater organic growth as well.

So does that imply, Leah, that you may build your own validator nodes? I mean, my understanding is that you only need roughly 100 Solana to stake each node. Would it not serve you? I mean, how should we look at that? Would you consider a greater number of nodes or just more Solana per node to generate the greater return? That's a good question.

Great, Moe.

Yeah, so I don't think that you should count the number of nodes as a very important metric. It's really the aggregates that are delegated to those nodes. And the only reason you would really set up more than one would be to change the economics of them. And so for certain situations, you may want to run a validator node with a higher commission on the inflation, whereas in other situations, you may want to run it with lower to be competitive in different markets. We do run a validator node of our own that we did not acquire that currently has somewhere upwards of 300,000 souls delegated to it, largely our soul and some from the Solana Foundation. through a stake matching program that they run. But I think that the specific individual number of nodes isn't as relevant as the total aggregate delegated. And so when you see us acquire, you'll see that we're typically acquiring validators with larger stakes and economics that we're specifically interested in for a market reason. Well, Mo, one more question, if I may, please. How, I mean... Can we expect you to develop software that might help manage the mempool and command more transactions with higher sole gas fees in them in order to increase your return? I don't know if I can specifically say exactly what technology we're going to build, but we are very well aware of those types of technologies and sometimes refer to as fake-weighted quality of service. And it's definitely on our radar. So, yeah, we're very well aware of those technologies. Okay. Here's a part B, I guess. If that's the case, wouldn't it make more sense to have more validator nodes? Potentially. Potentially. It's not so straightforward. It wouldn't make sense to say launch 1,000 validator nodes with only 100 Sol each. The way that the Solana network runs, there's actually a scheduling of validator nodes based on how much Sol is delegated to each one. And so if you run a very low stake node, you won't actually get scheduled, which is why not just every hobbyist can go and run their own validator node. You actually need quite substantial assets to even be scheduled into the Solana network scheduling. So I guess the short answer is we have the current number of nodes. We will likely have more. But it's not like a number where we're trying to reach 1,000 validator nodes or something like that. There's a strategy to it. Understood. Thank you, Mo. I really appreciate the explanation, and thanks, Leah, for entertaining my questions. Congratulations again.

Thank you, Kevin. Always great to hear from you.

Once again, if you would like to ask a question, please press star 1 on your telephone keypad now. We'll go next to Denny Sinelli. Please go ahead.

Well, hi. Yeah, Denny Sinelli. I've been a shareholder now for three-plus years, so thank you to the crew there. You guys have done an absolutely fantastic job. And it shows in the stock price compared to what I paid for it back when it was like 20 cents. Question.

Great to be here.

Yeah, yeah, it's exciting for sure. Now, near the end of the bull run, you know, say 2025, to prepare for the crypto winter cycle, would you consider converting any Solana to BTC or B, maybe sell some Solana as a cash or stable coin and hold as a reserve until the beginning of 2027 when things typically take off again?

I'll jump in on this question. I think that what you're talking about is excellent. You've obviously been in the ecosystem for a while, and we do see very cyclical goals and bears when it comes to cryptocurrency. To answer your question, as of right now, we are a Solana-focused company. So we have solidified and rebalanced our main holdings, as was seen in the MD&A, from Bitcoin to Sol. We do have strong risk management and an investment committee at Sol Strategies. So if the day comes that we see a bear market coming, we will adjust and make decisions accordingly, and we will be obviously monitoring our risk during that time and downsizing if needed. But as of right now, especially in this environment and especially with the current strategy at hand, we're staying as fully allocated as we can in a prudent manner to Seoul and believe that we will continue to do so.

Right. Okay. At some point, would you consider expanding to another coin such as Sui?

We did acquire a SUI validator during the Cogent acquisition. However, for a focus, we are still highly focused and acutely focused on the Solana ecosystem at the moment. In regards to reoccurring revenue and additional revenue in the background that does not strain our staking platform, we're always looking for opportunities However, we're highly focused, again, on Solana. Although I do think that that brings up a very interesting point, is the scalability of a staking platform. It is, as mentioned and as you can see in the financials, extremely high margin. and extremely scalable. You can effectively run validators with 10 million or 100 million of assets or many more with similar costs. So as long as our staking platform continues to grow, I think that we'll always assess opportunities at hand, yet obviously our focus remains on the Solana ecosystem. That's a great question. Thank you.

And lastly, in regards to future stock price, and of course this is very approximate, just so I have an idea, if Solana hits $500 U.S., is there a formula, is there some way, an idea of where HODL stock price would be at that corresponding price?

Obviously, I can't speak to forward predictions, but I will say if it hits $500, I think all of us are definitely buying beach houses all around the world. I think that that would be an exciting day for sure. But obviously, you know, I can't speak to forward-looking or future predictions.

So I'm like, you know, if I've got BTC and Ethereum ETF on the Toronto Exchange, so obviously when Bitcoin price goes up, it goes up accordingly, you know, percentage-wise. Is this sort of true with HODL? For every dollar it goes up, will the stock price go up by a certain percentage?

So I think what you're, so again, I can't speak to that, but what I can say is I think that your underlying question is an excellent question. And I'd be happy to speak to what I believe may be a possibility when the sole ETFs are approved when they are approved. As everybody here is aware, we have a pro-crypto regulatory environment here in the United States with the new administration change. with, again, the expectation that Atkins will be approved as chair, with Hester Pierce right now overseeing the task force, as well as Ueda as acting. You're seeing a lot of reforms. You're also seeing a lot of filings. I'm sure Didi is following this. Thank you again, Kevin, for the earlier question. You're seeing not only spot, you're seeing future filings, you're seeing leveraged filings, and you're seeing spots from multiple issuers that have a lot of experience. If anyone here is aware on this call, I co-founded and ran a firm called Valkyrie Investment. We also launched some of the first crypto ETFs in the United States. So I am following this intimately and also know the process intimately. I know the fact that as they get closer, that goes hand-in-hand with education of the staff. That goes hand-in-hand with collaborating with the SEC staff. as well as obviously there are filings in Canada with the OSC as well. But the importance of collaborating with the staff is that everybody starts working together, they become more educated. What happens after that is there's a differentiation that can take place between the different alternative currencies and what filings and what ETFs should be approved and in what order, as well as the structure. And I think that's important. Right now you have a cash creation system in the United States. However, there was a proposal a couple days ago by BlackRock in order to create an in-kind creation process. That is important for the ecosystem as well. Now, what is important about these ETF filings and why we are speaking to the issuers for potential partnerships, as well as generally following and trying to assist from a thought leadership perspective, is that there's been a historical accretive nature for how Bitcoin miners, publicly traded Bitcoin miners, have seen stock appreciation when crypto ETFs were approved. Now, most analysts previously thought that it would be a cannibalization. of AUM flowing into Bitcoin miners or Bitcoin mining ETFs. Another fund that we ran at Valkyrie was a Bitcoin miner ETF, so something I followed very closely. However, that was not the case. Even in 2023, the mining ETF was the best performing non-leveraged ETF in the United States. And across the board, the good miners, miners that were performing well, such as Marathon and CleanSpark, also saw immense AUM. That's interesting because ETH, ETS from a futures perspective, were also approved. You had cap-weighted for Bitcoin ETH blends. You had leveraged, and you had inverse ETH. But you would expect that those flows wouldn't go into the miners. Now, why am I saying that? Because we're building staking infrastructure. So we see ourselves as a picks and shuffles company as well. So we look forward to those sole ETFs getting approved because we believe that that's more of a partnership rather than any cannibalization that would happen. So we're working with them to ensure that, you know, that happens when the time comes. But we do believe that this is a more favorable regulatory environment. Both in the United States and the OSC may be working with the SEC in order to come to a common understanding of what type of ETFs and what is their structure, whether it's thought, futures, state, et cetera. But either way, it's a very exciting year, and we believe that Sol ETFs would be a positive force for every participant in the Solana ecosystem. Although, of course, future will tell. I have no idea what future holds, but that is one of the biggest reasons why we are an infrastructure technology player in order to work with the ecosystem as a partner.

Well, you're very informative, so I can see we're in very good hands.

I appreciate it.

It's great to hear that you've been with us for so long. And a final reminder, it was star one if you have a question. And with no other questions holding, I'll turn the call back over to our presenters for any additional or closing remarks.

I'll close with the fact that, again, this was our first earnings as well as my first earnings call as a new CEO of a publicly traded company. I'm intimately familiar with the public markets here in the United States. As everybody here on this call is aware, we have also filed an application with NASDAQ and do plan on pursuing an aggressive cap market strategy here in the United States. I am new to Canada, and I'm very grateful for everybody on this call tuning in as well as helping provide insights, guidance, as well as thoughts to our team. We have received a lot of emails over the past months with everybody's thoughts, and we welcome that. So as we hopefully continue to grow, continue to execute on all our plans, as well as expand the team with some strategic hires that have recently joined us and we believe will be a very powerful force in the company, we are, again, very grateful that you're tuning in, that you're paying attention. paying attention that whether you write good things or bad things or have questions, comments, or concerns, we open all of that. We are open to all of that. Our phone is always available. Our emails are always open, and we're excited you're part of this journey with us.

Thank you, Ms. Long. This does conclude today's program. We thank you for your participation. You may disconnect at any time.