DMG Blockchain Solutions Inc.

ladies and gentlemen thank you for standing by good afternoon and welcome to the dmg blockchain solutions q4 and full year 2025 update conference call participants of this call are advised that the audio of this conference call is being broadcast live over the internet and is also being recorded for playback purposes a webcast replay of the call will be available on the company's website Joining us today from DMG Blockchain Solutions is Sheldon Bennett, the company's Chief Executive Officer, and Stephen Oliskew, Chief Operating Officer. During this call, management will be making forward-looking statements, including statements that address DMG Blockchain Solutions' expectations for future performance or operational results. Forward-looking statements involve risks and other factors that may cause actual results to differ materially from these statements. For more information about these risks, please refer to the risk factors described in DMG Blockchain Solutions' most recently filed public periodic reports and the company's recent press releases, particularly the cautionary statements within. The content of this call contains time-sensitive information that is accurate only as of today, December 18, 2025. Except as required by law, DMG Blockchain Solutions disclaims any obligation to publicly update or revise any information to reflect events or circumstances that occur after this call. It is now my pleasure to turn the call over to Sheldon and Stephen. Sheldon?

Thank you, Adrian. Good afternoon, and thanks to everyone who has joined the call today. My name is Sheldon Bennett, and I am the CEO and founder of DMG Blockchain Solutions. With a similar format as recent quarters, first I will provide an overview of the company's strategy and accomplishments. I will then pass the call to Stephen who will review the company's performance. We will structure the call to focus on the two strategic pillars we have been presenting in our most recent monthly result press releases. acceleration of our core business, namely data center operations to AI infrastructure, and the progress on our core plus operations, namely our data, digital asset, financial services. This structure will result in no changes to our specific business lines and how we report our financial statements, but we are reorienting our message in a way we believe will be easier for investors to understand. We will end the call with our Q&A session based on questions submitted to us prior to the call, as well as from those using Zoom chat. So now onto providing an overview of our strategy. First, core, our data center infrastructure and DMG's focus on AI infrastructure. To preface this discussion for AI, we are focused on a business model of providing AI data center co-location services. As typical, contracts provide certainty of revenue streams for a decade or more. While we would consider providing NeoCloud services in the future, we are focused on co-location in the near term. Now to discuss the particular sets of opportunities. First, Christina Lake. As we announced in a press release earlier in December, we are focused on accelerating the schedule of for previously stated guidance that over time we would convert our Christina Lake facility to an AI data center that can provide at least 50 megawatts of critical IT load. But we believe there is potential for that number to be higher. We believe there is a window to deliver next generation AI data center infrastructure in the 2027 timeframe, as there are very few sites in Canada that have as much readily available transmission power as our Christina Lake site. We are working to choose the right partner. We plan to continue to mine cryptocurrencies in Christina Lake as long as we can ahead of a site conversion to AI. Second, our Boardman, Oregon property. In addition to Christina Lake, we announced the planned purchase of a building on leased land in Boardman, Oregon. We are working to close this deal in the coming weeks and believe it could ultimately become a major AI data center, as AWS already has multiple sites in Boardman. As such, there is already ample access to power, fiber, and labor in the region. This development will take time, as it would likely require an interconnection study and transmission substation to access more than 100 megawatts, which is what we're planning on achieving. Canadian government. Regarding the Canadian government, in addition to our conversations with the Department of National Defence, we continue to work at the ministerial level to accelerate our progress. We are encouraged that there remains resolve within the Canadian government and specifically the military to move its sovereign AI strategy forward. But given its slow pace of development, this effort has taken a backseat to our push to work on private deals. with an initial focus on Christina Lake, but more expansively across Canada. Next, First Nations. We are working to advance our relationship with Indigenous communities in Canada, as the mandates to include them in pan-Canadian AI build-out are as strong as ever within government. We continue to work on our definitive agreement with Malahat. As once we have this agreement in place, it should become a template for multiple other Indigenous communities with which we have had discussions. Additionally, we continue to view having access to favorable financing for projects as a potential major competitive advantage. Next are prefabricated data centres. As we have mentioned in the past, our two megawatts of prefabricated data centres include we are considering ways which we can avoid them right now, either commercially or for government use. We're also considering purchasing the remaining 8 megawatts that we have an option to purchase. Next, I will speak about our core plus services, which are focused on digital asset financial services. We first want to emphasize that we are not exiting Bitcoin mining. We view Bitcoin mining as fundamental to our business and critical to our Bitcoin holding. As we are bullish on Bitcoin, we expect to maintain a Bitcoin balance in the longer term. We also see the opportunity to provide custody services via our systemic trust subsidiary, along with DMG's crypto asset mining hosting for others, and in particular for treasuries. For systemic trust, as discussed in our Q3 earnings call, we expect our revenue ramp to start in calendar 2026. Over the past several months, we have been focused on operational upgrades to be able to support large institutions, including having just received our SOC 2 Type 2 certification. We are encouraged that we can build this business as a cornerstone of our digital asset financial services business. For Bitcoin mining, as we recently disclosed in our MD&A, we have withdrawn guidance to expand to 3x a hash by the end of this calendar year, given the challenges in the market. Additionally, we have tuned our fleet to run at about 1.8 exahash at approximately 21 joules per terahash by operating our legacy miners at the best possible efficiency. We continue to look for attractive power sites that can be used for either Bitcoin mining or provide AI co-location services. Next, TerraPool. For our other software initiatives, we continue to make incremental progress. small amounts of hash rate to fully test a new approach that addresses the issue of losses in our net pool revenue line item on our income statement. To date, we have been realizing small net pool revenue gains and looking forward to providing updates as we scale up. Helm. Additionally, our Helm software has become an indispensable tool for our mine operations. And in the coming months, we plan to implement AI agents and other optimizations to maximize mine profitability and uptime. We offer Helm bundled with TerraPool. Reactor. For our Reactor hash rate contract assurance tool, we have slowed this effort to focus on upgrades we made to TerraPool. However, we are currently testing Reactor with plans to offer it both for TerraPool members and to hash brokers on a licensing basis in the new calendar year. BlockSeer. BlockSeer continues to be available for no fee in order to fill the void of blockchain transactions. Bitcoin blockchain explorers. As we receive feedback from users, we will consider upgrades with new features. Now for a summary of our strategy. For our core data center strategy, we are encouraged that the conversion of Christian Lake to an AI data center will be transformational for DMG. We are focused on making this happen. For our core plus digital asset finance services, Systemic trust is the cornerstone of this strategy. Our long-term goal remains for revenue from custody and other financial services to ultimately eclipse our Bitcoin mining revenue, even as Bitcoin mining remains integral to our overall business. Now I'll hand it over to Stephen to review the company's performance. Stephen.

Thank you, Sheldon. I'm Steve Oliskew, DMG COO. Now to review our financial results. Revenue decreased 1% sequentially to $11.4 million in the September quarter, Mainly, a self-mining revenue decreased a similar percentage on 10% lower hash rate and 5% lower network Bitcoin per hash generation, offset by a 16% increase in the realized Bitcoin price. On a full year basis, revenue increased 40% to $47.3 million on a 76% hash rate increase and an 84% realized Bitcoin price increase, partly offset by a 61% decline in the network Bitcoin per hash generation. For our mining operations, our average hash rate in the September quarter was 1.61 exahash, down 10% sequentially, but up 64% year-over-year. On a full year basis, our average hash rate was 1.7x a hash, up 76% year-over-year, and our efficiency was 22.7 joules per terahash, an 18% improvement year-over-year. primarily due to the addition of new, more efficient mining machines. Hosting revenue decreased 9% sequentially to $0.1 million in the September quarter, and on a full-year basis, hosting revenue decreased 51% year-over-year to $0.6 million. We expect our existing hosting revenue to decline to near zero in fiscal 26, but hosting has the potential to grow to support new clients. Operating and maintenance costs increase 5% sequentially. to $6.5 million in the September quarter, mainly on higher seasonal energy rates. And for the full year, it was up 40% to $27.7 million on a year-over-year basis on a 34% increase in energy demand, along with the additional expense of utilizing a third-party hosting provider. Over the past year, our non-firm power cost has been slightly less than our firm power costs, as we expected, but non-firm power is subject to price fluctuations, which makes it difficult to provide near-term guidance. On a full-year basis, our year-over-year energy rates were about flat. Our margin percentage on our revenue, less operating and maintenance costs, was 40% in our September quarter, down from 44% in the June quarter, mainly on higher energy rates. Consequently, our energy cost to mine a Bitcoin was about 64K U.S., up from 51K in the June quarter. On a full-year basis, our margin percentage on our revenue-less operating maintenance cost was 42%, consistent with 2024. As a proxy for cash flow from our business, which assumes we're selling 100% of our generated Bitcoin, our earnings before other items, excluding depreciation, amortization, and stock-based comp, was $3.5 million, or 30% of revenue on a percentage basis in the September quarter, an increase from $2.7 million and 23% in the June quarter. as we benefited from capitalizing $0.9 million in R&D expenditures during fiscal 2025. For the full year, our earnings before other items, excluding depreciation, amortization, and stock-based comp, was $11.2 million, up 81% from 2024. Our cash flow from operations was $1.9 million in the September quarter and $16.2 million for the full year, up 97% from 2024. Our cash balance decreased slightly to $1.7 million as we used cash in the quarter to fund our capital additions and net pay down of debt. Non-mine expenses, excluding depreciation, amortization, and stock-based comp, were $1.2 million in the September quarter, down 52% for the June quarter on the one-time R&D expense adjustment that previously cited. For the full year, non-mine expenses rose 6% to $8.5 million from 2024. We will continue to manage expenses limiting software development hiring as we continue to adopt AI coding tools. We have been selectively hiring for business development and operations, especially as it relates to AI. Depreciation expense of $4.3 million in the September quarter decreased 5% from the June quarter and was 37% of revenue, among the lowest in the industry. We have also underclocked our legacy miners to the maximum degree to extend their useful life, which we expect to last at least through part of calendar 2026. Our earnings before other items was minus $1.5 million in the September quarter, similar to the minus $2.5 million in the June quarter, excluding the one-time R&D adjustment. For the full year, net income was minus 10.3 million or negative 5 cents per share versus minus 5.2 million or negative 3 cents per share in 2024. Our comprehensive income, which combines our P&L with the unrealized Bitcoin valuation gains on our balance sheet, was 11.3 million for the full year versus 5.1 million in 2024. Regarding our balance sheet, our cash short-term investments with Bitcoin holdings on September 30th was $65.2 million, up 81% from the prior year end. With the increase in value of our digital asset holdings and reduction in debt, working capital increased 11% to $52.8 million from the June quarter and was up 135% from the prior year end. The value of our property and equipment and long-term deposits decreased 10% to $53.6 million from the end of the June quarter as depreciation exceeded our capital additions. Accordingly, our total asset base decreased by 3% to $132 million from the end of the June quarter and increased by 27% from the prior year end. We are utilizing about half of our current Bitcoin balance as collateral for our Signum Bank loan facility. Note that our Signum loan balance was $10.9 million in the September quarter, but as we have paused liquidations, we have utilized this debt facility to support rebuilding our Bitcoin balance in the current quarter. Specifically, our Bitcoin balance rose from an unaudited low of 307 at the end of July to 380 Bitcoin at the end of November. For at least the near term, we will not be providing guidance as to how we will manage our Bitcoin holdings, as we want maximum flexibility as to how we utilize our Bitcoin given increased market uncertainty. In the September quarter, we sold 71 Bitcoin, or 99%, of our mined output, generating $11 million of cash. For the full year, we sold 113% of the Bitcoin mined versus 98% in 2024, as we focused on debt reduction during the second half of the fiscal year. Regarding raising new capital for a future where AI could be a major component of our business, Her capital raising would most likely be dead instruments tied to co-location contracts. I will now hand the call back to Sheldon to summarize our prepared comments, and we will answer questions. Sheldon?

Thank you, Stephen. To reiterate our key results outlook, DMG earned 334 Bitcoin from mining in 2025 on a hash rate of 1.7 exahash and a fleet efficiency of 22.7 joules. Cash, short-term investments, and digital currency at year-end totaled $65 million, and total assets were $132 million. Our cash flow from operations for the year was $16.2 million, up 97% from 2024. Our operating income, excluding depreciation and amortization and share-based compensation, was $3.5 million for the fourth quarter and $11.2 million for 2025. We had a net loss of 10.3 million or five cents per share and a net profit of 11.3 million comprehensive income. We are focused on realizing revenue from our AI and digital asset finance services initiatives that can help return us to profitability and drive shareholder value. For our core infrastructure, we're positioning DMG to expand into AI in a meaningful way with a focus on developing a Christina Lake data center into a large co-location facility. For our core plus services, we're committed to systemic trust as a cornerstone of our digital asset financial services business and believe there are opportunities to build a strong base of business with material revenue in the next six to 12 months. Fiscal 2025 was a success for DMG, and we are focused on initiatives that can significantly grow our revenue and cash generation. We appreciate your continued support. Now we'll move on to the Q&A questions. First question that I see, what happens to revenue through our Christina Lake facility transition from mining to AI? Does that mean no more mining at Christina Lake? So the basic answer here is that the Christina Lake site has 33 acres and we see having us build at least the first phase separate from our existing 30,000 square foot building that our mining is housed in. We believe, and there's no reason that we don't think this is correct, that the timeframe from when we would have a future agreement for AI and on the Christine Lake site from now, there would be no reason we wouldn't continue to Bitcoin mine there until that power would be switched over to a new building, our multiple buildings for AI, you know, which we believe is sort of in the 2027 year. And so we think we've got sufficient runway at Christine Lake for call it one to two years without having to touch our Bitcoin mining operations as we currently understand everything. Second question, do you think a 50 megawatt data center Christina Lake is large enough to be interesting for off-takers given we see gigawatt AI factories in the US? We do acknowledge that hyperscalers are looking for data centers that can support hundreds of megawatts. And we see that in the announcements in the U.S. But that being said, the Canadian market is about one-tenth the scale of the U.S. market. And it's likely, at least initially, that smaller data centers will be needed as AI factories. start to be built in Canada. So right now, you know, we're really just looking at how we can increase the capacity of Christine Lake to 100 megawatts in the near term. Most likely that would be by natural gas. There is a utility gas transmission line on our property that can support in excess of 100 megawatts of power generation if we were to go that way. So in the current gold rush of building out AI data centers, obviously larger scale is more interesting. And we could potentially move Christina up to a larger scale data center. But we believe that the Canadian market, from our understanding, will have a smaller footprint size compared to the U.S. data centers. Next question. Where is the second Canadian data center? What's its footprint power capacity? It's been two and a half years. Yes, we are aware it's two and a half years. So we're very aware of that. You know, we haven't disclosed this location. And there's a few reasons for why we haven't disclosed it. And one of them is it is that it's moving slowly. But, you know, in this location, we don't want undue attention to it as we are dealing with a lot of utility moratoriums on crypto mining. And we've come into this site two and a half years ago with the intention to crypto mine there. And, you know, we haven't been able to fully assess if we were to switch to AI as the planned solution. usage of that site. And a lot of the utilities across Canada are indifferent, whether it's crypto or AI. They have their position on data centers in general. And so it's a very delicate discussion that's going on. And it's taken a long time to move that discussion to a place where we believe we'll be able to of the full power agreements that allow us to move forward with the site. And that's the best I can say right now. Next question we have, updates on all MLUs, please. Okay. So we are working on both the AI and utility MLU with Malahat to become definitive agreements. These agreements are not simple agreements. I don't know how many people have experience doing agreements on Indigenous territory. It's not that they're more difficult, but there's a lot more things to think about on how things progress over a long period of time. So they're a little bit slower than we would like. And we don't want to move into a definitive agreement until both parties are assured that we will have real viable projects. On the portable data centers, as we've said, we've already purchased two of the units of two megawatts. There's eight megawatts left to purchase. We were hoping to move quicker on those, on our option. uh as they are really military assets or if their best use for the most value would be military and the canadian military which is who we're primarily talking to has been a bit slower than we were expecting um with sort of all the announcements of what they're trying to do in their spend um we have an option to purchase those aid megawatts yet. We are looking at a couple of alternative uses on these that may not be specifically military, but still at a level of I guess secrecy that would make the additional cost of this type of equipment worth purchasing and putting into use in Canada. Update on offtake agreements, defense contracting, and timelines. You know, we're really active in discussions with Christina Lake, but as indicated, the government deals are progressing slower than expected, especially since, you know, earlier this year, in our meetings and in our discussions there seemed to be quite a sense of urgency uh i guess we maybe hit the holidays or some things have changed uh internally and that urgency is at least winged a little bit maybe it'll come back in the new year update on the oregon site um We are in the due diligence phase. As our press release said, we did do a heads of terms, so that sort of put us into a process to get an agreement done. We have a few milestones to achieve, but we believe we'll have that transaction done in the next week or two weeks, maybe three weeks with the holidays. But we see nothing stopping that transaction from completing. Stephen, do you have any

Yeah, I have a few questions here. Thank you, Sheldon. Just the first question here is just in light of the current downturn in crypto, what's your latest view on the opportunity for your custody business? And the bottom line is we're still very bullish on it. You know, in the long run, the consensus for crypto is really in the early stages of adoption. If you kind of look at banks, Bank of America, Morgan Stanley, Fidelity, they're all recommending clients allocate up to four to five percent of their portfolios in crypto. And just focused on Canada, when you look at wealth management assets under management, it's $5 trillion. So you multiply that, that's a $200 billion custody opportunity alone. So we're very excited. Next question, you're targeting Christina Lake as a 50-megawatt critical IT load liquid-cooled AI data center. We haven't said all of those details, but just kind of looking at what are the key next two-year milestones in CapEx we should expect. Let's just say we're early in this process. We do have a timeframe and CapEx and technology targets in mind, but really until we ink a deal that we can announce, we're just not in a position to give guidance. And then regarding the Boardman sites, what's the realistic path to expand power there? Do you expect to retrofit the building or build new facilities? Well, right now we're largely limited by the utility to go beyond the initial guidance of the seven to ten megawatts within the next year. We would need to perform an interconnect study and build the substation. And these are things that Sheldon indicated earlier. It's going to take some time, and how we can utilize the existing building for a data center shell, we'll have to see that as well. Now that you've reactivated TerraPool, what are the steps to ramp it up? Our testing process is rigorous. We want to ensure we can onboard clients in the most seamless way. It's just going to take a little bit of time before we actively seek to onboard third-party clients, but we're happy with our results so far, and we remain encouraged. and just an update on software revenue. Our focus right now is to monetize our STC platform. We gave guidance that we expect to see revenue ramp in the next six to 12 months. And that TerraPool, we've reactivated it. We're testing Reactor, and we'll give updates as we progress. And then I think this is the last question, why the continued lack of marketing? And really when we look at where we're going to focus marketing as we go forward, it's our custody business. Really, we're focusing on accredited investors, pension funds, the smaller accounts to help us build the business over time, and that's where we're going to apply the marketing. And then we have a BD person, a business development person in-house to promote TerraPool, Helm, and Reactor, and that individual is focused on particular accounts already. So with that, I will hand it back to Sheldon to see if we have any additional questions.

Yeah, there's a couple that popped up. I'm not the best at reading the chat, but I think one of them is, you know, I understand the need, needing to wait for a deal to announce timelines, but what about long lead time equipment such as chiller-generated substations? Well, substation, at least when we talk about Christina Lake, we have our own substation that we own. And so that's not really an issue for us. Generators, although there's a lot of talk in the market that all the generators are bought up, you'd be surprised at how many are available readily in Alberta and parts of the US. So yes, Elon Musk bought a lot of them and a few other people bought a lot of them, but that supply chain seems to be quite robust in building new generators and getting them to market quickly. Uh, and the same with chillers. I mean, chillers, you know, most likely we would be using liquid cooling in an AI data center, not air cooled. So chillers wouldn't really be, uh, a big issue for us. Um, what stops the Malahat deal? Um, I, I, as I sort of said, um, there's nothing that stops it. I think that the Malahat and DMG are getting along great. And, uh, We have lots of great plans. It's just a process that we don't want to overpromise what we can deliver on this partnership with Malahat. And Malahat doesn't want to overpromise what they can provide to us. So we just need to make sure it's the right size and everybody's on the same page. And like I said, there's nothing where anybody's saying, well, we don't agree with this or that. That's not the issue. It's just a matter of getting through everything. Is the goal of the Oregon site department AWS or will you be looking at hyperscalers? We're probably looking at other hyperscalers. We never say no if AWS was interested in working on that property with us. But right now there are a bunch of other leads that we're following to grow out the boardroom property. I think that covers everything. So with that, this will now be the end of our Q&A. We thank everyone for attending and our