10-Q: Integrated Ventures Reports Q3 2025 Results: Mining Operations Halted, Focus Shifts to Health and Wellness
Quarterly Report
Integrated Ventures' Q3 2025 results reflect a shift from digital asset mining to health and wellness, with mining operations ceasing and new revenue streams emerging from online sales and commissions.
Summary
- Integrated Ventures, Inc. reported its financial results for the quarter ended March 31, 2025.
- The company has shifted its focus from digital asset mining to the health and wellness sector.
- Digital asset mining operations were halted on June 6, 2024, and the hosting agreement was terminated on February 7, 2025, resulting in a gain on settlement of payables of $352,397.
- The company acquired 51% of Healthy Lifestyle USA LLC in August 2024, expanding into online sales of health and wellness products and services.
- For the three months ended March 31, 2025, digital asset mining revenue was $0 compared to $1,983,250 in the same period of 2024.
- Online sales revenue was $5,222 for the three months ended March 31, 2025, compared to $0 in the same period of 2024.
- Commission revenue was $276,096 for the three months ended March 31, 2025, compared to $0 in the same period of 2024.
- The company reported a net loss attributable to shareholders of $2,478,588 for the nine months ended March 31, 2025, compared to a net loss of $9,630,029 for the nine months ended March 31, 2024.
- As of March 31, 2025, the company had total current assets of $765,575 and total current liabilities of $3,016,649, resulting in a working capital deficit.
- The company's accumulated deficit as of March 31, 2025, was $87,545,323, raising substantial doubt about its ability to continue as a going concern.
Sentiment
Score: 4
Explanation: The sentiment is negative due to the cessation of mining operations, significant losses, and going concern uncertainty, but there's a slight positive aspect from diversification into health and wellness.
Positives
- The company recognized a gain on settlement of payables of $352,397 due to the termination of the hosting agreement.
- The company has diversified its revenue streams by entering the health and wellness sector through the acquisition of Healthy Lifestyle USA LLC.
- Commission revenues have started to contribute to the company's top line, generating $276,096 in the most recent quarter.
- Online sales are generating revenue, albeit at a modest level, following the acquisition of Healthy Lifestyle USA LLC.
Negatives
- Digital asset mining operations have ceased, resulting in a significant decline in revenue.
- The company has a substantial working capital deficit, with current liabilities exceeding current assets by $2,251,074.
- The company has a significant accumulated deficit of $87,545,323, raising concerns about its long-term viability.
- The company reported a net loss attributable to shareholders of $2,478,588 for the nine months ended March 31, 2025.
Risks
- The company's ability to continue as a going concern is uncertain due to its accumulated deficit and working capital deficit.
- The company's success depends on its ability to successfully integrate and grow its health and wellness business.
- The company may need to raise additional capital through debt or equity markets to fund its operations.
- The company's internal controls over financial reporting are not effective, which could lead to material misstatements in its financial statements.
Future Outlook
The company is considering options for its digital asset miners, including selling and purchasing newer models, reconnecting current miners on a revenue share basis, or selling and deploying capital to support newly launched health and wellness operations.
Management Comments
- The company is considering what to do with the miners.
- Our current options are to (1) sell and purchase newer models, such as Antiminer S21 or Whatsminer M66, (2) reconnect current miners on revenue share basis, or (3) sell and deploy capital to support newly launched health and wellness operations.
Industry Context
The company's shift from digital asset mining to health and wellness reflects a broader trend of diversification among companies in the cryptocurrency space, as they seek to capitalize on new growth opportunities and mitigate risks associated with the volatile digital asset market. The health and wellness industry is experiencing rapid growth, driven by increasing consumer awareness of health and wellness issues.
Comparison to Industry Standards
- It is difficult to compare Integrated Ventures directly to industry standards due to its unique combination of digital asset mining and health and wellness operations.
- However, the company's financial performance can be benchmarked against other small-cap companies in the digital asset and health and wellness sectors.
- For example, Marathon Digital Holdings (MARA) and Riot Platforms (RIOT) are major players in the Bitcoin mining industry, while companies like Teladoc Health (TDOC) and Hims & Hers Health (HIMS) are prominent in the telehealth and online health and wellness space.
- Integrated Ventures' revenue and profitability metrics can be compared to these companies to assess its relative performance.
- However, it is important to note that Integrated Ventures is significantly smaller than these companies, and its business model is different.
Related Party Transactions
- We have one executive officer, Steve Rubakh, who is currently our only full-time employee and sole member of our Board of Directors.
- Mr. Rubakh is paid an annual salary established by the Board of Directors, cash bonuses as determined by the Board of Directors, and is issued shares of Series B preferred stock on a quarterly basis for additional compensation.
- Effective January 1, 2024 the Board of Directors approved Mr. Rubakhs annual salary to be $250,000, quarterly cash bonus to be $100,000, and canceled quarterly Preferred B shares issuances.
- Amounts due to related party, consisting of accrued salary to Mr. Rubakh, totaled $124,865, and $46,771 as of March 31, 2025 and June 30, 2024, respectively.
- On December 15, 2021, the Company and Tioga Holding, LLC, a related party owned 50% by Mr. Rubakh (Tioga), entered into a Property Lease and Power Purchase Agreement for the use by the Company of facilities located in Tioga, Pennsylvania.
Stakeholder Impact
- Shareholders face uncertainty due to the company's financial difficulties and the shift in business strategy.
- Employees may be affected by the changes in operations and the company's financial situation.
- Customers of the health and wellness business may benefit from the company's expanded offerings.
- Creditors face increased risk due to the company's working capital deficit and accumulated deficit.
Next Steps
- The company will decide on the future of its digital asset miners, considering options such as selling, upgrading, or reconnecting them on a revenue share basis.
- The company will focus on growing its health and wellness business through Healthy Lifestyle USA LLC.
- Management plans to address the structure of the Board of Directors and discuss adding an audit committee during the fiscal year ending June 30, 2025.
Key Dates
| Date | Description |
|---|---|
| 2011-03-22 | Integrated Ventures was incorporated in the State of Nevada under the name Lightcollar, Inc. |
| 2015-03-01 | The company changed its name to EMS Find, Inc. |
| 2015-03-31 | Series A preferred stock was issued to members of the company's Board of Directors in consideration for services. |
| 2015-12-21 | The company filed a Certificate of Designation for a new Series B convertible preferred stock with the State of Nevada. |
| 2017-05-30 | Integrated Ventures, Inc. was merged into the Company, with the Company being the surviving corporation and changing its name to Integrated Ventures, Inc. |
| 2021-01-14 | The company filed a Certificate of Designation of the Series C Convertible Preferred Stock with the Nevada Secretary of State. |
| 2021-02-19 | The company filed a Certificate of Designation of the Series D Convertible Preferred Stock with the Nevada Secretary of State. |
| 2022-06-15 | The Company entered into a Loan Agreement and Promissory Note with BHP Capital NY, Inc. in the amount of $500,000. |
| 2023-07-01 | The Company elected to early adopt ASU 2023-08 for the year ended June 30, 2024, effective as of July 1, 2023. |
| 2024-06-06 | All miners were disconnected from their power source. |
| 2024-07-01 | The Company formed three wholly-owned subsidiaries, MedWell Direct, LLC, MedWell Facilities, LLC, and MedWell USA, LLC. |
| 2024-08-29 | The Company, through MedWell Direct, consummated its acquisition of 51% of the membership interests of Healthy Lifestyle USA LLC. |
| 2025-02-07 | The Company agreed to terminate the hosting and power purchase agreement. |
| 2025-03-31 | End of the quarterly period for this report. |
| 2025-04-16 | The Company entered into a sales representative agreement with a third-party for the term of one year. |
| 2025-05-16 | Date of the report. |
Keywords
financial results, health and wellness, digital asset mining, Integrated Ventures, Q3 2025, revenue, net loss, acquisition, commissions, online sales, Bitcoin
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