Akerna (KERN) Registration Filing summary

Company overview and business model

• Operates approximately 5,880 Bitcoin mining computers hosted in Pennsylvania, generating revenue based on Bitcoin price, mining difficulty, transaction volume, and global hashrate.

• Founded in October 2020, commenced mining operations in September 2021, and is based in Las Vegas, Nevada.

• Entered into a merger agreement to acquire American Bitcoin Corp. in a stock-for-stock transaction, expected to close in Q3 2025, resulting in a combined company under the American Bitcoin name.

• American Bitcoin pursues a levered strategy focused on efficient mining, reserve expansion, and ecosystem engagement.

Financial performance and metrics

• Financial statements for both entities and pro forma combined financials are included as exhibits to the registration statement.

Use of proceeds and capital allocation

• Net proceeds from securities sales are expected to be used to acquire additional bitcoin, purchase mining hardware, and for general corporate purposes.