Spin-off - DMINT, Inc.
Form Type: S-1/A
Filing Date: 2025-05-06
Corporate Action: Spin-off
Type: Update
Accession Number: 000121390025039870
Filing Summary: DMINT, Inc., a wholly-owned subsidiary of The OLB Group, Inc., is preparing for a Spin-Off Distribution whereby OLB will distribute all of DMINT's outstanding shares to its shareholders on a pro-rata basis. The distribution includes common and Class A shares, with details on the number of shares per OLB share to be announced. The distribution is subject to NASDAQ approval, and shares of DMINT will trade separately from OLB post-distribution. Class A shares will be restricted from sale in the public market for six months and will automatically convert into common shares after 180 days. No cash will be distributed for fractional shares; instead, these will be aggregated and sold in the open market with cash proceeds distributed to eligible shareholders. The company faces risks associated with transitioning to a standalone publicly traded entity, including potential valuation fluctuations. This prospectus also emphasizes the speculative nature of investment in DMINT, highlighting operational risks in the Bitcoin mining sector and the anticipated tax implications of the spin-off for shareholders.
Additional details:
State Of Incorporation: Delaware
Business Address: 1120 Avenue of the Americas, 4th Floor, New York, NY 10036
Ceo Name: Ronny Yakov
Common Shares Distribution Rate: to be determined
Class A Shares Distribution Rate: to be determined
Spin Off Effective Date: on or about TBD, 2025
Cancellation Of Fractional Shares: Cash in lieu for fractional shares
Lockup Period: 6 months from the Distribution Date
Conversion Of Class A Shares: Class A shares convert to common shares on the 180-day anniversary of the Distribution Date
Nasdaq Listing Status: Application submitted for common shares
Form Type: S-1/A
Filing Date: 2025-02-11
Corporate Action: Spin-off
Type: Update
Accession Number: 000121390025011843
Filing Summary: DMINT, Inc., a Bitcoin mining company and a wholly-owned subsidiary of The OLB Group, Inc., is preparing for a spin-off distribution to its parent company's shareholders. The spin-off will entail distributing shares of DMINT common stock and Class A common stock to OLB stockholders on a pro-rata basis. This action is expected to enhance business focus and alleviate market confusion concerning OLB's various operations. The common shares of DMINT are intended to be listed on NASDAQ, contingent upon approval, while the Class A shares will not have an established trading market. The distribution date is subject to finalization and will exclude fractional shares, which will be sold and converted into cash for shareholders entitled to them. Shares distributed will be restricted from sale for six months before potentially converting into common shares. The company anticipates raising significant capital post-spin-off for expansion initiatives in its mining operations, which currently face limitations due to infrastructure and power availability.
Additional details:
Shares Common Stock: specific quantity to be distributed pending finalization
Shares Class A Stock: specific quantity to be distributed pending finalization
Distribution Agent: Transfer Online, Inc.
Record Date: specific date pending finalization
Effective Date: specific date pending finalization
Form Type: S-1/A
Filing Date: 2024-12-31
Corporate Action: Spin-off
Type: Update
Accession Number: 000121390024113992
Filing Summary: DMINT, Inc. is filing an amendment to its S-1 registration statement, detailing a spin-off distribution from its parent company, The OLB Group, Inc. (OLB). This distribution will involve a pro-rata allocation of DMINT's common shares and Class A shares to shareholders of OLB, effective around a specified date in 2024. OLB is distributing all outstanding shares of DMINT, making it a separate publicly traded entity. The amendment outlines the structuring of share allocations, restrictions on sellable shares, and the tax implications for shareholders regarding this spin-off. The spin-off aims to enhance focus on each company's unique business segments and alleviate market confusion. Additionally, it is noted that DMINT plans to list its common shares on NASDAQ, contingent on approval. The document also addresses potential risks associated with the spin-off and the specific terms related to share distributions, including the handling of fractional shares, which will be aggregated and sold, with proceeds distributed to shareholders. There is no assurance of a market emerging for the Class A shares, which will convert into common shares automatically after six months. The aim is to enable a more accurate reflection of the company's performance in the capital market post-distribution.
Additional details:
Company Name: DMINT, Inc.
Parent Company Name: The OLB Group, Inc.
Primary Business: Bitcoin mining
Number Of Mining Computers: 1000
Share Distribution Date: 2024-___
Common Share Percent Ownership: approximately _____%
Classes Of Shares: Common Stock, Class A Common Stock
Prospective List: NASDAQ
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