Thumzup to Acquire Dogehash Technologies, Inc., a Leader in DOGE Digital Asset Mining

Rhea-AI Summary

Thumzup (NASDAQ:TZUP) has announced its acquisition of Dogehash Technologies, a Dogecoin and Litecoin mining company, in an all-stock transaction valued at 30.7 million shares. The combined entity will be renamed to Dogehash Technologies Holdings and trade under the symbol XDOG.

Dogehash currently operates 2,500 Scrypt ASIC miners in North America, with plans for expansion throughout 2026. The company recently completed a $50 million common stock offering to fund mining infrastructure expansion and digital asset accumulation. The transaction is expected to close in Q4 2025, subject to shareholder approval.

The combined company aims to become the world's leading Dogecoin mining platform, leveraging renewable energy data centers and Dogecoin Layer-2 infrastructure for enhanced mining economics.

Positive

• All-stock acquisition preserves cash resources for operations
• Operating fleet of 2,500 Scrypt ASIC miners with best-in-class efficiency
• Recent $50 million capital raise provides funding for expansion
• Mining operations use renewable energy, reducing operational costs
• Strategic expansion into crypto mining diversifies revenue streams

Negative

• Significant shareholder dilution with 30.7 million new shares being issued
• Transaction subject to shareholder approval, creating closing uncertainty
• Exposure to volatile cryptocurrency market prices
• Substantial pivot from core digital marketing business model

• Dogehash to become a publicly traded crypto mining company dedicated to utility-scale Dogecoin mining and digital assets treasury strategy
• Recent $50 million all common stock offering to provide capital for mining and related infrastructure expansion, digital asset accumulation, and digital asset treasury strategy

LOS ANGELES, Aug. 19, 2025 /PRNewswire/ -- Thumzup Media Corporation ("Thumzup" or the "Company") (Nasdaq: TZUP) and Dogehash Technologies, Inc. ("DogeHash") today jointly announced the entry into a series of agreements under which Thumzup will acquire Dogehash in an all-stock transaction. Dogehash is an industrial‑scale blockchain infrastructure company focused exclusively on mining Scrypt‑algorithm assets such as Dogecoin and Litecoin. The combined company aims to become the world's leading Dogecoin mining platform and will leverage Dogecoin Layer-2 infrastructure via staking in DeFi products within the DogeOS ecosystem to enhance miner economics and amplify yield beyond base block rewards.

DogeHash currently has an operating fleet of approximately 2,500 Scrypt ASIC miners in North America and has additional units expected to be placed in service later this year with the goal of materially increasing its production by year end and throughout 2026. The existing fleet of mining rigs includes units with best-in-class hash rate density and energy efficiency in the Scrypt mining industry.

Dogehash's mining operations are concentrated at a renewable-energy data center in North America, with secondary satellite sites now onboarding. The combined fleet is expected to deliver significant Dogecoin and Litecoin block rewards with a low-cost, high-uptime footprint. Detailed KPIs (performance metrics) will be reported periodically after the closing.

Dogecoin is among the most widely used cryptocurrencies thanks to fast block times, ultra-low transaction fees, and an inflationary but predictable issuance that resembles global fiat currency supply dynamics. It ranks among the largest cryptocurrencies by market capitalization and consistently records billions of dollars in daily trading volume. Built on a robust Layer-1, Dogecoin delivers fast, low-fee settlement for high-throughput transactions, a steady, non-halving issuance that supports stable miner economics, and Scrypt-based mining that typically delivers stronger power-to-revenue efficiency than Bitcoin mining alternatives.

Under the terms of the agreement, Dogehash shareholders will exchange 100% of their holdings for 30.7 million shares of Thumzup stock and the company will be renamed "Dogehash Technologies Holdings, Inc." and trade on the Nasdaq Stock Market under the new symbol "XDOG."  Closing of the transaction is subject to various customary terms and conditions, including shareholder approval, expected in the fourth quarter of 2025. In July 2025, Thumzup completed a $50 million offering to expand its crypto strategies, a portion of which would be deployed to buy mining rigs and accumulate digital assets.

"This accelerates our evolution from a digital‑marketing platform into a diversified digital‑asset infrastructure and treasury company," said Robert Steele, Chief Executive Officer of Thumzup. "Dogehash brings world‑class mining expertise, low‑cost renewable power and access to cutting‑edge Scrypt miners. Our vision is not only to mine Dogecoin and Litecoin efficiently but also to explore utility‑driven use cases that leverage Dogecoin's fast settlement and low fees for everyday payments and rewards."

Parker Scott, Chief Executive Officer of Dogehash, added, "As mainstream interest in Dogecoin and decentralized technologies continues to expand, we believe we are ahead of the curve, having already built a platform and utility-scale Dogecoin mining operation. Unlike many companies that simply used their cash to buy cryptocurrency, we have invested in mining infrastructure. By owning and operating our own fleet of ASICs, we generate revenue directly from production, creating an ongoing, sustainable source of Dogecoin that fuels organic accumulation for years to come."

About Thumzup®

Thumzup Media Corporation is pioneering a new era of digital marketing and financial innovation. In parallel with the growth of its AdTech platform, Thumzup's Board of Directors has authorized the company to strategically expand its treasury strategy beyond Bitcoin to include leading cryptocurrencies, such as Dogecoin, Litecoin, Solana, Ripple, Ether, and USD Coin, reinforcing the Company's commitment to financial agility and innovation.

Legal Disclaimer

This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These include, without limitation, statements about its potential growth, impacts on the advertising industry, plans for potential uplisting, and planned expansion. These statements are identified by the use of the words "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project" and similar expressions that are intended to identify forward-looking statements. All forward-looking statements speak only as of the date of this press release. You should not place undue reliance on these forward-looking statements. Although the Company believes that its plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, it can give no assurances that these plans, objectives, expectations or intentions will be achieved. Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections. Actual results may differ materially from those in the forward-looking statements and the trading price for our common stock may fluctuate significantly. Forward-looking statements also are affected by the risk factors described in the Company's filings with the U.S. Securities and Exchange Commission (the "SEC"), including in the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. Investors and security holders are urged to read these documents free of charge on the SEC's website at: http://www.sec.gov. Except as required by law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

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SOURCE Thumzup Media Corporation

FAQ

What is the acquisition price for Thumzup's purchase of Dogehash Technologies?

Thumzup will acquire Dogehash Technologies for 30.7 million shares of Thumzup stock in an all-stock transaction.

How many mining rigs does Dogehash Technologies currently operate?

Dogehash Technologies currently operates a fleet of approximately 2,500 Scrypt ASIC miners in North America.

What will be the new stock symbol for Thumzup after the Dogehash acquisition?

After the acquisition, the company will be renamed Dogehash Technologies Holdings and will trade on the Nasdaq under the symbol XDOG.

How much capital did Thumzup raise for its crypto expansion?

Thumzup completed a $50 million common stock offering in July 2025 to expand its crypto strategies, including purchasing mining rigs and accumulating digital assets.

When is the Thumzup-Dogehash acquisition expected to close?

The acquisition is expected to close in the fourth quarter of 2025, subject to shareholder approval and other customary conditions.

What cryptocurrencies will Dogehash Technologies Holdings mine?

The company will focus on mining Scrypt-algorithm assets, specifically Dogecoin and Litecoin, through their mining operations.