BitVentures (NASDAQ: BVC) swings to profit as costs fall and cash rises

Rhea-AI Filing Summary

BitVentures Limited reported a sharp turnaround for the first half of fiscal 2026 ended December 31, 2025. Net revenues from continuing operations reached US$325 thousand, entirely from new client referral services and e-commerce retail, compared with nil a year earlier.

General and administrative expenses dropped 62.3% to US$891 thousand, reflecting aggressive cost cutting, while other income rose to US$5,349 thousand mainly from a US$5,300 thousand recovery of previously impaired bank balances. Net income from continuing operations was US$4,741 thousand, versus a loss of US$(2,743) thousand in the prior period.

Cash and cash equivalents increased from US$950 thousand to US$6,826 thousand, and total assets grew to US$14,660 thousand with minimal liabilities of US$24 thousand. The company exited its former Hong Kong wealth and asset management businesses, launched an e-commerce segment, prepared a digital assets mining segment, and completed a 20‑for‑1 share consolidation with Nasdaq listing of its ordinary shares.

Positive

• Return to profitability and stronger balance sheet: Net income from continuing operations reached US$4,741 thousand versus a prior loss, while cash increased to US$6,826 thousand and total liabilities fell to just US$24 thousand.

Negative

• None.

Insights

Equity analyst

BitVentures posts a small but meaningful turnaround driven by one-off income, tighter costs, and a cleaner balance sheet.

BitVentures generated net revenues of US$325 thousand from new client referral and e-commerce activities, up from zero a year earlier. General and administrative expenses fell 62.3% to US$891 thousand, reflecting substantial cost reductions after restructuring and disposal of legacy financial services operations.

Profitability is currently dominated by US$5,349 thousand of other income, largely a US$5,300 thousand recovery of previously impaired bank balances, which may not repeat. Still, net income of US$4,741 thousand and cash rising to US$6,826 thousand with only US$24 thousand in liabilities leave the company in a stronger financial position.

Strategically, BitVentures exited Hong Kong wealth and asset management and is shifting toward e-commerce and a new digital assets mining segment approved on January 2, 2026. Subsequent filings may provide more detail on how sustainable revenues from these early-stage technology ventures become relative to the one-off recovery gains.

Key Figures

Net revenues (continuing ops): US$325 thousand Net income (continuing ops): US$4,741 thousand General & administrative expenses: US$891 thousand +5 more

8 metrics

Net revenues (continuing ops) US$325 thousand Six months ended December 31, 2025

Net income (continuing ops) US$4,741 thousand Six months ended December 31, 2025

General & administrative expenses US$891 thousand Six months ended December 31, 2025; down 62.3%

Other income, net US$5,349 thousand Six months ended December 31, 2025; includes US$5,300 thousand recovery

Cash and cash equivalents US$6,826 thousand As of December 31, 2025

Total assets US$14,660 thousand As of December 31, 2025

Total liabilities US$24 thousand As of December 31, 2025

Basic EPS from continuing ops US$0.56 Six months ended December 31, 2025

Key Terms

Share Capital Restructuring, Share Consolidation, Digital Assets segment, discontinued operations, +2 more

6 terms

Share Capital Restructuring financial

"passed a number of resolutions pertaining to the Company’s share capital restructuring"

Share Consolidation financial

"every issued and unissued twenty (20) ordinary shares ... were consolidated into one (1) ordinary share"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

Digital Assets segment financial

"the Company’s Board has approved the official launch of its Digital Assets segment"

discontinued operations financial

"Income for the year from discontinued operations, net of income taxes"

Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.

share-based compensation expense financial

"Share-based compensation expense from continuing operations ... increased to US$0.2 million"

Share-based compensation expense is the accounting cost a company records when it pays employees or executives with stock, stock options, or other equity instead of cash. It matters to investors because it reduces reported profits and can dilute existing owners’ stake over time — like a bakery paying workers with slices of cake instead of money, leaving fewer slices for original owners and changing each slice’s value.

Extraordinary General Meeting financial

"the Company held an Extraordinary General Meeting and passed a number of resolutions"

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Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2026

Commission File Number: 001-40238

BitVentures Limited 

Level 15, AIA Central, No.1 Connaught Road Central

Central, Hong Kong

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒    Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

EXPLANATORY NOTE

BitVentures Limited (“BitVentures” or the “Company”) (NASDAQ: BVC) today announced its unaudited financial results for the first half of fiscal year 2026 ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

Exhibit

99.1 Press release dated June 16, 2026.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BitVentures Limited
	By:	/s/ Lawrence Lok
	Name:	Lawrence Lok
	Title:	Chairman and CEO

Date: June 16, 2026 Hong Kong Time

Exhibit 99.1

BitVentures Limited Announces Unaudited Financial Results for the First Half of Fiscal Year 2026

HONG KONG, June 16, 2026 /GlobeNewsWire/ -- BitVentures Limited (“BitVentures” or the "Company") (NASDAQ: BVC) today announced its unaudited financial results for the first half of fiscal year 2026 ended December 31, 2025.

BitVentures Limited is a Cayman Islands holding company, with operating subsidiaries globally including Hong Kong and the United States. We are a technology company focusing on developing early-stage technology businesses, and aim to actively build, operate and scale our businesses in order to achieve growth. The Company is currently developing businesses in e-commerce, digital assets, and may target opportunities in other areas of consumer and enterprise technology. The Company believes that early-stage technology ventures may offer exceptional growth opportunities, and seeks to identify and nurture such high-potential ventures.

Business Development and Updates

Share Capital Restructuring and Termination of American Depositary Shares (the “ADSs”)

On December 19, 2025, the Company held an Extraordinary General Meeting and passed a number of resolutions pertaining to the Company’s share capital restructuring. Following the shareholders’ approval by resolutions at the Extraordinary General Meeting, the Company terminated its Deposit Agreement dated March 25, 2021 entered into between the Company and Deutsche Bank Trust Company Americas as depositary for the Company’s ADSs, and beneficial owners and holders of ADSs issued thereunder. Immediately following the termination of the ADR Facility, the Company consolidated its shares such that every issued and unissued twenty (20) ordinary shares of par value US$0.0001 each were consolidated into one (1) ordinary share of par value US$0.0020 each (each, a “Consolidated Ordinary Share”) (the “Share Consolidation”). All outstanding ADSs were automatically cancelled and ADS holders received Consolidated Ordinary Shares at a ratio of one Consolidated Ordinary Share for each ten ADS cancelled after taking into account the ADS ratio. The Consolidated Ordinary Shares were listed for trading on Nasdaq Capital Market in substitution for its ADSs (the “Substitution Listing”) on January 5, 2026.

E-commerce Business Segment

During first half of fiscal year 2026, the Company began official rollout of its e-commerce segment. The Company operated its e-commerce segment under a resale model, offering high-demand products such as consumer electronics via its storefront on Amazon.

Digital Assets Segment

On January 2, 2026, the Company announced that the Company’s Board has approved the official launch of its Digital Assets segment. Starting in the second half of fiscal year 2026, the Company acquired several fleets of Bitmain cryptocurrency mining machines and hosting capacity and began its cryptocurrency mining operations. The miners are hosted in various secure, high-uptime datacenters across the United States.

Subject to ongoing market conditions, the Company intends to continue to pursue a diversified cryptocurrency mining strategy, which may include targeting Bitcoin and select altcoins to optimize risk-adjusted profitability

First Half of Fiscal Year 2026 Highlights

Continuing Operations

Net revenues

Total revenues from continuing operations in the six months ended December 31, 2025 increased to US$0.3 million from nil in the same period of 2024, primarily due to Company entering a new ecommerce retail business and an increase of revenue from client referral services.

Operating Costs and Expenses

Cost of revenue in the six months ended December 31, 2025 increased to US$0.03 million from nil in the same period of 2024, primarily due to the cost of goods sold from the new ecommerce retail business.

General and administrative expenses from continuing operations in the six months ended December 31, 2025 decreased by 62.3% to US$0.9 million from US$2.4 million in the same period of 2024, primarily due to continuing aggressive cost cutting measures that senior management undertook in the six months ended December 31, 2025 which includes an approximately US$0.6 million reduction in legal and professional fees due to the completion of a series of corporate restructuring activities in 2024 and 2025.

Share-based compensation expenses from continuing operations in the six months ended December 31, 2025 increased to US$0.2 million from nil in the same period of 2024, primarily due to new restricted share awards granted under the 2020 Plan in 2025.

Interest income, net from continuing operations in the six months ended December 31, 2025 increased to US$0.1 million, compared to net interest expense of US$0.01 million in the same period of 2024.

Other income/ (expense), net from continuing operations in the six months ended December 31, 2025 were net income of US$5.4 million, primarily due to the recovery of previous impairment loss on bank balances of US$5.3 million.

Discontinued Operations

In August 2024, the Company completely exited from its historical businesses in overseas wealth management and asset management and disposed of certain subsidiaries in Hong Kong, namely, Haiyin Insurance (Hong Kong) Co., Limited and Hywin International Insurance Broker Limited for nil consideration, and Haiyin International Asset Management Limited and Hywin Asset Management (Hong Kong) Limited for US$0.6 million. The disposal was completed on August 31, 2024. After the disposals, the Company no longer holds any financial services licenses or houses any personnel licensed to provide financial services in Hong Kong.

BITVENTURES LIMITED

CONSOLIDATED BALANCE SHEETS 

(In thousands, except for number of shares and per share data)

​	​	As of June 30,  2025		​	​	As of December 31, 2025		​
​	​	(US$’000)		​	​	(US$’000)		​
​	​	Audited		​	​	Unaudited		​
Assets	​	​	​	​	​	​	​	​
Current assets:	​	​	​	​	​	​	​	​
Cash and cash equivalents	​	​	950	​	​	​	6,826	​
Short term investments	​	​	8,791	​	​	​	7,424	​
Account receivables	​	​	-	​	​	​	5	​
Deposits, prepayments and other current assets	​	​	143	​	​	​	377	​
Inventories	​	​	-	​	​	​	23	​
Total current assets	​	​	9,884	​	​	​	14,655	​
​	​	​	​	​	​	​	​	​
Property and equipment, net	​	​	5	​	​	​	5	​
Total non-current asset	​	​	5	​	​	​	5	​
​	​	​	​	​	​	​	​	​
Total Assets	​	​	9,889	​	​	​	14,660	​
​	​	​	​	​	​	​	​	​
Liabilities and Shareholders’ equity	​	​	​	​	​	​	​	​
Current liabilities:	​	​	​	​	​	​	​	​
Other payables and accrued liabilities	​	​	158	​	​	​	24	​
​	​	​	​	​	​	​	​	​
Total current liabilities	​	​	158	​	​	​	24	​
​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​
Total Liabilities	​	​	158	​	​	​	24	​
​	​	​	​	​	​	​	​	​
Shareholders’ Equity:	​	​	​	​	​	​	​	​
Ordinary shares (US$0.0001 par value; authorized 500,000,000 shares; issued and outstanding 168,000,000 shares as of June 30, 2025; and US$0.0020 par value; authorized 25,000,000 shares; issued and outstanding 8,400,000 shares as of December 31, 2025)	​	​	17	​	​	​	17	​
Additional paid-in capital	​	​	45,783	​	​	​	45,947	​
Accumulated deficit	​	​	(36,069	)	​	​	(31,328	)
Total shareholders’ equity	​	​	9,731	​	​	​	14,636	​
​	​	​	​	​	​	​	​	​
Total Liabilities and shareholders’ equity	​	​	9,889	​	​	​	14,660	​

BITVENTURES LIMITED

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS)/INCOME

(In Thousands, except for share and per share data, or otherwise stated)

​	​	Six Months Ended December 31,						​
​	​	2024		​	​	2025		​
​	​	(US$’000)		​	​	(US$’000)		​
​	​	​	​	​	​	​	​	​
Continuing operations	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​
Net revenues	​	​	​	​	​	​	​	​
Client referral services	​	​	-	​	​	​	289	​
E-Commerce retail	​	​	-	​	​	​	36	​
Total net revenues	​	​	-	​	​	​	325	​
​	​	​	​	​	​	​	​	​
Operating cost and expenses	​	​	​	​	​	​	​	​
Cost of revenue	​	​	-	​	​	​	27	​
Share-based compensation expense	​	​	-	​	​	​	164	​
General and administrative expenses	​	​	2,364	​	​	​	891	​
Total operating cost and expenses	​	​	2,364	​	​	​	1,082	​
​	​	​	​	​	​	​	​	​
(Loss) from operations	​	​	(2,364	)	​	​	(757	)
Other income/ (expenses)	​	​	​	​	​	​	​	​
Interest expense/ (income), net	​	​	(17	)	​	​	149	​
Other income/ (expense), net	​	​	(245	)	​	​	5,349	​
Total other income/ (expense), net	​	​	(262	)	​	​	5,498	​
​	​	​	​	​	​	​	​	​
(Loss)/ income before income tax expense	​	​	(2,626	)	​	​	4,741	​
Income tax expense	​	​	(117	)	​	​	-	​
Net (loss)/ income from continuing operations	​	​	(2,743	)	​	​	4,741	​
​	​	​	​	​	​	​	​	​
Discontinued operations	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​
Income for the year from discontinued operations, net of income taxes	​	​	421	​	​	​	-	​
​	​	​	​	​	​	​	​	​
Net (loss)/ income and comprehensive loss for the period	​	​	(2,322	)	​	​	4,741	​
(Loss)/ income per share	​	​	​	​	​	​	​	​
From continuing and discontinued operations	​	​	​	​	​	​	​	​
Ordinary share - Basic	​	​	(0.83	)	​	​	0.56	​
Ordinary share - diluted	​	​	(0.83	)	​	​	0.56	​
​	​	​	​	​	​	​	​	​
From continuing operations	​	​	​	​	​	​	​	​
Ordinary share - Basic	​	​	(0.98	)	​	​	0.56	​
Ordinary share - diluted	​	​	(0.98	)	​	​	0.56	​
​	​	​	​	​	​	​	​	​
From discontinued operations	​	​	​	​	​	​	​	​
Ordinary share - Basic	​	​	0.15	​	​	​	N/A	​
Ordinary share - diluted	​	​	0.15	​	​	​	N/A	​
​	​	​	​	​	​	​	​	​
Weighted average number outstanding:	​	​	​	​	​	​	​	​
Ordinary share - Basic	​	​	2,800,000*	​	​	​	8,400,000*	​
Ordinary share - Diluted	​	​	2,800,000*	​	​	​	8,400,000*	​

BITVENTURES LIMITED

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS)/INCOME (CONTINUED)

 (In thousands, except for number of shares and per share data)

* On December 19, 2026, the Company held an Extraordinary General Meeting and shareholders approved a share consolidation such that every issued and unissued twenty (20) ordinary shares of par value US$0.0001 each will be consolidated into one (1) ordinary share of par value US$0.0020 each (the “Share Consolidation”).

According to ASC 260 Earnings Per Share, the share consolidation requires a retroactive adjustment to the Weighted Average Shares Outstanding for all periods presented in the consolidated statements.

BITVENTURES LIMITED

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY 

(In Thousands, except for share and per share data, or otherwise stated)

​

​

Ordinary shares

Additional  paid-in capital

​

​

Accumulated deficit

​

​

Total Shareholders’ equity

​

​

​

Number of ordinary  shares

​

​

Amount

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

(US$’000)

​

​

(US$’000)

​

​

(US$’000)

​

​

(US$’000)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance as of June 30, 2025

​

​

168,000,000

​

​

​

17

​

​

​

45,783

​

​

​

(36,069

)

​

​

9,731

​

Share consolidation

​

​

(159,600,000

)

​

​

-

​

​

​

-

​

​

​

-

​

​

​

-

​

Share-based compensation recognized in equity

​

​

-

​

​

​

-

​

​

​

164

​

​

​

-

​

​

​

164

​

Net income for the period

​

​

-

​

​

​

-

​

​

​

-

​

​

​

4,741

​

​

​

4,741

​

Balance as of December 31, 2025

​

​

8,400,000

​

​

​

17

​

​

​

45,947

​

​

​

(31,328

)

​

​

14,636

​

FAQ

How did BitVentures (BVC) perform financially in the first half of fiscal 2026?

BitVentures reported net revenues of US$325 thousand and net income from continuing operations of US$4,741 thousand. This compares with no revenue and a US$2,743 thousand loss a year earlier, reflecting cost cuts and significant other income.

What drove BitVentures’ profitability despite still-small revenues?

Profitability was mainly driven by US$5,349 thousand in other income, largely a US$5,300 thousand recovery of previously impaired bank balances. Lower general and administrative expenses, down 62.3% to US$891 thousand, also supported the turnaround despite modest operating revenue.

How has BitVentures (BVC) changed its business focus?

BitVentures exited its historical Hong Kong wealth and asset management businesses in 2024 and no longer holds related licenses. It is now developing early-stage technology ventures, including an e-commerce resale segment and a digital assets cryptocurrency mining segment approved on January 2, 2026.

What is BitVentures’ cash and debt position after the period?

As of December 31, 2025, BitVentures held US$6,826 thousand in cash and cash equivalents, up from US$950 thousand in June 2025. Total liabilities were just US$24 thousand, giving the company a largely unlevered balance sheet position.

What share capital changes did BitVentures implement?

On December 19, 2025, shareholders approved a 20‑for‑1 share consolidation, converting every 20 ordinary shares into one new share at higher par value. All ADSs were cancelled, and 8,400,000 consolidated ordinary shares became listed on Nasdaq from January 5, 2026.

How much did BitVentures reduce its general and administrative costs?

General and administrative expenses from continuing operations fell 62.3% to US$891 thousand for the six months ended December 31, 2025. The reduction was mainly due to lower legal and professional fees of about US$600 thousand after completing corporate restructuring activities.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EXHIBIT 99.1 219.3 KB