Welcome to our dedicated page for 1606 SEC filings (Ticker: CBDW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
1606 Corp.'s SEC filings document 8-K material events for a Nevada corporation, including definitive agreements, amendments to asset purchase arrangements, convertible promissory note obligations, capital-structure disclosures, governance matters, and operating and financial results.
The filings provide formal records of material agreements, direct financial obligations, common-stock conversion provisions, beneficial-ownership limitations, regulatory disclosures, and public-company reporting matters tied to CBDW's AI-focused technology and infrastructure strategy.
1606 Corp. (CBDW) reports progress on its planned acquisition and redevelopment of an approximately 132-acre biomass power facility and data center site in Lufkin, Texas. The strategy targets AI and high-performance computing data center end users using the site’s existing ~55 MW biomass generation and power infrastructure.
The company has engaged MDM Group LLC to market the project to hyperscale operators, AI compute companies, infrastructure investors and other potential off-takers, partners or purchasers, including options such as off-take agreements, joint ventures, or a sale or assignment of 1606’s contractual interest. In parallel, 1606 hired an experienced power-generation services firm, which has delivered a detailed operations and maintenance plan to support plant recommissioning and future operations.
1606 remains current with SEC reporting and continues to work toward closing the Lufkin acquisition under an existing purchase agreement that currently provides for a closing on or before October 31, 2026. Closing has been extended multiple times and still depends on securing financing. The company discloses that it has paid substantial non-refundable amounts under the purchase agreement that are not credited to the purchase price and will be forfeited if the acquisition does not close.
1606 Corp reported no revenue for the three and six months ended June 30, 2026 and recorded net losses of $121,063 for the quarter and $1,187,579 year-to-date, compared with losses of $210,111 and $418,450 in the prior-year periods. The larger loss mainly reflects $1,126,054 of interest expense, including amortization of debt discounts, and a $450,000 acquisition extension fee, partly offset by a $654,704 gain from the change in fair value of derivative liabilities.
The balance sheet shows $41,581 in total assets against $3,976,650 in liabilities, resulting in a stockholders’ deficit of $3,935,069. Management states that these conditions raise substantial doubt about the company’s ability to continue as a going concern and estimates a $1,000,000 cash need over the next 12 months, excluding a planned Texas property acquisition requiring $7,000,000 in cash at closing.
Liquidity is being funded through high‑discount convertible notes and a related‑party convertible note with a $2,064,584 principal balance that is convertible at a 50% discount to market, driving significant dilution. Common shares outstanding rose from 472,426,803 at December 31, 2025 to 1,342,039,105 at August 14, 2026. The company is shifting its strategy from AI chatbots toward power infrastructure and data‑center assets, including a pending acquisition of Sim Agro Inc. and a purchase agreement for a 55‑megawatt Texas power facility, though both transactions remain uncompleted. Management also discloses material weaknesses in internal controls, including lack of an audit committee and inadequate segregation of duties.
1606 Corp. entered into a strategic agreement with MDM Group LLC to market and commercialize its planned acquisition of an approximately 132-acre power campus in East Texas, which includes about 55 MW of behind-the-meter generation and an existing industrial facility intended for AI, cloud, and high-performance computing deployments. MDM Group will identify and introduce prospective buyers, long-term capacity off-takers, and joint venture partners from its network of AI infrastructure developers, hyperscale operators, institutional investors, and enterprise compute companies.
The engagement is a success-fee-only arrangement with no upfront or monthly advisory fees and is limited to commercial real estate and infrastructure advisory services, not securities or capital raising. 1606 is evaluating multiple commercialization pathways, including long-term AI and HPC capacity leases, strategic joint ventures for data center development, and additional infrastructure financing following acquisition. The company’s Purchase and Sale Agreement for the Lufkin facility currently extends through October 31, 2026, allowing time to complete financing, advance due diligence, and consider strategic opportunities, while acknowledging risks such as financing uncertainty, transaction closing risk, and pending litigation and title matters affecting the property.
1606 Corp amended a promissory note held by former Chief Executive Officer and director Gregory Lambrecht and reported a board change. An addendum to the Amended and Restated Promissory Note relates to outstanding principal of $2,037,184.36 as of March 31, 2026 and extends the maturity date to December 31, 2026. All accrued principal and interest are now convertible, at the holder’s option, into common stock at a conversion price set at a 50% discount to the closing bid on the conversion date, subject to a beneficial ownership cap that limits the holder to no more than 9.99% of outstanding common stock and in no event 10% or more, with increases effective only after 61 days’ written notice. The company also disclosed that director Venu Aravamudan resigned effective July 21, 2026; the board accepted his resignation and fixed the authorized board size at two directors, leaving the resulting vacancy unfilled.
1606 Corp. is advancing its planned acquisition of a power generation and infrastructure project in Angelina County, Texas by amending its Purchase and Sale Agreement with Jefferson Enterprise Energy. The amendment extends the targeted closing date to October 31, 2026 and required an extension payment.
Management reports active discussions with institutional investors, family offices, and energy-focused financing groups and has received multiple term sheets and proposed structures, though no binding financing commitments are in place. The project spans about 132 acres and includes an existing power plant, utility infrastructure, rail access, industrial improvements, and a 50,000-square-foot warehouse, which the company views as a platform for future data center and AI-related development.
Forward-looking risk factors highlight the need for additional funding, timely payment of the remaining $112,000 extension fee balance due on or before June 30, 2026, successful financing for the acquisition, resolution of pending tax and insurance litigation currently set for trial on August 17, 2026, and the seller’s ability to clear title, all of which could affect whether the transaction closes by October 31, 2026.
1606 Corp. entered a Second Amendment to its Purchase and Sale Agreement with Jefferson Enterprise Energy for real property and related assets in Angelina County, Texas. The amendment extends the deal’s closing date from May 22, 2026 to October 31, 2026 while keeping the total purchase price at $11,168,864.
For this extension, 1606 Corp. will pay a $312,000 Extension Fee within one business day after May 27, 2026. This consists of a $75,000 Operational Offset Amount, which is fully earned and generally non-refundable, and a $237,000 Tax Contribution to be applied to ad valorem tax litigation affecting the property, credited against the purchase price if the deal closes.
The previously paid $250,000 in earnest money remains fully earned by the seller and non-refundable. However, if the seller has not entered into a written payment plan or settlement with taxing authorities regarding the tax suit by June 12, 2026, the agreement automatically terminates and the seller must refund the entire Extension Fee to 1606 Corp.
1606 Corp. reported a net loss of $1,066,516 for the quarter ended March 31, 2026, with no revenue and total assets of only $70,473. Operating expenses were modest at $168,472, but heavy financing costs drove results.
Interest expense rose to $544,468, largely from amortization of discounts on convertible notes, and the company expensed a $250,000 non‑refundable acquisition extension fee tied to a Texas power facility purchase agreement. Management discloses substantial doubt about the company’s ability to continue as a going concern and relies on raising additional capital.
At March 31, 2026, liabilities totaled $4,153,089 against a stockholders’ deficit of $4,082,616, including $1,694,382 of derivative liabilities and $1,633,811 of convertible notes, net. The firm is shifting strategy from AI chatbots toward power infrastructure and data‑center‑related assets, with pending transactions for a Lufkin, Texas power plant and a majority interest in Sim Agro Inc., but both remain subject to financing and closing conditions.
1606 Corp. has signed a definitive agreement to acquire a majority controlling interest in Sim Agro Inc., a global power-plant operations and energy-infrastructure company. The deal is intended to support 1606’s strategy to build captive power and data center infrastructure for artificial intelligence and high-performance computing.
Sim Agro is expected to operate 1606’s growing power and energy assets, starting with a Texas power-generation and data infrastructure property under contract on approximately 132 acres with a 50,000 sq ft warehouse. In connection with the transaction, an existing lien associated with Sim Agro is expected to be satisfied and removed after closing conditions and promissory note repayment, which management says would effectively reduce the net acquisition cost of the Texas facility by about $4.2 million.
Sim Agro brings a global team across multiple regions, more than 40 years of combined power-generation experience, and about $2.5 million in inventory, providing immediate operating capacity. Upon closing, 1606 plans to appoint Sim Agro’s Dr. Karthik Raghavan to its Board and enter into an employment contract with him as it builds a vertically integrated platform focused on captive power generation, data-center-ready real estate, and energy solutions for AI and high-density computing.
1606 Corp. registers 204,700,902 shares of common stock for resale by the selling stockholder, GHS Investments LLC, representing approximately 21% of issued and outstanding shares as of March 22, 2026. The resale (the "Offering") is a resale by GHS and the Company will not receive proceeds from those resales. Under a separate Equity Financing Agreement, the Company may sell shares to GHS at 80% of a recent Market Price (rising to 90% after a NASDAQ up-list, subject to a $2.00 floor). The Financing Agreement contemplates up to $20,000,000 in investment capacity and includes 400,000 commitment shares issued to GHS that are not registered here. The Selling Stockholder may use market, negotiated or private methods to sell any or all registered shares.