Welcome to our dedicated page for CIMG SEC filings (Ticker: IMG), 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.
CIMG Inc. (IMG), also referred to as C Inc., files a range of documents with the U.S. Securities and Exchange Commission that shed light on its digital health, cryptocurrency, computing power and capital markets activities. This SEC filings page brings those disclosures together and pairs them with AI-powered summaries to help readers interpret the key points in each report.
Recent Form 8-K current reports provide detailed information on several material events. One 8-K describes a Bitcoin Purchase Agreement entered into by a Singapore subsidiary to acquire 230 Bitcoin from Lordan Group Ltd., including pricing mechanics, funding from internal capital and the resulting increase in total Bitcoin holdings to 730. The same filing also outlines a China Merchants Bank IT Equipment Procurement Framework Contract, under which subsidiary Zhongyan Shangyue Technology Co., Ltd. agreed to supply computing power and server equipment, including CPU and GPU servers, with installation, warranty and maintenance obligations.
Other 8-Ks cover computing power product sales contracts via subsidiaries for high-performance computing servers and NVIDIA graphics cards, the shortlisting of Beijing Xinmiao Shidai Technology Development Co., Ltd. in a Guangzhou Bank server procurement tender, and the establishment of a Hong Kong subsidiary, Braincoin Limited, to expand a global computing power ecosystem. Additional filings discuss the company’s cryptocurrency and on-chain finance initiatives, such as the non-binding memorandum of understanding with iZUMi Finance to collaborate on the Upstarts Fund, an on-chain crypto fund for corporate digital asset deployment.
CIMG’s filings also address capital structure and listing matters. One 8-K details a 1-for-20 reverse stock split of common stock, including its effectiveness date and impact on issued and outstanding shares. Another 8-K describes stockholder approval to increase authorized common shares from 200,000,000 to 600,000,000, as well as the adoption of the C Inc. 2026 Equity Incentive Plan and ratification of the independent registered public accounting firm. A separate 8-K presents a pro forma balance sheet and explains how equity issuances and warrant exercises support the company’s belief that it has achieved compliance with Nasdaq Listing Rule 5550(b)(1) on shareholders’ equity.
Through this page, users can access CIMG’s 8-Ks, proxy materials and related exhibits, while AI-generated highlights call out important elements such as Bitcoin reserve transactions, computing power contracts, equity tokenization announcements and share-structure changes. This helps investors and researchers navigate complex regulatory language and focus on the disclosures most relevant to understanding IMG’s business model and capital markets profile.
CIMG Inc. obtained written consent from holders of about 67.4% of its voting stock to approve three major actions without holding a shareholder meeting. First, the board is authorized to implement a reverse stock split at any ratio between 1-for-2 and 1-for-50 within 12 months of December 24, 2025, which would reduce the number of shares outstanding and raise the trading price per share, though it may also reduce liquidity and increase odd-lot holdings. Second, the company will amend its Articles of Incorporation to increase authorized common shares from 600,000,000 to 2,000,000,000, giving the board flexibility to issue additional stock for financings and other transactions. Third, for purposes of Nasdaq Listing Rule 5635(d), stockholders approved issuing units of one share of common stock and one warrant for up to $850,000,000 in gross proceeds at a price below the Nasdaq Minimum Price, a private transaction that could result in issuing 20% or more of the company’s outstanding common stock or voting power after closing and significantly dilute existing holders.
CIMG Inc. reported that its subsidiaries entered into initial computing power-related commercial contracts during the fourth quarter of 2025. These multiple sales contracts and framework agreements have an aggregate contract value of approximately $124 million. The agreements cover computing power services and are described as initial contracts in this area for the company.
The contracts are subject to customary conditions, including customers’ order quantities, inspections, and acceptance, so actual revenue will depend on how these conditions are satisfied over time.
CIMG Inc. reported two major transactions and several new contracts. Through its Singapore subsidiary, the company agreed to buy and has completed the purchase of 230 Bitcoin under a Bitcoin Purchase Agreement with Lordan Group Ltd. The aggregate purchase price was approximately USD 24.61 million, funded with internal capital, bringing CIMG’s total Bitcoin holdings to 730 BTC.
Separately, its subsidiary Zhongyan Shangyue signed a China Merchants Bank IT Equipment Procurement Framework Contract with a total agreement value of about RMB 752.2 million (approximately USD 106.5 million), covering CPU and GPU servers plus installation, a 60‑month warranty and maintenance. The company also highlighted two additional computing power product sales contracts via subsidiaries with an aggregate value of approximately USD 1.78 million.
CIMG Inc. approved a 1-for-20 reverse stock split of its common stock, effective at 12:01 a.m. on December 5, 2025. Each 20 existing shares are combined into 1 new share.
After the split, issued and outstanding common shares are reduced from 309,667,840 to approximately 15,483,392 shares, with fractional share amounts rounded up to the next whole share for each holder. The change was implemented through a Certificate of Change filed in Nevada.
The company also reported that it received the “Most Investable Company Award” at the 10th Zhitong Finance Capital Market Annual Conference and Listed Company Awards Ceremony in Shenzhen, China.
CIMG Inc. filed a Form S-8 to register 7,279,400 shares of common stock under its 2025 Equity Incentive Plan and 38,000,000 shares under its 2026 Equity Incentive Plan. The filing also includes a reoffer prospectus covering the potential resale, from time to time, of up to 7,279,400 shares by executive officers, directors and other participants who received awards under the 2025 plan; the company will not receive any proceeds from these insider resales, though it will bear registration expenses.
CIMG, formerly NuZee, is listed on Nasdaq as “IMG” and is shifting from a pure specialty coffee focus toward broader consumer food and beverage products in Asia, supported by an online platform with natural-language search. Its first health-oriented Maca Series products target functional coffee and beverages distributed through wholesale and online channels. The company highlights numerous risks, including the need for additional capital beyond an expected three-month funding runway and an auditor emphasis on going concern uncertainty.
CIMG Inc. (IMG) filed an amended quarterly report for the quarter ended March 31, 2025 to add the missing MD&A, market risk, and controls and procedures sections, without changing previously reported financial statements. The company is transitioning from specialty coffee into broader functional beverages in Asia, including its new Maca Series, but revenue has fallen sharply, with six‑month revenue of $22,853 versus $1,289,338 a year earlier.
CIMG reported a net loss of $1,921,805 for the six months ended March 31, 2025, narrower than the prior year’s $3,802,542 loss, helped by $403,635 of other income largely from payables settlement. The balance sheet is strained: cash was only $2,404, inventories jumped to $12,751,596, and management states these factors raise doubt about the ability to continue as a going concern, noting an immediate need to raise capital.
To fund operations, the company issued $10,000,000 of 7% convertible notes in December 2024 that were fully converted into 19,457,618 common shares in March 2025, and it completed a $2,000,000 private placement and a subsequent $1,068,480 private placement for 6,000,000 shares. Warrants outstanding rose to 25,799,900. CIMG also acquired 51% of Beijing Xilin at a loss on acquisition and later closed on 51% of Shanghai Huomao. The company received a Nasdaq delisting determination after failing to timely file its Form 10‑K for the year ended September 30, 2024 and plans to appeal and regain compliance. As of September 17, 2025, there were 188,180,751 common shares outstanding.
CIMG Inc. filed an amended quarterly report for the quarter ended December 31, 2024 to add previously omitted MD&A, market risk, and controls and procedures disclosures, without changing its financial statements. The company is shifting from specialty coffee into Asia-focused functional food and beverage products, led by a new maca-based product line that replaced its legacy single-serve coffee business.
Quarterly revenue fell sharply to $22,853 from $965,932 a year earlier as coffee sales ceased, while net loss narrowed to $1,536,249 from $2,148,611 due to lower operating expenses. Gross margin improved to 67.73% on the new products, but cash was only $124,715 and inventories were $4,608,307, leaving the business reliant on external financing.
Subsequent private placements raised $10,000,000 in convertible notes (19,457,618 shares issued on conversion) and $1,068,480 for 6,000,000 shares, meaning significant equity issuance. CIMG faces Nasdaq notices for minimum bid price and late SEC filings and has received a delisting determination after missing its Form 10-K deadline, which it plans to appeal. The company also reports ongoing litigation with an investor and former directors after settling a prior employment case.
CIMG Inc. (IMG) filed an 8‑K stating it believes it now meets Nasdaq’s shareholders’ equity requirement. The company reports shareholders’ equity of approximately $49.52 million, supported by a pro forma balance sheet, and awaits Nasdaq’s confirmation.
To rebuild equity, CIMG completed several transactions: a private sale of 220,000,000 common shares to non‑U.S. investors for $55 million at $0.25 per share, and full conversions of $4,000,000 of 7% notes at $0.24 per share, issuing a total of 16,666,666 shares. After September 30, the company issued the remaining shares under the purchase agreement, completed the remaining note conversions, and reported full warrant exercises resulting in 25,641,023 new shares and about $10 million in gross proceeds.
CIMG states these actions achieved compliance with Nasdaq Listing Rule 5550(b)(1) concerning equity and that subsequent events further strengthen its capital position.
CIMG Inc. (IMG) filed Amendment No. 1 to its Quarterly Report for the quarter ended June 30, 2025, adding Management’s Discussion and Analysis and Items 3 and 4; no other disclosures or financial statements were modified. New CEO/CFO certifications are included.
For Q3 2025, revenue was $61,578 (vs. $366,888 a year ago) and net loss was $1,068,242. For the nine months, revenue totaled $84,431 (vs. $1,641,955) with a net loss of $2,990,047. The company reported cash of $35,958 and working capital of $10,571,104 as of June 30, 2025, and stated it will need to raise additional capital immediately to fund operations, preparing the statements on a going concern basis.
Balance sheet highlights include inventories of $11,882,544, shareholders’ equity of $10,637,317, and 36,397,418 shares outstanding as of June 30, 2025. Financing activities in the period included $10,000,000 from an ATM program and a June 2, 2025 private placement of 6,000,000 shares for $1,068,480. Warrants totaling 25,798,750 were outstanding at quarter end.
Subsequent items note a default judgment of $58,920.34 in an ex-directors fee dispute with potential amendment pending, and a previously disclosed employment matter settled for $125,000 and dismissed. A preliminary injunction motion in separate litigation was denied on February 13, 2025.
CIMG Inc. furnished a Regulation FD update stating it authorized an individual shareholder’s equity tokenization with FlowStocks. The update was provided via a press release attached as Exhibit 99.1.
The information is furnished under Item 7.01 and is not deemed filed under the Exchange Act, nor incorporated by reference, unless expressly stated otherwise. The filing lists the press release and the cover page interactive data file as exhibits.
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