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. filings document the company's public-company reporting, capital structure and material events as a Nevada issuer with common stock. The record includes S-1 registration materials, 8-K disclosures and late-filing notices tied to operating and financial results, quarterly reporting obligations and listing-compliance matters.
Company filings also cover convertible notes and warrants, resale registration obligations, amendments to authorized common shares, shareholder action by written consent, auditor changes and governance matters. These disclosures describe how CIMG finances its digital health, sales development, computing power and digital asset activities, as well as formal changes affecting its securities and reporting status.
CIMG Inc.$15,768,796, almost entirely from China, driven by its Homology of Medicine and Food, Computing Power, and Maca product series.
Despite positive gross profit, the company posted a net loss of $19,510,872, largely due to a $17,502,596 fair value loss on its Bitcoin holdings. CIMG held 730 Bitcoin valued at $63,978,821 as a non‑current asset, while cash was only $45,356 and working capital was negative by $7,562,771, leading management to state substantial doubt about its ability to continue as a going concern.
Equity increased through large private placements and convertible note conversions, but operations still consumed $8,527,698 of cash in the quarter. Management concluded internal control over financial reporting was not effective, and the company faces a finalized judgment of about $222,062 related to former directors, alongside other ongoing litigation.
CIMG Inc. entered into an amended and restated agreement to acquire 100% of Daren Business Technology Limited through its subsidiary for zero cash consideration. Instead of paying cash, CIMG plans a large, performance-based equity award tied to the acquired business.
Subject to stockholder approval under Nasdaq rules and applicable law, CIMG may issue up to 74,487,896 common shares to two entities designated by the seller as a post-closing performance award. These shares would vest for leak-out only if audited revenue targets for the acquired company are met during periods from April 1, 2026 to September 30, 2029, with any unearned shares forfeited and cancelled. If the maximum shares are issued and none forfeited, they would represent a significant percentage of CIMG’s current common stock. The potential share issuance is expected to rely on private-offering and offshore transaction exemptions and the shares would be restricted.
CIMG Inc. reported that it received an additional delisting determination letter from Nasdaq on February 23, 2026. A Nasdaq Hearings Panel will treat the company’s failure to timely file its Form 10‑Q for the quarter ended December 31, 2025 as another basis for potentially removing its shares from The Nasdaq Capital Market during an existing monitoring period.
The company remains subject to a Mandatory Panel Monitor through November 14, 2026, meaning any new compliance failure can trigger a delisting determination. CIMG stated that the letter does not immediately affect the listing or trading of its common stock, which continues to trade under the symbol “IMG”, and that it is working diligently to complete and file the delayed Form 10‑Q as soon as practicable.
CIMG Inc. has changed its independent auditor. On February 18, 2026, the audit committee dismissed Assentsure PAC as the company’s independent registered public accounting firm and engaged ST & Partners PLT for the fiscal year ending September 30, 2026, including reviews of specified interim periods.
The company states that Assentsure’s reports for the years ended September 30, 2025 and 2024 contained no adverse opinions or disclaimers and were not qualified. It also reports no disagreements or reportable events with Assentsure over those fiscal years or the subsequent interim period, and has filed Assentsure’s confirmation letter as an exhibit.
CIMG Inc. notified the SEC that it cannot timely file its Form 10-Q for the three months ended December 31, 2025 due to its accounting staff needing additional time to prepare the period’s financial statements and expects to file the Form 10-Q "as soon as practicable."
The notice states the company added the homology of medicine and food series and the computing power series to its revenue streams and continued sales of its Maca series, and anticipates revenue increased significantly for the quarter versus the prior-year period. It also discloses that the company acquired bitcoins during the quarter, and anticipates total assets increased significantly compared to December 31, 2024. The notification is signed by Jianshuang Wang, Chief Executive Officer, on February 18, 2026.
CIMG Inc. regained compliance with Nasdaq’s Minimum Bid Price Requirement after receiving confirmation from the Nasdaq Listing Qualifications Hearings office. The company remains subject to a Hearing Panel exception related to timely periodic filings and will be monitored for one year from February 10, 2026.
If CIMG falls out of compliance with any Nasdaq listing rule during this monitoring period, staff must issue a delisting determination without an additional cure period, though the company could request a new hearing. CIMG also released fiscal year 2025 results, highlighting significant revenue growth and a continued reduction in net loss, driven by a strategic focus on AI computing infrastructure, digital health and a cryptocurrency-focused strategy that may include increasing Bitcoin holdings over time.
CIMG Inc. entered into a private placement agreement with non-U.S. investors for up to $5,000,000 of convertible promissory notes and related stock purchase warrants. The notes are split into two tranches of $1,600,000 and $3,400,000, and the initial $1,600,000 tranche closed on February 13, 2026.
The notes carry 7% annual interest and mature on August 12, 2027. They are convertible into common stock at the 10-day volume-weighted average price before conversion, with a minimum conversion price of $0.14 per share, subject to adjustment. Warrants will allow investors to buy additional common shares at an exercise price of $0.57 per share for three years from issuance.
Both note conversion and warrant exercise are conditioned on CIMG obtaining required shareholder approval under Nasdaq listing rules. The warrant coverage for each tranche is based on the principal amount of notes divided by the Nasdaq “Minimum Price” at the relevant closing.
CIMG Inc. files its annual report describing a major shift from U.S. specialty coffee into Asian health and wellness products and AI-enabled “Computing Power Product” hardware. The Homology of Medicine and Food Series generated $6,349,252, or 61.71% of revenue, while computing products contributed $3,804,691, or 36.94%, for the year ended September 30, 2025.
The company remains unprofitable, with a net loss of $4.89 million in 2025 and an accumulated deficit of about $87.23 million, and its auditor raises substantial doubt about its ability to continue as a going concern. Operations rely heavily on two customers, supplying 60% and 36% of revenue, and two key suppliers. CIMG also highlights extensive legal, cash-transfer, and regulatory risks tied to its China-based subsidiaries, plus a history of Nasdaq compliance issues and an ongoing minimum bid-price deficiency.
CIMG Inc. reported that Nasdaq is considering an additional basis to delist its common stock because the company has not timely filed its Annual Report on Form 10-K for the fiscal year ended September 30, 2025. Nasdaq’s Hearings Panel had already placed the company under a Mandatory Panel Monitor on December 4, 2025, which runs until November 14, 2026 and requires a delisting determination if the company fails to maintain compliance during this period.
The new Nasdaq letter does not immediately affect the listing or trading of CIMG’s shares on The Nasdaq Capital Market, but it highlights the risk that the securities may ultimately be delisted if the filing and related compliance issues are not resolved.
CIMG Inc. is informing stockholders that a written majority holding about 67.4% of voting power has approved three major corporate actions without a meeting. First, the Board may implement a reverse stock split at a ratio between 1‑for‑2 and 1‑for‑50 within twelve months of December 24, 2025, mainly to support a higher share price and potential exchange listing, with noted risks around liquidity and market value. Second, authorized common shares will rise from 600,000,000 to 2,000,000,000, giving the Board wide flexibility to issue additional equity. Third, the company may issue units, each with one share and one warrant, for up to $850,000,000 in proceeds at a price below the Nasdaq Minimum Price; depending on final pricing, this financing could involve issuing 20% or more of post‑transaction common stock, with an illustrative case showing roughly 1.97 billion new shares, heavily diluting existing holders.