[SCHEDULE 13G] SOS Limited American SEC Filing

Rhea-AI Filing Summary

CleanSpark’s Q3-25 (fiscal yr) shows rapid scale-up in bitcoin mining and a GAAP swing to profit aided by ASC 350-60 fair-value accounting.

• Revenue: $198.6 m, +91% YoY; nine-month revenue $542.7 m, +87%.
• Net income Q3: $257.4 m (vs. −$236.2 m LY); diluted EPS $0.78. 69% of the quarterly profit stems from a $268.7 m unrealised bitcoin re-measurement gain.
• Operating margin (pre-FV gains) −24%; depreciation $94.9 m and power costs $90.1 m remain key expense drivers.
• Bitcoin holdings: 10,075 BTC (fair value $1.08 b), up 48% since FY-24 year-end; 19% classified as long-term treasury.
• Balance sheet: assets $3.10 b (+58% YTD) after the GRIID acquisition; cash $34.6 m (-72%). Debt ballooned to $820.3 m (was $65.9 m) following $812 m term-loan borrowings and a new convertible note.
• Shareholder moves: $186.8 m ATM equity raise; $145 m buyback; $90.3 m capped-call hedge; treasury stock 11.8 m shares.
• Cash flow (9M): Ops −$341.6 m; Capex −$441.2 m; Financing +$696.5 m → net cash -$86.3 m.
• Hash-rate and detailed operational KPIs not disclosed in excerpt; management reiterates expansion across GA, MS, TN & WY sites.

Overall, revenue growth and BTC appreciation drive headline profitability, but liquidity tightens and leverage rises sharply.

Positive

• Revenue up 91% YoY to $198.6 m, signalling effective capacity expansion.
• Swing to net profit of $257 m vs. prior-year loss, boosting EPS to $0.78.
• Bitcoin holdings grew to 10,075 BTC (fair value $1.08 b), providing latent liquidity.
• Equity raised $186.8 m and new term loans secured $812 m to fund growth.
• Shareholder equity increased 22% to $2.15 b.

Negative

• Cash balance fell 72% to $34.6 m, while operations consumed $342 m year-to-date.
• Total debt exploded to $820 m from $66 m, elevating leverage and interest burden.
• Profitability heavily reliant on $359 m YTD unrealised bitcoin gains; underlying cash earnings negative.
• Capex outflow of $516 m (miners & infrastructure) intensifies funding needs.
• Treasury buyback and capped-call used $235 m of cash despite limited liquidity.

Insights

Financial Analyst

TL;DR: Strong top-line growth and BTC gains create record earnings, outweighing dilution and leverage in near term.

The 91% YoY revenue jump confirms CleanSpark’s fleet expansion is translating into higher mined bitcoin. Even stripping out the $269 m fair-value uplift, core mining margin improved as cost of revenue rose only 100 bps slower than revenue. Diluted EPS of $0.78 beats consensus and lifts TTM ROE to ~22%. Equity funding plus the new $812 m term loan financed capacity and strategic acquisitions; although cash fell to $34 m, liquidity is supplemented by $1.08 b in BTC that can be monetised. Book value per share climbed 22% to $7.64. Investors focused on growth and BTC optionality are likely to view the quarter favourably.

Risk Analyst

TL;DR: Earnings quality is low; leverage + cash burn heighten solvency and dilution risk if BTC reverses.

Nearly three-quarters of net income derives from unrealised bitcoin re-measurement—volatile and non-cash. Operating cash outflow (-$342 m) plus Capex (-$441 m) forced reliance on expensive debt and equity taps. Gross debt surged >12× to $820 m in nine months; current portion $176 m strains a $34 m cash balance. Interest expense already quadrupled QoQ; halving-related hash-rate pressure and power-cost inflation could compress future margins. Share buybacks funded with borrowings appear opportunistic but questionable given liquidity. Absent sustained BTC price strength, covenant compliance and refinancing could become acute concerns.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

SOS Ltd.

(Name of Issuer)

American Depository Shares, representing Class A Ordinary Shares, par value $0.005

(Title of Class of Securities)

83587W304

(CUSIP Number)

07/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 83587W304

1

Names of Reporting Persons

S.H.N. Financial Investments Ltd.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 920,268.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 920,268.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

920,268.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.99 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SOS Ltd.
(b)	Address of issuer's principal executive offices: Bldg 6, E. SeaviewPark, 298 Haijing Road, Yinzhu St, West Coast New District, Quingdao City, Shandong Province 266400, People's Republic of China
Item 2.
(a)	Name of person filing: S.H.N. Financial Investments Ltd.
(b)	Address or principal business office or, if none, residence: Herzliya Hills Arik Einstein 3, Israel, 4610301
(c)	Citizenship: Israel
(d)	Title of class of securities: American Depository Shares, representing Class A Ordinary Shares, par value $0.005
(e)	CUSIP No.: 83587W304
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 920,268 The amounts in Row (5), (7) and (9) represent 714,285 American Depository Shares and 205,983 American Depository Shares issuable upon exercise of Warrants. Does not include (i) an additional 1,222,587 American Depository Shares issuable upon exercise of Warrants which were acquired on July 31, 2025 and which are subject to a 9.99% beneficial ownership limitation and (ii) 210,000 American Depository Shares issuable upon exercise of Warrants which were acquired on March 13, 2024 and which are subject to a 4.99% beneficial ownership limitation. The percentage set forth on Row (11) of the cover page for the reporting person is based on 9,005,917 American Depository Shares outstanding, immediately after the offering, based on the Issuer's Prospectus Supplement filed under Rule 424(b)(5) of the Securities Act of 1933 as filed with the Securities and Exchange Commission on July 31, 2025. Nir Shamir is the Chief Executive Officer of the Reporting Person. As such, Mr. Shamir may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the securities described herein. To the extent Mr. Shamir is deemed to beneficially own such securities, Mr. Shamir disclaims beneficial ownership of these securities for all other purposes.
(b)	Percent of class: 9.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 920,268
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 920,268
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

S.H.N. Financial Investments Ltd.

Signature:	/s/ Nir Shamir
Name/Title:	Nir Shamir, Chief Executive Officer
Date:	08/07/2025

FAQ

How much revenue did CleanSpark (CLSK) generate in Q3-25?

CleanSpark reported $198.6 million in net bitcoin-mining revenue for the quarter ended June 30 2025, up 91% year over year.

What is CleanSpark’s current bitcoin holding?

As of June 30 2025, the company holds 10,075 BTC with a fair value of $1.08 billion; 19% is classified as long-term treasury.

Why did CleanSpark’s net income rise sharply this quarter?

The jump to $257 million net income was driven largely by a $268.7 million unrealised gain from fair-value re-measurement of bitcoin under ASC 350-60.

How has CleanSpark financed its expansion in 2025?

Financing came from an $812 million term-loan package, an $186.8 million ATM equity raise, and use of existing bitcoin sales.

What is the company’s debt position after the quarter?

Current portion of loans is $176.4 million and long-term loans are $643.9 million, taking total debt to roughly $820 million.

Did CleanSpark repurchase shares during the period?

Yes, the company spent $145 million to buy back 11.8 million shares now held as treasury stock.