Business Description

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS T-REX Acquisition Corp. (“T-REX” or the “ Company ”) was incorporated on January 16, 2008, in the State of Nevada. From inception through June 2021, the Company sought a business combination, including a reverse merger opportunity. In July 2021, the Company pivoted its strategy to become an emerging technology enterprise, focusing on operations and investments in the cryptocurrency sector, particularly those related to distributed ledger technologies and associated intangible assets. On June 1, 2022, the Company formally changed its name from “TREX Acquisition Corp.” to “T-REX Acquisition Corp.” As of June 30, 2025, the Company is a holding company with the following subsidiaries: Raptor Mining LLC, a Florida limited liability company (“ Raptor ”); and TRXA Merger Sub, Inc., an inactive Delaware corporation (“ Merger Sub ”), Megalodon Mining and Electric, LLC, a Florida limited liability company (“ Megalodon ”), Sabretooth Mining Containers, LLC., a Florida limited liability company (“ Sabretooth ”), and Deinodon, a Florida limited liability company (“ Deinodon ”). The Company is authorized to issue up to 350,000,000 shares of common stock , with a par value $0.0001 per share and 20,000,000 blank-check preferred shares, with a par value $0.001 per share. Business Focus and Strategy T-REX’s current strategic focus includes securing and operating within the Bitcoin distributed ledger network , as well as exploring additional distributed ledger protocols and infrastructure opportunities. Bitcoin (“BTC”) is a decentralized digital currency operating on a peer-to-peer network called the blockchain , which enables secure, trustless transactions without reliance on a central authority. The Company began earning Bitcoin mining rewards on February 17, 2022, recognizing revenue based on the USD value of the rewards received. T-REX, generally does not retain Bitcoin on its balance sheet and frequently converts received BTC into U.S. dollars or uses it for payments to third parties. The consolidated entity is comprised of T-REX Acquisition Corp. and its wholly owned subsidiaries: · TRXA Merger Sub, Inc. (“Merger Sub”) was formed on March 13, 2020, in the State of Delaware to facilitate a potential acquisition of a Software-as-a-Service (SaaS) business. The subsidiary is currently inactive and has no operations or reportable assets or liabilities. · Raptor Mining LLC (“Raptor”) was formed on July 9, 202,1 in the state of Florida, Raptor’s operations include the Company’s proprietary Bitcoin mining operations and virtual asset acquisitions. Raptor conducts the Company’s primary cryptocurrency mining activities. Raptor is responsible for validating blockchain transactions in exchange for mining rewards and also engages in the acquisition of virtual assets. · Megalodon Mining and Electric LLC (“Megalodon”) was formed on July 1, 2022, in the State of Florida, to evaluate, acquire and develop data centers to fulfil its cryptocurrency hosting business model. On March 4, 2025, Megalodon acquired a data center and co-location facility in Orofino, Idaho. The co-location hosting business model offers third party crypto miners support to operate mining operations without purchasing a facility of their own. For a monthly fee, the Company offers lower cost electricity and operational support staff. · Sabretooth Mining Containers LLC (“Sabretooth”) was formed on February 7, 2025, in the state of Florida to design and fabricate modular containers equipped with electrical and racking infrastructure to support off-site cryptocurrency mining operations. · Deinodon Mining Solutions LLC (“Deinodon”) was formed on March 29, 2025, in the state of Florida provides software and technical resources for cryptocurrency operations. On March 31, 2025, Deinodon acquired the assets of Baoblock, Inc. for $210,000, paid by the issuance of 600,000 shares of T-REX’s common stock and $10,000 in cash. The seller, Baoblock, Inc., is owned by the Company’s newly appointed Chief Technology Officer, and the acquisition includes proprietary software and technical expertise. The software’s developer is the Chief Technical Officer, who has the ability to maintain and modify support operations as needed. Substantiation of its fair value for reporting purposes was deemed to have more cost than benefit and it was therefore impaired to a value of $0.…