Hall of Shame

Financials

Bit Digital Inc (BTBT US)

Year: 2021


Bit Digital Inc., formerly Golden Bull Ltd, is a bitcoin mining company. The Company is focused on its bitcoin mining business located at its bitcoin mining facilities in Wuhai, Zhundong, Xilinhot and Sichuan China. It is also engaged in car rental business. It intends to rent its cars to both individual and corporate customers. Customers can confirm the time and place for vehicle delivery and rental term through short message service (SMS) messages, phone calls or face-to-face communication.

The company listed as Golden Bull Ltd (Ticker DNJR) on the NASDAQ in March 2018 and raised US$7.13M. Its business was “peer-to-peer” lending.

September 23, 2019 Friedman resigned as auditors and Wei, Wei & Co were appointed to replace them.

October 18, 2019 CEO Erxin Zeng and CFO Jing Leng were removed from their positions effective immediately. Director Xiaohui Liu, was also removed, effective immediately, since the Company had been unable to reach Liu for an extended period of time. This was after the Pudong Branch of the Shanghai Public Security Bureau said it had completed its probe against Shanghai Dianniu Internet Finance Information Service Co. Ltd., Golden Bull's variable interest entity. The Company’s Chief Financial Officer, Jing Leng, and Director, Xiaohui Liu, as well as several members of Dianniu’s management had been suspects in the case. The Public Security Bureau also has initiated online hunting for Mr. Erxin Zeng, CEO of the Company. The bureau was investigating Shanghai Dianniu for suspected illegal collection of public deposits. Independent director Hui Shen also resigned.

December 4, 2019 The Company announced that it intended to move away from the P2P Lending business and move in to Bitcoin mining and expand its Car Rental business to the US, which it already had some experience in. 

December 19, 2019 Wei, Wei & Co., LLP resigned as auditors stating it was not familiar with bitcoin mining.

September 14, 2020 The company changed its name to Bit Digital Inc.; ticker to BTBT. It stated it had also completed the disposal of the peer-to-peer lending business and changed focus onto the bitcoin mining business. It would also focus on its auto leasing business in the U.S. once the Coronavirus pandemic was curtailed.

December 15, 2020 Auditors JLKZ CPA LLP resigned. JLKZ stated that due to the COVID-19 situation which severally affected the scheduling and resources, it was unable to continue to audit the operations of the bitcoin mining business. 

January 11, 2021 J-Capital Research (J-Cap) issued a report "Bit Digital - Criminals and Fugitives". J-Cap believed that Bit Digital was a fraud and said that with key executives in jail or on the run from Justice for having bilked Chinese investors out of US$42M in a fraudulent P2P business, Bit Digital had moved on to a fake crypto currency business. J-Cap would show that the assets probably did not exist, and the business was designed to steal funds from investors. J-Cap's research raised the following points to confirm its thesis:

  • Director Liu Xiaohui was in jail. CFO, Leng Jing, also in jail, was “the subject of such criminal enforcement measures.” The VIE bank accounts were frozen by a Shanghai court and remained frozen to date.
  • BTBT tried to distance itself by selling the P2P China operations, for US$10 plus “other good and valuable consideration.” Actually, even after divesting, BTBT may have liability for the US$42M lost through fraud.
  • BTBT was onto its third scheme since IPO for stealing money from investors. There was P2P lending, car rental, and now “bitcoin mining.” The company reported at end Q3 2020 that it was operating 22,869 bitcoin miners in China. That is simply not possible. With no subsidiary in China, that would be illegal and the machines subject to confiscation.
  • BTBT had not bought new miners - two of the companies, it says sold them the machines, were surprised to hear they did business with BTBT, and the third refused to confirm that BTBT is a customer. J-Cap suspected the company had simply stolen the US$18.8M it claimed to have spent on miners in the first nine months of 2020.
  • BTBT acquired a Hong Kong company called XMAX and employed one of its founders, Yu Hong, without disclosing Yu’s relationship. J-Cap found seven lawsuits against Yu Hong in China by disgruntled investors in his various other companies. XMAX was reported to have halted its mining operations May 2020 and had its miners confiscated in China.
  • Before the P2P business, BTBT claimed it was in car rentals. But all it did was book deposits of cash for cars, then write them off, magically making cash disappear.
  • The company has had three strip-mall auditors resign in three years. One of them, Wei & Wei, stayed for just nine months and did not sign any of the statements. Now this New York-based company had an auditor based in Singapore.
  • The people appointed to replace the jailed executives—a CEO with a junior high education who managed a wholesale market and a hair-growth clinic and a CFO with no accounting background - were mere proxies for the jailed owners. In fact, the company disclosed that the jailed CEO and fugitive chairman “have, and will continue to have, substantial influence over our business.”
  • Chinese legal cases against them alleged that they diverted at least ¥2.5M into personal bank accounts. This was documented in numerous cases filed in Shanghai.

J-Cap finished by pointing out that at the end of Q3 2020, the company had US$522K in unrestricted cash and had burned US$8.6M in operating cash flows in nine months. It said that unless Bit Digital raised money soon, it would be out of business. J-Cap thought that desperation was showing when in December 2020, Bit Digital issued US$1.65M debt principal to receive just US$1.28M in proceeds. Noting that the convertible debt matured April 2021, it suggested to J-Cap a death spiral.


Golden Bull: Recent Events, 31 Oct 2019
S&P Global: Golden Bull names new CEO, CFO following probe, 4 Nov 2019
J-Capital Research: Bit Digital - Criminals and Fugitives, 11 Jan 2021
Bit Digital: Q3 Report - QE Sep 2020
Golden Bull: Annual Report - YE Dec. 2019
Golden Bull: Annual Report - YE Dec. 2018
Golden Bull: Annual Report - YE Dec. 2017
Golden Bull: Prospectus 18 Mar 2018
SEC: Bit Digital Filings
Newswire: Bit Digital News


 

Auditors

Company From To
Friedman 2017' 23-Sep-19
Wei, Wei 23-Sep-19 19-Dec-19
JLKZ 3-Jan-20 15-Dec-20
Alliance 16-Dec-20 -

Advisors

(IPO - Initial Public Offering, ASO - Additional Share offerings)

Type Date Role Party
IPO 20-Mar-18 Auditor(s) Friedman LLP
IPO 20-Mar-18 Lead Manager(s) Viewtrade Securities Inc
IPO 20-Mar-18 Legal Adviser to the Issuer(s) Allbright Law Office
IPO 20-Mar-18 Legal Adviser to the Issuer(s) Ellenoff Grossman Schole & Cyruli LLP
IPO 20-Mar-18 Legal Adviser to the Issuer(s) Harney Westwood & Riegels
IPO 20-Mar-18 Legal Adviser(s) to the Manager(s) Kaufman & Canoles PC
IPO 20-Mar-18 Legal Adviser(s) to the Manager(s) DeHeng Law Offices

Directors

(CAC/MAC Chairman / Member Audit Committee - NC Nomination /Governance Comm. - CC Compensation/Remuneration Committee)

Type Name Role From To
Executive Xiaohui Liu 17-Nov-15 18-Oct-21
Executive Min Hu CEO 30-Oct-19 -
Executive Erke Huang CFO 18-Oct-19 -
Executive Erxin Zeng Chairman , CEO, Founder 17-Nov-15 30-Oct-19
Executive Ping Liu Chairwoman, CCC 30-Oct-19 -
Executive Hong Yu Chief Strategy Officer, CNC 19-Apr-20 -
Independent Chaohui Deng 4-Sep-20 -
Independent Ichi Shih 4-Sep-20 -
Independent Yan Xiong CAC 19-Apr-20 -
Independent Hui Shen CAC, MCC, MNC 17-Nov-15 18-Oct-19
Independent Yanjun Cui MAC, CCC, MNC 17-Nov-15 4-Sep-20
Independent Wei Liang MAC, MCC, CNC 17-Nov-15 4-Sep-20
Senior Management Xinxuan Hu CFO 17-Nov-15 25-Jun-18
Senior Management Jing Leng CFO 25-Jun-18 18-Oct-19

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