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The MicroCap Herald
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Analysis

Bit Origin's 1-for-5 Reverse Split Took Effect Friday Morning, Its Second Consolidation in Seven Months. The January split cut the Class A count to about 1.5 million shares; by Wednesday it was back to 3,999,568.

Bit Origin Ltd (Nasdaq: BTOG) consolidated its ordinary shares 1-for-5 at Friday's open, seven months after a 1-for-60 split it said was aimed at the same Nasdaq bid-price rule. Applied in sequence the two ratios come to a cumulative 1-for-300. The company's own releases show the Class A count more than doubling in between, and neither release explains why.
Bit Origin's 1-for-5 Reverse Split Took Effect Friday Morning, Its Second Consolidation in Seven Months. The January split cut the Class A count to about 1.5 million shares; by Wednesday it was back to 3,999,568.

Bit Origin Ltd's 1-for-5 reverse split of its ordinary shares took effect at the opening of trading on Friday, August 21, 2026, according to the announcement the company issued on August 19. It is the second reverse split the Cayman-domiciled company has carried out this year, and the company's own filings and releases make it possible to measure exactly what the first one accomplished.

The mechanics, as disclosed: every five ordinary shares, Class A and Class B alike, became one. The Class A count goes from 3,999,568 shares to approximately 799,914. Class B ordinary shares go from 105,211 to approximately 21,043. The Class A shares trade under a new CUSIP, G21621209, and the post-split par value is US$0.0003 per share. On fractional entitlements the release is explicit: "Shareholders who would otherwise be entitled to receive fractional shares will receive one full share." Outstanding derivatives are covered by a single sentence: "All outstanding options, warrants and other securities entitling holders to purchase or receive ordinary shares will be adjusted in accordance with their respective terms."

The company gave one reason. Chairman and chief executive Jinghai Jiang is quoted in the release saying the action “is intended to support our efforts to maintain compliance with Nasdaq’s minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2).” That is, word for word, the sentence attributed to him in January’s split announcement. The release does not rest on the word maintain, however. Its cautionary section reads: “While the Reverse Stock Split is intended to assist the Company in regaining compliance with Nasdaq Listing Rule 5550(a)(2), the Company cannot assure that it will be able to regain or maintain compliance with Nasdaq’s continued listing standards.” Maintain and regaining sit side by side in the same document, so the wording does not settle which side of the threshold the company is on. What the release does not do is describe any new bid-price deficiency notice, and the desk could not locate disclosure of one to Bit Origin in 2026.

January's announcement was framed the same way. On January 15, 2026, Bit Origin announced a 1-for-60 reverse split effective at the opening of trading on January 20. That action took the Class A count from 88.6 million shares to roughly 1.5 million, and Class B from 768,000 to 12,800, with the stated purpose of supporting compliance with the same Rule 5550(a)(2). The Class A CUSIP at that point became G21621134.

Applied in sequence, a 1-for-60 followed by a 1-for-5 is a cumulative 1-for-300. That is the desk’s arithmetic on the two ratios the company disclosed, not a figure Bit Origin publishes. The par values the company reported at each step track the same chain. In an August 4, 2025 release it said it had reduced par value from US$0.30 to US$0.000001 per share, a step the chief executive said “provides us with increased flexibility in executing future corporate actions, including potential capital raises and strategic transactions.” January’s announcement put post-split par value at US$0.00006, which is US$0.000001 multiplied by 60. This week’s release puts it at US$0.0003, which is US$0.00006 multiplied by five, and US$0.000001 multiplied by 300. That reconciliation is again the desk’s arithmetic, on the company’s own disclosed par values.

What did not track is the share count. Had Bit Origin issued nothing between the two actions, its 88.6 million pre-January Class A shares would have emerged from a cumulative 1-for-300 at roughly 295,000 — the desk’s calculation on the company’s figures. The company instead reports approximately 799,914 Class A shares after Friday’s consolidation. Put the other way, the roughly 1.5 million Class A shares the company said were left standing on January 20 stood at 3,999,568 in the August 19 announcement, about two and two-thirds times the January figure over seven months. That multiple is the desk’s calculation from the two counts the company published, and it is approximate because January’s count was itself disclosed as approximate. Both endpoints are on the same post-January basis, so the comparison does not mix pre- and post-split bases.

The Class B line moved faster still. The 12,800 Class B shares the company said survived the January consolidation stood at 105,211 in this week’s release, more than eight times the January figure on the desk’s arithmetic. Bit Origin’s August 19 announcement does not explain the increase in either class.

One disclosed transaction falls inside the window. On July 1, 2026 the company announced it had acquired sixteen NVIDIA Blackwell B300 AI servers on June 28 for US$1.0 million in cash and US$10.0 million in equity, with the servers expected to be delivered during the third quarter of 2026 for deployment at a data centre facility in Malaysia. The release does not say how many shares the equity portion represented; trade coverage of the transaction described that portion as taking the form of pre-funded warrants, which the company’s own release does not state and which would not necessarily add to outstanding shares until exercised. On that record the desk cannot attribute any part of the share-count increase to this deal. In the same release the company said it believed “its stockholders’ equity is at least US$2.5 million as of the date of its interim report filing, which the Company believes satisfies the stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1).”

Bit Origin's prior run at the bid-price rule is documented. It received an initial notification on February 21, 2025 and disclosed on August 29, 2025 that Nasdaq had granted a second 180-day compliance period running to February 16, 2026, telling the exchange in writing of “its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary.” That release also carried the stated consequence: “If the Company does not regain compliance by February 16, 2026, Nasdaq will provide written notification that the Company's securities are subject to delisting.” The January split landed inside that window. On February 11, 2026 the company announced a February 9 letter confirming its Class A shares had closed at or above US$1.00 for fourteen consecutive business days from January 20 to February 6, that it had regained compliance with Rule 5550(a)(2), and that “this matter is now closed.” Six months after that matter closed, the company is consolidating again. A July 31, 2026 release separately proposed renaming the company SANGRIX INC, subject to an August 11 shareholder vote, with no ticker change proposed; this week's split announcement still identifies the issuer as NASDAQ: BTOG, and the desk could not confirm the vote's outcome.

The risks here are stated by the company itself. The August 19 release cautions that Bit Origin “cannot assure that it will be able to regain or maintain compliance with Nasdaq’s continued listing standards,” and its August 29, 2025 disclosure spelled out the consequence of failing the bid-price rule: written notification that its securities are subject to delisting. A reverse split changes the number of shares and the quoted price; it does not change market value, cash, or the ability to fund operations. The company’s own counts show the January consolidation was followed by issuance that gave back much of what that split removed, and the August 19 release discloses that outstanding options, warrants and other securities entitling holders to purchase or receive ordinary shares are adjusted rather than extinguished — an overhang that remains after Friday. The underlying economics of the business are unchanged by the consolidation, against a listing standard that has now been met with two share consolidations in seven months.

Friday, August 21 has not closed as this piece is filed, and no price for the first split-adjusted session appears above. Checkable from here: whether the shares hold a bid above the rule’s threshold without a third consolidation, whether the company discloses how many shares the June equity consideration produced, and whether the SANGRIX name change was approved at the August 11 meeting. Nothing above is investment advice.

This article is for general information only and is not investment advice. Figures are as reported by the cited sources at time of writing.

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