Signing Day Sports Advances Business Combination with One Blockchain LLC; Confidential Draft Registration Statement on Form S-4 Submitted to the SEC, Including Preliminary Prospectus and Proxy Stateme

  • Signing Day Sports (SGN, Financial) submits a draft Form S-4 registration to the SEC for its merger with One Blockchain LLC.
  • One Blockchain's South Carolina facility generated $26.8 million in revenue and $5.7 million in net income in 2024.
  • The merger requires SEC and shareholder approvals, along with NYSE American listing approval for the new entity's shares.

Signing Day Sports, Inc. (SGN), a platform dedicated to improving the recruiting process for high school athletes, has reached a pivotal point in its planned business combination with One Blockchain LLC. The company has confidentially submitted a draft Form S-4 registration statement to the Securities and Exchange Commission (SEC). This submission includes a preliminary prospectus and a proxy statement essential for obtaining shareholder approval.

One Blockchain LLC, specializing in Bitcoin mining and high-performance computing infrastructure, operates a 40 MW data center in South Carolina. In 2024, this facility significantly contributed to the company's financial performance, generating $26.8 million in revenue and $5.7 million in net income. These results reflect a robust 21% profit margin, highlighting operational efficiency amid the volatile cryptocurrency market.

This proposed merger, first announced on May 28, 2025, is set to transform Signing Day Sports from its sports recruitment focus to a cryptocurrency mining operation. Scheduled as a reverse merger, it allows One Blockchain access to public markets via Signing Day Sports' NYSE American listing under a newly formed entity, BlockchAIn Digital Infrastructure, Inc.

Before the merger can proceed, several approvals are necessary. These include obtaining SEC clearance on the Form S-4 registration, gaining affirmations from Signing Day Sports' stockholders, and securing authorization from NYSE American for listing the new company's shares. The legal review process is expected to be exhaustive given the regulatory complexities within the cryptocurrency industry.

Disclosures

I/We may personally own shares in some of the companies mentioned above. However, those positions are not material to either the company or to my/our portfolios.