Bitmine Immersion Technologies Terminates Management Agreement; New Service Deal

What Happened

• Bitmine Immersion Technologies, Inc. (BMNR) reported in an 8-K that its subsidiary, BMNR Subsidiary One, LLC, and Ethereum Tower LLC mutually terminated a Management Services Agreement (MSA) that was originally dated March 24, 2026. The termination was effective at the close of business on September 3, 2026, and the Mutual Termination Agreement was entered on September 4, 2026.
• The company also disclosed that its staking subsidiary (formerly Standard Validator LLC, now MAVAN Holdings LLC) has a new services agreement, effective September 4, 2026, with American Validator LLC (an affiliate of Ethereum Tower) to provide advisory services for Ethereum staking.

Key Details

• Original MSA had a 10‑year initial term and provided Ethereum Tower a revenue participation fee tied to net staking revenue.
• Parties waived contractual notice requirements (including a 180‑day notice) in the mutual termination.
• The Company reported no material early termination penalties. Accrued but unpaid amounts through Sept 3, 2026 remain payable per the MSA.
• New services fee: American Validator LLC will receive a simplified fee equal to 1.50% of staking rewards on Company‑staked Ethereum.
• The company issued a related press release on September 8, 2026 (filed as Exhibit 99.1).

Why It Matters

• This change replaces the prior long‑term management arrangement with a simpler, affiliate‑provided advisory contract at a fixed 1.50% staking‑rewards fee, which could affect the net economics of the company’s Ethereum staking operations.
• There was no material cash penalty reported for ending the original agreement, so investors should not expect a significant one‑time charge from the termination.
• Accrued obligations remain due, and the operational continuity is maintained through the affiliate agreement, which reduces risk of disruption in staking operations.