Revenue recognition (ASC 606)

The Company respectfully acknowledges the Staff’s comment and confirms that the security transactions meet the criteria described in FASB ASC 946-320-25-2.

The Company acknowledges the Staff’s comment and respectfully advises the Staff that revenue expected to be generated from the Air Transportation Services Agreement (the “ATSA”) with a subsidiary (the “Customer”) of Amazon.com, Inc. (“Amazon”), which was executed in October 2022, is not expected to be material to the operations of the Company until at least the fiscal year ending December 31, 2024. Consequently, the Company did not include specific accounting policy disclosure related to recognition into revenue of the Warrant (as defined below) in the Annual Report on Form 10-K for the year ended December 31, 2022. The Company will continue to monitor the ATSA and the services provided to the Customer thereunder and will include future accounting policy disclosures as the Company commences the air cargo transportation services contemplated in the ATSA and such services, including…

In response to this comment, the Company advises the Staff that the paid member can refer other individuals to sign up as a free member to purchase the products in our marketplace, in which the paid member can then receive the commission from any purchase made by the free member. Free members do not have any benefits aside from the ability to purchase from our marketplace, however, the founder members can refer other individuals to buy membership or products in order to get the commission. Using this free membership model, it allows the founder members to refer individuals interested in our products, and the founder members can earn a commission simultaneously. Please note, the free members do not have any benefits, and we did not record anything regarding these free memberships in our financial statements. General

The Company respectfully acknowledges the Staff’s comment and responds that error involving the delivery of equipment and change in the ratio of the total cost incurred to date to the total estimated costs at completion of the performance obligation (the “ Ratio ”) are correlated and should be considered as one error. In accordance with the Company’s accounting policy on revenue recognition - sewage treatment system, the Company uses the cost-to-cost measure of progress method to determine the Ratio at the completion of the performance obligation and there is only one performance obligation which includes the sales and installation of the sewage treatment system and equipment. Because of the delivery of equipment and materials recording errors, the Ratio was updated to recognize the Company’s sewage treatment system revenue and cost of revenue based on the revised ratio as a result of…

The Company acknowledges the Staff’s comment and, commencing with the Form 10-Q for the fiscal quarter ended January 28, 2023, and in all future periodic reports on Form 10-Q and Form 10-K, our financial statements will include the following updated IP license revenue policy disclosure (marked against the disclosure included in the Form 10-K). *** IP License Revenue - The Company’s IP license revenue consists of a perpetual license s , support and maintenance, and royalties. The Company enters into perpetual semiconductor IP license agreements that have a fixed fee, whereby licensees pay a fixed fee for the right to incorporate the Company’s IP technologies into the licensee’s products. The Company’s license arrangements IP license agreements do not typically grant the customer the right to terminate for convenience. and Where such rights exist, termination is prospective, with no…

We have one security agreement in which we pledge Bitcoin as collateral in relation to an installment loan. The counterparty does not have the right to pledge, rehypothecate, transfer or use the digital currency pledged as collateral unless we default on the loan. As such, we did not reclassify the BTC according to ASC 860-30-40 and present the BTC as encumbered. This collateralized loan was part of a unique agreement that is not considered or expected to be an ongoing policy or practice of the Company, it was not considered a sale of assets in accordance with ASC 860-10-40-5, nor was it considered material as the fair value of the Bitcoin at period end was less than one half of one percent of our noncurrent assets. Due to the considerations above, primarily materiality, while performing our disclosure analysis pursuant to ASC 210-20-55-12 and preparing the financial statements we did…

In future filings we will clarify that our customer, as defined in ASC 606-10-20, is with the mining pool operator with whom we agreed to the terms of service and user service agreement. We supply computing power, in exchange for consideration, to the pool operator who in turn provides transaction verification services to third parties via a mining pool that includes other participants. Comment No.

As stated in the terms of our service contract with the pool operator, we are able to continuously determine if we will provide hash rate or not provide hash rate without penalty (response to second bullet of question 10). The moment to moment decision to provide hash rate to the pool operator is considered to be contract inception and the performance obligation is satisfied when the hash rate processing power is provided. Per ASC 606-10-32-5, we estimate the most likely amount (in accordance with ASC 606-10-32-8b) to which the entity will be entitled through the use of a third-party software tool that precisely tracks the computing power we provide to the mining pool operator and estimates the revenue generated from total hash expected to be contributed, and on current market conditions (block payout metrics) during a successful block attempt (how much our reward may be impacted by the…

In response to the Staff’s comment, the disclosures required by ASC 606-10-50-6 will be included in future filings. In response to the Staff’s comment with regard to the disclosures required by ASC 606-10-50-8, the Company discloses total contract liabilities at each balance sheet date, however, the revenue recognized in the reporting period that was previously included in the contract liability balance has not been disclosed as it is not material. In future filings, we propose the following disclosure: Revenue recognized for the years ended June 30, 20XX and 20XX from amounts included in contract liabilities at the beginning of the period was not significant and substantially all of our contract liabilities are recognized within a twelve-month period. In connection with our responses to the Staff’s comments, we hereby acknowledge that: • the Company is responsible for the adequacy and…

The Company acknowledges the Staff’s comments and respectfully submits that the Company’s revenue breakdown was as follows: The Company’s energy costs by provider were as follows: DOCPROPERTY "CUS_DocIDChunk0" 156137991v3 The Company purchases power from several cities who are part of an energy co-op referred to as the Municipal Electric Authority of Georgia (“MEAG”). The Company has power purchase agreements with each of these cities that in turn purchase power collectively from MEAG. The terms of the agreements are relatively similar, with total costs either being fixed or variable calculated as hourly wholesale power cost (as provided by MEAG) plus a margin and fees. For the periods presented, one MEAG contract was billed at a fixed rate of $0.0285 per kilowatt hour plus taxes and fees and the other was priced at wholesale rates plus a margin of $0.00741 per kilowatt hour consumed…

The Company acknowledges the Staff’s comment and respectfully submits that the Company has analyzed the revenue requirements under ASC 606 as follows: Step 1 of ASC 606 The Company noted the following requirements pursuant to ASC 606-10-25-1: “An entity shall account for a contract with a customer that is within the scope of this Topic only when all of the following criteria are met: a) The parties to the contract have approved the contract (in writing, orally, or in accordance with other customary business practices) and are committed to perform their respective obligations. b) The entity can identify each party’s rights regarding the goods or services to be transferred. c) The entity can identify the payment terms for the goods or services to be transferred. d) The contract has commercial substance (that is, the risk, timing, or amount of the entity’s future cash flows is expected to…

The Company acknowledges the Staff’s comment and respectfully submits that the Company’s transaction fee revenue does not require any amounts other than bitcoin, and therefore, there is no additional considerations under ASC 606-10-50-4 for disclosure. Bitcoin rewards are typically deposited the next day after earning such rewards and such bitcoin received are rounded to four decimal places (ten-thousandths).

In response to the Staff’s comment, the Company notes that it designs, develops and supplies power semiconductor products that are being used in computing, consumer electronics, communication and industrial end markets. The Company provides revenue information by these end market applications in its earnings calls so it can provide investors with a general idea of where the Company’s products are being used. However, the Company does not organize its internal operations based on these end market applications. The Company considered the guidance in ASC 606-10-50-5, 50-6 and 55-89 through 55-91. In doing so, the Company observed the following: • The Company sells a majority of its products through distributors and often does not sell directly to the manufacturers for the end market applications (i.e., in most instances, the end market user is not the Company’s customer). • The revenue by…

The Company respectfully advises the Staff that, as noted in the Company’s response to comment #32, Ripple provides prefunding liquidity to Tranglo’s customers and Tranglo does not earn any revenue from Ripple through these ODL transactions. Set out below is the accounting treatment for the receipt and subsequent liquidation of the XRP in these ODL transactions. Tranglo earns a fee in accordance with ASC 606 when it remits the funds in accordance with the customers’ instructions, which represents the fulfilment of its performance obligation. Greenberg Traurig, LLP www.gtlaw.com Securities and Exchange Commission Office of Trade and Services Division of Corporation Finance February 13, 2023 Page 11 Step 1: DR Assets - Cash and cash equivalents (USD) CR Liabilities - Prefunding from client Step 2: On a daily basis, remittance customer will initiate remittance order to Tranglo: DR…

The Company respectfully advises the Staff that the Company considered the requirements of ASC 606-10-55-89 through 55-91 which provide examples of disaggregation categories but does not prescribe any specific categories. Rather, the guidance states that “…this disclosure depends on the facts and circumstances….” Management currently provides multiple disaggregated revenue disclosures using the following categories: • Geographic region; • Operating segment; and • Revenue recognition method. ASC 606-10-55-89 discusses how revenue should be disaggregated “…into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.” The Company considers the effects that both general macro-economic factors (e.g., inflation, interest rates, wages, tax policy, consumer confidence, etc.) and Company-specific economic factors (e.g.,…

The Company has revised the disclosure in the Amendment to address the Staff’s comment. Please see Note 5 to the DLQ, Inc. Carve out Consolidated Financial Statement as of December 31, 2021 and 2020. United States Securities and Exchange Commission February 7, 2023 Page 17 Note 8. Income Tax, page F-60 59. Please provide disclosure indicating that DLQ, Inc. is part of a consolidated tax group with Logic, Inc. or explain why this is not applicable. Refer to ASC 740-10-50-17. Also, please clarify whether the tax provision reflected in the carve-out financial statements of DLQ Inc. has been prepared on a separate return basis. Refer to the guidance in SAB Topic 1:B:1, Question

In response to the Staff’s comment, the Company advises the Staff that the amount of marketing revenue recognized reflects the consideration that the Company expects to receive in exchange for the marketing services provided. To achieve this principle, the Company applies the following five-step approach under the guidelines of ASC 606: 1. Identify the contract with the customer; 2. Identify the performance obligations in the contract; 3. Determine the transaction price; 4. Allocate the transaction price to performance obligations in the contract, and 5. Recognize revenue when or as the Company satisfies a performance obligation. All of the Company’s marketing services provided to its clients are governed by written contracts. The Company bills its clients based upon service fee arrangements. Revenues under service fee arrangements are recognized when the service is performed. The…

The Company respectfully acknowledges the Staff’s comment and advises the Staff that the subject language has been removed from the Proxy Statement.

The Company acknowledges the Staff’s comment and respectfully advises the Staff of the following: • The Company would like to advise the Staff that the revenue generated from customers selling crypto assets to Bitcoin Depot was immaterial during the financial statement periods presented. Bitcoin Depot generated the following amounts of revenue in USD: For the year ended December 31, 2021 For the year ended December 31, 2020 For the Nine Months ended September 30, 2022 For the Nine Months ended September 30, 2021 $338,920 $332,680 $66,560 $244,180 • Bitcoin Depot’s kiosks at which users are able to sell crypto assets are located in the United States only and as a result such kiosks only dispense USD in connection with any sales transactions. Per Bitcoin Depot’s policy, any given user sale of crypto assets at a kiosk is limited to the equivalent of USD $15,000 worth of crypto subject to…

In response to the Staff’s comment, the disclosures have been revised accordingly. • Disclose the nature of the performance obligation(s) you have determined from your contracts with customers pursuant to ASC 606-10-25-14 and 606-10-25-19. For each performance obligation, highlight whether the Company has bundled any goods or services that are not considered distinct and whether a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer have been identified. Please ensure your disclosures also address your accounting for any installed telemedicine equipment and nonrefundable payments including whether they result in any additional performance obligations being identified;

In response to the Staff’s comment, the disclosures have been revised accordingly. General

6 The Company respectfully advises the Staff that we have not identified material revenue adjustments recognized from performance obligations satisfied (or partially satisfied) in previous periods related to capitation risk adjustments, or risk claim audits, reviews or investigation. However, if the Company identifies any such material adjustments in future periods, it will provide disclosure of such material adjustments in future filings.

In response to the Staff’s comment, the Company has updated the aforesaid disclosures in note 20 on page F-33 of the Form-10 of Amendment No. 3.

It is a non-refundable upfront fee for services enablement as per invoice or agreement which creates a material right to the customer. Note 23. Taxation, page F-35