Item 1.01 Entry into a Material Definitive Agreement.
On
Pursuant to the Agreement, Lancium will provide 200 megawatts ("MW") of power
for use by the Company's mining equipment. For a period of two and a half years
following the operations commencement date under the Agreement, the Company will
have an option to increase its power draw by any amount that would cause its
total power draw not to exceed the lesser of 500 MW or 40% of the aggregate
capacity of all facilities owned and operated by Lancium. As consideration for
the Services, the Company shall pay Lancium power charge fees based on kilowatt
hours consumed by the Company's equipment and hosting fees based on power
consumed, subject to service level adjustments and credits. The Agreement
further provides that through
The Agreement has an initial term of five years from the operations commencement date (unless terminated earlier in accordance with the terms of the Agreement), after which it will renew automatically for two-year periods unless either party provides notice of non-renewal at least ninety days prior to the expiration of the term or renewal term, as applicable.
The foregoing description of the Agreement does not purport to be complete, and is qualified in its entirety by reference to the complete text of such Agreement, a copy of which will be filed as an exhibit to the Company's next periodic report.
Item 7.01 Regulation FD Disclosure.
On
The information in this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Forward Looking Statements This Current Report, including Exhibit 99.1 attached hereto, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Exchange Act. All statements other than statements of historical facts contained in the Current Report may be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as "may," "will," "should," "expects," "plans," "anticipates," "could," "intends," "targets," "projects," "contemplates," "believes," "estimates," "forecasts," "predicts," "potential" or "continue" or the negative of these terms or other similar expressions. Forward-looking statements contained in the Current Report, include but are not limited to statements regarding our future results of operations and financial position, the timing of the availability of the MW provided under the Agreement, the Company's expected hashrate, availability of mining equipment, industry and business expectations, sustainability, business strategy, plans, market growth and our objectives for future operations.
The forward-looking statements in the Current Report are only predictions. We
have based these forward-looking statements largely on our current expectations
and projections about future events and financial trends that we believe may
affect our business, financial condition and results of operations.
Forward-looking statements involve known and unknown risks, uncertainties and
other important factors that may cause our actual results, performance or
achievements to be materially different from any future results, performance or
achievements expressed or implied by the forward-looking statements, including,
but not limited to: risks described in the Company's earnings releases and in
its filings with the
These forward-looking statements speak only as of the date of this Current Report. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained in this Current Report, whether as a result of any new information, future events or otherwise.
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Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release, dated as ofMarch 31, 2022 * 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
*Furnished herewith
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