EX-99.1 2 cifr-ex99_1.htm EX-99.1 EX-99.1

 

Exhibit 99.1

 

Cipher Mining Provides Fourth Quarter and Full Year 2023 Business Update

 

Fourth Quarter GAAP Earnings of $10.6m and Non-GAAP Earnings of $27.8m

 

Full Year 2023 Revenues of $126.8m

 

Increased Hash Rate to 7.4 EH/s in First Quarter 2024 and on track to reach 9.3 EH/s by end of Third Quarter 2024, with potential to grow to 25 EH/s by the end of 2025

 

NEW YORK—March 5, 2024—Cipher Mining Inc. (NASDAQ: CIFR) ("Cipher" or the "Company") today announced results for its fourth quarter and full year ended December 31, 2023, with an update on its operations and deployment strategy.

 

"We are delighted to announce our fourth quarter 2023 results, which reflect our first full quarter in which all four of our data centers were operating at full capacity. We delivered a quarter with strong positive net income on both a GAAP and Non-GAAP basis. And while recent FASB accounting changes have been a tailwind for all the miners’ earnings, Cipher was net positive for the quarter even without those accounting changes,” said Tyler Page, CEO of Cipher. “These record results are driven by our best-in-class unit economics.”

 

“We are particularly excited about our expansion plans for 2024 and 2025. We expect to be at 9.3 EH/s by the end of Q3 2024 via the fully funded expansions at our Bear and Chief data centers and over 16 EH/s in the first half of 2025 via the fully funded phase one build of our Black Pearl data center. We have the potential to grow to 25 EH/s by the end of 2025 with the eventual completion of Black Pearl. We have already seen the results we can achieve with our operational leverage. With the strength of our balance sheet, our expansion plans and proven track record on execution, we expect to be a clear winner through the halving and into the next cycle.”

Finance and Operations Highlights

 

Achieved record revenues and net profits on both a GAAP and Non-GAAP basis in the first quarter of operations since inception with fully deployed data centers
30 MW expansion at each of Bear and Chief JV data centers, delivering 1.25 EH/s of self-mining capacity, on track for Q2 2024 deployment
Closed the acquisition of the 300 MW Black Pearl facility and commenced construction work at the site for expected partial energization in Q2 2025

 

Business Update Call and Webcast

 

Cipher will host a conference call and webcast today at 8:00 a.m. Eastern Time to discuss the fourth quarter and full year results for 2023 and management’s outlook for operations and growth plans. The live webcast and a webcast replay of the conference call can be accessed from the investor relations section of Cipher’s

 


 

website at https://investors.ciphermining.com. To access this conference call by telephone, register here to receive dial-in numbers and a unique PIN to join the call.

 

About Cipher

 

Cipher is an emerging technology company focused on the development and operation of bitcoin mining data centers. Cipher is dedicated to expanding and strengthening the Bitcoin network's critical infrastructure. Together with its diversely talented team and strategic partnerships, Cipher aims to be a market leader in bitcoin mining growth and innovation. To learn more about Cipher, please visit https://www.ciphermining.com/.

 

Forward Looking Statements

 

This press release contains certain forward-looking statements within the meaning of the federal securities laws of the United States. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this press release that are not statements of historical fact, including statements about our beliefs and expectations regarding our future results of operations and financial position, business strategy, timing and likelihood of success, potential expansion of and additional bitcoin mining data centers, expectations regarding the operations of mining centers, and management plans and objectives, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies. These forward-looking statements generally are identified by the words “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “seeks,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “strategy,” “future,” “forecasts,” “opportunity,” “predicts,” “potential,” “would,” “will likely result,” “continue,” and similar expressions (including the negative versions of such words or expressions).

 

These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and our management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: volatility in the price of Cipher's securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, variations in performance across competitors, changes in laws and regulations affecting Cipher's business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2023, and in Cipher's subsequent filings with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements

 


 

speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

 

Contacts:

Investor Contact:

Josh Kane

Head of Investor Relations at Cipher Mining

josh.kane@ciphermining.com

 

Media Contact:

Ryan Dicovitsky / Kendal Till

Dukas Linden Public Relations

CipherMining@DLPR.com

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

CIPHER MINING INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except for share and per share amounts)

 

 

December 31, 2023

 

 

December 31, 2022

 

ASSETS

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

$

86,105

 

 

$

11,927

 

Accounts receivable

 

622

 

 

 

98

 

Receivables, related party

 

245

 

 

 

1,102

 

Prepaid expenses and other current assets

 

3,670

 

 

 

7,254

 

Bitcoin

 

32,978

 

 

 

6,283

 

Derivative asset

 

31,878

 

 

 

21,071

 

Total current assets

 

155,498

 

 

 

47,735

 

Property and equipment, net

 

243,815

 

 

 

191,188

 

Deposits on equipment

 

30,812

 

 

 

73,018

 

Intangible assets, net

 

8,109

 

 

 

596

 

Investment in equity investees

 

35,258

 

 

 

37,478

 

Derivative asset

 

61,713

 

 

 

45,631

 

Operating lease right-of-use asset

 

7,077

 

 

 

5,087

 

Security deposits

 

23,855

 

 

 

17,730

 

Total assets

$

566,137

 

 

$

418,463

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

$

4,980

 

 

$

14,286

 

Accounts payable, related party

 

1,554

 

 

 

3,083

 

Accrued expenses and other current liabilities

 

22,439

 

 

 

19,353

 

Finance lease liability, current portion

 

3,404

 

 

 

2,567

 

Operating lease liability, current portion

 

1,166

 

 

 

1,030

 

Warrant liability

 

250

 

 

 

7

 

Total current liabilities

 

33,793

 

 

 

40,326

 

Asset retirement obligation

 

18,394

 

 

 

16,682

 

Finance lease liability

 

11,128

 

 

 

12,229

 

Operating lease liability

 

6,280

 

 

 

4,494

 

Deferred tax liability

 

5,206

 

 

 

1,840

 

Total liabilities

 

74,801

 

 

 

75,571

 

Commitments and contingencies (Note 14)

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

Preferred stock, $0.001 par value; 10,000,000 shares authorized, none issued and outstanding as of December 31, 2023 and December 31, 2022

 

-

 

 

 

-

 

Common stock, $0.001 par value, 500,000,000 shares authorized, 296,276,536 and 251,095,305 shares issued as of December 31, 2023 and December 31, 2022, respectively, and 290,957,862 and 247,551,958 shares outstanding as of December 31, 2023, and December 31, 2022, respectively

 

296

 

 

 

251

 

Additional paid-in capital

 

627,822

 

 

 

453,854

 

Accumulated deficit

 

(136,777

)

 

 

(111,209

)

Treasury stock, at par, 5,318,674 and 3,543,347 shares at December 31, 2023 and December 31, 2022, respectively

 

(5

)

 

 

(4

)

Total stockholders’ equity

 

491,336

 

 

 

342,892

 

Total liabilities and stockholders’ equity

$

566,137

 

 

$

418,463

 

 

 

 

 

 

 

 

 

 

 

 


 

CIPHER MINING INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except for share and per share amounts)

 

 

Years ended December 31,

 

 

2023

 

 

2022

 

 Revenue - bitcoin mining

$

126,842

 

 

$

3,037

 

 Costs and operating expenses (income)

 

 

 

 

 

 Cost of revenue

 

50,309

 

 

 

748

 

 General and administrative

 

85,195

 

 

 

70,836

 

 Depreciation and amortization

 

59,093

 

 

 

4,378

 

 Change in fair value of derivative asset

 

(26,836

)

 

 

(73,479

)

 Power sales

 

(9,941

)

 

 

(458

)

 Equity in losses of equity investees

 

2,530

 

 

 

36,972

 

 Gains on fair value of bitcoin

 

(11,038

)

 

 

(6

)

 Impairment of bitcoin

 

-

 

 

 

1,467

 

 Other gains

 

(2,355

)

 

 

-

 

 Total costs and operating expenses (income)

 

146,957

 

 

 

40,458

 

 Operating loss

 

(20,115

)

 

 

(37,421

)

 Other income (expense)

 

 

 

 

 

 Interest income

 

164

 

 

 

215

 

 Interest expense

 

(1,999

)

 

 

(137

)

 Change in fair value of warrant liability

 

(243

)

 

 

130

 

 Other expense

 

(17

)

 

 

-

 

 Total other (expense) income

 

(2,095

)

 

 

208

 

 Loss before taxes

 

(22,210

)

 

 

(37,213

)

 Current income tax expense

 

(201

)

 

 

-

 

 Deferred income tax expense

 

(3,366

)

 

 

(1,840

)

 Total income tax expense

 

(3,567

)

 

 

(1,840

)

 Net loss

$

(25,777

)

 

$

(39,053

)

 Net loss per share - basic and diluted

$

(0.10

)

 

$

(0.16

)

 Weighted average shares outstanding - basic and diluted

 

252,439,461

 

 

 

248,227,458

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

CIPHER MINING INC.

CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

 

 

Years ended December 31,

 

 

2023

 

 

2022

 

 Cash flows from operating activities

 

 

 

 

 

 Net loss

$

(25,777

)

 

$

(39,053

)

 Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

 

 

 

 

 

 Depreciation

 

58,972

 

 

 

4,378

 

 Amortization of intangible assets

 

121

 

 

 

-

 

 Amortization of operating right-of-use asset

 

822

 

 

 

772

 

 Share-based compensation

 

38,470

 

 

 

41,504

 

 Equity in losses of equity investees

 

2,530

 

 

 

36,972

 

 Impairment of bitcoin

 

-

 

 

 

1,467

 

 Non-cash lease expense

 

1,940

 

 

 

137

 

 Deferred income taxes

 

3,366

 

 

 

1,840

 

 Bitcoin received as payment for services

 

(126,319

)

 

 

(2,939

)

 Change in fair value of derivative asset

 

(26,836

)

 

 

(73,479

)

 Change in fair value of warrant liability

 

243

 

 

 

(130

)

 Gains on fair value of bitcoin

 

(11,038

)

 

 

(6

)

 Changes in assets and liabilities:

 

 

 

 

 

 Accounts receivable

 

(524

)

 

 

(98

)

 Receivables, related party

 

(1,203

)

 

 

(1,102

)

 Prepaid expenses and other current assets

 

3,531

 

 

 

6,433

 

 Security deposits

 

(6,125

)

 

 

(7,378

)

 Accounts payable

 

(9,306

)

 

 

892

 

 Accounts payable, related party

 

(1,529

)

 

 

1,530

 

 Accrued expenses and other current liabilities

 

5,311

 

 

 

748

 

 Lease liabilities

 

(890

)

 

 

(203

)

 Proceeds from power sales

 

-

 

 

 

1,721

 

 Proceeds from reduction of scheduled power

 

-

 

 

 

5,056

 

 Proceeds from sale of Bitcoin

 

-

 

 

 

23

 

 Net cash used in operating activities

 

(94,241

)

 

 

(20,915

)

 Cash flows from investing activities

 

 

 

 

 

 Proceeds from sale of bitcoin

 

111,188

 

 

 

-

 

 Deposits on equipment

 

(33,906

)

 

 

(188,103

)

 Purchases of property and equipment

 

(20,480

)

 

 

(39,219

)

 Purchases and development of software

 

(634

)

 

 

(596

)

 Capital distributions from equity investees

 

3,808

 

 

 

54,009

 

 Investment in equity investees

 

(3,545

)

 

 

-

 

 Prepayments on financing lease

 

(3,676

)

 

 

-

 

 Net cash provided by (used in) investing activities

 

52,755

 

 

 

(173,909

)

 Cash flows from financing activities

 

 

 

 

 

 Proceeds from the issuance of common stock

 

135,848

 

 

 

-

 

 Offering costs paid for the issuance of common stock

 

(3,404

)

 

 

-

 

 Repurchase of common shares to pay employee withholding taxes

 

(3,902

)

 

 

(3,090

)

 Principal payments on financing lease

 

(12,878

)

 

 

-

 

 Net cash provided by (used in) financing activities

 

115,664

 

 

 

(3,090

)

 Net increase (decrease) in cash and cash equivalents

 

74,178

 

 

 

(197,914

)

 Cash and cash equivalents, beginning of the period

 

11,927

 

 

 

209,841

 

 Cash and cash equivalents, end of the period

$

86,105

 

 

$

11,927

 

 

 

 

 

 

 

 


 

CIPHER MINING INC.

CONSOLIDATED STATEMENT OF CASH FLOWS - CONTINUED

(in thousands)

 

 

Years ended December 31,

 

 

2023

 

 

2022

 

 Supplemental disclosure of noncash investing and financing activities

 

 

 

 

 

 Reclassification of deposits on equipment to property and equipment

$

74,186

 

 

$

105,904

 

 Right-of-use asset obtained in exchange for finance lease liability

$

14,212

 

 

$

14,998

 

 Issuance of common stock in exchange for intangible assets

$

7,000

 

 

$

-

 

 Right-of-use asset obtained in exchange for operating lease liability

$

2,812

 

 

$

-

 

 Reclassification of receivables, related party to investment in equity investees

$

2,060

 

 

$

-

 

 Equity method investment acquired for non-cash consideration

$

1,926

 

 

$

127,796

 

 Sales tax accrual on machine purchases

$

1,209

 

 

$

-

 

 Bitcoin received from equity investees

$

317

 

 

$

4,828

 

 Common stock cancelled

$

-

 

 

$

10,000

 

 Property and equipment purchases in accounts payable, accounts payable, related party and accrued expenses

$

-

 

 

$

13,994

 

 Right-of-use asset obtained in exchange for operating lease liability

$

-

 

 

$

5,859

 

 Investment in equity investees in accrued expenses

$

-

 

 

$

5,316

 

 Deposits on equipment in accounts payable, accounts payable, related party and accrued expenses

$

-

 

 

$

13,403

 

 Initial estimate of asset retirement obligation and related capitalized costs

$

-

 

 

$

16,509

 

 Reclassification of deferred investment costs to investment in equity investees

$

-

 

 

$

174

 

 Finance lease cost in accrued expenses

$

-

 

 

$

339

 

 Prepaid rent reclassified to operating lease liability

$

-

 

 

$

132

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

Non-GAAP Financial Measures

 

The following are reconciliations of our Adjusted Earnings, in each case excluding the impact of (i) the non-cash change in fair value of derivative asset, (ii) share-based compensation expense, (iii) depreciation and amortization, (iv) deferred income tax expense, (v) nonrecurring gains and losses and (vi) the non-cash change in fair value of warrant liability, to the most directly comparable GAAP measures for the periods indicated (in thousands):

 

 

 

Years ended December 31,

 

 

 

2023

 

 

2022

 

 Reconciliation of Adjusted Earnings:

 

 

 

 

 

 

 Net loss

 

$

(25,777

)

 

$

(39,053

)

 Change in fair value of derivative asset

 

 

(26,836

)

 

 

(73,479

)

 Share-based compensation expense

 

 

38,470

 

 

 

41,504

 

 Depreciation and amortization

 

 

59,093

 

 

 

4,378

 

 Deferred income tax expense

 

 

3,366

 

 

 

1,840

 

 Other gains - nonrecurring

 

 

(2,355

)

 

 

-

 

 Change in fair value of warrant liability

 

 

243

 

 

 

(130

)

 Adjusted earnings

 

 

46,204

 

 

 

(64,940

)