XML 58 R48.htm IDEA: XBRL DOCUMENT v3.23.1
3. ACQUISITIONS (Details Narrative)
$ in Thousands
3 Months Ended 6 Months Ended
Oct. 08, 2022
USD ($)
a
Aug. 17, 2022
Dec. 31, 2022
USD ($)
Mar. 31, 2023
USD ($)
Servers
shares
ASC 480 [Member]        
Business Acquisition [Line Items]        
Acquisition of Contingent asset conversation of shares | shares       1,100,890
Asset Acquisition, Consideration Transferred, Equity Interest Issued and Issuable $ 3,325   $ 2,840  
Change in fair value of contingent consideration     $ 485  
Building and Improvements [Member]        
Business Acquisition [Line Items]        
Property, plant and equipment, useful life   30 years    
Miners [Member]        
Business Acquisition [Line Items]        
Property, plant and equipment, useful life   3 years    
Georgia Power Agreement [Member]        
Business Acquisition [Line Items]        
Area of real property | a 16.35      
Mawson Infrastructure Group [Member]        
Business Acquisition [Line Items]        
Contingent cash consideration       $ 13,500
Business acquisition purchase common stocks shares | shares       1,590,175
Business acquisition purchase value       $ 4,800
Promissory notes       6,500
Cash payment       $ 9,018
Business acquisition, shares issued, shares | shares       1,100,890
Business acquisition, shares issued, value       $ 3,325
Earn-out payable       $ 2,000
Mining servers purchased | Servers       150
Spre Commercial Group, Inc. & Waha Technologies, Inc. [Member]        
Business Acquisition [Line Items]        
Acquisition of land purchase and sale agreement   Additionally, on August 17, 2022, in connection with the Land Purchase and Sale Agreement, the Company completed the purchase of a mix of S19 and S19 J Pro bitcoin miners with a total processing power equal to approximately 341,985 terahashes, pursuant to an Equipment Purchase and Sale Agreement (together with the Land Purchase and Sale Agreement, the “WAHA Transaction”), from Waha Technologies, Inc., (“WAHA”, and collectively with SPRE, "WAHA & SPRE"), an affiliate of the SPRE. Pursuant to the Land Purchase and Sale Agreement and the Equipment Purchase and Sale Agreement the Company acquired substantially all of WAHA & SPRE's assets. The transaction was accounted for as an acquisition of a business.    
Closing of acquisition   Total consideration for the SPRE Property and miners consisted of (i) $1,962 in financing provided by SPRE to the Company at an interest rate of 12% per annum, to be repaid in 12 monthly installments of $174, (ii) the Company’s assumption of a mortgage with a maximum principal amount of $2,158 and an interest rate of 13% and (iii) $19,772 of cash consideration paid by the Company to SPRE. Acquisition related costs of $118, consisting primarily of legal and recording fees, were expensed as incurred in accordance with ASC 805 and are reflected in professional fees on the Consolidated Statements of Operations and Comprehensive Loss.