Bit Digital, Inc 6-K, filed Dec 4, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of December 2020

Commission File Number: 001-38421

BIT DIGITAL, INC.

(Translation of registrant’s name into English)

136-20 38^th^ Ave., Flushing, NY11354

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F    ☒              Form 40-F     ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Exhibit Index

A copy of the Bit Digital, Inc. press release dated December 4, 2020,titled Bit Digital,Inc. completed the acquisition of $13,902,742 worth of bitcoin miners with total hash rate of 1,003.5 Ph/s.” is being furnished on Exhibit 99.1 with this Report on Form 6-K.

Exhibits

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: December 04, 2020

2

Exhibit 99.1

BitDigital, Inc. completed the acquisition of $13,902,742 worth of bitcoin miners with total hash rate of 1,003.5 Ph/s.

NEW YORK, December 4, 2020 /PRNEWSWIRE/ -- Bit Digital, Inc. (Nasdaq: BTBT), a Nasdaq listed Bitcoin mining company headquartered in New York announced that on December 3, 2020, it had completed the acquisition of $13,902,742 worth of bitcoin miners with total hash rate of 1,003.5 Ph/s with certain non-U.S. investors in exchange for an aggregate of 4,344,603 ordinary shares at the price of $3.20 per share , when the purchases were negotiated.

The closing of the acquisition represents the total hash rate of the Company increase by approximately 1,003.5 Ph/s from 1,250 Ph/s to 2,253.5 Ph/s. The total 17,996 miners acquired include 7,025 Antminer S17+, 9,110 Antminer T17, 195 Antminer S17E, 32 Antminer S17Pro, 105 Antminer S19Pro, 1,429 Whatsminer M20S, 100 Whatsminer M31S. The average energy efficiency of these miners is 47.45 (+/-5%) joules per terahash (J/TH). With these miners being deployed, the total energy efficiency will be decreased from 61.88 (+/-5%) J/TH to 55.33 (+/-5%) by 10.59%. These miners are distributed in Xinjiang, Sichuan and Inner Mongolia Provinces PRC and are expected to be fully installed before the end of December 2020.

“We are very pleased to announce the completion of the transaction and to issue our shares in exchange for bitcoin miners.” Erke Huang, the Chief Financial Officer of the Company said. “Also, with these miners installed, the utility cost will be further decreased and increase our profit margin.”

Safe Harbor Statement

This press release may contain certain “forward-lookingstatements” relating to the business of Bit Digital, Inc., and its subsidiary companies. All statements, other than statementsof historical fact included herein are “forward-looking statements.” These forward-looking statements are often identifiedby the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involveknown and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-lookingstatements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect.Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release.The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a resultof a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities andExchange Commission and available on its website at http://www.sec.gov. All forward-looking statements attributable to the Companyor persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securitieslaws, the Company does not assume a duty to update these forward-looking statements.

For more information, please contact:

Erke Huang, CFO

Email: Ir@bit-digital.com

Phone: +1 347-328-3680