6-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 6-K

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REPORT OF FOREIGN PRIVATE ISSUER

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

THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2023

Commission file number: 001-41687

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BITDEER TECHNOLOGIES GROUP

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08 Kallang Avenue

Aperia tower 1, #09-03/04

Singapore 339509

(Address of Principal Executive Offices)

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

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EXHIBITS

Exhibit No.	Description
99.1	Press Release – Bitdeer Reports Unaudited Financial Results for the First Quarter of 2023 and Operational Update

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SIGNATURE

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.

	Bitdeer Technologies Group
	By:	/s/ Linghui Kong
	Name:	Linghui Kong
	Title:	Chief Executive Officer
Date: May 15, 2023

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Exhibit 99.1

Bitdeer Reports Unaudited Financial Results for the First Quarter of

2023 and Operational Update

SINGAPORE – May 15, 2023 – Bitdeer Technologies Group (NASDAQ: BTDR) (“Bitdeer” or the “Company”), a world-leading technology company for the cryptocurrency mining community, today announced its unaudited financial results for the first quarter ended March 31, 2023.

Linghui Kong, Chief Executive Officer of Bitdeer, commented, “We continued to deliver robust performance and maintained a sufficient cash flow during the first quarter, despite macroeconomic and crypto-market headwinds. While we recorded a net loss of $9.5 million, our non-IFRS adjusted profit was $2.8 million and non-IFRS adjusted EBITDA was $18.5 million. At the operational level, we proactively optimized our cost base by locking up a competitive price for 150MW electricity capacity in our Rockdale mining datacenter effectively until the end of 2023. Moreover, we further invested in our future growth by expanding our fleet of mining machines and increasing our proprietary hash rate from 4.1 EH/s as of December 31, 2022 to 5.7 EH/s as of March 31, 2023.”

“Looking ahead, we are excited to partner with Druk Holding & Investments to jointly develop a carbon-free digital asset mining datacenter in the Kingdom of Bhutan. This collaboration further expands our global footprint and complements our existing datacenters in Northern Europe and North America. In preparation for the partnership launch in May 2023, we have ordered 30,000 new mining machines to be deployed onsite, thus laying a solid foundation for the project’s success.”

The majority of the Company’s revenue is derived from its three distinct business lines:

•	Self-mining^1^ refers to cryptocurrency mining for the Company’s own account, which allows it to<br> directly capture the high appreciation potential of cryptocurrency.
•	Hash Rate Sharing currently primarily includes Cloud Hash Rate, in which the Company offers hash rate subscription plans and<br> shares mining income with customers under certain arrangements.
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•	Hosting encompasses a one-stop mining machine hosting solution including deployment, maintenance, and management services for efficient cryptocurrency mining.
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First Quarter 2023 Financial Highlights

•	Total revenue was $72.6 million in the first quarter of 2023, compared to $90.4 million in the corresponding period of 2022, primarily due to the year-over-year changes in<br> Bitcoin prices leading to a decrease in revenue generated from self-mining and Cloud Hash Rate, partially offset by an increase in revenue generated from hosting services.
•	Net loss was $9.5 million in the first quarter of 2023, compared to a net loss of $9.6 million in the corresponding period of 2022. The net loss in each period was primarily<br> caused by share-based expenses, which was $12.3 million in the first quarter of 2023 and $35.2 million in the first quarter of 2022.
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•	Adjusted profit was $2.8 million in the first quarter of 2023, compared to $25.6 million in the corresponding period of 2022. Adjusted profit/(loss) is a non-IFRS financial<br> measure and is used by the Company as a supplemental measure to review and assess the Company’s operating performance and is defined as profit/(loss) adjusted to exclude share-based payment expenses under IFRS 2.
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¹Self-mining formerly known as “Proprietary mining” as disclosed in F-4/20-F filings.

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•	Adjusted EBITDA was $18.5 million in the first quarter of 2023, compared to $46.3 million in the corresponding period of 2022.<br> Adjusted EBITDA is a non-IFRS financial measure and is used by the Company as a supplemental measure to review and assess the Company’s operating performance and is defined as earnings before interest, taxes, depreciation and amortization,<br> further adjusted to exclude share-based payment expenses under IFRS 2.
•	Cash and cash equivalents were $173.9 million as of March 31, 2023.
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First Quarter 2023 Operational Highlights

•	Total managing hash rate, which consists of proprietary hash rate and hosting hash rate, was 18.3 EH/s as of March 31, 2023.
•	Proprietary hash rate was 5.7 EH/s as of March 31, 2023, with 3.9 EH/s allocated to the Company’s self-mining business and 1.8 EH/s to its Cloud Hash Rate business.
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•	Hosting hash rate was 12.6 EH/s as of March 31, 2023.
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•	Self-mining business mined 552 Bitcoins in the first quarter of 2023, as compared to 538 Bitcoins in the corresponding period of<br> 2022.
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•	Total deployed fleet was approximately 196,000 ASIC mining machines, including approximately 67,000 of the Company’s own mining machines for its self-mining business and Cloud Hash Rate business, and approximately 129,000 mining machines for its hosting business.
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•	Aggregate electricity capacity was 795MW across five mining datacenters as of March 31, 2023, representing a 90.6% increase from 417MW as of March 31, 2022. The Company<br> also has another 100MW of capacity under construction in Bhutan. The datacenter to be constructed in Bhutan is expected to commence operation in the third quarter of 2023.
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•	Total power usage was approximately 992,700 MWH across the Company’s five mining datacenters in the first quarter of 2023.
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First Quarter 2023 Financial Results

Revenue

Total revenue was $72.6 million, compared to $90.4 million in the corresponding period of 2022.

•	Self-mining revenue was $13.2 million, compared to $23.4 million in the corresponding period of 2022, primarily due to year-over-year changes in Bitcoin prices during the quarter.
•	Revenue from Cloud Hash Rate was $18.0 million, compared to $40.0 million in the corresponding period of 2022, primarily due to changes in the amount of active Cloud Hash Rate orders.
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•	Revenue from General Hosting was $22.1 million, compared to $22.2 million in the corresponding period of 2022, remaining stable.
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¹Self-mining formerly known as “Proprietary mining” as disclosed in F-4/20-F filings.

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•	Revenue from Membership Hosting was $16.5 million, compared to nil in the corresponding period of 2022, primarily due to revenue generated from the Company’s North<br> America mining datacenter, which began to deliver capacity in the second half of 2022.

Gross Profit

Gross profit was $13.5 million in the first quarter of 2023, representing a 18.6% gross margin, compared to $41.4 million, or a 45.7% gross margin, in the corresponding period of 2022, mainly due to a change in total revenue and an increase in electricity and depreciation costs attributable to the expansion of the Company’s mining datacenters.

Operating Expenses

The sum of below operating expenses in the first quarter of 2023 was $24.7 million, as compared to $45.7 million in the corresponding period of 2022.

•	Selling expenses were $2.4 million, compared to $3.8 million in the corresponding period of 2022, primarily due to decreases in share-based compensation to sales personnel.
•	General and administrative expenses were $16.0 million, compared to $30.7 million in the corresponding period of 2022, primarily due to decreases in share-based compensation and staff costs to general and<br> administrative personnel.
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•	Research and development expenses were $6.3 million, compared to $11.1 million in the corresponding period of 2022, primarily due to decreases in share-based compensation to research and development<br> personnel.
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Net Loss

Net loss was $9.5 million, compared to a net loss of $9.6 million in the corresponding period of 2022.

Adjusted Profit (Non-IFRS)

Adjusted profit was $2.8 million, compared to $25.6 million in the corresponding period of 2022.

Adjusted EBITDA (Non-IFRS)

Adjusted EBITDA was $18.5 million, compared to $46.3 million in the corresponding period of 2022, primarily due to a decrease in revenue and an increase in electricity costs.

Liquidity

As of March 31, 2023, the Company held $173.9 million in cash and cash equivalents, as compared to $231.4 million as of December 31, 2022. Use of cash included purchase of mining fleets of $18.7 million, prepayment to mining fleets suppliers of $22.5 million, and deposits to electricity suppliers of $37.6 million.

Recent Developments

On May 3, 2023, the Company and Druk Holding & Investments, the commercial arm of the Royal Government of Bhutan, announced a strategic partnership to develop environmentally sustainable, carbon-free digital asset mining operations in the Kingdom of Bhutan.

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Recently, management has been exploring means to mitigate risks related to potential Bitcoin price volatility which may include hedging or other options. At the same time, management is considering introducing a dividend policy and share buyback programs to reward and create more value for the Company’s shareholders.

About Bitdeer Technologies Group

Bitdeer is a world-leading technology company for the cryptocurrency mining community headquartered in Singapore. Bitdeer has committed to providing comprehensive digital asset mining solutions for its customers. Bitdeer handles complex processes involved in mining such as miner procurement, transport logistics, mining datacenter design and construction, mining machine management and daily operations. Bitdeer has mining datacenters deployed in the United States and Norway. To learn more, visit https://ir.bitdeer.com/.

Forward-Looking Statements

Statements in this press release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “anticipate,” “look forward to,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including factors discussed in the section entitled “Risk Factors” in Bitdeer’s annual report on Form 20-F, as well as discussions of potential risks, uncertainties, and other important factors in Bitdeer’s subsequent filings with the U.S. Securities and Exchange Commission. Any forward-looking statements contained in this press release speak only as of the date hereof. Bitdeer specifically disclaims any obligation to update any forward-looking statement, whether due to new information, future events, or otherwise. Readers should not rely upon the information on this page as current or accurate after its publication date.

Use of Non-IFRS Financial Measures

In evaluating the Company’s business, the Company considers and uses non-IFRS measures, adjusted EBITDA and adjusted profit/(loss), as supplemental measures to review and assess its operating performance. The Company defines adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, further adjusted to exclude share-based payment expenses under IFRS 2, and defines adjusted profit/(loss) as profit/(loss) adjusted to exclude share-based payment expenses under IFRS 2. The Company presents these non-IFRS financial measures because they are used by its management to evaluate its operating performance and formulate business plans. The Company also believes that the use of these non-IFRS measures facilitate investors’ assessment of its operating performance. These measures are not necessarily comparable to similarly titled measures used by other companies. As a result, investors should not consider these measures in isolation from, or as a substitute analysis for, the Company’s loss for the periods, as determined in accordance with IFRS.

The Company compensates for these limitations by reconciling these non-IFRS financial measures to the nearest IFRS performance measure, all of which should be considered when evaluating its performance. The Company encourages investors to review its financial information in its entirety and not rely on a single financial measure.

The following table presents a reconciliation of loss for the relevant period to adjusted EBITDA and adjusted profit, for the three months ended March 31, 2023 and 2022.

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	Three months ended March 31,
	2023		2022
	US		US
	(in thousands)
Adjusted EBITDA
Loss for the periods		)		)
Add：
Depreciation and amortization
Income tax expenses/(benefit)		)
Interest expense/(income), net		)
Share-based payment expenses
Adjusted EBITDA
Adjusted Profit
Loss for the periods		)		)
Add：
Share-based payment expenses
Adjusted Profit

All values are in US Dollars.

Consolidated Statements of Financial Position

	As of March 31,		As of December 31,
	2023		2022
	US		US
	(in thousands)
ASSETS
Cash and cash equivalents
Cryptocurrencies
Trade receivables
Amounts due from a related party
Mining machines
Prepayments and other assets
Financial assets at fair value through profit or loss
Restricted cash
Right-of-use assets
Property, plant and equipment
Investment properties
Intangible assets
Deferred tax assets
TOTAL ASSETS
LIABILITIES
Trade payables
Other payables and accruals
Amounts due to a related party
Income tax payables
Deferred revenue
Borrowings
Lease liabilities
Deferred tax liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Share capital
Retained earnings/(accumulated deficit)		)
Reserves
TOTAL EQUITY

All values are in US Dollars.

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Consolidated Statements of Operations and Comprehensive Loss

	Three months ended March 31,
	2023		2022
	US		US
	(in thousands)
Revenue
Cost of revenue		)		)
Gross profit
Selling expenses		)		)
General and administrative expenses		)		)
Research and development expenses		)		)
Other operating income/(expenses)				)
Other net gain
Loss from operations		)		)
Finance expenses		)		)
Loss before taxation		)		)
Income tax benefit/(expenses)				)
Loss for the period		)		)
Other comprehensive loss
Loss for the period		)		)
Other comprehensive loss for the period
Item that may be reclassified to profit or loss
-  Exchange differences on translation of financial statements		)
Other comprehensive loss for the period, net of tax		)
Total comprehensive loss for the period		)		)
Loss per share
Basic		)		)
Diluted		)		)
Weighted average number of shares outstanding (thousand shares)
Basic
Diluted

All values are in US Dollars.

Contacts

Investor Relations

Robin Yang, Partner

ICR, LLC

Email: [email protected]

Phone: +1 (212) 537-5825

Public Relations

Brad Burgess, SVP

ICR, LLC

Email: [email protected]

Phone: +1 (212) 537-4056

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