HIVE Digital Technologies Ltd 6-K, filed Dec 28, 2023
HIVE Digital Technologies Ltd. (HIVE)
About this 6-K
HIVE Digital Technologies Ltd filed this 6-K on December 28, 2023.
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, 2023
Commission File Number: 001-40398
HIVE Digital Technologies Ltd.
(Translation of registrant's name into English)
British Columbia, Canada
(Jurisdiction of incorporation or organization)
Suite 855 -789 West Pender Street
Vancouver, BC
V6C 1H2
(Address of principal executive office)
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 [X] 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): [ ]
Exhibits 99.1, 99.2, 99.3, 99.4, 99.5, 99.6, 99.7 and 99.8 to this Report on Form 6-K are incorporated by reference into the Registration Statement on Form F-10 of the Registrant, which was originally filed with the Securities and Exchange Commission on August 17, 2023 (File No. 333- 274054).
EXHIBIT INDEX
SIGNATURES
| HIVE DIGITAL TECHNOLOGIES LTD. | ||
| By: | /s/ Darcy Daubaras | |
| Name: Darcy Daubaras | ||
| Title: Chief Financial Officer | ||
Date: December 28, 2023
HIVE Digital Expands Its AI Growth Strategy with the Purchase of 96 High-Performing GPUs and GH200 SuperChip
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, British Columbia--(Newsfile Corp. - December 15, 2023) - HIVE Digital Technologies Ltd. (TSXV: HIVE) (NASDAQ: HIVE) (FSE: YO0) (the "Company" or "HIVE"), a leading digital asset miner and "green" focused data center builder and operator, as well as a leader in graphics processing unit (GPU) compute, announces the purchase of 96 Nvidia H100 GPUs as part of its high-performance computing (HPC) and artificial intelligence (AI) strategy. These chips will operate in 12 HGX servers, each of which has 8xH100 GPUs with SXM connectivity. The Company will receive eight of these GPUs in January 2024 and 88 of them in March 2024 (all amounts in US dollars, unless otherwise indicated).
To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/5335/191168_cc31a874c438ab58_001full.jpg
HIVE's existing GPU business unit now has 2,600 GPUs listed with its HPC platform partners, which allow individual users to use HIVE Nvidia GPUs for hours, days or weeks at a time, allowing HIVE to focus on having a B2B model for its HPC GPU infrastructure. The Company's beta site is on track, as we have suggested in previous press releases. HIVE currently has $4 million of annual run rate revenue, over four times the revenue realized from its beta test.
HIVE expects to have 2,800 GPUs listed with our HPC platforms by next week. Once these chips realize full market utilization, HIVE expects to realize over $15 million of annual run rate revenue in January 2024.
Additionally, the Company is installing the infrastructure in January for another 2,000 GPUs. Therefore, once all 4,800 of these GPUs are listed and realize full market utilization, HIVE expects to reach over $25 million of annual run rate revenue in Q1 2024, with robust gross margins.
By harnessing innovation, HIVE's data center teams have unlocked the potential of existing GPUs at their Boden, Sweden facility. These GPUs, originally dedicated to mining, are now tapping into their capabilities for lighter HPC workloads. Frank Holmes the Executive Chairman of HIVE said "HIVE has seen a healthy four-fold increase in daily revenue. In simple terms we have gone from $250,000 a quarter to $250,000 a month and expect to be $250,000 a week by March 2024. The transformation has been achieved without large additional capital expenditures. Repurposing over 3,000 GPUs within their crypto-mining facility has not only led to higher revenue but has also boosted profitability by approximately six times. HIVE's focus on return on invested capital and commitment to optimization and resourcefulness continues to drive our progress in the ever-evolving world of data centers and cryptocurrency mining.
Thus, by the end of Q1 2024, with HIVE's existing HPC GPU fleet, the new Nvidia H100 fleet and the Boden GPU fleet, HIVE expects to realize a combined $30 million of annual run rate revenue with high gross margins.
A Leader in AI Infrastructure
On a related note, HPC HIVE's AI team is currently working with strategic partners throughout North America to push the frontier of open-source AI large language models (LLMs).
In addition to this, HIVE has secured two of the new Nvidia GH200 Grace Hopper, which is designed "to handle the world's most complex generative AI workloads, spanning large language models, recommender systems and vector databases. According to Nvidia, the new platform will be available in a wide range of configurations."
"With our proven track record of operating massive fleets of GPUs, HIVE is in an excellent position to be a leader in the AI infrastructure revolution," says Frank Holmes.
"Put simply, we have been building HIVE's GPU and AI business unit to be the ultimate AI infrastructure pick and shovel play. As leaders in the tech sector, we believe we're undervalued as a company with both a highly efficient Bitcoin mining operation and now a flourishing GPU compute business unit."
Aydin Kilic, President & CEO, states: "I am delighted to announce we now have 2,600 GPUs live on our high-speed 100 Gigabit Ethernet (GbE) network operating in our Tier three data centers in Montreal, Quebec and Stockholm, Sweden. By January 2024, we expect to have 4,800 GPUs. Our team has designed and built an enterprise-grade network architecture in both locations, which allows us to realize much higher $ per GPU per daily income. Now we are able to scale our income.
"While crypto mining is about being efficient and ensuring you're maximizing the use of energy allocated to ASIC hashing, operating GPUs for HPC applications requires a robust and redundant network and energy infrastructure. I have yet to see another company successfully transcend both realms with the scale and effectiveness of HIVE.
"We are often asked about the allocation of our 38,000 Nvidia GPU fleet. Of these, 2,600 are now installed in Tier 3 data centers with 100 GbE high-speed network infrastructure for full HPC and AI workloads; approximately 3,000 have been repurposed in our existing Boden data center for lite HPC work; and the remaining chips are still used to mine altcoins, for which we receive payment in Bitcoin. As we install more SuperMicro servers, more of the GPUs for mining will be relocated to our Tier 3 facilities to be applied to AI and HPC workloads. That target is 4,800 GPUs in Tier 3 data centers for January 2024," Mr. Kilic continues.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain and high-performance computing industry. As a company whose shares trade on major stock exchanges, we are building a bridge between the digital currency and blockchain sectors and traditional capital markets. HIVE owns state-of-the-art, green energy-powered data center facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency and high-performance computing space.
We encourage you to visit HIVE's YouTube channel here to learn more about HIVE.
For more information and to register to HIVE's mailing list, please visit https://hivedigitaltechnologies.com/. Follow @HIVEDigitalTech on X and subscribe to HIVE's YouTube channel.
On Behalf of HIVE Digital Technologies Ltd.
"Frank Holmes"
Executive Chairman
For further information please contact:
Frank Holmes
info@hivedigitaltech.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian and United States securities legislation and regulations that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes but is not limited to: business goals and objectives of the Company; the acquisition, deployment and optimization of the mining fleet and equipment; the continued viability of its existing Bitcoin mining operations; and other forward-looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the Company's ability to compete successfully with other cloud computing service providers; the regulatory environment for cryptocurrency in Canada, the United States and the countries where our mining facilities are located; economic dependence on regulated terms of service and electricity rates; the speculative and competitive nature of the technology sector; dependency on continued growth in blockchain and cryptocurrency usage; lawsuits and other legal proceedings and challenges; government regulations; the global economic climate; dilution; future capital needs and uncertainty of additional financing, the transaction described in this news release may not occur on the terms as proposed and described herein or at all and, if such transaction is completed, the cryptocurrency operation may not meet expected performance levels for one or more reasons; the proposed transaction may not have a positive impact on HIVE's revenues, or gross mining margin; the impact of newelectrical power rates which could impair profitability and operating performance; the operation of the acquired assets may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; the volatility of digital currency prices; the Company may never realize more efficient operations, a lower cost structure, or greater flexibility in operation; as well as capital market conditions in general; risks relating to the strategy of maintaining and increasing Bitcoin holdings and the impact of depreciating Bitcoin prices on working capital; the competitive nature of the industry; currency exchange risks; the need for the Company to manage its planned growth and expansion; the effects of product development and need for continued technology change; the ability to maintain reliable and economical sources of power to run its cryptocurrency mining assets; the impact of energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates; protection of proprietary rights; the effect of government regulation and compliance on the Company and the industry; network security risks; the ability of the Company to maintain properly working systems; reliance on key personnel; global economic and financial market deterioration impeding access to capital or increasing the cost of capital; share dilution resulting from the ATM Program and from other equity issuances; the construction and operation of facilities may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; an increase in network difficulty may have a significant negative impact on operations; the volatility of digital currency prices; the anticipated growth and sustainability of electricity for the purposes of cryptocurrency mining in the applicable jurisdictions; the inability to maintain reliable and economical sources of power for the Company to operate cryptocurrency mining assets; the risks of an increase in the Company's electricity costs, cost of natural gas, changes in currency exchange rates, energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates and the adverse impact on the Company's profitability; the ability to complete current and future financings, any regulations or laws that will prevent the Company from operating its business; historical prices of digital currencies and the ability to mine digital currencies that will be consistent with historical prices; an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19 on the price of digital currencies, capital market conditions, restriction on labour and international travel and supply chains; and, the adoption or expansion of any regulation or lawthat will prevent the Company from operating its business, or make it more costly to do so; and other related risks as more fully set out in the Company's disclosure documents under the Company's filings at www.sec.gov/EDGAR and www.sedarplus.ca.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to realize operational efficiencies going forward into profitability; profitable use of the Company's assets going forward; the Company's ability to profitably liquidate its digital currency inventory as required; historical prices of digital currencies and the ability of the Company to mine digital currencies will be consistent with historical prices; and there will be no regulation or lawthat will prevent the Company from operating its business. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/191168
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
HIVE Digital Technologies Ltd. ("HIVE" or the "Company")
# 855 - 789 West Pender Street
Vancouver, BC V6C 1H2
Item 2 Date of Material Change
December 15, 2023.
Item 3 News Release
The press release attached as Schedule "A" was released on December 15, 2023 by a newswire company in Canada.
Item 4 Summary of Material Change
The material change is described in the press release attached as Schedule "A".
Item 5 Full Description of Material Change
The material change is described in the press release attached as Schedule "A".
Item 6 Reliance of subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Darcy Daubaras
Chief Financial Officer
T: 604-664-1078
Item 9 Date of Report
December 15, 2023.
Schedule "A"
HIVE Digital Expands Its AI Growth Strategy with the Purchase of 96 High-Performing GPUs and GH200 SuperChip
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, British Columbia--(Newsfile Corp. - December 15, 2023) - HIVE Digital Technologies Ltd. (TSXV: HIVE) (NASDAQ: HIVE) (FSE: YO0) (the "Company" or "HIVE"), a leading digital asset miner and "green" focused data center builder and operator, as well as a leader in graphics processing unit (GPU) compute, announces the purchase of 96 Nvidia H100 GPUs as part of its high-performance computing (HPC) and artificial intelligence (AI) strategy. These chips will operate in 12 HGX servers, each of which has 8xH100 GPUs with SXM connectivity. The Company will receive eight of these GPUs in January 2024 and 88 of them in March 2024 (all amounts in US dollars, unless otherwise indicated).
To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/5335/191168_cc31a874c438ab58_001full.jpg
HIVE's existing GPU business unit now has 2,600 GPUs listed with its HPC platform partners, which allow individual users to use HIVE Nvidia GPUs for hours, days or weeks at a time, allowing HIVE to focus on having a B2B model for its HPC GPU infrastructure. The Company's beta site is on track, as we have suggested in previous press releases. HIVE currently has $4 million of annual run rate revenue, over four times the revenue realized from its beta test.
HIVE expects to have 2,800 GPUs listed with our HPC platforms by next week. Once these chips realize full market utilization, HIVE expects to realize over $15 million of annual run rate revenue in January 2024.
Additionally, the Company is installing the infrastructure in January for another 2,000 GPUs. Therefore, once all 4,800 of these GPUs are listed and realize full market utilization, HIVE expects to reach over $25 million of annual run rate revenue in Q1 2024, with robust gross margins.
By harnessing innovation, HIVE's data center teams have unlocked the potential of existing GPUs at their Boden, Sweden facility. These GPUs, originally dedicated to mining, are now tapping into their capabilities for lighter HPC workloads. Frank Holmes the Executive Chairman of HIVE said "HIVE has seen a healthy four-fold increase in daily revenue. In simple terms we have gone from $250,000 a quarter to $250,000 a month and expect to be $250,000 a week by March 2024. The transformation has been achieved without large additional capital expenditures. Repurposing over 3,000 GPUs within their crypto-mining facility has not only led to higher revenue but has also boosted profitability by approximately six times. HIVE's focus on return on invested capital and commitment to optimization and resourcefulness continues to drive our progress in the ever-evolving world of data centers and cryptocurrency mining.
Thus, by the end of Q1 2024, with HIVE's existing HPC GPU fleet, the new Nvidia H100 fleet and the Boden GPU fleet, HIVE expects to realize a combined $30 million of annual run rate revenue with high gross margins.
A Leader in AI Infrastructure
On a related note, HPC HIVE's AI team is currently working with strategic partners throughout North America to push the frontier of open-source AI large language models (LLMs).
In addition to this, HIVE has secured two of the new Nvidia GH200 Grace Hopper, which is designed "to handle the world's most complex generative AI workloads, spanning large language models, recommender systems and vector databases. According to Nvidia, the new platform will be available in a wide range of configurations."
"With our proven track record of operating massive fleets of GPUs, HIVE is in an excellent position to be a leader in the AI infrastructure revolution," says Frank Holmes.
"Put simply, we have been building HIVE's GPU and AI business unit to be the ultimate AI infrastructure pick and shovel play. As leaders in the tech sector, we believe we're undervalued as a company with both a highly efficient Bitcoin mining operation and now a flourishing GPU compute business unit."
Aydin Kilic, President & CEO, states: "I am delighted to announce we now have 2,600 GPUs live on our high-speed 100 Gigabit Ethernet (GbE) network operating in our Tier three data centers in Montreal, Quebec and Stockholm, Sweden. By January 2024, we expect to have 4,800 GPUs. Our team has designed and built an enterprise-grade network architecture in both locations, which allows us to realize much higher $ per GPU per daily income. Now we are able to scale our income.
"While crypto mining is about being efficient and ensuring you're maximizing the use of energy allocated to ASIC hashing, operating GPUs for HPC applications requires a robust and redundant network and energy infrastructure. I have yet to see another company successfully transcend both realms with the scale and effectiveness of HIVE.
"We are often asked about the allocation of our 38,000 Nvidia GPU fleet. Of these, 2,600 are now installed in Tier 3 data centers with 100 GbE high-speed network infrastructure for full HPC and AI workloads; approximately 3,000 have been repurposed in our existing Boden data center for lite HPC work; and the remaining chips are still used to mine altcoins, for which we receive payment in Bitcoin. As we install more SuperMicro servers, more of the GPUs for mining will be relocated to our Tier 3 facilities to be applied to AI and HPC workloads. That target is 4,800 GPUs in Tier 3 data centers for January 2024," Mr. Kilic continues.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain and high-performance computing industry. As a company whose shares trade on major stock exchanges, we are building a bridge between the digital currency and blockchain sectors and traditional capital markets. HIVE owns state-of- the-art, green energy-powered data center facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency and high-performance computing space.
We encourage you to visit HIVE's YouTube channel here to learn more about HIVE.
For more information and to register to HIVE's mailing list, please visit https://hivedigitaltechnologies.com/. Follow @HIVEDigitalTech on X and subscribe to HIVE's YouTube channel.
On Behalf of HIVE Digital Technologies Ltd.
"Frank Holmes"
Executive Chairman
For further information please contact:
Frank Holmes
info@hivedigitaltech.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian and United States securities legislation and regulations that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes but is not limited to: business goals and objectives of the Company; the acquisition, deployment and optimization of the mining fleet and equipment; the continued viability of its existing Bitcoin mining operations; and other forward- looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the Company's ability to compete successfully with other cloud computing service providers; the regulatory environment for cryptocurrency in Canada, the United States and the countries where our mining facilities are located; economic dependence on regulated terms of service and electricity rates; the speculative and competitive nature of the technology sector; dependency on continued growth in blockchain and cryptocurrency usage; lawsuits and other legal proceedings and challenges; government regulations; the global economic climate; dilution; future capital needs and uncertainty of additional financing, the transaction described in this news release may not occur on the terms as proposed and described herein or at all and, if such transaction is completed, the cryptocurrency operation may not meet expected performance levels for one or more reasons; the proposed transaction may not have a positive impact on HIVE's revenues, or gross mining margin; the impact of newelectrical power rates which could impair profitability and operating performance; the operation of the acquired assets may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; the volatility of digital currency prices; the Company may never realize more efficient operations, a lower cost structure, or greater flexibility in operation; as well as capital market conditions in general; risks relating to the strategy of maintaining and increasing Bitcoin holdings and the impact of depreciating Bitcoin prices on working capital; the competitive nature of the industry; currency exchange risks; the need for the Company to manage its planned growth and expansion; the effects of product development and need for continued technology change; the ability to maintain reliable and economical sources of power to run its cryptocurrency mining assets; the impact of energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates; protection of proprietary rights; the effect of government regulation and compliance on the Company and the industry; network security risks; the ability of the Company to maintain properly working systems; reliance on key personnel; global economic and financial market deterioration impeding access to capital or increasing the cost of capital; share dilution resulting from the ATM Program and from other equity issuances; the construction and operation of facilities may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; an increase in network difficulty may have a significant negative impact on operations; the volatility of digital currency prices; the anticipated growth and sustainability of electricity for the purposes of cryptocurrency mining in the applicable jurisdictions; the inability to maintain reliable and economical sources of power for the Company to operate cryptocurrency mining assets; the risks of an increase in the Company's electricity costs, cost of natural gas, changes in currency exchange rates, energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates and the adverse impact on the Company's profitability; the ability to complete current and future financings, any regulations or laws that will prevent the Company from operating its business; historical prices of digital currencies and the ability to mine digital currencies that will be consistent with historical prices; an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19 on the price of digital currencies, capital market conditions, restriction on labour and international travel and supply chains; and, the adoption or expansion of any regulation or lawthat will prevent the Company from operating its business, or make it more costly to do so; and other related risks as more fully set out in the Company's disclosure documents under the Company's filings at www.sec.gov/EDGAR and www.sedarplus.ca.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to realize operational efficiencies going forward into profitability; profitable use of the Company's assets going forward; the Company's ability to profitably liquidate its digital currency inventory as required; historical prices of digital currencies and the ability of the Company to mine digital currencies will be consistent with historical prices; and there will be no regulation or lawthat will prevent the Company from operating its business. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/191168
HIVE DIGITAL TECHNOLOGIES LTD.
December 19, 2023
HIVE Digital Announces $25 Million Bought Deal Private Placement Financing to HODL our Bitcoin Production and Expand Green Mining Footprint by 100MW
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, Canada - HIVE Digital Technologies Ltd.(TSX.V:HIVE) (Nasdaq:HIVE) (FSE:YO0.F) (the "Company" or "HIVE") a leading digital asset miner and "green" focused data center builder and operator is pleased to announce that it has entered into an agreement with Stifel Canada and Canaccord Genuity as co-lead underwriters and joint bookrunners (the "Underwriters"), whereby the Underwriters will purchase, on a bought-deal basis, 5,000,000 special warrants of the Company (the "Special Warrants") at a price of $5.00 per Special Warrant for aggregate gross proceeds to the Company of $25,000,000 (the "Offering"). The completion of the Offering will be subject to receipt of all necessary regulatory and corporate approvals or consents.
The Company will grant the Underwriters an option to increase the size of the Offering by up to an additional 15% of the Special Warrants sold under the Offering, exercisable in whole or in part, at any time and from time to time up to 48 hours prior to the Closing Date (as hereinafter defined).
Each Special Warrant shall entitle the holder thereof to receive, subject to adjustment in certain circumstances and the Penalty Provision (as defined below), and without payment of additional consideration, one (1) unit of the Company (each a "Unit") upon the exercise or deemed exercise of each Special Warrant. Each Unit shall consist of one (1) common share of the Company (a "Unit Share") and one-half (0.5) of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one common share of the Company (a "Warrant Share") at a price of $6.00 per Warrant Share for a period of 36 months following the closing of the Offering. The Special Warrants will be exercisable by the holders thereof at any time after the Closing Date for no additional consideration. All unexercised Special Warrants shall be deemed exercised on behalf of, and without any required action on the part of, the holders (including payment of additional consideration) on the earlier of:
(i) the second business day following the date on which a final receipt is obtained from the British Columbia Securities Commission (the "BCSC"), as principal regulator on behalf of the securities regulatory authorities in each Province of Canada, except Québec , for a (final) short form prospectus qualifying the distribution of the Unit Shares and Warrants to be issued upon exercise of the Special Warrants (the "Qualification Date"); and
(ii) 4:59 p.m. (Toronto time) on the date which is four months and a day following the Closing Date (the "Qualification Deadline").
In the event the Qualification Date has not occurred on or before the date that is 30 business days following the Closing Date (the "Penalty Date"), each outstanding Special Warrant shall thereafter entitle the holder to receive, upon the exercise or deemed exercise of each Special Warrant, for no additional consideration, 1.1 Units (the "Penalty Provision").
The Company anticipates the net proceeds of the Offering will be used to support the growth of its business including the expansion of data centers to utilize an additional 100 MW of green energy to add approximately 5 Exahash to HIVE's existing green Bitcoin mining footprint, as well as for working capital and general corporate purposes. HIVE also anticipates being able to HODL all its Bitcoin until the upcoming Halving.
The closing of the Offering is anticipated to be on December 28, 2023 (the "Closing Date"). In consideration for their services, the Underwriters will receive a cash commission equal to 6% of the gross proceeds of the Offering plus 6% broker warrants.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain industry. As a company whose shares trade on a major stock exchange, we are building a bridge between the digital currency and blockchain sector and traditional capital markets. HIVE owns state-of-the-art, green energy-powered data centre facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of ETH and BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency space. For further information please contact:
Frank Holmes
info@hivedigitaltech.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes, but is not limited to, statements with respect to information about the Offering and the use of proceeds, potential dilution and application of the Penalty Provision; business goals and objectives of the Company; and other forward-looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward-looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the volatility of digital currency prices; continued effects of the COVID-19 pandemic may have a material adverse effect on the Company's performance as supply chains are disrupted and prevent the Company from carrying out its expansion plans or operating its assets; and other related risks as more fully set out in the registration statement of Company and other documents disclosed under the Company's filings at www.sec.gov/EDGAR and www.sedar.com.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to complete the Offering the timing thereof and related matters. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
HIVE Digital Technologies Ltd. ("HIVE" or the "Company")
# 855 - 789 West Pender Street
Vancouver, BC V6C 1H2
Item 2 Date of Material Change
December 19, 2023.
Item 3 News Release
The press release attached as Schedule "A" was released on December 19, 2023 by a newswire company in Canada.
Item 4 Summary of Material Change
The material change is described in the press release attached as Schedule "A".
Item 5 Full Description of Material Change
The material change is described in the press release attached as Schedule "A".
Item 6 Reliance of subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Darcy Daubaras
Chief Financial Officer
T: 604-664-1078
Item 9 Date of Report
December 19, 2023.
Schedule "A"
HIVE DIGITAL TECHNOLOGIES LTD.
December 19, 2023
HIVE Digital Announces $25 Million Bought Deal Private Placement Financing to HODL our Bitcoin Production and Expand Green Mining Footprint by 100MW
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, Canada - HIVE Digital Technologies Ltd.(TSX.V:HIVE) (Nasdaq:HIVE) (FSE:YO0.F) (the "Company" or "HIVE") a leading digital asset miner and "green" focused data center builder and operator is pleased to announce that it has entered into an agreement with Stifel Canada and Canaccord Genuity as co-lead underwriters and joint bookrunners (the "Underwriters"), whereby the Underwriters will purchase, on a bought-deal basis, 5,000,000 special warrants of the Company (the "Special Warrants") at a price of $5.00 per Special Warrant for aggregate gross proceeds to the Company of $25,000,000 (the "Offering"). The completion of the Offering will be subject to receipt of all necessary regulatory and corporate approvals or consents.
The Company will grant the Underwriters an option to increase the size of the Offering by up to an additional 15% of the Special Warrants sold under the Offering, exercisable in whole or in part, at any time and from time to time up to 48 hours prior to the Closing Date (as hereinafter defined).
Each Special Warrant shall entitle the holder thereof to receive, subject to adjustment in certain circumstances and the Penalty Provision (as defined below), and without payment of additional consideration, one (1) unit of the Company (each a "Unit") upon the exercise or deemed exercise of each Special Warrant. Each Unit shall consist of one (1) common share of the Company (a "Unit Share") and one-half (0.5) of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one common share of the Company (a "Warrant Share") at a price of $6.00 per Warrant Share for a period of 36 months following the closing of the Offering. The Special Warrants will be exercisable by the holders thereof at any time after the Closing Date for no additional consideration. All unexercised Special Warrants shall be deemed exercised on behalf of, and without any required action on the part of, the holders (including payment of additional consideration) on the earlier of:
(i) the second business day following the date on which a final receipt is obtained from the British Columbia Securities Commission (the "BCSC"), as principal regulator on behalf of the securities regulatory authorities in each Province of Canada, except Québec , for a (final) short form prospectus qualifying the distribution of the Unit Shares and Warrants to be issued upon exercise of the Special Warrants (the "Qualification Date"); and
(ii) 4:59 p.m. (Toronto time) on the date which is four months and a day following the Closing Date (the "Qualification Deadline").
In the event the Qualification Date has not occurred on or before the date that is 30 business days following the Closing Date (the "Penalty Date"), each outstanding Special Warrant shall thereafter entitle the holder to receive, upon the exercise or deemed exercise of each Special Warrant, for no additional consideration, 1.1 Units (the "Penalty Provision").
The Company anticipates the net proceeds of the Offering will be used to support the growth of its business including the expansion of data centers to utilize an additional 100 MW of green energy to add approximately 5 Exahash to HIVE's existing green Bitcoin mining footprint, as well as for working capital and general corporate purposes. HIVE also anticipates being able to HODL all its Bitcoin until the upcoming Halving.
The closing of the Offering is anticipated to be on December 28, 2023 (the "Closing Date"). In consideration for their services, the Underwriters will receive a cash commission equal to 6% of the gross proceeds of the Offering plus 6% broker warrants.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain industry. As a company whose shares trade on a major stock exchange, we are building a bridge between the digital currency and blockchain sector and traditional capital markets. HIVE owns state-of-the-art, green energy-powered data centre facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of ETH and BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency space. For further information please contact:
Frank Holmes
info@hivedigitaltech.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes, but is not limited to, statements with respect to information about the Offering and the use of proceeds, potential dilution and application of the Penalty Provision; business goals and objectives of the Company; and other forward-looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward-looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the volatility of digital currency prices; continued effects of the COVID-19 pandemic may have a material adverse effect on the Company's performance as supply chains are disrupted and prevent the Company from carrying out its expansion plans or operating its assets; and other related risks as more fully set out in the registration statement of Company and other documents disclosed under the Company's filings at www.sec.gov/EDGAR and www.sedar.com.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to complete the Offering the timing thereof and related matters. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
HIVE Digital Announces Purchase of 7,000 Bitmain S21 Antminers to Expand Production by 1.4 Exahash
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, British Columbia--(Newsfile Corp. - December 22, 2023) - HIVE Digital Technologies Ltd. (TSXV: HIVE) (NASDAQ: HIVE) (FSE:YO0) (the "Company" or "HIVE"), a leading digital asset miners and "green" focused data center builder and operator is pleased to announce the purchase of 7,000 units of the new Bitmain S21 Antminers, which will be delivered January through June 2024.
Once installed in HIVE's existing 140 MW of green energy infrastructure, HIVE's average fleet efficiency will be 25 J/TH, and 5.8 ExaHash of Bitcoin mining capacity.
This order brings HIVE's purchases of new generation ASICs last month to a total of 16,800 Bitmain new generation ASICs, comprised of 5,000 S19 kPro Antminers, followed by 4,800 S19 kPro Antminers, and now 7,000 S21 Antminers.
Additionally, HIVE has an existing inventory fleet of 6.6 Exahash of ASICs. With this delivery of 1.4 Exahash of S21 Antminers, HIVE will have a total ASIC capacity of 8 Exahash.
HIVE's growth plans are to expand production to 8 Exahash in 2024, HODL its Bitcoin production and continue to expand its HPC platform utilizing its growing suite of Nvidia chips.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain and high-performance computing industry. As a company whose shares trade on major stock exchanges, we are building a bridge between the digital currency and blockchain sectors and traditional capital markets. HIVE owns state-of- the-art, green energy-powered data center facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency and high-performance computing space.
We encourage you to visit HIVE's YouTube channel here to learn more about HIVE.
For more information and to register to HIVE's mailing list, please visit https://hivedigitaltechnologies.com/. Follow @HIVEDigitalTech on X and subscribe to HIVE's YouTube channel.
On Behalf of HIVE Digital Technologies Ltd.
"Frank Holmes"
Executive Chairman
For further information please contact:
Frank Holmes
info@hivedigitaltech.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian and United States securities legislation and regulations that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes but is not limited to: business goals and objectives of the Company; the acquisition, deployment and optimization of the mining fleet and equipment; the continued viability of its existing Bitcoin mining operations; and other forward- looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the Company's ability to compete successfully with other cloud computing service providers; the regulatory environment for cryptocurrency in Canada, the United States and the countries where our mining facilities are located; economic dependence on regulated terms of service and electricity rates; the speculative and competitive nature of the technology sector; dependency on continued growth in blockchain and cryptocurrency usage; lawsuits and other legal proceedings and challenges; government regulations; the global economic climate; dilution; future capital needs and uncertainty of additional financing, the transaction described in this news release may not occur on the terms as proposed and described herein or at all and, if such transaction is completed, the cryptocurrency operation may not meet expected performance levels for one or more reasons; the proposed transaction may not have a positive impact on HIVE's revenues, or gross mining margin; the impact of newelectrical power rates which could impair profitability and operating performance; the operation of the acquired assets may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; the volatility of digital currency prices; the Company may never realize more efficient operations, a lower cost structure, or greater flexibility in operation; as well as capital market conditions in general; risks relating to the strategy of maintaining and increasing Bitcoin holdings and the impact of depreciating Bitcoin prices on working capital; the competitive nature of the industry; currency exchange risks; the need for the Company to manage its planned growth and expansion; the effects of product development and need for continued technology change; the ability to maintain reliable and economical sources of power to run its cryptocurrency mining assets; the impact of energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates; protection of proprietary rights; the effect of government regulation and compliance on the Company and the industry; network security risks; the ability of the Company to maintain properly working systems; reliance on key personnel; global economic and financial market deterioration impeding access to capital or increasing the cost of capital; share dilution resulting from the ATM Program and from other equity issuances; the construction and operation of facilities may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; an increase in network difficulty may have a significant negative impact on operations; the volatility of digital currency prices; the anticipated growth and sustainability of electricity for the purposes of cryptocurrency mining in the applicable jurisdictions; the inability to maintain reliable and economical sources of power for the Company to operate cryptocurrency mining assets; the risks of an increase in the Company's electricity costs, cost of natural gas, changes in currency exchange rates, energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates and the adverse impact on the Company's profitability; the ability to complete current and future financings, any regulations or laws that will prevent the Company from operating its business; historical prices of digital currencies and the ability to mine digital currencies that will be consistent with historical prices; an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19 on the price of digital currencies, capital market conditions, restriction on labour and international travel and supply chains; and, the adoption or expansion of any regulation or lawthat will prevent the Company from operating its business, or make it more costly to do so; and other related risks as more fully set out in the Company's disclosure documents under the Company's filings at www.sec.gov/EDGAR and www.sedarplus.ca.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to realize operational efficiencies going forward into profitability; profitable use of the Company's assets going forward; the Company's ability to profitably liquidate its digital currency inventory as required; historical prices of digital currencies and the ability of the Company to mine digital currencies will be consistent with historical prices; and there will be no regulation or lawthat will prevent the Company from operating its business. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of newinformation, future events or otherwise, other than as required by law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/192093
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
HIVE Digital Technologies Ltd. ("HIVE" or the "Company")
# 855 - 789 West Pender Street
Vancouver, BC V6C 1H2
Item 2 Date of Material Change
December 22, 2023.
Item 3 News Release
The press release attached as Schedule "A" was released on December 22, 2023 by a newswire company in Canada.
Item 4 Summary of Material Change
The material change is described in the press release attached as Schedule "A".
Item 5 Full Description of Material Change
The material change is described in the press release attached as Schedule "A".
Item 6 Reliance of subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Darcy Daubaras
Chief Financial Officer
T: 604-664-1078
Item 9 Date of Report
December 22, 2023.
Schedule "A"
HIVE Digital Announces Purchase of 7,000 Bitmain S21 Antminers to Expand Production by 1.4 Exahash
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, British Columbia--(Newsfile Corp. - December 22, 2023) - HIVE Digital Technologies Ltd. (TSXV: HIVE) (NASDAQ: HIVE) (FSE:YO0) (the "Company" or "HIVE"), a leading digital asset miners and "green" focused data center builder and operator is pleased to announce the purchase of 7,000 units of the new Bitmain S21 Antminers, which will be delivered January through June 2024.
Once installed in HIVE's existing 140 MW of green energy infrastructure, HIVE's average fleet efficiency will be 25 J/TH, and 5.8 ExaHash of Bitcoin mining capacity.
This order brings HIVE's purchases of new generation ASICs last month to a total of 16,800 Bitmain new generation ASICs, comprised of 5,000 S19 kPro Antminers, followed by 4,800 S19 kPro Antminers, and now 7,000 S21 Antminers.
Additionally, HIVE has an existing inventory fleet of 6.6 Exahash of ASICs. With this delivery of 1.4 Exahash of S21 Antminers, HIVE will have a total ASIC capacity of 8 Exahash.
HIVE's growth plans are to expand production to 8 Exahash in 2024, HODL its Bitcoin production and continue to expand its HPC platform utilizing its growing suite of Nvidia chips.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain and high-performance computing industry. As a company whose shares trade on major stock exchanges, we are building a bridge between the digital currency and blockchain sectors and traditional capital markets. HIVE owns state-of-the-art, green energy-powered data center facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency and high-performance computing space.
We encourage you to visit HIVE's YouTube channel here to learn more about HIVE.
For more information and to register to HIVE's mailing list, please visit https://hivedigitaltechnologies.com/. Follow @HIVEDigitalTech on X and subscribe to HIVE's YouTube channel.
On Behalf of HIVE Digital Technologies Ltd.
"Frank Holmes"
Executive Chairman
For further information please contact:
Frank Holmes
info@hivedigitaltech.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian and United States securities legislation and regulations that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes but is not limited to: business goals and objectives of the Company; the acquisition, deployment and optimization of the mining fleet and equipment; the continued viability of its existing Bitcoin mining operations; and other forward-looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the Company's ability to compete successfully with other cloud computing service providers; the regulatory environment for cryptocurrency in Canada, the United States and the countries where our mining facilities are located; economic dependence on regulated terms of service and electricity rates; the speculative and competitive nature of the technology sector; dependency on continued growth in blockchain and cryptocurrency usage; lawsuits and other legal proceedings and challenges; government regulations; the global economic climate; dilution; future capital needs and uncertainty of additional financing, the transaction described in this news release may not occur on the terms as proposed and described herein or at all and, if such transaction is completed, the cryptocurrency operation may not meet expected performance levels for one or more reasons; the proposed transaction may not have a positive impact on HIVE's revenues, or gross mining margin; the impact of newelectrical power rates which could impair profitability and operating performance; the operation of the acquired assets may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; the volatility of digital currency prices; the Company may never realize more efficient operations, a lower cost structure, or greater flexibility in operation; as well as capital market conditions in general; risks relating to the strategy of maintaining and increasing Bitcoin holdings and the impact of depreciating Bitcoin prices on working capital; the competitive nature of the industry; currency exchange risks; the need for the Company to manage its planned growth and expansion; the effects of product development and need for continued technology change; the ability to maintain reliable and economical sources of power to run its cryptocurrency mining assets; the impact of energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates; protection of proprietary rights; the effect of government regulation and compliance on the Company and the industry; network security risks; the ability of the Company to maintain properly working systems; reliance on key personnel; global economic and financial market deterioration impeding access to capital or increasing the cost of capital; share dilution resulting from the ATM Program and from other equity issuances; the construction and operation of facilities may not occur as currently planned, or at all; expansion may not materialize as currently anticipated, or at all; the digital currency market; the ability to successfully mine digital currency; revenue may not increase as currently anticipated, or at all; it may not be possible to profitably liquidate the current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on operations; an increase in network difficulty may have a significant negative impact on operations; the volatility of digital currency prices; the anticipated growth and sustainability of electricity for the purposes of cryptocurrency mining in the applicable jurisdictions; the inability to maintain reliable and economical sources of power for the Company to operate cryptocurrency mining assets; the risks of an increase in the Company's electricity costs, cost of natural gas, changes in currency exchange rates, energy curtailment or regulatory changes in the energy regimes in the jurisdictions in which the Company operates and the adverse impact on the Company's profitability; the ability to complete current and future financings, any regulations or laws that will prevent the Company from operating its business; historical prices of digital currencies and the ability to mine digital currencies that will be consistent with historical prices; an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19 on the price of digital currencies, capital market conditions, restriction on labour and international travel and supply chains; and, the adoption or expansion of any regulation or lawthat will prevent the Company from operating its business, or make it more costly to do so; and other related risks as more fully set out in the Company's disclosure documents under the Company's filings at www.sec.gov/EDGAR and www.sedarplus.ca.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to realize operational efficiencies going forward into profitability; profitable use of the Company's assets going forward; the Company's ability to profitably liquidate its digital currency inventory as required; historical prices of digital currencies and the ability of the Company to mine digital currencies will be consistent with historical prices; and there will be no regulation or lawthat will prevent the Company from operating its business. The Company has also assumed that no significant events occur outside of the Company's normal course of business.
Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of newinformation, future events or otherwise, other than as required by law.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/192093
HIVE DIGITAL TECHNOLOGIES LTD.
December 28, 2023
HIVE DIGITAL ANNOUNCES CLOSING OF $28.75 MILLION BOUGHT
DEAL PRIVATE PLACEMENT FINANCING TO "HODL" OUR BITCOIN
PRODUCTION AND EXPAND GREEN MINING FOOTPRINT
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES.
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, Canada - HIVE Digital Technologies Ltd.(TSX.V:HIVE) (Nasdaq:HIVE) (FSE:YO0.F) (the "Company" or "HIVE") a leading digital asset miner and "green" focused data center builder and operator is pleased to announce that it has closed the previously announced bought-deal private placement (the "Offering") of 5,000,000 special warrants ("Special Warrants") at a price of CAD$5.00 per Special Warrant for aggregate gross proceeds to the Company of CAD$25,000,000, with Stifel Canada. and Canaccord Genuity Corp., acting as co-lead underwriters and joint bookrunners (together, the "Underwriters").
In connection with the closing of the Offering, the Underwriters elected to fully exercise the option granted to them by the Company to increase the size of the Offering by an additional 15% of the Special Warrants sold under the Offering, for an additional 750,000 Special Warrants. As a result, the Offering consisted of the sale of an aggregate 5,750,000 Special Warrants for aggregate gross proceeds of CAD$28,750,000. The Special Warrants and the underlying Units (defined below) are subject to a statutory hold period of four months and one day in accordance with applicable securities laws. The completion of the Offering will be subject to receipt of all necessary regulatory and corporate approvals or consents.
Each Special Warrant entitles the holder thereof to receive, subject to adjustment in certain circumstances and the Penalty Provision (as defined below), and without payment of additional consideration, one (1) unit of the Company (each a "Unit") upon the exercise or deemed exercise of each Special Warrant. Each Unit shall consist of one (1) common share of the Company (a "Unit Share") and one-half (0.5) of one (1) common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one (1) common share of the Company (a "Warrant Share") at a price of CAD$6.00 per Warrant Share until December 28, 2026. The Special Warrants will be exercisable by the holders thereof at any time for no additional consideration. All unexercised Special Warrants shall be deemed exercised on behalf of, and without any required action on the part of, the holders (including payment of additional consideration) on the earlier of:
(i) the second business day following the date on which a final receipt is obtained from the British Columbia Securities Commission (the "BCSC"), as principal regulator and on behalf of the Ontario Securities Commission, for a (final) short form prospectus qualifying the distribution of the Unit Shares and Warrants to be issued upon exercise of the Special Warrants (the "Qualification Date"); and
(ii) 4:59 p.m. (Toronto time) on April 29, 2024, being the date, which is four months and a day following December 28, 2023 (the "Qualification Deadline").
In the event the Qualification Date has not occurred on or before February 9, 2024 (the "Penalty Date"), each outstanding Special Warrant shall thereafter entitle the holder to receive, upon the exercise or deemed exercise of each Special Warrant, for no additional consideration, 1.1 Units (the "Penalty Provision").
The Company anticipates the net proceeds of the Offering will be used to support the growth of its Bitcoin mining footprint, as well as for working capital and general corporate purposes. HIVE also anticipates being able to "HODL" all its Bitcoin until the upcoming Halving.
In consideration for their services, the Underwriters received a cash commission equal to 6.0% of the gross proceeds of the Offering plus that number of broker warrants as is equal to 6.0% of the aggregate number of Special Warrants issued pursuant to the Offering, with each such broker warrant entitling the holder to acquire one (1) common share at a price of CAD$5.00 per common share until December 28, 2026.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain industry. As a company whose shares trade on a major stock exchange, we are building a bridge between the digital currency and blockchain sector and traditional capital markets. HIVE owns state-of-the-art, green energy-powered data centre facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of ETH and BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency space.
For further information please contact:
Frank Holmes, Executive Chairman
E-mail: info@hivedigitaltech.com
Tel: 604 664-1078
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes, but is not limited to, statements with respect to information about the Offering and the use of proceeds, potential dilution and application of the Penalty Provision; business goals and objectives of the Company; and other forward-looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward-looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the volatility of digital currency prices; continued effects of the COVID-19 pandemic may have a material adverse effect on the Company's performance as supply chains are disrupted and prevent the Company from carrying out its expansion plans or operating its assets; and other related risks as more fully set out in the registration statement of Company and other documents disclosed under the Company's filings at www.sec.gov/EDGAR and www.sedar.com.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to complete the Offering, the timing thereof, the receipt of all necessary approvals, and related matters. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
HIVE Digital Technologies Ltd. ("HIVE" or the "Company")
# 855 - 789 West Pender Street
Vancouver, BC V6C 1H2
Item 2 Date of Material Change
December 28, 2023.
Item 3 News Release
The press release attached as Schedule "A" was released on December 28, 2023 by a newswire company in Canada.
Item 4 Summary of Material Change
The material change is described in the press release attached as Schedule "A".
Item 5 Full Description of Material Change
The material change is described in the press release attached as Schedule "A".
Item 6 Reliance of subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Darcy Daubaras
Chief Financial Officer
T: 604-664-1078
Item 9 Date of Report
December 28, 2023.
SCHEDULE "A"
HIVE DIGITAL TECHNOLOGIES LTD.
December 28, 2023
HIVE DIGITAL ANNOUNCES CLOSING OF $28.75 MILLION BOUGHT
DEAL PRIVATE PLACEMENT FINANCING TO "HODL" OUR BITCOIN
PRODUCTION AND EXPAND GREEN MINING FOOTPRINT
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES.
This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated May 10, 2023 to its short form base shelf prospectus dated May 1, 2023.
Vancouver, Canada - HIVE Digital Technologies Ltd.(TSX.V:HIVE) (Nasdaq:HIVE) (FSE:YO0.F) (the "Company" or "HIVE") a leading digital asset miner and "green" focused data center builder and operator is pleased to announce that it has closed the previously announced bought-deal private placement (the "Offering") of 5,000,000 special warrants ("Special Warrants") at a price of CAD$5.00 per Special Warrant for aggregate gross proceeds to the Company of CAD$25,000,000, with Stifel Canada. and Canaccord Genuity Corp., acting as co-lead underwriters and joint bookrunners (together, the "Underwriters").
In connection with the closing of the Offering, the Underwriters elected to fully exercise the option granted to them by the Company to increase the size of the Offering by an additional 15% of the Special Warrants sold under the Offering, for an additional 750,000 Special Warrants. As a result, the Offering consisted of the sale of an aggregate 5,750,000 Special Warrants for aggregate gross proceeds of CAD$28,750,000. The Special Warrants and the underlying Units (defined below) are subject to a statutory hold period of four months and one day in accordance with applicable securities laws. The completion of the Offering will be subject to receipt of all necessary regulatory and corporate approvals or consents.
Each Special Warrant entitles the holder thereof to receive, subject to adjustment in certain circumstances and the Penalty Provision (as defined below), and without payment of additional consideration, one (1) unit of the Company (each a "Unit") upon the exercise or deemed exercise of each Special Warrant. Each Unit shall consist of one (1) common share of the Company (a "Unit Share") and one-half (0.5) of one (1) common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one (1) common share of the Company (a "Warrant Share") at a price of CAD$6.00 per Warrant Share until December 28, 2026. The Special Warrants will be exercisable by the holders thereof at any time for no additional consideration. All unexercised Special Warrants shall be deemed exercised on behalf of, and without any required action on the part of, the holders (including payment of additional consideration) on the earlier of:
(i) the second business day following the date on which a final receipt is obtained from the British Columbia Securities Commission (the "BCSC"), as principal regulator and on behalf of the Ontario Securities Commission, for a (final) short form prospectus qualifying the distribution of the Unit Shares and Warrants to be issued upon exercise of the Special Warrants (the "Qualification Date"); and
(ii) 4:59 p.m. (Toronto time) on April 29, 2024, being the date, which is four months and a day following December 28, 2023 (the "Qualification Deadline").
In the event the Qualification Date has not occurred on or before February 9, 2024 (the "Penalty Date"), each outstanding Special Warrant shall thereafter entitle the holder to receive, upon the exercise or deemed exercise of each Special Warrant, for no additional consideration, 1.1 Units (the "Penalty Provision").
The Company anticipates the net proceeds of the Offering will be used to support the growth of its Bitcoin mining footprint, as well as for working capital and general corporate purposes. HIVE also anticipates being able to "HODL" all its Bitcoin until the upcoming Halving.
In consideration for their services, the Underwriters received a cash commission equal to 6.0% of the gross proceeds of the Offering plus that number of broker warrants as is equal to 6.0% of the aggregate number of Special Warrants issued pursuant to the Offering, with each such broker warrant entitling the holder to acquire one (1) common share at a price of CAD$5.00 per common share until December 28, 2026.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
About HIVE Digital Technologies Ltd.
HIVE Digital Technologies Ltd. went public in 2017 as the first cryptocurrency mining company listed for trading on the TSX Venture Exchange with a sustainable green energy focus.
HIVE is a growth-oriented technology stock in the emergent blockchain industry. As a company whose shares trade on a major stock exchange, we are building a bridge between the digital currency and blockchain sector and traditional capital markets. HIVE owns state-of-the-art, green energy-powered data centre facilities in Canada, Sweden, and Iceland, where we endeavour to source green energy to mine digital assets such as Bitcoin on the cloud. Since the beginning of 2021, HIVE has held in secure storage the majority of its treasury of ETH and BTC derived from mining rewards. Our shares provide investors with exposure to the operating margins of digital currency mining, as well as a portfolio of Bitcoin. Because HIVE also owns hard assets such as data centers and advanced multi-use servers, we believe our shares offer investors an attractive way to gain exposure to the cryptocurrency space.
For further information please contact:
Frank Holmes, Executive Chairman
E-mail: info@hivedigitaltech.com
Tel: 604 664-1078
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release
Forward-Looking Information
Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates and projections as at the date of this news release. "Forward-looking information" in this news release includes, but is not limited to, statements with respect to information about the Offering and the use of proceeds, potential dilution and application of the Penalty Provision; business goals and objectives of the Company; and other forward-looking information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.
Factors that could cause actual results to differ materially from those described in such forward-looking information include, but are not limited to, the volatility of the digital currency market; the Company's ability to successfully mine digital currency; the Company may not be able to profitably liquidate its current digital currency inventory as required, or at all; a material decline in digital currency prices may have a significant negative impact on the Company's operations; the volatility of digital currency prices; continued effects of the COVID-19 pandemic may have a material adverse effect on the Company's performance as supply chains are disrupted and prevent the Company from carrying out its expansion plans or operating its assets; and other related risks as more fully set out in the registration statement of Company and other documents disclosed under the Company's filings at www.sec.gov/EDGAR and www.sedar.com.
The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to complete the Offering, the timing thereof, the receipt of all necessary approvals, and related matters. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.