Hut 8 optimizes self-mining operations as miners come online at Salt Creek

Greenfield site energized in 78 days, less than three months after breaking ground

Cost to mine a Bitcoin at site expected to be 30% lower than cost at hosted facilities due to favorable energy profile

MIAMI, FL, April 16, 2024Hut 8 Corp. (Nasdaq | TSX: HUT) (“Hut 8” or the “Company”), a leading, vertically integrated operator of large-scale energy infrastructure and one of North America’s largest Bitcoin miners, today announced the energization of one third of its 63 MW site in Culberson County, Texas (“Salt Creek”). Hut 8 is phasing energization to maximize deployed hashrate pre-halving and will continue to energize the site in the coming weeks.

“With Salt Creek, we gain critical control over our miner fleet and operating costs as we head into the halving,” said Asher Genoot, CEO of Hut 8. “Our outlook on energy prices at the site suggests that the potential for cost savings relative to our cost of mining at Kearney and Granbury is in line with the 30% reduction initially projected.”

As previously announced, Hut 8 relocated a portion of its most efficient hosted miners from Kearney and Granbury to Salt Creek in March to enable rapid energization of the new site. Hut 8 has deployed Reactor, its proprietary energy curtailment software, to automate site operations, ensure that miners hash when profitable, and reduce the site’s realized cost of energy.

“I am incredibly proud of our team for delivering a standard-setting performance at Salt Creek,” said Genoot. “What we have achieved in 78 days, including the removal of more than 25,000 miners from Kearney and Granbury in eight days, is a testament to our market-leading capabilities, work ethic, and ability to execute. We remain on track to deliver an incredibly cost-effective buildout: Our expected all-in cost of $275,000 per megawatt or less represents a 40% savings versus recent acquisitions in the area. As demonstrated with Salt Creek, we will continue to act decisively to strengthen and grow our self-mining business.”

 

About Hut 8

Hut 8 Corp. is an energy infrastructure operator and Bitcoin miner with self-mining, hosting, managed services, and traditional data center operations across North America. Headquartered in Miami, Florida, Hut 8 Corp.’s portfolio comprises eighteen sites: nine Bitcoin mining, hosting, and Managed Services sites in Alberta, New York, Nebraska, and Texas, five high performance computing data centers in British Columbia and Ontario, and four power generation assets in Ontario. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events, or developments that Hut 8 expects or anticipates will or may occur in the future, including statements relating to the buildout of Salt Creek, and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely,” or similar expressions.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates, and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions, and other factors that may cause the actual results, level of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data center business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Transition Report on Form 10-K for the transition period from July 1, 2023 to December 31, 2023, available under the Company’s EDGAR profile at www.sec.gov, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

 

Contacts

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Eoin Fay

eoin.fay@hut8.io

Hut 8 Operations Update for March 2024

25.5 EH/s and 884 MW under management as Hut 8 executes closure of Drumheller site and prepares to energize Salt Creek site

9,102 Bitcoin on balance sheet positions Hut 8 to invest in growth as the halving approaches

MIAMI, FL, April 5, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) a leading, vertically integrated operator of large-scale energy infrastructure and one of North America’s largest Bitcoin miners today released its operations update for March 2024.

“March was another productive month in our post-merger restructuring program,” said Asher Genoot, CEO of Hut 8. “We continue to make the changes required for profitable, long-term growth.”

“On March 6, we announced the closure of Drumheller. Our team relocated efficient miners to Medicine Hat and retired inefficient miners. We expect to see the impact of these changes on our operating efficiency moving forward.”

“We also made significant progress on our new Salt Creek site and expect to fully energize the site in April, less than three months after breaking ground. We removed our miners from Kearney and Granbury and are relocating them to our owned sites, Salt Creek and Alpha, to be energized. While this decreased our deployed hashrate and Bitcoin production during the month, it gives us the crucial ability to maintain full control of our fleet and drive down our energy costs going into the halving.”

“Lastly, site-level operating responsibilities transitioned to the new owner of Kearney and Granbury and we continue to transition ownership of all other activities at those sites. Under our agreement, we expect to continue generating revenue at these sites until the agreement is terminated at the end of April, at which point we are entitled to receive an early termination fee of $13.5 million.”

“I look forward to sharing more updates on the impact of our restructuring and growth initiatives in the coming months.”

March 2024 February 2024
Total energy capacity under management1 884 MW 926 MW
Total deployed miners under management2,3 241.6K 258.2K
Total hashrate under management2,4 25.5 EH/s 27.0 EH/s
 

Self-Mining5

 

 

 

 

Deployed miners2,6 55.0K 74.1K
Deployed hashrate2,7 5.4 EH/s 7.2 EH/s
Bitcoin produced8 231 BTC 292 BTC
Bitcoin on balance sheet9 9,102 BTC 9,110 BTC
 
Managed Services10  
Energy capacity under management 767 MW 767 MW
Deployed miners under management2,11 210.5K 218.6K
Hashrate under management2 22.6 EH/s 23.4 EH/s
 
Hosting  
Deployed miners under management2,11,12 76.8K 76.7K
Hashrate under management2,13 8.7 EH/s 8.7 EH/s

Notes:

1 Includes all Self-Mining, Managed Services, and Hosting infrastructure, including 100% of the energy capacity at the King Mountain site, which is owned by the King Mountain JV in which the Company has a 50% membership interest and a Fortune 200 renewable energy producer has the remaining 50% membership interest (the “King Mountain JV”).

2 Average during the period for March 2024.

3 Includes all miners that are racked with power and networking, rounded to the nearest 100, in Self-Mining, Managed Services, and Hosting infrastructure with power and networking, including all miners at the King Mountain site.

4 Includes all Self-Mining, Managed Services, and Hosting hashrate, including 100% of the hashrate at the King Mountain site.

5 Self-Mining operations for Hut 8 include 100% of operations at the King Mountain site.

6 Deployed miners are defined as those physically racked with power and networking, rounded to the nearest 100; deployed self-mining miners net of the 50% share of the King Mountain JV held by Hut 8’s joint venture partner was 46.1K during March and 65.1K during February.

7 Indicates the target hashrate of all deployed miners; deployed self-mining hashrate net of the 50% share of the King Mountain JV held by Hut 8’s joint venture partner was 4.5 EH/s during March and 6.3 EH/s during February.

8 Bitcoin produced net of the 50% share of the King Mountain JV held by Hut 8’s joint venture partner was 192 BTC during March and 254 during February.

9 As of month-end.

10 The Managed Services figures reflected in this table include the Self-Mining and Hosting metrics from the sites where Hut 8’s Managed Services business is an additional service layer in the operation of the site (at Charlie, Delta, Echo, and Hotel – site details below). As a result, the sum of the Self-Mining, Managed Services, and Hosting numbers will not add up to the “Total energy capacity under management”, “Total deployed miners under management”, and “Total hashrate under management” figures that are also reflected in the table.

11 Miners are rounded to the nearest 100.

12 6K deployed miners under management net of the 50% share of the King Mountain JV held by Hut 8’s joint venture partner during both March and February.

13 7 EH/s under management net of Hut 8’s joint venture partner’s 50% share of the King Mountain JV during March and February.

 

Highlights:

  • Hut 8 executed a series of strategic measures at Drumheller, closing the site, moving efficient miners to Medicine Hat, and retiring inefficient miners.
  • Construction of the 63 MW Salt Creek site is progressing on schedule, and the Hut 8 team expects to energize miners in April.
  • In preparation for the energization of Salt Creek, the Company removed all miners hosted at Kearney and Granbury and is relocating them to Salt Creek and Alpha
  • Site-level operating responsibilities at Kearney and Granbury transitioned to the new owner and Hut 8 continues to transition ownership of all other activities.
  • At Ionic Digital’s Cedarvale site in Ward County, Texas, the Hut 8 team completed the initial phase of construction and is preparing to energize the site.
   

Owner

Energy Capacity

Self-Mining

Managed Services

Hosting

Alpha Niagara Falls, NY

Hut 8

50 MW

Yes

Yes

Kearney Kearney, NB

Managed

100 MW

Yes

Yes

Granbury Granbury, TX

Managed

300 MW

Yes

Yes

King Mountain McCamey, TX

Joint Venture

280 MW

Yes

Yes

Yes

Medicine Hat Medicine Hat, AB

Hut 8

67 MW

Yes

Hotel Midland, TX

Managed

87 MW

Yes

About Hut 8

Hut 8 Corp. is an energy infrastructure operator and Bitcoin miner with self-mining, hosting, managed services, and traditional data center operations across North America. Headquartered in Miami, Florida, Hut 8 Corp.’s portfolio comprises eighteen sites: nine Bitcoin mining, hosting, and Managed Services sites in Alberta, New York, Nebraska, and Texas, five high performance computing data centers in British Columbia and Ontario, and four power generation assets in Ontario. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 and New Hut expect or anticipate will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes statements relating to the Company’s  profitable, long-term growth, operating efficiency, relocation of miners, and restructuring and optimization initiatives.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to,  security and cybersecurity threats and hacks; malicious actors or botnet obtaining control of processing power on the Bitcoin network; further development and acceptance of the Bitcoin network; changes to Bitcoin mining difficulty; loss or destruction of private keys; increases in fees for recording transactions in the Blockchain; erroneous transactions; reliance on a limited number of key employees; reliance on third party mining pool service providers; regulatory changes; classification and tax changes; momentum pricing risk; fraud and failure related to digital asset exchanges; difficulty in obtaining banking services and financing; difficulty in obtaining insurance, permits and licenses; internet and power disruptions; geopolitical events; uncertainty in the development of cryptographic and algorithmic protocols; uncertainty about the acceptance or widespread use of digital assets; failure to anticipate technology innovations; the COVID19 pandemic, climate change; currency risk; lending risk and recovery of potential losses; litigation risk; business integration risk; changes in market demand; changes in network and infrastructure; system interruption; changes in leasing arrangements; failure to achieve intended benefits of power purchase agreements; potential for interrupted delivery, or suspension of the delivery, of energy to mining sites and other risks related to the digital asset mining and data centre business. For a complete list of the factors that could affect Hut 8, please see the “Risk Factors” section of Hut 8’s Transition Report on Form 10-K, available under the Company’s EDGAR profile at www.sec.gov, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and  EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Reports Operating and Financial Results for the Six Months Ended December 31, 2023

Revenue of $60.6 million including $12.6 million from Managed Services

Net Income of $6.2 million and Adjusted EBITDA of $62.3 million

9,195 self-mined Bitcoin on balance sheet as of December 31, 2023

 

MIAMI, FL, March 28, 2024Hut 8 Corp. (Nasdaq | TSX: HUT) (“Hut 8” or the “Company”), a leading, vertically integrated operator of large-scale energy infrastructure and one of North America’s largest Bitcoin miners, today announced its financial results for the six months ended December 31, 2023.

“Our results this period demonstrate the strength and potential of the new Hut 8. Our thesis for the merger was to combine the operating scale and discipline of US Bitcoin Corp with the strong balance sheet, access to capital markets, and liquidity of Hut 8 Mining Corp. Since closing, we have focused tirelessly on driving efficiencies through a comprehensive restructuring program. While there is still work to do, I am proud of the progress we have made,” said Asher Genoot, CEO of Hut 8. “Our goal is to continue building a profitable, diversified business during fiscal year ’24. With this in mind, we will continue to focus on driving topline revenue growth and cost reduction across the business.”

“Looking ahead, we are focused on two pillars of growth: strengthening and growing our self-mining business, and continuing to diversify our broader business. We currently have more than 1,100 megawatts of energy development capacity under exclusivity, which represents nearly 63 exahash of capacity if filled with current generation miners. As we head into the halving, we maintain a strong balance sheet with what we believe to be healthy and manageable debt. This will allow us to invest in growth while reducing the need for external capital and limiting shareholder dilution.”

“We have already proven that we can operate at scale, with approximately 27 exahash under management across our self-mining, hosting, and managed services business lines as of the end of February. We believe our ability to build sites quickly and cost-efficiently without sacrificing quality is unmatched, and our team has a single-minded focus on building a best-in-class operating business. With our capabilities, resources, and team, I am more confident than ever that we will build a lasting, generational business committed to maximizing shareholder value.”

 

Six Months Ended December 31, 2023 Financial and Operational Highlights

U.S. Data Mining Group, Inc. dba US Bitcoin Corp (“USBTC”) and Hut 8 Mining Corp. completed an all-stock merger of equals (the “Business Combination”) on November 30, 2023. USBTC was deemed the accounting acquirer in the transaction, so the Company’s results of operations reflect only USBTC’s performance up until the completion of the Business Combination on November 30, 2023. The Company’s results of operations for the combined company start on December 1, 2023.

There was also a change of year-end for the accounting acquirer, USBTC, from June 30 to December 31. As a result, the Company is filing transition period financial statements as a bridge between USBTC’s last year-end, which was June 30, 2023, and Hut 8 Corp.’s new year-end, which is December 31, 2023. The outcome of this is a six-month set of financials, including audited financials for the six months ended December 31, 2023 and unaudited financials for the six months ended Dec 31, 2022.

  • Operating portfolio totaled 839 megawatts (“MW”) across 11 sites in North America comprising six digital asset mining sites and five cloud and colocation data centers as of December 31, 2023.
  • Self-mining hashrate totaled approximately 6.3 exahash per second (EH/s) as of December 31, 2023, including the Company’s net share of the King Mountain joint venture (“King Mountain JV”).
  • Revenue increased by $14.6 million to $60.6 million from $46.0 million in the six months ended December 31, 2022.
  • Net income improved to $6.2 million compared to a net loss of $81.3 million in the six months ended December 31, 2022.
  • Adjusted EBITDA increased by $49.5 million to $62.3 million from $12.8 million in the six months ended December 31, 2022.
  • During the six months ended December 31, 2023, 1,244 Bitcoin were mined. As of December 31, 2023, total self-mined Bitcoin balance of 9,195, which represented a market value of approximately $388.1 million. As of February 29, 2024, total self-mined Bitcoin balance of 9,110 Bitcoin, which represented a market value of approximately $557.3 million.
  • Cost to mine a Bitcoin for owned facilities, including the Company’s net share of the King Mountain JV, was $16,353, versus $16,447 for the six months ended December 31, 2022. Cost to mine including hosted miners was $18,815, versus $16,305 in the six months ended December 31, 2022.

 

Key Performance Indicators

 (download chart)

(1)        Cost to mine a Bitcoin (excluding hosted facilities) is equivalent to the all-in electricity cost to mine a Bitcoin at owned facilities and includes the Company’s net share of the King Mountain JV.

(2)        Cost to mine a Bitcoin (or weighted average cost to mine a Bitcoin) is calculated as the sum of total all-in electricity expense and hosting expense divided by Bitcoin mined during the respective periods and includes the Company’s net share of the King Mountain JV.

(3)        Bitcoin mined – Digital Assets Mining excludes the Company’s net share of the King Mountain JV.

Select Six Months Ended December 31, 2023 Financial Results

Revenue for the six months ended December 31, 2023 increased by 32% to $60.6 million from $46.0 million in the prior period, and consisted of $41.5 million in Digital Assets Mining revenue, $12.6 million in Managed Services revenue, $1.1 million in High Performance Computing – Colocation and Cloud revenue, and $5.4 million in Other revenue. Other consists primarily of hosting services revenue and equipment sales, if any.

Cost of revenue (exclusive of depreciation and amortization) for the six months ended December 31, 2023 was $34.3 million versus $27.8 million in the prior period, and consisted of $26.5 million in cost of revenue – Digital Assets Mining, $3.4 million in cost of revenue – Managed Services, $0.7 million in cost of revenue – High Performance Computing – Colocation and Cloud, and $3.8 million in cost of revenue – Other.

Depreciation for the six months ended December 31, 2023 was $10.6 million versus $11.8 million in the prior period. The reduction was due to a lower net book value of plant and equipment after the recognition of a non-cash impairment charge in the prior period.

General and administration expenses for the six months ended December 31, 2023 were $37.6 million versus $10.6 million in the prior year period. This increase was due to non-recurring items related to the Business Combination and a sales tax accrual recorded in the current period.

Net income for the six months ended December 31, 2023 improved to $6.2 million compared to a net loss of $81.3 million in the prior year period. Net income was impacted by the Company’s decision to early adopt ASU 2023-08, the new FASB fair value accounting rules, which led to a $32.6 million gain on the revaluation of the Company’s digital asset holdings in the six months ended December 31, 2023.

Adjusted EBITDA for the six months ended December 31, 2023 increased by 386% to $62.3 million from $12.8 million in the prior year period. Adjusted EBITDA includes the gain from the early adoption of ASU 2023-08.

As of December 31, 2023, the Company held 9,195 Bitcoin on its balance sheet, representing a market value of approximately $388.1 million. As of February 29, 2024, the Company held 9,110 Bitcoin on its balance sheet, representing a market value of approximately $557.3 million.

A reconciliation of Adjusted EBITDA to the most comparable GAAP measure, net income (loss), and an explanation of this measure has been provided in the table included below in this press release.

CONFERENCE CALL

The Hut 8 Corp. Q4 2023 webcast will commence at 8:30 a.m. ET, today.

To join the live webcast, please visit this link.

Analyst Coverage of Hut 8 Mining:

A full list of Hut 8 Corp. analyst coverage can be found here: https://hut8.com/investors/

About Hut 8

Hut 8 is an energy infrastructure operator and Bitcoin miner with self-mining, hosting, managed services, and traditional data center operations spanning ten sites across North America. Headquartered in Miami, Florida, Hut 8 operates five Bitcoin mining, hosting, and managed services sites in Alberta, New York, Nebraska, and Texas and five high performance computing data centers in British Columbia and Ontario. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events, or developments that Hut 8 expects or anticipates will or may occur in the future, including statements relating to growth strategy, including growing self-mining and diversifying their business, future profitability, topline revenue growth and cost reduction, reducing the need for external capital and limiting shareholder dilution, building a best-in-class operating business and a lasting, generational business, maximizing shareholder value, and future business strategy, competitive strengths, expansion, and growth of the business and operations more generally, and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely,” or similar expressions.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates, and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions, and other factors that may cause the actual results, level of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data center business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Transition Report on Form 10-K for the transition period from July 1, 2023 to December 31, 2023, when available, under the Company’s EDGAR profile at www.sec.gov, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Adjusted EBITDA

In addition to results determined in accordance with GAAP, Hut 8 relies on Adjusted EBITDA to evaluate its business, measure its performance, and make strategic decisions. Adjusted EBITDA is a non-GAAP financial measure. The Company defines Adjusted EBITDA as net income (loss) before interest, taxes, depreciation and amortization, further adjusted by depreciation and amortization embedded in the equity in earnings (losses) from an unconsolidated joint venture, the removal of non-recurring transactions, the impairment of long-lived assets, foreign exchange gains or losses and stock-based compensation expense in the period presented. You are encouraged to evaluate each of these adjustments and the reasons the Company’s Board and management team consider them appropriate for supplemental analysis.

The Company’s Board and management team use Adjusted EBITDA to assess its financial performance because it allows them to compare operating performance on a consistent basis across periods by removing the effects of capital structure (such as varying levels of interest expense and income), asset base (such as depreciation and amortization), and other items (such as non-recurring transactions mentioned above) that impact the comparability of financial results from period to period.

Net income (loss) is the GAAP measure most directly comparable to Adjusted EBITDA. In evaluating Adjusted EBITDA, you should be aware that in the future the Company may incur expenses that are the same as or similar to some of the adjustments in such presentation. The Company’s presentation of Adjusted EBITDA should not be construed as an inference that its future results will be unaffected by unusual or non-recurring items. There can be no assurance that the Company will not modify the presentation of Adjusted EBITDA in the future, and any such modification may be material. Adjusted EBITDA has important limitations as an analytical tool and you should not consider Adjusted EBITDA in isolation or as a substitute for analysis of results as reported under GAAP. Because Adjusted EBITDA may be defined differently by other companies in the industry, the Company’s definition of this non-GAAP financial measure may not be comparable to similarly titled measures of other companies, thereby diminishing its utility.

Hut 8 Corp. and Subsidiaries

Consolidated Statements of Operations and Comprehensive Income (Loss)

(in thousands, except share and per share data)

(download chart)

Adjusted EBITDA reconciliation:

(download chart)

(1)        Net of the accretion of fair value differences of depreciable and amortizable assets included in equity in earnings of unconsolidated joint venture in the Consolidated Statements of Operations and Comprehensive Income (Loss) in accordance with ASC 323. See Note 9. Investment in unconsolidated joint venture of the Consolidated Financial Statements for further detail.

(2)        Non-recurring transactions for the six months ended December 31, 2023 represent approximately $2.4 million of transaction costs related to the Business Combination and $9.6 million related to a sales tax accrual.

 

Contacts

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

 

Hut 8 Media Relations

Eoin Fay

eoin.fay@hut8.io

Media Advisory: Hut 8 to Release Q4 2023 Results March 28

Q1 2024 results expected to be released on May 15, 2024

 

MIAMI, March 12, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT) (“Hut 8” or the “Company”), one of North America’s largest Bitcoin miners and energy infrastructure operators, will review fiscal year results via a conference call on Thursday March 28, 2024.

Who: Analysts, media, and investors are invited to attend.

 

What: Hut 8 executives will comment on recent corporate developments and review the Company’s 2023 fiscal year financial results, which include one month of combined company’s results post-merger close.

 

When: Results will be shared via media release and on the Company’s website at https://hut8.com/investors/ on March 28, 2024. The conference call and webinar will begin at 8:30 a.m. ET.

 

Where: The webcast can be viewed here.

Analysts can register here.

The Company’s expects to announce its first quarter 2024 results on May 15, 2024.

 

About Hut 8

Hut 8 Corp. is a Bitcoin miner and energy infrastructure operator with self-mining, hosting, managed services, and traditional data center operations spanning eleven sites across North America. Headquartered in Miami, Florida, Hut 8 Corp. operates six Bitcoin mining, hosting, and Managed Services sites in Alberta, New York, Nebraska, and Texas and five high performance computing data centers in British Columbia and Ontario. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

 

Contacts

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Eoin Fay

eoin.fay@hut8.io

Hut 8 completes transaction to acquire four power generation facilities totaling 310 MW in partnership with Macquarie

MIAMI, February 15, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers has completed its previously announced stalking horse bid transaction (the “Transaction“) to acquire four natural gas power plants in Ontario, Canada, in partnership with Macquarie Equipment Finance Ltd. (“Macquarie”), a subsidiary of Macquarie Group Limited, a global financial services group.

“We have developed a deep partnership with Macquarie throughout this process and are actively working with them on a plan to generate a return on our ownership interest in these assets in the near term,” said Hut 8 CEO Asher Genoot. “We are evaluating a range of strategic options for these assets and look forward to sharing updates as they materialize.”

The joint venture entity formed by Hut 8 and Macquarie, Far North Power Corp. (“Far North”), is now the owner of 310 MW of power infrastructure, including:

  • A 110 MW facility in Kingston
  • A 120 MW facility in Iroquois Falls
  • A 40 MW facility in Kapuskasing
  • A 40 MW facility and Bitcoin mine in North Bay

“Our leadership team not only brings a proven track record of maximizing the value of distressed assets to this transaction but also brings a wealth of energy sector expertise and relationships,” said Chris Vickery, Vice President of Energy at Hut 8. “We are excited to continue collaborating with the Macquarie team to refine a commercial strategy for these assets and look forward to exploring further opportunities to deepen our relationship with our partner.”

With the completion of the Transaction, Macquarie has entered into a new secured funding arrangement with Far North in the form of an operating lease facility. In addition, Macquarie now holds a minority equity interest of approximately 20% in Far North, and Hut 8, indirectly, is the majority owner and holds an approximately 80% interest. The completion of the Transaction has also resulted in the full and final resolution of all litigation claims and counterclaims made between Hut 8 and certain Validus Power Corp. entities.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the Transaction and our ability to generate a return on the value of our ownership interest in the assets acquired in the Transaction.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data center business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

 

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Announces Leadership Transition

President Asher Genoot Appointed Chief Executive Officer

MIAMI, February 7, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) today announced that Asher Genoot, President and a member of the Hut 8 Board of Directors, has been appointed Chief Executive Officer, effective immediately. Mr. Genoot succeeds Jaime Leverton, who departs from Hut 8 as Chief Executive Officer, effective immediately.

The Hut 8 Board of Directors (the “Board”) has determined, following the completion of the Company’s merger of equals, the time was right to set a new strategic direction for the Company and that a transition of leadership was appropriate.

“The merger of equals of Hut 8 and US Bitcoin Corp was a transformational moment for both companies,” said Bill Tai, Chairman of the Board of Hut 8. “Hut 8 is now at a pivotal inflection point, and we believe that Asher is uniquely qualified to accelerate our path to market leadership. There is tremendous potential in the combined Company and the Board is confident that Asher will bring a disciplined, proven approach to unlock this potential.”

“It has been a privilege to lead the Hut 8 team and to serve as CEO through such a critical time for Hut 8,” said Jaime Leverton. “I am grateful to the Board for the opportunity to lead such a talented, innovative team, and I am proud of the company we have built.”

“I look forward to doing everything in my power to meet and exceed the expectations of the Board, our investors, our customers, our partners, and most importantly, our team as the CEO who will lead Hut 8 into its next chapter of growth,” said Mr. Genoot. “Over the last three years, Jaime has led Hut 8 through market cycles and built a strong foundation for the Company. I am thankful for her leadership, and I am committed to ensuring a smooth transition. As I work with the Board to define a new strategy for the Company, I am focused on strengthening operations, driving profitable growth, and creating lasting shareholder value. I am more confident than ever in the strength of our team and ability to execute. I look forward to sharing more details about our near-term strategy and working closely with the full organization and Board to execute on it.”

About Asher Genoot
Asher Genoot has served as President and Director of Hut 8 since November 2023. Before joining Hut 8, he was Co-Founder and President of U.S. Data Mining Group, Inc. dba US Bitcoin Corp, a venture-backed private bitcoin mining company with a 730 MW portfolio across data centers in Texas, Nebraska, and New York as of December 2022. Mr. Genoot is a member of Young Presidents Organization and the 2024 Forbes 30 Under 30 – Energy.

About Hut 8
Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information
This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to: the ability of leadership to meet and exceed expectations and lead the Company into its next chapter of growth, the acceleration of the Company’s path to market leadership, unlocking the Company’s potential, strengthening the Company’s operations, driving profitable growth, creating lasting shareholder value, and other statements relating to the Company’s strategy going forward and ability to execute such strategy.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations
Sue Ennis
sue@hut8.io 

Hut 8 Corp. Media Relations
Erin Dermer
erin.dermer@hut8.io

Hut 8 Operations Update for January 2024

Purpose-built software and firmware improving operating efficiencies

Company signed multi-year managed services agreement with Ionic Digital

With 9,116 Bitcoin on balance sheet, Hut 8 continues to have significant holdings giving it optionality ahead of the halving

MIAMI, February 6, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers is proud to share its operations report for January 2024.

January 2024

December 2023

Total energy capacity under management

839 MW1

839 MW1

Total deployed miners under management

214,6822

205,7592

Total hashrate under management

22.3 EH/s3

21.5 EH/s3

 

Self-Mining4

 

Deployed miners5

73,140

73,943

Deployed hashrate6

7.2 EH/s

7.2 EH/s

Bitcoin produced

339 BTC

453 BTC

Bitcoin on balance sheet7

9,116 BTC

9,195 BTC

 

Managed Services8

 

Energy capacity under management

680 MW

680 MW

Deployed miners under management

178,727

166,347

Hashrate under management

19.0 EH/s

17.9 EH/s

 

Hosting

 

Deployed miners under management

73,939

76,734

Hashrate under management

8.4 EH/s

8.6 EH/s

Notes:

  • Includes all Self-Mining, Managed Services, and Hosting infrastructure, including 100% of the energy capacity at the Echo site (King Mountain, TX).
  • Includes all miners that are racked in Self-Mining, Managed Services, and Hosting infrastructure with power and networking, including all miners at the Echo site (King Mountain, TX).
  • Includes all Self-Mining, Managed Services, and Hosting hashrate, including 100% of the hashrate at the Echo site (King Mountain, TX).
  • Self-Mining operations for Hut 8 Corp. include all operations at the Echo site (King Mountain, TX).
  • Deployed miners are defined as miners that are physically racked, with power and networking.
  • Indicates the target hashrate of all deployed miners.
  • As of month-end.
  • The Managed Services figures reflected in this table include the Self-Mining and Hosting metrics from the sites where Hut 8’s Managed Services business is an additional service layer in the operation of the site (at Charlie, Delta, and Echo – site details below). As a result, the sum of the Self-Mining, Managed Services, and Hosting numbers will not add up to the “Total energy capacity under management”, “Total deployed miners under management”, and “Total hashrate under management” figures that are also reflected in the table.

“In January, we continued to realize efficiencies from both ramping up use of our previously installed purpose-built software in Canada and success from deploying firmware at our Echo site to help optimize our hashrate, which is enabling us to dynamically overclock machines when its economically advantageous for us to enhance production,” said Asher Genoot, President of Hut 8. “In January, we saw unusually severe weather events in both Texas and Alberta, and we powered down temporarily to help support the grid. In addition, we signed a four year agreement with Ionic Digital that includes a possible fifth year extension and look forward to ultimately adding more than 12 EH/s of capacity and 300 MW of infrastructure to our managed services business beginning in February.”

Highlights:

  • On February 2, Hut 8 announced that it will be concluding managed services at Kearney, Nebraska and Granbury, Texas on April 30, 2024 and will be paid a $13,568,000 termination fee in the 30 days following the termination.
  • The team performed preventative maintenance on key infrastructure that required some of Hut 8’s machines to be temporarily offline during the month.
  • Pre-construction work is underway at the 63 MW site acquired by Hut 8 in Culberson County, Texas.
  • Hut 8’s digital asset mining geographical footprint includes the following sites as of February 1, 2024:
     Owner Energy Capacity Self-Mining Managed Services

Hosting

Alpha Niagara Falls, NY

Hut 8

50 MW

Yes

Yes

Charlie Kearney, NB

Managed1

100 MW

Yes

Yes

Delta Granbury, TX

Managed1

300 MW

Yes

Yes

Echo King Mountain, TX

Joint Venture2

280 MW

Yes

Yes

Yes

Foxtrot Medicine Hat, AB

Hut 8

67 MW

Yes

Golf Drumheller, AB

Hut 8

42 MW

Yes

Hotel 1 Midland, TX

Managed1

25 MW

Yes

Hotel 2 Midland, TX

Managed1

20 MW

Yes

Hotel 3 Midland, TX

Managed1

30 MW

Yes

Hotel 4 Midland, TX

Managed1

12 MW

Yes

Notes:

  • Hut 8’s Managed Services subsidiaries lead all aspects of site operations, including accounting, curtailment, and customer relations at the Charlie and Delta sites, which are owned by a third party, and the Hotel 1-4 sites, which are owned by Ionic Digital. The Managed Services subsidiaries also lead all aspects of site operations at the Echo site.
  • The Company has a 50% membership interest in the Echo site. The remaining 50% membership interest is held by a Fortune 200 renewable energy producer.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 and New Hut expect or anticipate will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes statements relating to the Company’s future growth in economical mining operations, high performance computing, extensive hosting operations, and the managed services business; the optimization of the Company’s hashrate; the Company’s agreement with Ionic digital; and the conclusion of managed services at Kearney, Nebraska and Granbury, Texas.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to,  security and cybersecurity threats and hacks; malicious actors or botnet obtaining control of processing power on the Bitcoin network; further development and acceptance of the Bitcoin network; changes to Bitcoin mining difficulty; loss or destruction of private keys; increases in fees for recording transactions in the Blockchain; erroneous transactions; reliance on a limited number of key employees; reliance on third party mining pool service providers; regulatory changes; classification and tax changes; momentum pricing risk; fraud and failure related to digital asset exchanges; difficulty in obtaining banking services and financing; difficulty in obtaining insurance, permits and licenses; internet and power disruptions; geopolitical events; uncertainty in the development of cryptographic and algorithmic protocols; uncertainty about the acceptance or widespread use of digital assets; failure to anticipate technology innovations; the COVID19 pandemic, climate change; currency risk; lending risk and recovery of potential losses; litigation risk; business integration risk; changes in market demand; changes in network and infrastructure; system interruption; changes in leasing arrangements; failure to achieve intended benefits of power purchase agreements; potential for interrupted delivery, or suspension of the delivery, of energy to mining sites and other risks related to the digital asset mining and data centre business. For a complete list of the factors that could affect Hut 8, please see the “Risk Factors” section of Hut 8’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of Hut 8 Mining Corp.’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and  EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 proceeding with full mining operations plan to provide managed services to Ionic Digital in connection with Celsius Network LLC bankruptcy proceedings

Company providing end-to-end managed services for all of Ionic Digital’s mining operations, including four existing sites in Texas and Ionic’s Cedarvale site, where construction is underway

Hut 8 to continue hosting 8,500 Ionic Digital miners at the Company’s Alpha site

Hut 8 taking an equity stake in Ionic Digital

MIAMI, January 31, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers, today announced that it has signed a four-year agreement with Ionic Digital to provide end-to-end managed services across all of its Bitcoin mining operations. The agreement includes Ionic’s four existing sites in Midland, Texas and the development and operation of its Cedarvale site located in Ward County, Texas, which is designed to reach approximately 240 MW. Hut 8 will also continue to host approximately 8,500 Ionic Digital miners at Hut 8’s Alpha site in Niagara Falls, New York.

“Our managed services offering is distinct within the industry and ultimately differentiated Hut 8 as the best partner to manage Celsius’ mining operations through Ionic Digital,” said Jaime Leverton, CEO of Hut 8. “We have been designing Ionic’s Cedarvale site since signing the interim management agreement in December and are thrilled to have construction underway and be actively managing the company’s mining operations.”

Hut 8 is providing end-to-end managed services for Ionic Digital’s operations, including the design and development, engineering, financial modeling, budgeting, accounting, construction management, procurement, logistics, and RFP coordination at its Cedarvale site. It is expected that when construction is complete, Hut 8 will oversee approximately 127,000 miners with nameplate hashrate of approximately 12 EH/s and more than 300 MW of energy infrastructure in year one of the managed services agreement.

Under the agreement, Hut 8 is expected to earn an aggregate of $81,504,800 in cash payments in addition to reimbursement for direct passthrough operating expenses. The four year agreement includes a milestone to extend to a five year agreement if key targets are met. If the term extension is triggered, Hut 8 is expected to earn $101,881,000 in addition to reimbursement for direct passthrough operating expenses. In addition to the fees payable pursuant to the mining services agreement, Hut 8 expects to receive the following equity interests as compensation under the agreement: (i) up to 1.59405% in restricted Ionic Digital common stock, with 0.31881% of Ionic Digital stock vesting annually; provided that the last tranche of 0.31881% of stock will not vest if the agreement is not extended for the fifth year; and (ii) warrants to purchase up to 1.59405% of Ionic Digital common stock, with each tranche of 0.31881% Ionic Digital stock granted at the end of each year of the agreement; provided that the last tranche of 0.31881% of Ionic Digital stock will not be granted if the agreement is not extended for the fifth year.

Hut 8 has also entered into a contribution agreement with Ionic Digital pursuant to which Hut 8 has acquired 374,261 shares of Ionic Digital common stock in exchange for a cash payment of $6,378,000. Pursuant to the contribution agreement, Hut 8 will be required to acquire a further 374,261 shares of Ionic Digital common stock for a cash payment of $6,378,000 on the earlier of: (i) May 31, 2024, and (ii) the date on which Ionic Digital’s Registration Statement of Form 10 is declared effective by the U.S. Securities and Exchange Commission.

Hut 8 has also been provided with certain customary investor rights, including, for so long as the agreement is in effect, the right to appoint two directors to the board of Ionic Digital, one of which will be assumed by Asher Genoot, President of Hut 8.

Ionic Digital will be a well-capitalized industrial mining company. Under the Celsius chapter 11 plan, Ionic Digital was valued at approximately $740 million on a net asset basis and will be vested with substantially all of the Celsius mining assets. Additionally, under the Celsius plan, Ionic will receive $225 million in cash (subject to certain adjustments) and have no debt.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the Cedarvale site, the mining management agreement with Ionic and the contribution agreement with Ionic, including expected revenue generation and equity interest.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Chief Commercial Officer Matt Prusak leaving Hut 8 as part of planned transition to Celsius Bitcoin mining company

Prusak to depart January 31, 2024 to assume role as Chief Executive Officer of new bitcoin mining company to which Hut 8 will provide end-to-end managed services in connection with Celsius Network LLC bankruptcy proceedings

MIAMI, January 26, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers, today announced that Matt Prusak, Chief Commercial Officer of the Company, will depart Hut 8 on January 31, 2024. As previously disclosed in filings from the Celsius Network LLC bankruptcy proceedings, Prusak will assume a new role as Chief Executive Officer of the new bitcoin mining company being formed upon emergence.

Prusak joined Hut 8 on November 30, 2023 after serving as Chief Commercial Officer of USBTC since early 2021, where he spearheaded commercial and innovation strategies, was instrumental in building institutional partnerships, oversaw research and development, scaled the business and team, and led the company’s strategic capital formation, investor relations, government relations, and growth initiatives.

“Matt has a natural ability to navigate complex environments, build powerful partnerships, and drive business growth,” said Jaime Leverton, CEO of Hut 8. “We look forward to working closely with Matt to build a deep, synergistic partnership between our organizations. As the new company’s operating partner, we are excited to leverage our scale and expertise to support their growth and drive value for creditors of Celsius.”

As part of the Celsius Network LLC bankruptcy proceedings, Hut 8 was approved to provide end-to-end managed services for the new company’s operations at five sites in Texas, including the design and development, engineering, financial modeling, budgeting, accounting, construction management, procurement, logistics, and RFP coordination at the fifth and largest site named Cedarvale. It is expected that when construction is complete at Cedarvale, Hut 8 managed services will oversee approximately 12 EH/s of computing capacity and more than 300 MW of energy infrastructure. Under the 4-year Mining Management Agreement, Hut 8 will receive a cash management fee of more than US$20M per year above certain passthrough operating expenses in addition to restricted stock and incentive equity in the new company. Hut 8 President and Director Asher Genoot will serve on the board of directors of the new company.

As previously announced, Hut 8 closed a merger of equals with U.S. Data Mining Group, Inc. d/b/a US Bitcoin Corp on November 30, 2023 and was selected by Celsius to provide end-to-end development services for the Cedarvale site.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the timing of the initiation of development at the Cedarvale, Texas site and the number of megawatts Hut 8 anticipates will be under management by its Managed Services business.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Corp. responds to misleading short report

MIAMI, January 24, 2024 – Hut 8 Corp. (Nasdaq | TSX: HUT) (“Hut 8” or the “Company”), one of North America’s largest, innovation-focused digital asset mining pioneers, and high-performance computing infrastructure provider, today issued the following statement regarding a report from an activist short-selling firm containing false and misleading characterizations about Hut 8’s business.

Hut 8 has assessed the claims set forth by the authors of the report and believes that the report is filled with inaccuracies, misrepresented data, speculative claims, and unfounded character attacks. The report appears to represent a deliberate attempt to spread misinformation about Hut 8, its operations, finances, management practices, and key executives. The statements made by the short seller expose an inadequate, distorted understanding of the Company, its operations, and its key executives. The report appears to have been made to distract from the Company’s achievements and progress since closing its merger of equals. The Company believes that the report was designed for the sole purpose of negatively impacting Hut 8’s share price for the short seller’s own benefit, at the expense of Hut 8’s shareholders, partners, and employees.

“The Board maintains full confidence in the Company’s merger of equals, strategic plan, and management team,” said Bill Tai, Chairman of Hut 8’s Board of Directors. “Our focus remains on the long-term vision and continued success of Hut 8. We remain committed to ensuring that our governance and oversight are aligned with the best interest of our stakeholders.”

The Company continues to focus on driving strong operating and financial results. On December 31, 2023, Hut 8 held 9,195 Bitcoin in reserve, with an approximate value of $390 million, and had North American-wide operations spanning 205,759 miners under management. In addition to its strong balance sheet, Hut 8 is distinguished from its peers by its diversified business, as approximately 30% of its revenue was generated from fiat revenue streams as of September 30, 2023.

“Since I joined as CEO more than three years ago, our leadership team and I have worked tirelessly to earn investors’ and analysts’ confidence in our operations, our diversified strategy, and our growth trajectory. We will not be derailed by activists who stand to profit from spreading misinformation and making defamatory character attacks,” said Hut 8 CEO Jaime Leverton. “The short report is riddled with speculative accusations and misinformation. Our Board of Directors and management team continue to have full confidence in our merger of equals and we look forward to showing our team, shareholders, and the broader investment community that together, we are not only stronger than the sum of our parts, but we are also poised to capture upside as we move forward as a unified team.”

Hut 8 cautions investors to not make decisions based on the report and instead strongly encourages them to consult credible sources, including the Company’s filings with the U.S. Securities and Exchange Commission and the Canadian securities regulatory authorities, prior to making their investment decisions.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the short report and statements relating to the Company’s future vision, strategy, objectives, and success, including its ability to capture future upside.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data center business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Corp. media statement on short report

MIAMI, January 19, 2024 – Hut 8 Corp. (Nasdaq | TSX: HUT) (“Hut 8” or the “Company”), one of North America’s largest, innovation-focused digital asset mining pioneers, and high performance computing infrastructure provider, is aware of a short report issued on January 18 by J Capital Research, which is a self-proclaimed group of biased activists who clearly disclose that they will profit if a company’s share price declines. Hut 8 is reviewing the report and will provide updates as the Company deems appropriate.

In the meantime, the Company’s management team and Board of Directors continue to have confidence in the merger of equals, the strength of the Company’s balance sheet, and the future success of the organization and are committed to moving forward as a combined company to drive meaningful growth for shareholders.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the short report.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data center business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

 

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Media Advisory: Hut 8 Corp to Ring Opening Bell at Nasdaq in New York on January 18, 2024

Ceremony marks the completion of the largest M&A transaction in the industry’s history

MIAMI, January 15, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure provider will be attending the Opening Bell Ringing Ceremony at Nasdaq headquarters on January 18, 2024. Hut 8 CEO, Jaime Leverton, will ring the Opening Bell to celebrate the completion of its all-stock merger of equals between Hut 8 Mining Corp. and U.S. Data Mining Group, Inc. dba US Bitcoin Corp. The combined company is named “Hut 8 Corp.” and is a U.S.-domiciled entity.

What: Hut 8 CEO, Jaime Leverton, will ring the Opening Bell at Nasdaq alongside the Hut 8 leadership team and Board of Directors
When: Thursday, January 18, 2024 from 9:15 a.m. to 9:30 a.m. ET
Where: Nasdaq MarketSite – 4 Times Square – 43rd & Broadway – New York, NY

The live webcast can be viewed with the following link: https://www.nasdaq.com/marketsite/bell-ringing-ceremony

 

Hut 8 CEO Jaime Leverton will be available for in-person and virtual interviews. Interested parties are to reach out to the contact details provided below.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Corp.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events, or developments that Hut 8 expect or anticipate will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion, and growth of the business, operations, and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely”, or similar expressions. Specifically, such forward-looking information included in this press release includes statements relating to the Company’s intention to ring the Nasdaq opening bell. Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions, and other factors that may cause the actual results, level of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Announces US$65 Million Amended and Restated Credit Facility with Coinbase

MIAMI, January 12, 2024 – Hut 8 Corp. (Nasdaq | TSX: HUT) (“Hut 8” or the “Company”), one of North America’s largest, innovation-focused digital asset mining pioneers, and high performance computing infrastructure provider, announced today that, together with its subsidiary, Hut 8 Mining Corp. (the “Borrower”), it has entered into an amendment and restatement of its credit facility (the “Credit Facility”) with a subsidiary of Coinbase Global, Inc. (Nasdaq: COIN) (“Coinbase”), as lender, in connection with the extension of an additional loan in the amount of US$15M (the “New Loan”) to the Borrower, increasing the aggregate principal amount of the loans under the Credit Facility to US$65 million.

The New Loan is expected to be used for general corporate purposes and funded at or shortly following closing.

All amounts borrowed under the Credit Facility will bear interest at a rate equal to (a) the greater of (i) the federal funds rate on the date of the applicable borrowing, and (ii) 3.25%, plus (b) 5.0%. The Credit Facility matures 364 days after the date of the first borrowing.

The obligations under the Credit Facility are secured by the Borrower’s interest in certain Bitcoin held in the custody of Coinbase Custody Trust Company, LLC and are guaranteed by the Company.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the expected use of proceeds from the Credit Facility and the Company’s ability to draw the New Loan.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data center business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 receives court approval in its stalking horse bid for four natural gas power plants including the North Bay Bitcoin mine

MIAMI, January 8, 2024 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers announces that it has received an approval and vesting order (the “Approval and Vesting Order“) from the Ontario Superior Court of Justice (Commercial List) in the context of the ongoing proceedings pursuant to the Companies’ Creditors Arrangement Act of Validus Power Corp. (“VPC“) and certain of its subsidiaries (collectively, the “Validus Entities“).

Among other things, the Approval and Vesting Order approves the Company’s previously announced stalking horse bid transaction (the “Transaction“) to acquire four natural gas power plants including the North Bay Bitcoin mine, which was submitted in partnership with Macquarie Equipment Finance Ltd. (“Macquarie”), a subsidiary of Macquarie Group Limited, a global financial services group.

In connection with the approval of the Transaction, a new Ontario subsidiary of Hut 8 (“BidCo“) will become the owner of certain assets of VPC and the assets and operations and equity interests of certain Validus Entities. Specifically, upon completion of the Transaction, BidCo will acquire, free and clear of any encumbrances (excluding certain permitted encumbrances), four natural gas power plants located in Ontario:

  • 40 MW facility in Kapuskasing
  • 110 MW facility in Kingston
  • 120 MW facility in Iroquois Falls
  • 40 MW facility and Bitcoin mine in North Bay

Completion of the Transaction would also include a new secured funding arrangement between Macquarie and BidCo in the form of an operating lease facility, and Macquarie receiving a minority equity interest in BidCo of approximately 20% while a subsidiary of Hut 8 will be the majority owner of the remaining approximately 80%. Completion of the Transaction remains subject to the satisfaction of other standard conditions to closing. The completion of the Transaction, which is anticipated to occur by February 15, 2024, is also expected to result in the full and final resolution of all litigation claims and counterclaims currently pending between Hut 8 and certain Validus Entities.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the timing and completion (if at all) of the Transaction.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data center business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

 

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 selected by Celsius debtors to build out Cedarvale, Texas site

Managed Services team to build out and install approximately 66,000 miners at 215MW site

 MIAMI, December 18 (GLOBE NEWSWIRE) – Hut 8 Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers, has signed an interim agreement to build out and install mining operations in connection with the Celsius Network LLC bankruptcy proceedings at a site in Cedarvale, Texas. Once complete, the site will house approximately 66,000 miners and be powered by more than 215 MW of energy.

“We believe that the strength of Hut 8’s managed services business with 680 MW currently under management, coupled with our track record of swiftly standing up mining infrastructure and efficiently running and optimizing operations, were key factors in being chosen as the partners for this project,” said Asher Genoot, President of Hut 8. “Our goal is twofold: to build equity with creditors of Celsius while also growing the strength and vitality of our managed services business, which we anticipate will have more than 895 MW of infrastructure under our umbrella once the site is up and running.”

Under the interim agreement with Celsius Mining LLC, Hut 8 will provide end-to-end development services for the Cedarvale site, and construction is expected to begin in the coming weeks. The scope of the services to be provided includes site design, engineering, financial modeling, budgeting, accounting, construction management, procurement, logistics, and RFP coordination.

About Hut 8

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the timing of the initiation of development at the Cedarvale, Texas site and the number of megawatts Hut 8 anticipates will be under management by its Managed Services business.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Registration Statement on Form S-4 dated November 7, 2023, available under the Company’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available under the Company’s SEDAR+ profile at www.sedarplus.ca and under the Company’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 and USBTC Announce Completion of Business Combination

Shares of Hut 8 Corp. common stock are expected to begin trading on Nasdaq and the TSX on December 4 under the ticker symbol “HUT”

Completion of the transaction creates a strong, diversified, and infrastructure rich organization with a pipeline of greenfield and brownfield opportunities

TORONTO and MIAMI, NOVEMBER 30, 2023 (GLOBE NEWSWIRE) – Hut 8 Mining Corp. (Nasdaq | TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers, proudly announces the completion of its business combination pursuant to which Hut 8 and U.S. Data Mining Group, Inc. dba US Bitcoin Corp (“USBTC”) have combined in an all-stock merger of equals (the “Transaction”). The combined company is named “Hut 8 Corp.” (“New Hut”) and is a U.S.-domiciled entity.

“This business combination is the largest M&A transaction that has ever transpired within our industry and represents a highly strategic union of two organizations with complementary strengths, that together, will prove to equal more than the sum of their parts,” said New Hut CEO Jaime Leverton. “We are excited to move forward and continue growing, with a pipeline of greenfield and brownfield opportunities, integration across the mining value chain, leading operational leverage and expertise, and diverse and uncorrelated fiat revenue streams.”

As a result of the Transaction, Hut 8 common shares will cease trading on Nasdaq and the Toronto Stock Exchange (“TSX”) prior to the open of trading on December 4, 2023. As of the open of trading on December 4, 2023, shares of New Hut common stock will trade on Nasdaq and the TSX under the ticker symbol “HUT.” Shareholders of Hut 8 received, for each Hut 8 share held, 0.2 of a share of New Hut common stock, which effectively resulted in a consolidation of the Hut 8 shares on a 5 to 1 basis. Stockholders of USBTC received, for each share of USBTC capital stock, 0.6716 of a share of New Hut common stock.

“Together, the strengthened New Hut team will work to drive growth in economical mining operations, high performance computing, extensive hosting operations, and our groundbreaking managed services business: an end-to-end enterprise model for energy infrastructure partnerships that covers everything from design and site construction to energy and property management,” said Asher Genoot, President of New Hut. “New Hut is laser-focused on driving efficiency and improvement across our spectrum of operations to ensure that we are well positioned and uniquely nimble as we approach the halving and beyond.”

New Hut has access to approximately 825 MW of gross energy across six sites with self-mining, hosting, and managed service operations:

  • It has 7.5 EH/s of installed self-mining capacity at six sites with current self-mining operations: Medicine Hat, AB; Drumheller, AB; Niagara Falls, NY; Kearney, NB; Granbury, TX; and King Mountain, TX. The 1.7 EH/s installed self-mining production at the King Mountain, TX site is owned by the King Mountain Joint Venture in which Hut 8 has a 50% membership interest alongside a leading energy partner (the “King Mountain JV”).
  • New Hut will manage 220 MW of hosting infrastructure at its King Mountain, TX site, powered by a mix of energy sources including wind and nuclear, supporting multiple clients, including some of the industry’s largest miners. Hosting is owned by the King Mountain JV.
  • New Hut will manage 680 MW of energy under its managed services division, powered by energy from a mix of sources including renewable and zero-emission in Kearney, NB and Granbury and King Mountain, TX. This unique, leading-edge service offering gives Bitcoin mine site owners the opportunity to have experts manage all day-to-day operations, hosting, site management, and maintenance using purpose-built site management software.

In addition, New Hut will offer enterprise customers cloud, colocation, AI, and Machine Learning services at its five high performance computing data centers located in Vancouver and Kelowna, British Columbia, and in the Greater Toronto Area in Ontario, Canada.

 

Jaime Leverton will serve as Chief Executive Officer of New Hut; Bill Tai will serve as Chair of New Hut’s Board of Directors; Asher Genoot will serve as President of New Hut; Mike Ho will serve as Chief Strategy Officer of New Hut; and Shenif Visram will serve as Chief Financial Officer of New Hut.

 

Advisors

 

Bennett Jones LLP and Skadden, Arps, Slate, Meagher & Flom LLP acted as legal counsel to Hut 8 and Stifel GMP served as financial advisor to Hut 8.

 

Stikeman Elliott LLP and Greenberg Traurig acted as legal counsel to USBTC and Needham & Company served as financial advisor to USBTC.

 

Analyst Call

New Hut will host a webcast call announcing details of the closing of the transaction at 10 a.m. EST on Monday, December 4, 2023. The call is open to analysts, media, and investors who can join through the following link: https://ow.ly/pggV50Q9XgM

 

About Hut 8 Corp.

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 and New Hut expect or anticipate will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. Specifically, such forward-looking information included in this press release includes statements relating to the anticipated complementary strengths of the parties to the Transaction, combined valuation of New Hut and the expectation that it will exceed the sum of its parts, pipeline of greenfield, brownfield and integration opportunities, trading of New Hut, and future growth in economical mining operations, high performance computing, extensive hosting operations, and the managed services business.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 and New Hut as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, the ability to realize the anticipated benefits of the Transaction or implement the business plan for New Hut, including as a result of difficulty in integrating the businesses of the companies involved (including the retention of key employees); the ability to realize synergies and cost savings, and to the extent, anticipated; the potential impact of the Transaction on mining activities; the potential impact of the announcement of consummation of the Transaction on relationships, including with regulatory bodies, employees, suppliers, customers, competitors and other key stakeholders; security and cybersecurity threats and hacks; malicious actors or botnet obtaining control of processing power on the Bitcoin network; further development and acceptance of the Bitcoin network; changes to Bitcoin mining difficulty; loss or destruction of private keys; increases in fees for recording transactions in the Blockchain; internet and power disruptions; geopolitical events; uncertainty in the development of cryptographic and algorithmic protocols; uncertainty about the acceptance or widespread use of digital assets; failure to anticipate technology innovations; climate change; currency risk; lending risk and recovery of potential losses; litigation risk; business integration risk; changes in market demand; changes in network and infrastructure; system interruption; changes in leasing arrangements; failure to achieve intended benefits of power purchase agreements; potential for interrupted delivery, or suspension of the delivery, of energy to mining sites; failure of the Celsius transaction to receive the necessary legal approvals or failure of the Celsius transaction to otherwise close; failure to achieve the intended benefits of the Celsius transaction; failure to implement business plans, forecasts, and other expectations; and failure to identify and realize additional opportunities and other risks related to the digital asset mining and data centre business. For a complete list of the factors that could affect New Hut, please see the “Risk Factors” section of New Hut’s Registration Statement on Form S-4 dated November 7, 2023, available under New Hut’s EDGAR profile at www.sec.gov, in addition to the “Risk Factors” section of Hut 8’s Annual Information Form dated March 9, 2023, and Hut 8 Mining Corp.’s other continuous disclosure documents which are available under Hut 8 SEDAR+ profile at www.sedarplus.ca and under Hut 8 Mining Corp.’s EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io

 

Hut 8 drives innovative recycling initiative for the second year running, earning 44% more carbon credits than in 2022

Partnering with Sparta Group’s ERS International, Hut 8 recycled retired miners and parts, earning 7,500 high-quality carbon credits

TORONTO, November 20, 2023 /Globe Newswire/ – Hut 8 Mining Corp. (Nasdaq | TSX: HUT) (“Hut 8” or “the Company”), one of North America’s largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure providers, partnered with Sparta Group’s carbon credit program established by their e-waste division, ERS International, with a goal of achieving carbon neutrality by 2025. In 2023, Hut 8 has submitted approximately 369 metric tonnes of electronic waste to the program, earning 7,500 metric tonnes carbon dioxide equivalent of serialized carbon credits.

Under the recycling program, the first of its kind in Canada, after accounting for shipping and processing costs, for every metric tonne of carbon dioxide diverted from landfills, one carbon credit is generated. The carbon credits are verified by AET Group, who have been verifiers with BGIS and Brookfield.

Efforts surrounding this initiative are ongoing, as Hut 8 staff recently completed a 3-week blitz, during which approximately 813,425 pounds (or 369 metric tonnes) of e-waste – including obsolete ASIC miners, hash-boards, power supply units (PSUs), cables, and other components – were collected, categorized, and loaded for shipping to ERS facilities. Once with ERS, the materials are either sold to third parties for re-use or are recycled appropriately – none of the materials are sent to landfills.

Hut 8 is set to generate 7,500 carbon credits by the end of 2023, an increase of 44% from the 5,200 generated in 2022. All carbon credits generated in 2023 will be verified and received by Q2 2024.

“We’re committed to finding innovative ways to reduce our carbon footprint, and this program has proven to be extremely effective in that regard,” said Arnold Lee, Director of ESG at Hut 8. “Not only are we able to generate verified carbon credits on the CSA Group registries, but our e-waste continues to be recycled and processed responsibly, while we simultaneously divert CO2 from our atmosphere.”

“We take great pride in the significant strides made at ERS through the E-carbon program,” said Joseph Cimorelli, Director of Global Business Development at ERS International. “Our collaboration with Hut 8 stands as a testament to the program’s success, creating a lasting impact not only within the mining sector but resonating across industries. Hut 8’s team and their commitment to making environmentally impactful choices with their materials set a commendable standard for the industry. We look forward to the ongoing partnership, dedicated to responsibly addressing the e-waste challenges inherent in such a vast industry.”

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, AI, machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. In addition, any statements in this press release that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information and include, among others, statements regarding: the Company’s plans, goals, targets, commitments and strategies to advance its environmental, social and governance objectives, the steps the Company plans to make to meet those objectives, the Company’s strategy to ESG alignment, and plans to expand on any ESG practices, the Company’s goal of achieving carbon neutrality by 2025, the number of carbon credits to be received by the Company, and the timing thereof, and any other statements that are not historical facts.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available on the Company’s profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s website at www.sec.gov.

No Offer or Solicitation

This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”) or in a transaction exempt from the registration requirements of the Securities Act.

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Announces Effectiveness of Registration Statement on Form S-4 in Connection with Merger with US Bitcoin Corp

TORONTO, November 9, 2023 (GLOBE NEWSWIRE) – Hut 8 Mining Corp. (Nasdaq: HUT) (TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure provider, has provided an update on the proposed business combination pursuant to which Hut 8 and U.S. Data Mining Group, Inc. dba US Bitcoin Corp (“USBTC”) will combine in an all-stock merger of equals (the “Transaction”). The combined company will be named “Hut 8 Corp.” (“New Hut”) and will be a U.S.-domiciled entity.

The registration statement on Form S-4, initially filed with the U.S. Securities and Exchange Commission (the “SEC”) by New Hut (as amended, the “Registration Statement”), was declared effective by the SEC on November 9. The Registration Statement was filed in connection with the previously announced Transaction.

“We have made a significant stride toward closing the Transaction now that New Hut’s Registration Statement has been declared effective by the SEC,” said Jaime Leverton, Hut 8 CEO. “We are now working to complete the final approvals prior to closing the transaction, which includes obtaining approval of the USBTC stockholders, so we can move forward as a vibrant and strengthened company focused on economical mining and highly diversified fiat revenue streams from high performance computing, hosting, and managed services – the maintenance and management of third-party mining sites using purpose-built software – which we believe is poised to capture upside as we near the halving.”

Upon the closing of the Transaction, the common stock of New Hut is expected to be listed on the Nasdaq and the Toronto Stock Exchange under the proposed ticker symbol HUT.

The Transaction is expected to close by November 30, 2023, subject to USBTC stockholder approval and other customary closing conditions.

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, AI, machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. In addition, any statements in this press release that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information and include, among others, statements with respect to the expected outcomes of the Transaction, the ability of Hut 8 and USBTC to complete the Transaction on the terms described herein, or at all, including, receipt of required regulatory approvals, USBTC stockholder approvals, stock exchange approvals and satisfaction of other closing conditions.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset, AI and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available on the Company’s profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s website at www.sec.gov.

Additional Information about the Transaction and Where to Find It

In connection with the Transaction of Hut 8 and USBTC, that, if completed, would result in Hut 8 Corp. (“New Hut”) becoming a new public company, New Hut has filed a registration statement on Form S-4 (the “Form S-4”) with the U.S. Securities and Exchange Commission (the “SEC”). USBTC and Hut 8 urge investors, shareholders, and other interested persons to read the Form S-4, including any amendments thereto, the Hut meeting circular, as well as other documents to be filed with the SEC and documents to be filed with Canadian securities regulatory authorities in connection with the Transaction, as these materials will contain important information about USBTC, Hut 8, New Hut and the Transaction. New Hut also has, and will, file other documents regarding the Transaction with the SEC. This press release is not a substitute for the Form S-4 or any other documents that may be sent to Hut’s shareholders or USBTC’s stockholders in connection with the Transaction. Investors and security holders will be able to obtain free copies of the Form S-4 and all other relevant documents filed or that will be filed with the SEC by New Hut through the website maintained by the SEC at www.sec.gov or by contacting the investor relations department of Hut 8 at info@hut8.io and of USBTC at info@usbitcoin.com.

No Offer or Solicitation

This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”) or in a transaction exempt from the registration requirements of the Securities Act.

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Provides Update on Business Combination with USBTC

TORONTO, November 8, 2023 – Hut 8 Mining Corp. (Nasdaq: HUT) (TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure provider, continues to make progress on the proposed business combination pursuant to which Hut 8 and U.S. Data Mining Group, Inc. dba US Bitcoin Corp (“USBTC”) will combine in an all-stock merger of equals (the “Transaction”). The combined company will be named “Hut 8 Corp.” (“New Hut”) and will be a U.S.-domiciled entity. The Transaction is expected to establish New Hut as a large scale, publicly traded Bitcoin miner focused on economical mining, highly diversified revenue streams, and industry leading environmental, social, and governance (ESG) practices.

New Hut has filed a further amendment to its Form S-4 Registration Statement (the “Amended S-4 Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”).

Completion of the Transaction remains subject to the remaining regulatory approvals, approval of the stockholders of USBTC and other customary closing conditions of the transaction.

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, AI, machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. In addition, any statements in this press release that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information and include, among others, statements with respect to the expected outcomes of the Transaction, the ability of Hut 8 and USBTC to complete the Transaction on the terms described herein, or at all, including, receipt of required regulatory approvals, USBTC stockholder approval, stock exchange approvals and satisfaction of other closing conditions.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset, AI and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available on the Company’s profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s website at www.sec.gov.

Additional Information about the Transaction and Where to Find It

In connection with the Transaction of Hut 8 and USBTC, that, if completed, would result in Hut 8 Corp. (“New Hut”) becoming a new public company, New Hut has filed a registration statement on Form S-4 (the “Form S-4”) with the U.S. Securities and Exchange Commission (the “SEC”). USBTC and Hut 8 urge investors, shareholders, and other interested persons to read the Form S-4, including any amendments thereto, the Hut meeting circular, as well as other documents to be filed with the SEC and documents to be filed with Canadian securities regulatory authorities in connection with the Transaction, as these materials will contain important information about USBTC, Hut 8, New Hut and the Transaction. New Hut also has, and will, file other documents regarding the Transaction with the SEC. This press release is not a substitute for the Form S-4 or any other documents that may be sent to Hut’s shareholders or USBTC’s stockholders in connection with the Transaction. Investors and security holders will be able to obtain free copies of the Form S-4 and all other relevant documents filed or that will be filed with the SEC by New Hut through the website maintained by the SEC at www.sec.gov or by contacting the investor relations department of Hut 8 at info@hut8.io and of USBTC at info@usbitcoin.com.

No Offer or Solicitation

This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”) or in a transaction exempt from the registration requirements of the Securities Act.

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Provides Update on Business Combination with USBTC

TORONTO, November 6, 2023  – Hut 8 Mining Corp. (Nasdaq: HUT) (TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure provider, continues to make progress on the proposed business combination pursuant to which Hut 8 and U.S. Data Mining Group, Inc. dba US Bitcoin Corp (“USBTC”) will combine in an all-stock merger of equals (the “Transaction”). The combined company will be named “Hut 8 Corp.” (“New Hut”) and will be a U.S.-domiciled entity. The Transaction is expected to establish New Hut as a large scale, publicly traded Bitcoin miner focused on economical mining, highly diversified revenue streams, and industry leading environmental, social, and governance (ESG) practices.

New Hut has filed a further amendment to its Form S-4 Registration Statement (the “Amended S-4 Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”).

Completion of the Transaction remains subject to the remaining regulatory approvals, approval of the stockholders of USBTC and other customary closing conditions of the transaction.

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, AI, machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. In addition, any statements in this press release that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information and include, among others, statements with respect to the expected outcomes of the Transaction, the ability of Hut 8 and USBTC to complete the Transaction on the terms described herein, or at all, including, receipt of required regulatory approvals, USBTC stockholder approval, stock exchange approvals and satisfaction of other closing conditions.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset, AI and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available on the Company’s profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s website at www.sec.gov.

Additional Information about the Transaction and Where to Find It

In connection with the Transaction of Hut 8 and USBTC, that, if completed, would result in Hut 8 Corp. (“New Hut”) becoming a new public company, New Hut has filed a registration statement on Form S-4 (the “Form S-4”) with the U.S. Securities and Exchange Commission (the “SEC”). USBTC and Hut 8 urge investors, shareholders, and other interested persons to read the Form S-4, including any amendments thereto, the Hut meeting circular, as well as other documents to be filed with the SEC and documents to be filed with Canadian securities regulatory authorities in connection with the Transaction, as these materials will contain important information about USBTC, Hut 8, New Hut and the Transaction. New Hut also has, and will, file other documents regarding the Transaction with the SEC. This press release is not a substitute for the Form S-4 or any other documents that may be sent to Hut’s shareholders or USBTC’s stockholders in connection with the Transaction. Investors and security holders will be able to obtain free copies of the Form S-4 and all other relevant documents filed or that will be filed with the SEC by New Hut through the website maintained by the SEC at www.sec.gov or by contacting the investor relations department of Hut 8 at info@hut8.io and of USBTC at info@usbitcoin.com.

No Offer or Solicitation

This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”) or in a transaction exempt from the registration requirements of the Securities Act.

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 receives Court approval for a stalking horse bid for four natural gas power plants and the North Bay Bitcoin mine

Hut 8 seeking to become a vertically integrated mining operation and expand into energy operations, enhancing its infrastructure portfolio

TORONTO, NOVEMBER 3, 2023, 2023 /CNW/ Hut 8 Mining Corp. (Nasdaq: HUT) (TSX: HUT) (“Hut 8” or the “Company”) one of North America’s largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure providers, today announced that the Ontario Superior Court of Justice (Commercial List) (the “Court“) has approved a stalking horse bid (the “Stalking Horse Bid”) as part of the previously announced support agreement (the “Support Agreement”) with Macquarie Equipment Finance Ltd. (“Macquarie”), a subsidiary of Macquarie Group Limited, a global financial services group.

In connection with the Stalking Horse Bid, the Court has also approved the implementation of a sale and investment solicitation process (the “SISP”) to be carried out by KSV Restructuring Inc. The SISP is being conducted in respect of the sale of certain assets of Validus Power Corp. (“Validus”) and the assets and operations of certain Validus’ subsidiaries (collectively, the “Validus Entities”).

If the Stalking Horse Bid is ultimately declared the successful bid in the SISP, as further approved by the Court, and completed in accordance with its terms, a new Ontario subsidiary of the Company (“BidCo“) will become the owner of the assets of certain Validus Entities.  Macquarie will receive a minority equity interest in BidCo of approximately 20% and a subsidiary of Hut 8 will be the majority owner with the remaining approximately 80%. On completion of the Stalking Horse Bid in accordance with the SISP, BidCo would acquire, free and clear of any encumbrances (excluding certain permitted encumbrances) four natural gas power plants located in Ontario:

  • 40 MW facility in Kapuskasing
  • 110 MW facility in Kingston
  • 120 MW facility in Iroquois Falls
  • 40 MW facility and Bitcoin mine in North Bay

A transaction agreement in respect of the Stalking Horse Bid will be made available on the Company’s corporate profile on www.sedarplus.ca.

Completion of the Stalking Horse Bid would also include a new secured funding arrangement with Macquarie and BidCo in the form of an operating lease facility. The completion of the Stalking Horse Bid is also expected to result in the full and final resolution of all litigation claims and counterclaims currently pending between Hut 8 and certain Validus Entities.

“If our bid to acquire four natural gas facilities in Ontario totalling 310 MW from Validus is successful, we anticipate that the strategic addition of these assets would position Hut 8 as a vertically integrated mining operation, allow us to utilize idle infrastructure and machinery, and provide access to energy pricing certainty,” said Hut 8 CEO Jaime Leverton. “The facilities are also expected to give us the optionality to pursue revenue generating activity including selling energy to the market, mining Bitcoin, and powering high-demand HPC applications like AI, which is not only in keeping with our infrastructure-first strategy, but also affords us very compelling flexibility ahead of the halving.”

Completion of the Stalking Horse Bid is conditional on a number of factors, including: (i) the Stalking Horse Bid being declared the successful bid in the SISP; (ii) the Court issuing an approval and vesting order in respect of the Stalking Horse Bid, and (iii) the satisfaction of standard conditions to closing. In limited circumstances under the SISP, the Court may approve an alternative restructuring proposal, in which case a portion of any break fee and expense reimbursement will be paid to BidCo. Subject to the conditions outlined above, and the terms and conditions of the SISP, completion of the Stalking Horse Bid is expected to occur in Q4 of 2023.

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, AI, machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. In addition, any statements in this press release that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information and include, among others, statements with respect to the timing and completion (if at all) of the Stalking Horse Bid, statements with respect to the SISP, the rationale and expected benefits of the proposed transaction, the terms of any new secured funding arrangement with Bidco and the expected resolution of litigation claims between Hut 8 and certain Validus Entities.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available on the Company’s profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s website at www.sec.gov.

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io

Media Advisory: Hut 8 to Release Q3 2023 Results November 14

TORONTO, NOVEMBER 3, 2023 — Hut 8 Mining Corp. (Nasdaq: HUT) (TSX: HUT) (“Hut 8” or “the Company”), innovation-focused digital asset mining pioneer and provider of high-performance computing, will be releasing results for the quarter ended September 30, 2023 via a conference call on November 14, 2023.

Who: Analysts, media, and investors are invited to attend.
What: Hut 8 executives will review the company’s third quarter financial results and comment on recent corporate developments.
When: Results will be shared via media release and on the Company’s website at https://hut8.com/investors/ on November 14, 2023. The conference call and webinar will begin at 10 a.m. ET.
Where: The webcast can be viewed with the following link: https://ow.ly/UzQJ50Q3GnE

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, A.I., machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. Follow us on X (formerly known as Twitter) at @Hut8Mining.

Contacts

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Provides Update on Business Combination with USBTC

TORONTO, September 19, 2023 /CNW/ – Hut 8 Mining Corp. (Nasdaq: HUT) (TSX: HUT), (“Hut 8” or the “Company”) one of North America’s largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure provider, continues to make progress on the proposed business combination pursuant to which Hut 8 and U.S. Data Mining Group, Inc. dba US Bitcoin Corp (“USBTC”) will combine in an all-stock merger of equals (the “Transaction”). The combined company will be named “Hut 8 Corp.” (“New Hut”) and will be a U.S.-domiciled entity. The Transaction is expected to establish New Hut as a large scale, publicly traded Bitcoin miner focused on economical mining, highly diversified revenue streams, and industry leading environmental, social, and governance (ESG) practices.

New Hut has filed a further amendment to its Form S-4 Registration Statement with the U.S. Securities and Exchange Commission (the “SEC”).

“We’re confident that upon completion, New Hut will emerge as a stronger enterprise, underpinned by both Bitcoin and diversified fiat revenue streams from our high performance computing, hosting, and managed infrastructure operations businesses, the latter of which involves the team overseeing the maintenance and management of third-party mining sites using our purpose-built software,” said Jaime Leverton, CEO of Hut 8.

Completion of the Transaction remains subject to the remaining regulatory approvals, shareholder approval, court approval, and other customary closing conditions of the transaction.

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, AI, machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. In addition, any statements in this press release that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information and include, among others, statements with respect to the expected outcomes of the Transaction, the ability of Hut 8 and USBTC to complete the Transaction on the terms described herein, or at all, including, receipt of required regulatory approvals, USBTC stockholder approvals, stock exchange approvals and satisfaction of other closing conditions.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available on the Company’s profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s website at www.sec.gov.

Additional Information about the Transaction and Where to Find It

In connection with the Transaction of Hut 8 and USBTC, that, if completed, would result in Hut 8 Corp. (“New Hut”) becoming a new public company, New Hut has filed a registration statement on Form S-4 (the “Form S-4”) with the U.S. Securities and Exchange Commission (the “SEC”). USBTC and Hut 8 urge investors, shareholders, and other interested persons to read the Form S-4, including any amendments thereto, the Hut meeting circular, as well as other documents to be filed with the SEC and documents to be filed with Canadian securities regulatory authorities in connection with the Transaction, as these materials will contain important information about USBTC, Hut 8, New Hut and the Transaction. New Hut also has, and will, file other documents regarding the Transaction with the SEC. This press release is not a substitute for the Form S-4 or any other documents that may be sent to Hut’s shareholders or USBTC’s stockholders in connection with the Transaction. Investors and security holders will be able to obtain free copies of the Form S-4 and all other relevant documents filed or that will be filed with the SEC by New Hut through the website maintained by the SEC at www.sec.gov or by contacting the investor relations department of Hut 8 at info@hut8.io and of USBTC at info@usbitcoin.com.

No Offer or Solicitation

This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”) or in a transaction exempt from the registration requirements of the Securities Act.

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io

Hut 8 Provides Update on Business Combination with USBTC: Obtains Final Order for Plan of Arrangement from the Supreme Court of British Columbia

TORONTO, September 18, 2023 /CNW/ Hut 8 Mining Corp. (Nasdaq: HUT) (TSX: HUT) (“Hut 8” or the “Company”) one of North America’s largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure providers, is pleased to announce that, in connection with its previously announced business combination (the “Transaction“) with U.S. Data Mining Group, Inc. dba US Bitcoin Corp (“USBTC“) to be effected by way of a court-approved plan of arrangement (the “Arrangement“) under the Business Corporations Act (British Columbia), the Supreme Court of British Columbia has issued a final order approving the Arrangement.

Pursuant to the Transaction, Hut 8 and USBTC will combine in an all-stock merger of equals and the combined company will be named Hut 8 Corp. (“New Hut”) and be a U.S.-domiciled entity. Closing of the Transaction remains subject to certain conditions, including USBTC’s registration statement becoming effective, the approval of USBTC’s stockholders, and other closing conditions customary in transactions of this nature. If all necessary conditions to the completion of the Transaction are satisfied or waived, it is expected that the Transaction will be completed during the fourth quarter of 2023. New Hut intends to list its shares on Nasdaq and the TSX under the trading symbol “HUT” following the completion of the Transaction, subject to the approval of Nasdaq and the TSX.

The Company reminds registered shareholders to promptly deliver a duly completed and signed letter of transmittal (“Letter of Transmittal”) to Computershare Investor Services Inc., in order to receive their shares of New Hut common stock upon closing of the Transaction.

A copy of the Letter of Transmittal, including instructions on its completion, and the Company’s management information circular dated August 11, 2023, which contains further information on the Transaction, can each be found on the Company’s website at www.hut8.com, and on the Company’s profile on SEDAR+ at www.sedarplus.com or on EDGAR at www.sec.gov.

About Hut 8

Through innovation, imagination, and passion, Hut 8’s seasoned executive team is bullish on building and operating computing infrastructure that powers Bitcoin mining, traditional data centres, and emerging technologies like AI and machine learning. Hut 8’s infrastructure portfolio includes seven sites: five high performance computing data centres across British Columbia and Ontario that offer cloud, co-location, managed services, AI, machine learning, and VFX rendering computing solutions, and two Bitcoin mining sites located in Southern Alberta. Long-distinguished for its unique treasury strategy, Hut 8 has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward–Looking Information

This press release includes “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, “forward-looking information”). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “allow”, “believe”, “estimate”, “expect”, “predict”, “can”, “might”, “potential”, “predict”, “is designed to”, “likely” or similar expressions. In addition, any statements in this press release that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information and include, among others, statements with respect to the expected outcomes of the Transaction, the ability of Hut 8 and USBTC to complete the Transaction on the terms described herein, or at all, including, receipt of required regulatory approvals, USBTC stockholder approvals, stock exchange approvals and satisfaction of other closing conditions.

Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company’s mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the “Risk Factors” section of the Company’s Annual Information Form dated March 9, 2023, and Hut 8’s other continuous disclosure documents which are available on the Company’s profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s website at www.sec.gov.

Additional Information about the Transaction and Where to Find It

In connection with the Transaction of Hut 8 and USBTC, that, if completed, would result in Hut 8 Corp. (“New Hut”) becoming a new public company, New Hut has filed a registration statement on Form S-4 (the “Form S-4”) with the U.S. Securities and Exchange Commission (the “SEC”). USBTC and Hut 8 urge investors, shareholders, and other interested persons to read the Form S-4, including any amendments thereto, the Hut meeting circular, as well as other documents to be filed with the SEC and documents to be filed with Canadian securities regulatory authorities in connection with the Transaction, as these materials will contain important information about USBTC, Hut 8, New Hut and the Transaction. New Hut also has, and will, file other documents regarding the Transaction with the SEC. This press release is not a substitute for the Form S-4 or any other documents that may be sent to Hut’s shareholders or USBTC’s stockholders in connection with the Transaction. Investors and security holders will be able to obtain free copies of the Form S-4 and all other relevant documents filed or that will be filed with the SEC by New Hut through the website maintained by the SEC at www.sec.gov or by contacting the investor relations department of Hut 8 at info@hut8.io and of USBTC at info@usbitcoin.com.

No Offer or Solicitation

This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”) or in a transaction exempt from the registration requirements of the Securities Act.

Hut 8 Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Media Relations

Erin Dermer

erin.dermer@hut8.io