Recent Quotes View Full List My Watchlist Create Watchlist Indicators DJI Nasdaq Composite SPX Gold Crude Oil Hydroworld Market Index Markets Stocks ETFs Tools Overview News Currencies International Treasuries Cipher Mining Provides Third Quarter 2022 Business Update By: Cipher Mining Inc. via GlobeNewswire November 14, 2022 at 07:00 AM EST GAAP Diluted Net Income of $0.24 per Share (Non-GAAP Diluted Net Loss of $0.06 per Share) Two Additional Data Centers Completed and Now Hashing Odessa Data Center Expected to Begin Mining this Month NEW YORK, Nov. 14, 2022 (GLOBE NEWSWIRE) -- Cipher Mining Inc. (NASDAQ: CIFR) ("Cipher" or the "Company"), a U.S.-based bitcoin mining company, today announced results for its third quarter ending September 30, 2022, along with an update on its operations and deployment strategy. "Against challenging market conditions, we are pleased to announce earnings that demonstrate our resilient position as a low-cost producer of bitcoin, while continuing to complete significant deployment milestones in the completion of our data centers," said Tyler Page, CEO of Cipher. "We brought our Alborz data center up to full mining capacity, and shortly after quarter end, we completed our Bear and Chief data centers. We expect to bring the first 2.3 EH/s of hash rate online this month at our 207-megawatt facility at Odessa." Finance and Operations Updates Cipher’s GAAP Diluted Net Income of $0.24 per share was driven primarily by third quarter valuation of Odessa power contract at ~$78.9 million.Cipher's initial data centers are on track and continue to reach major milestones: Alborz: 40 MW wind-powered site with Cipher's joint venture partner, now producing up to ~1.3 EH/s; and capable of mining up to ~4.5 bitcoin daily.Bear and Chief: Completed in October with a total initial capacity of up to 20 MW, now producing up to ~0.6 EH/s; and capable of mining up to ~2.0 bitcoin daily.Odessa: 207 MW site with infrastructure and rig installation complete for first ~2.3 EH/s expected to begin mining this month; mining rigs capable of producing an additional ~2.6 EH/s either shipped or scheduled to ship by year-end. Across four initial data centers, Cipher remains on track to deploy up to ~7.0 EH/s by early 2023, with a highly efficient machine fleet, averaging ~31.5 J/TH, purchased at an average price of ~$31.52/TH/s.The weighted average power price at the company's sites currently under contract is approximately 2.7 c/kWh.~196 bitcoin mined in the third quarter of 2022. Business Update Call and Webcast Cipher will host a conference call and webcast today at 8:00 a.m. Eastern Time to discuss the third quarter results for 2022 and management's outlook for future financial and operational performance. The live webcast and a webcast replay of the conference call can be accessed from the investor relations page of Cipher's website at https://investors.ciphermining.com. To access this conference call, dial (800) 715-9871 or (646) 307-1963 and use the conference ID 4350879. About Cipher Cipher is an emerging technology company focused on the development and operation of bitcoin mining data centers in the United States. Cipher is dedicated to expanding and strengthening the Bitcoin network's critical infrastructure. Together with its diversely talented team and strategic partnerships, Cipher aims to be a market leader in bitcoin mining growth and innovation. To learn more about Cipher, please visit https://www.ciphermining.com/. Forward Looking Statements This press release contains certain forward-looking statements within the meaning of the federal securities laws of the U.S. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this press release or during the business update conference call that are not statements of historical fact, including statements about our beliefs and expectations regarding our performance, strategy, expansion plans, future operations, future operating results, projected costs, prospects, plans, and objectives of our management, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "forecast," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions (including the negative versions of such words or expressions). These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and its management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: volatility in the price of Cipher's securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, variations in performance across competitors, changes in laws and regulations affecting Cipher's business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of our Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on March 4, 2022, the "Risk Factors" sections of our Quarterly Report on Form 10-Q filed with the SEC on May 10, 2022 and on August 9, 2022, and in Cipher's subsequent filings with the SEC including Cipher's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission ("SEC") on November 14, 2022. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Contacts:Investor Contact:Lori BarkerBlueshirt Group Investor Relationscipher@blueshirtgroup.com Media Contact:Ryan Dicovitsky / Kendal TillDukas Linden Public RelationsCipherMining@DLPR.com CIPHER MINING INC.CONDENSED CONSOLIDATED BALANCE SHEETS(in thousands, except for share and per share amounts) September 30, 2022 December 31, 2021 (unaudited) ASSETS Current assets Cash and cash equivalents $28,111 $209,841 Receivables, related party 731 - Prepaid expenses and other current assets 8,276 13,819 Cryptocurrencies 2,263 - Derivative asset 30,393 - Total current assets 69,774 223,660 Deposits on equipment 200,033 114,857 Property and equipment, net 40,751 5,124 Security deposits 11,455 10,352 Investment in equity investee 31,690 - Right-of-use asset 5,303 - Derivative asset 48,487 - Deferred investment costs - 174 Total assets $407,493 $354,167 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities Accounts payable $4,665 $242 Accounts payable, related party 3,216 - Operating lease liability, current portion 1,002 - Accrued expenses 10,726 257 Total current liabilities 19,609 499 Operating lease liability, net of current portion 4,762 - Warrant liability 22 137 Total liabilities 24,393 636 Commitments and contingencies Stockholders’ equity Preferred stock, $0.001 par value; 10,000,000 shares authorized, none issued and outstanding as of September 30, 2022 and December 31, 2021 - - Common stock, $0.001 par value, 500,000,000 shares authorized, 251,043,649 and 252,131,679 shares issued as of September 30, 2022 and December 31, 2021, respectively, and 247,518,966 and 249,279,420 shares outstanding as of September 30, 2022 and December 31, 2021, respectively 251 252 Additional paid-in capital 442,435 425,438 Treasury stock, at par, 3,524,683 and 2,852,259 shares at September 30, 2022 and December 31, 2021, respectively (4) (3)Accumulated deficit (59,582) (72,156)Total stockholders’ equity 383,100 353,531 Total liabilities and stockholders’ equity $407,493 $354,167 CIPHER MINING INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(in thousands, except for share and per share amounts)(unaudited) Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Costs and operating expenses (income) General and administrative $17,755 $2,283 $51,849 $2,942 Depreciation 11 - 26 1 Change in fair value of derivative asset (85,658) - (85,658) - Realized gain on sale of cryptocurrencies (6) - (6) - Impairment of cryptocurrencies 320 - 859 - Equity in loss of equity investment 8,345 - 20,577 - Total costs and operating expenses (income) (59,233) 2,283 (12,353) 2,943 Operating income (loss) 59,233 (2,283) 12,353 (2,943)Other income (expense) Interest income 55 1 106 1 Interest expense - (26) - (27)Change in fair value of warrant liability 4 (113) 115 (113)Total other income (expense) 59 (138) 221 (139)Net income (loss) $59,292 $(2,421) $12,574 $(3,082) Net income (loss) per share - basic $0.24 $(0.01) $0.05 $(0.01)Net income (loss) per share - diluted $0.24 $(0.01) $0.05 $(0.01) Weighted average shares outstanding - basic 247,508,745 217,644,991 248,461,373 206,708,013 Weighted average shares outstanding - diluted 248,342,200 217,644,991 248,782,665 206,708,013 CIPHER MINING INC. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS(in thousands)(unaudited) Nine Months Ended Eight Months Ended September 30, 2022 September 30, 2021 Cash flows from operating activities Net income (loss) $12,574 $(3,082)Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation 26 1 Amortization of right-of-use assets 556 - Change in fair value of derivative asset (85,658) - Change in fair value of warrant liability (115) 113 Share-based compensation 30,072 - Equity in loss of equity investment 20,577 - Realized gain on sale of cryptocurrencies (6) - Impairment of cryptocurrencies 859 - Changes in assets and liabilities: Proceeds from power sales 1,722 - Proceeds from reduction of scheduled power 5,056 - Proceeds from sale of cryptocurrencies 23 - Receivables, related party (731) - Prepaid expenses and other current assets 5,412 (14,916)Security deposits (1,103) (9,381)Accounts payable 400 87 Accrued expenses 1,408 78 Lease liability 37 - Net cash used in operating activities (8,891) (27,100)Cash flows from investing activities Deposits on equipment (184,095) (74,346) Purchases of property and equipment (28,958) (130) Capital distributions from equity investee 43,291 - Net cash used in investing activities (169,762) (74,476)Cash flows from financing activities Repurchase of common shares to pay employee withholding taxes (3,077) - Business Combination, net of issuance costs paid - 383,853 Proceeds from borrowings on related party loan - 7,038 Repayments under related party loan - (7,038)Net cash (used in) provided by financing activities (3,077) 383,853 Net (decrease) increase in cash and cash equivalents (181,730) 282,277 Cash and cash equivalents, beginning of the period 209,841 - Cash and cash equivalents, end of the period $28,111 $282,277 Supplemental disclosure of noncash investing and financing activities Equity method investment acquired for non-cash consideration $93,208 $- Common stock cancelled $10,000 $- Right-of-use asset obtained in exchange for operating lease liability $5,859 $- Investment in equity investee in accrued expenses $5,316 $- Property and equipment purchases in accounts payable $3,971 $- Deposits on equipment in accrued expenses $3,746 $- Cryptocurrencies received from equity method investment $3,139 $- Property and equipment purchases in accounts payable, related party $2,724 $- Deposits on equipment in accounts payable, related party $492 $- Reclassification of deferred investment costs to equity method investment $174 $- Prepaid rent reclassified to lease liability $132 $- Deposits on equipment in accounts payable $51 $- Business Combination costs included in accrued expenses $- $1,024 Net assets assumed from GWAC in the Business Combination $- $433 Non-cash fair value of private warrants $- $261 Deferred investment costs included in accrued expenses $- $174 Business combination costs included in accounts payable $- $39 Non-GAAP Financial Measures The following is a reconciliation of our non-GAAP loss from operations, which excludes the impact of (i) depreciation of fixed assets, (ii) non-cash change in fair value of our derivative asset and (iii) stock compensation expense, to its most directly comparable GAAP measure for the periods indicated: Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Reconciliation of non-GAAP loss from operations: Operating income (loss) $59,233 $(2,283) $12,353 $(2,943)Depreciation 11 - 26 1 Change in fair value of derivative asset (83,936) - (83,936) - Stock compensation expense 10,494 - 30,072 - Non-GAAP loss from operations $(14,198) $(2,283) $(41,485) $(2,942) The following are reconciliations of our non-GAAP net loss and non-GAAP basic and diluted net loss per share, in each case excluding the impact of (i) depreciation of fixed assets (ii) non-cash change in fair value of derivative asset, (iii) change in fair value of warrant liability and (iv) stock compensation expense, to the most directly comparable GAAP measures for the periods indicated: Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Reconciliation of non-GAAP net loss: Net income (loss) $59,292 $(2,421) $12,574 $(3,082)Non-cash adjustments to net income (loss): Depreciation 11 - 26 1 Change in fair value of derivative asset (83,936) - (83,936) - Change in fair value of warrant liability 4 (113) 115 (113)Stock compensation expense 10,494 - 30,072 - Total non-cash adjustments to net income (loss) (73,427) (113) (53,723) (112)Non-GAAP net loss $(14,135) $(2,534) $(41,149) $(3,194) Reconciliation of non-GAAP basic and diluted net loss per share: Basic and diluted net income (loss) per share $0.24 $(0.01) $0.05 $(0.01)Depreciation of fixed assets (per share) - - - - Change in fair value of derivative asset (per share) (0.34) - (0.34) - Change in fair value of warrant liability (per share) - - - - Stock compensation expense (per share) 0.04 - 0.12 - Non-GAAP basic and diluted net loss per share $(0.06) $(0.01) $(0.17) $(0.01) Data & News supplied by www.cloudquote.io Stock quotes supplied by Barchart Quotes delayed at least 20 minutes. 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Cipher Mining Provides Third Quarter 2022 Business Update By: Cipher Mining Inc. via GlobeNewswire November 14, 2022 at 07:00 AM EST GAAP Diluted Net Income of $0.24 per Share (Non-GAAP Diluted Net Loss of $0.06 per Share) Two Additional Data Centers Completed and Now Hashing Odessa Data Center Expected to Begin Mining this Month NEW YORK, Nov. 14, 2022 (GLOBE NEWSWIRE) -- Cipher Mining Inc. (NASDAQ: CIFR) ("Cipher" or the "Company"), a U.S.-based bitcoin mining company, today announced results for its third quarter ending September 30, 2022, along with an update on its operations and deployment strategy. "Against challenging market conditions, we are pleased to announce earnings that demonstrate our resilient position as a low-cost producer of bitcoin, while continuing to complete significant deployment milestones in the completion of our data centers," said Tyler Page, CEO of Cipher. "We brought our Alborz data center up to full mining capacity, and shortly after quarter end, we completed our Bear and Chief data centers. We expect to bring the first 2.3 EH/s of hash rate online this month at our 207-megawatt facility at Odessa." Finance and Operations Updates Cipher’s GAAP Diluted Net Income of $0.24 per share was driven primarily by third quarter valuation of Odessa power contract at ~$78.9 million.Cipher's initial data centers are on track and continue to reach major milestones: Alborz: 40 MW wind-powered site with Cipher's joint venture partner, now producing up to ~1.3 EH/s; and capable of mining up to ~4.5 bitcoin daily.Bear and Chief: Completed in October with a total initial capacity of up to 20 MW, now producing up to ~0.6 EH/s; and capable of mining up to ~2.0 bitcoin daily.Odessa: 207 MW site with infrastructure and rig installation complete for first ~2.3 EH/s expected to begin mining this month; mining rigs capable of producing an additional ~2.6 EH/s either shipped or scheduled to ship by year-end. Across four initial data centers, Cipher remains on track to deploy up to ~7.0 EH/s by early 2023, with a highly efficient machine fleet, averaging ~31.5 J/TH, purchased at an average price of ~$31.52/TH/s.The weighted average power price at the company's sites currently under contract is approximately 2.7 c/kWh.~196 bitcoin mined in the third quarter of 2022. Business Update Call and Webcast Cipher will host a conference call and webcast today at 8:00 a.m. Eastern Time to discuss the third quarter results for 2022 and management's outlook for future financial and operational performance. The live webcast and a webcast replay of the conference call can be accessed from the investor relations page of Cipher's website at https://investors.ciphermining.com. To access this conference call, dial (800) 715-9871 or (646) 307-1963 and use the conference ID 4350879. About Cipher Cipher is an emerging technology company focused on the development and operation of bitcoin mining data centers in the United States. Cipher is dedicated to expanding and strengthening the Bitcoin network's critical infrastructure. Together with its diversely talented team and strategic partnerships, Cipher aims to be a market leader in bitcoin mining growth and innovation. To learn more about Cipher, please visit https://www.ciphermining.com/. Forward Looking Statements This press release contains certain forward-looking statements within the meaning of the federal securities laws of the U.S. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this press release or during the business update conference call that are not statements of historical fact, including statements about our beliefs and expectations regarding our performance, strategy, expansion plans, future operations, future operating results, projected costs, prospects, plans, and objectives of our management, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "forecast," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions (including the negative versions of such words or expressions). These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and its management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: volatility in the price of Cipher's securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, variations in performance across competitors, changes in laws and regulations affecting Cipher's business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of our Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on March 4, 2022, the "Risk Factors" sections of our Quarterly Report on Form 10-Q filed with the SEC on May 10, 2022 and on August 9, 2022, and in Cipher's subsequent filings with the SEC including Cipher's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission ("SEC") on November 14, 2022. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Contacts:Investor Contact:Lori BarkerBlueshirt Group Investor Relationscipher@blueshirtgroup.com Media Contact:Ryan Dicovitsky / Kendal TillDukas Linden Public RelationsCipherMining@DLPR.com CIPHER MINING INC.CONDENSED CONSOLIDATED BALANCE SHEETS(in thousands, except for share and per share amounts) September 30, 2022 December 31, 2021 (unaudited) ASSETS Current assets Cash and cash equivalents $28,111 $209,841 Receivables, related party 731 - Prepaid expenses and other current assets 8,276 13,819 Cryptocurrencies 2,263 - Derivative asset 30,393 - Total current assets 69,774 223,660 Deposits on equipment 200,033 114,857 Property and equipment, net 40,751 5,124 Security deposits 11,455 10,352 Investment in equity investee 31,690 - Right-of-use asset 5,303 - Derivative asset 48,487 - Deferred investment costs - 174 Total assets $407,493 $354,167 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities Accounts payable $4,665 $242 Accounts payable, related party 3,216 - Operating lease liability, current portion 1,002 - Accrued expenses 10,726 257 Total current liabilities 19,609 499 Operating lease liability, net of current portion 4,762 - Warrant liability 22 137 Total liabilities 24,393 636 Commitments and contingencies Stockholders’ equity Preferred stock, $0.001 par value; 10,000,000 shares authorized, none issued and outstanding as of September 30, 2022 and December 31, 2021 - - Common stock, $0.001 par value, 500,000,000 shares authorized, 251,043,649 and 252,131,679 shares issued as of September 30, 2022 and December 31, 2021, respectively, and 247,518,966 and 249,279,420 shares outstanding as of September 30, 2022 and December 31, 2021, respectively 251 252 Additional paid-in capital 442,435 425,438 Treasury stock, at par, 3,524,683 and 2,852,259 shares at September 30, 2022 and December 31, 2021, respectively (4) (3)Accumulated deficit (59,582) (72,156)Total stockholders’ equity 383,100 353,531 Total liabilities and stockholders’ equity $407,493 $354,167 CIPHER MINING INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(in thousands, except for share and per share amounts)(unaudited) Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Costs and operating expenses (income) General and administrative $17,755 $2,283 $51,849 $2,942 Depreciation 11 - 26 1 Change in fair value of derivative asset (85,658) - (85,658) - Realized gain on sale of cryptocurrencies (6) - (6) - Impairment of cryptocurrencies 320 - 859 - Equity in loss of equity investment 8,345 - 20,577 - Total costs and operating expenses (income) (59,233) 2,283 (12,353) 2,943 Operating income (loss) 59,233 (2,283) 12,353 (2,943)Other income (expense) Interest income 55 1 106 1 Interest expense - (26) - (27)Change in fair value of warrant liability 4 (113) 115 (113)Total other income (expense) 59 (138) 221 (139)Net income (loss) $59,292 $(2,421) $12,574 $(3,082) Net income (loss) per share - basic $0.24 $(0.01) $0.05 $(0.01)Net income (loss) per share - diluted $0.24 $(0.01) $0.05 $(0.01) Weighted average shares outstanding - basic 247,508,745 217,644,991 248,461,373 206,708,013 Weighted average shares outstanding - diluted 248,342,200 217,644,991 248,782,665 206,708,013 CIPHER MINING INC. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS(in thousands)(unaudited) Nine Months Ended Eight Months Ended September 30, 2022 September 30, 2021 Cash flows from operating activities Net income (loss) $12,574 $(3,082)Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation 26 1 Amortization of right-of-use assets 556 - Change in fair value of derivative asset (85,658) - Change in fair value of warrant liability (115) 113 Share-based compensation 30,072 - Equity in loss of equity investment 20,577 - Realized gain on sale of cryptocurrencies (6) - Impairment of cryptocurrencies 859 - Changes in assets and liabilities: Proceeds from power sales 1,722 - Proceeds from reduction of scheduled power 5,056 - Proceeds from sale of cryptocurrencies 23 - Receivables, related party (731) - Prepaid expenses and other current assets 5,412 (14,916)Security deposits (1,103) (9,381)Accounts payable 400 87 Accrued expenses 1,408 78 Lease liability 37 - Net cash used in operating activities (8,891) (27,100)Cash flows from investing activities Deposits on equipment (184,095) (74,346) Purchases of property and equipment (28,958) (130) Capital distributions from equity investee 43,291 - Net cash used in investing activities (169,762) (74,476)Cash flows from financing activities Repurchase of common shares to pay employee withholding taxes (3,077) - Business Combination, net of issuance costs paid - 383,853 Proceeds from borrowings on related party loan - 7,038 Repayments under related party loan - (7,038)Net cash (used in) provided by financing activities (3,077) 383,853 Net (decrease) increase in cash and cash equivalents (181,730) 282,277 Cash and cash equivalents, beginning of the period 209,841 - Cash and cash equivalents, end of the period $28,111 $282,277 Supplemental disclosure of noncash investing and financing activities Equity method investment acquired for non-cash consideration $93,208 $- Common stock cancelled $10,000 $- Right-of-use asset obtained in exchange for operating lease liability $5,859 $- Investment in equity investee in accrued expenses $5,316 $- Property and equipment purchases in accounts payable $3,971 $- Deposits on equipment in accrued expenses $3,746 $- Cryptocurrencies received from equity method investment $3,139 $- Property and equipment purchases in accounts payable, related party $2,724 $- Deposits on equipment in accounts payable, related party $492 $- Reclassification of deferred investment costs to equity method investment $174 $- Prepaid rent reclassified to lease liability $132 $- Deposits on equipment in accounts payable $51 $- Business Combination costs included in accrued expenses $- $1,024 Net assets assumed from GWAC in the Business Combination $- $433 Non-cash fair value of private warrants $- $261 Deferred investment costs included in accrued expenses $- $174 Business combination costs included in accounts payable $- $39 Non-GAAP Financial Measures The following is a reconciliation of our non-GAAP loss from operations, which excludes the impact of (i) depreciation of fixed assets, (ii) non-cash change in fair value of our derivative asset and (iii) stock compensation expense, to its most directly comparable GAAP measure for the periods indicated: Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Reconciliation of non-GAAP loss from operations: Operating income (loss) $59,233 $(2,283) $12,353 $(2,943)Depreciation 11 - 26 1 Change in fair value of derivative asset (83,936) - (83,936) - Stock compensation expense 10,494 - 30,072 - Non-GAAP loss from operations $(14,198) $(2,283) $(41,485) $(2,942) The following are reconciliations of our non-GAAP net loss and non-GAAP basic and diluted net loss per share, in each case excluding the impact of (i) depreciation of fixed assets (ii) non-cash change in fair value of derivative asset, (iii) change in fair value of warrant liability and (iv) stock compensation expense, to the most directly comparable GAAP measures for the periods indicated: Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Reconciliation of non-GAAP net loss: Net income (loss) $59,292 $(2,421) $12,574 $(3,082)Non-cash adjustments to net income (loss): Depreciation 11 - 26 1 Change in fair value of derivative asset (83,936) - (83,936) - Change in fair value of warrant liability 4 (113) 115 (113)Stock compensation expense 10,494 - 30,072 - Total non-cash adjustments to net income (loss) (73,427) (113) (53,723) (112)Non-GAAP net loss $(14,135) $(2,534) $(41,149) $(3,194) Reconciliation of non-GAAP basic and diluted net loss per share: Basic and diluted net income (loss) per share $0.24 $(0.01) $0.05 $(0.01)Depreciation of fixed assets (per share) - - - - Change in fair value of derivative asset (per share) (0.34) - (0.34) - Change in fair value of warrant liability (per share) - - - - Stock compensation expense (per share) 0.04 - 0.12 - Non-GAAP basic and diluted net loss per share $(0.06) $(0.01) $(0.17) $(0.01)
GAAP Diluted Net Income of $0.24 per Share (Non-GAAP Diluted Net Loss of $0.06 per Share) Two Additional Data Centers Completed and Now Hashing Odessa Data Center Expected to Begin Mining this Month NEW YORK, Nov. 14, 2022 (GLOBE NEWSWIRE) -- Cipher Mining Inc. (NASDAQ: CIFR) ("Cipher" or the "Company"), a U.S.-based bitcoin mining company, today announced results for its third quarter ending September 30, 2022, along with an update on its operations and deployment strategy. "Against challenging market conditions, we are pleased to announce earnings that demonstrate our resilient position as a low-cost producer of bitcoin, while continuing to complete significant deployment milestones in the completion of our data centers," said Tyler Page, CEO of Cipher. "We brought our Alborz data center up to full mining capacity, and shortly after quarter end, we completed our Bear and Chief data centers. We expect to bring the first 2.3 EH/s of hash rate online this month at our 207-megawatt facility at Odessa." Finance and Operations Updates Cipher’s GAAP Diluted Net Income of $0.24 per share was driven primarily by third quarter valuation of Odessa power contract at ~$78.9 million.Cipher's initial data centers are on track and continue to reach major milestones: Alborz: 40 MW wind-powered site with Cipher's joint venture partner, now producing up to ~1.3 EH/s; and capable of mining up to ~4.5 bitcoin daily.Bear and Chief: Completed in October with a total initial capacity of up to 20 MW, now producing up to ~0.6 EH/s; and capable of mining up to ~2.0 bitcoin daily.Odessa: 207 MW site with infrastructure and rig installation complete for first ~2.3 EH/s expected to begin mining this month; mining rigs capable of producing an additional ~2.6 EH/s either shipped or scheduled to ship by year-end. Across four initial data centers, Cipher remains on track to deploy up to ~7.0 EH/s by early 2023, with a highly efficient machine fleet, averaging ~31.5 J/TH, purchased at an average price of ~$31.52/TH/s.The weighted average power price at the company's sites currently under contract is approximately 2.7 c/kWh.~196 bitcoin mined in the third quarter of 2022. Business Update Call and Webcast Cipher will host a conference call and webcast today at 8:00 a.m. Eastern Time to discuss the third quarter results for 2022 and management's outlook for future financial and operational performance. The live webcast and a webcast replay of the conference call can be accessed from the investor relations page of Cipher's website at https://investors.ciphermining.com. To access this conference call, dial (800) 715-9871 or (646) 307-1963 and use the conference ID 4350879. About Cipher Cipher is an emerging technology company focused on the development and operation of bitcoin mining data centers in the United States. Cipher is dedicated to expanding and strengthening the Bitcoin network's critical infrastructure. Together with its diversely talented team and strategic partnerships, Cipher aims to be a market leader in bitcoin mining growth and innovation. To learn more about Cipher, please visit https://www.ciphermining.com/. Forward Looking Statements This press release contains certain forward-looking statements within the meaning of the federal securities laws of the U.S. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this press release or during the business update conference call that are not statements of historical fact, including statements about our beliefs and expectations regarding our performance, strategy, expansion plans, future operations, future operating results, projected costs, prospects, plans, and objectives of our management, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "forecast," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions (including the negative versions of such words or expressions). These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and its management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: volatility in the price of Cipher's securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, variations in performance across competitors, changes in laws and regulations affecting Cipher's business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of our Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on March 4, 2022, the "Risk Factors" sections of our Quarterly Report on Form 10-Q filed with the SEC on May 10, 2022 and on August 9, 2022, and in Cipher's subsequent filings with the SEC including Cipher's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission ("SEC") on November 14, 2022. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Contacts:Investor Contact:Lori BarkerBlueshirt Group Investor Relationscipher@blueshirtgroup.com Media Contact:Ryan Dicovitsky / Kendal TillDukas Linden Public RelationsCipherMining@DLPR.com CIPHER MINING INC.CONDENSED CONSOLIDATED BALANCE SHEETS(in thousands, except for share and per share amounts) September 30, 2022 December 31, 2021 (unaudited) ASSETS Current assets Cash and cash equivalents $28,111 $209,841 Receivables, related party 731 - Prepaid expenses and other current assets 8,276 13,819 Cryptocurrencies 2,263 - Derivative asset 30,393 - Total current assets 69,774 223,660 Deposits on equipment 200,033 114,857 Property and equipment, net 40,751 5,124 Security deposits 11,455 10,352 Investment in equity investee 31,690 - Right-of-use asset 5,303 - Derivative asset 48,487 - Deferred investment costs - 174 Total assets $407,493 $354,167 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities Accounts payable $4,665 $242 Accounts payable, related party 3,216 - Operating lease liability, current portion 1,002 - Accrued expenses 10,726 257 Total current liabilities 19,609 499 Operating lease liability, net of current portion 4,762 - Warrant liability 22 137 Total liabilities 24,393 636 Commitments and contingencies Stockholders’ equity Preferred stock, $0.001 par value; 10,000,000 shares authorized, none issued and outstanding as of September 30, 2022 and December 31, 2021 - - Common stock, $0.001 par value, 500,000,000 shares authorized, 251,043,649 and 252,131,679 shares issued as of September 30, 2022 and December 31, 2021, respectively, and 247,518,966 and 249,279,420 shares outstanding as of September 30, 2022 and December 31, 2021, respectively 251 252 Additional paid-in capital 442,435 425,438 Treasury stock, at par, 3,524,683 and 2,852,259 shares at September 30, 2022 and December 31, 2021, respectively (4) (3)Accumulated deficit (59,582) (72,156)Total stockholders’ equity 383,100 353,531 Total liabilities and stockholders’ equity $407,493 $354,167 CIPHER MINING INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(in thousands, except for share and per share amounts)(unaudited) Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Costs and operating expenses (income) General and administrative $17,755 $2,283 $51,849 $2,942 Depreciation 11 - 26 1 Change in fair value of derivative asset (85,658) - (85,658) - Realized gain on sale of cryptocurrencies (6) - (6) - Impairment of cryptocurrencies 320 - 859 - Equity in loss of equity investment 8,345 - 20,577 - Total costs and operating expenses (income) (59,233) 2,283 (12,353) 2,943 Operating income (loss) 59,233 (2,283) 12,353 (2,943)Other income (expense) Interest income 55 1 106 1 Interest expense - (26) - (27)Change in fair value of warrant liability 4 (113) 115 (113)Total other income (expense) 59 (138) 221 (139)Net income (loss) $59,292 $(2,421) $12,574 $(3,082) Net income (loss) per share - basic $0.24 $(0.01) $0.05 $(0.01)Net income (loss) per share - diluted $0.24 $(0.01) $0.05 $(0.01) Weighted average shares outstanding - basic 247,508,745 217,644,991 248,461,373 206,708,013 Weighted average shares outstanding - diluted 248,342,200 217,644,991 248,782,665 206,708,013 CIPHER MINING INC. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS(in thousands)(unaudited) Nine Months Ended Eight Months Ended September 30, 2022 September 30, 2021 Cash flows from operating activities Net income (loss) $12,574 $(3,082)Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation 26 1 Amortization of right-of-use assets 556 - Change in fair value of derivative asset (85,658) - Change in fair value of warrant liability (115) 113 Share-based compensation 30,072 - Equity in loss of equity investment 20,577 - Realized gain on sale of cryptocurrencies (6) - Impairment of cryptocurrencies 859 - Changes in assets and liabilities: Proceeds from power sales 1,722 - Proceeds from reduction of scheduled power 5,056 - Proceeds from sale of cryptocurrencies 23 - Receivables, related party (731) - Prepaid expenses and other current assets 5,412 (14,916)Security deposits (1,103) (9,381)Accounts payable 400 87 Accrued expenses 1,408 78 Lease liability 37 - Net cash used in operating activities (8,891) (27,100)Cash flows from investing activities Deposits on equipment (184,095) (74,346) Purchases of property and equipment (28,958) (130) Capital distributions from equity investee 43,291 - Net cash used in investing activities (169,762) (74,476)Cash flows from financing activities Repurchase of common shares to pay employee withholding taxes (3,077) - Business Combination, net of issuance costs paid - 383,853 Proceeds from borrowings on related party loan - 7,038 Repayments under related party loan - (7,038)Net cash (used in) provided by financing activities (3,077) 383,853 Net (decrease) increase in cash and cash equivalents (181,730) 282,277 Cash and cash equivalents, beginning of the period 209,841 - Cash and cash equivalents, end of the period $28,111 $282,277 Supplemental disclosure of noncash investing and financing activities Equity method investment acquired for non-cash consideration $93,208 $- Common stock cancelled $10,000 $- Right-of-use asset obtained in exchange for operating lease liability $5,859 $- Investment in equity investee in accrued expenses $5,316 $- Property and equipment purchases in accounts payable $3,971 $- Deposits on equipment in accrued expenses $3,746 $- Cryptocurrencies received from equity method investment $3,139 $- Property and equipment purchases in accounts payable, related party $2,724 $- Deposits on equipment in accounts payable, related party $492 $- Reclassification of deferred investment costs to equity method investment $174 $- Prepaid rent reclassified to lease liability $132 $- Deposits on equipment in accounts payable $51 $- Business Combination costs included in accrued expenses $- $1,024 Net assets assumed from GWAC in the Business Combination $- $433 Non-cash fair value of private warrants $- $261 Deferred investment costs included in accrued expenses $- $174 Business combination costs included in accounts payable $- $39 Non-GAAP Financial Measures The following is a reconciliation of our non-GAAP loss from operations, which excludes the impact of (i) depreciation of fixed assets, (ii) non-cash change in fair value of our derivative asset and (iii) stock compensation expense, to its most directly comparable GAAP measure for the periods indicated: Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Reconciliation of non-GAAP loss from operations: Operating income (loss) $59,233 $(2,283) $12,353 $(2,943)Depreciation 11 - 26 1 Change in fair value of derivative asset (83,936) - (83,936) - Stock compensation expense 10,494 - 30,072 - Non-GAAP loss from operations $(14,198) $(2,283) $(41,485) $(2,942) The following are reconciliations of our non-GAAP net loss and non-GAAP basic and diluted net loss per share, in each case excluding the impact of (i) depreciation of fixed assets (ii) non-cash change in fair value of derivative asset, (iii) change in fair value of warrant liability and (iv) stock compensation expense, to the most directly comparable GAAP measures for the periods indicated: Three Months Ended September 30, Nine Months Ended Eight Months Ended 2022 2021 September 30, 2022 September 30, 2021 Reconciliation of non-GAAP net loss: Net income (loss) $59,292 $(2,421) $12,574 $(3,082)Non-cash adjustments to net income (loss): Depreciation 11 - 26 1 Change in fair value of derivative asset (83,936) - (83,936) - Change in fair value of warrant liability 4 (113) 115 (113)Stock compensation expense 10,494 - 30,072 - Total non-cash adjustments to net income (loss) (73,427) (113) (53,723) (112)Non-GAAP net loss $(14,135) $(2,534) $(41,149) $(3,194) Reconciliation of non-GAAP basic and diluted net loss per share: Basic and diluted net income (loss) per share $0.24 $(0.01) $0.05 $(0.01)Depreciation of fixed assets (per share) - - - - Change in fair value of derivative asset (per share) (0.34) - (0.34) - Change in fair value of warrant liability (per share) - - - - Stock compensation expense (per share) 0.04 - 0.12 - Non-GAAP basic and diluted net loss per share $(0.06) $(0.01) $(0.17) $(0.01)