UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 14, 2023
Mawson Infrastructure Group Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-40849 | 88-0445167 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
201 Clark Street Sharon PA USA | 16146 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code +1 - 412 – 515 - 0896
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||
Common Stock, $0.001 par value | MIGI | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events
On June 14, 2023, Mawson Infrastructure Group Inc. (the “Company”) issued a press release announcing its unaudited Bitcoin production and operational update for May 2023.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
99.1 | Press Release dated June 14, 2023 | |
104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
The Company cautions that statements in this report that are not a description of historical fact are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words referencing future events or circumstances such as “expect,” “intend,” “plan,” “anticipate,” “believe,” and “will,” among others. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon the Company’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, the possibility of the Company’s need and ability to raise additional capital, the development and acceptance of digital asset networks and digital assets and their protocols and software, the reduction in incentives to mine digital assets over time, the costs associated with digital asset mining, the volatility in the value and prices of cryptocurrencies, and further or new regulation of digital assets. More detailed information about the risks and uncertainties affecting the Company is contained under the heading “Risk Factors” included in the Company’s Annual Report on Form 10-K filed with the SEC on March 21, 2022, Quarterly Report on Form 10-Q filed with the SEC on August 22, 2022 and November 14 2022, and in other filings that the Company has made and may make with the SEC in the future. One should not place undue reliance on these forward-looking statements, which speak only as of the date on which they were made. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. The Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as may be required by law.
-1-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Mawson Infrastructure Group Inc. | ||
Date: June 20, 2023 | By: | /s/ Rahul Mewawalla |
Rahul Mewawalla | ||
Chief Executive Officer & President |
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Exhibit 99.1
Mawson Infrastructure Group Inc. Announces Monthly Operational Update for May 2023
Total installed miners increased by 133%. Total BTC Mining Increased 76% M/M.
Total installed operational capacity as of May 31, 2023 was approximately 88 Megawatts
able to support 27,636 miners.
Diversified revenue mix generated from Self-Mining (53% of revenue), Hosting (38% of revenue)
and Energy Market Program (9% of revenue).
Sharon, PA — June 14, 2023 — Mawson Infrastructure Group Inc. (NASDAQ:MIGI) (“Mawson” or the “Company”), a digital infrastructure provider, announced today its unaudited business and operational update for May 2023.
Rahul Mewawalla, CEO and President, commented, “We are delighted to share our business update. May was an exciting month for Mawson as we significantly grew our installed miners, our BTC mining, and delivered a diversified revenue mix of self-mining, hosting and energy market program revenue. I want to thank our entire organization at Mawson as we keep striding ahead.”
2023 Strategic Focus:
Mawson looks to continue to drive growth in 2023 through:
1. | Continue to secure a portfolio of sites in its preferred geographies and markets for development of long-term digital infrastructure capacity. |
2. | Continue with its Energy Markets Program, which generates diversified revenue and reduces overall costs of production. |
3. | Further strategic partnerships and relationships with customers and communities. |
4. | Continue to offer hosting services to miners in addition to increasing self-mining capacity. |
5. | Exploring expansion opportunities at its 240-megawatt Pennsylvania facilities where the company has favorable energy contracts. |
May Bitcoin Self-Mining, Energy Market Program and Hosting Co-Location Results Update1:
March | April | May | May Variance | |
Total self-mining BTC | 41 | 38 | 67 | +76% |
Total Installed2 Self- miners | 5,880 | 5,880 | 13,750 | +133% |
Total Available owned miners | 20,000 | 20,000 | 20,000 | - |
Total Revenue in BTC3 | 109 | 109 | 127 | +16.5% |
Total Power Online | 50 MW | 50 MW | 88 MW | +76% |
● | Self-Mining Miners Installed: 13,750 |
● | Total Revenue equivalent in BTC: 126.573 |
● | Total Self-Mining Bitcoin Production: 67.49 |
● | Approximately $3.48M in monthly revenue for May 2023. |
● | Self-Mining Monthly Revenue: $1.85M |
● | Hosting Co-Location Monthly Revenue: $1.33M |
● | Energy Market Program Monthly Revenue: approximately $0.3M |
● | Total power online: 88 MW |
1 | All figures unaudited, and as of May 31, 2023. |
2 | “Installed” may include miners that are deployed in Mawson’s data centers, but not yet online and hashing. |
3 | Revenue equivalent BTC is the total revenue of the company for the period divided by the average BTC price. For the month of May the figure used is $27,554.75 |
Key Monthly Operational Achievements:
● | Recently named Rahul Mewawalla as CEO and President. |
● | 76% increase in self-mining BTC produced. |
● | 133% increase in installed miners. |
● | 76% increase in online power. |
About Mawson Infrastructure
Mawson Infrastructure Group (NASDAQ: MIGI) is a digital infrastructure provider with multiple operations throughout the USA. Mawson’s vertically integrated model is based on a long-term strategy to promote the global transition to the new digital economy. Mawson matches digital infrastructure, sustainable energy, and next-generation Mobile Data Center (MDC) solutions, enabling efficient Bitcoin production and on-demand deployment of infrastructure assets. With a strong focus on shareholder returns and strategic growth, Mawson Infrastructure Group is emerging as a global leader in ESG focused digital infrastructure and Bitcoin mining.
For more information, visit: www.mawsoninc.com
Statements about hashrate capacity
Statements in the press release about hashrate capacity (including ‘installed capacity’ or ‘nameplate capacity’), will often differ from the actual or observed hashrate. These terms generally make certain assumptions about the efficiency of the ASIC miners that are in use. Some ASIC miner models will consume less power to create the same amount of hashing power than other ASIC miner models (typically more recent models are more efficient). Many ASIC miner fleets are blended fleets, including various ASIC miner models each with different efficiency ratings. Hashrate capacity figures typically assume 100% deployment of ASIC miners. Given the large numbers of computing units (often numbering in the tens of thousands), ASIC mining fleets are rarely 100% deployed and online at any one time. This can be due to a variety of factors, including ASIC miners being under maintenance, in repair workshops, in storage, in transit, or due to technical faults and breakdowns. Once deployed and online, the actual or observed hashrate can be influenced by other factors such as heat, overclocking (causing the ASIC miner to perform at levels higher than the manufacturer’s specifications), the age, and wear and tear exhibited by the ASIC miners and also by the limitations of the surrounding infrastructure, such as power outages, and MDC and transformer breakdowns. Construction and development delays are a common risk for mining data centers, for example due to weather, permitting delays, or labor and equipment shortages. Investors should consider all risk factors related to uptime when considering these figures, which are a best-case scenario.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Mawson cautions that statements in this press release that are not a description of historical fact are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words referencing future events or circumstances such as “expect,” “intend,” “plan,” “anticipate,” “believe,” and “will,” among others. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon Mawson’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, the possibility that Mawson’s need and ability to raise additional capital, the development and acceptance of digital asset networks and digital assets and their protocols and software, the reduction in incentives to mine digital assets over time, the costs associated with digital asset mining, the volatility in the value and prices of cryptocurrencies and further or new regulation of digital assets. More detailed information about the risks and uncertainties affecting Mawson is contained under the heading “Risk Factors” included in Mawson’s Annual Report on Form 10-K filed with the SEC on March 23, 2023, and Mawson’s Quarterly Report on Form 10-Q filed with the SEC on May 15, 2023 and in other filings Mawson has made and may make with the SEC in the future. One should not place undue reliance on these forward-looking statements, which speak only as of the date on which they were made. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Mawson undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as may be required by law.
Investor Contact:
Sandy Harrison
VP of Investor Relations
IR@mawsoninc.com