Cipher Mining Provides First Quarter 2022 Business Update

Began Bitcoin Mining in February 2022

Reaching Significant Milestones for Build Out Plan     

NEW YORK, May 10, 2022 (GLOBE NEWSWIRE) — Cipher Mining Inc. (NASDAQ: CIFR) (“Cipher” or the “Company”), a U.S.-based Bitcoin mining company, today announced results for its first quarter ending March 31, 2022, along with an update on its operations and deployment strategy.

“Our first quarter was marked by significant milestones, including the start of rig installation and mining of our first bitcoins,” said Tyler Page, CEO of Cipher. “I am pleased to say we are meeting our goals, and we are scaling quickly as we continue to build Cipher into a leading U.S.-based Bitcoin mining enterprise.”

Operations Updates

  • Began Bitcoin mining in February at its first data center at Alborz.
  • First 0.3 EH/s (2,949 mining rigs) installed at Alborz facility.
  • 400 PH/s added to 2022 delivery forecast, bringing new Cipher hashrate forecast to 7.5 EH/s of equipment scheduled for delivery in 2022, with a highly efficient machine fleet averaging 32.1 J/TH.
  • Four sites in development with an expected 275 MW of power availability by the end of 2022.
  • Cipher’s weighted average power price is 2.73 c/kWh and anticipated weighted average cost for mining rigs is expected to be $45.01 per TH/s.
  • Closed $46.9 million debt financing for Alborz from BlockFi Lending LLC on May 2, 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 first 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 (844) 689-1757 or (929) 517-0940 and use the conference ID 2635904.

About Cipher

Cipher is an industrial-scale Bitcoin mining company dedicated to expanding and strengthening the Bitcoin network’s critical infrastructure. Cipher aims to leverage its best-in-class technology, market-leading power purchase arrangements, and a seasoned, dedicated senior management team to become a market leader in Bitcoin mining. 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 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 May 10, 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 Barker
Blueshirt Group Investor Relations
[email protected]

Media Contact:
Ryan Dicovitsky / Kendal Till
Dukas Linden Public Relations
[email protected]

CIPHER MINING INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands except for share and per share amounts)
(unaudited)

  March 31, 2022     December 31, 2021  
  (unaudited)        
ASSETS          
Current assets          
Cash and cash equivalents $ 99,495     $ 209,841  
Prepaid expenses   11,400       13,819  
Cryptocurrencies   191        
Total current assets   111,086       223,660  
           
Deposits on equipment   207,164       114,857  
Property and equipment, net   15,178       5,124  
Security deposits   11,362       10,352  
Investment in equity investee   7,373        
Right-of-use asset   5,718        
Deferred investment costs         174  
Total assets $ 357,881     $ 354,167  
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
Current liabilities          
Accounts payable $ 1,991     $ 242  
Accounts payable, related party   3,863        
Operating lease liability, current portion   557        
Accrued expenses   3,611       257  
Total current liabilities   10,022       499  
           
Operating lease liability, net of current portion   5,276        
Warrant liability   89       137  
Total liabilities   15,387       636  
           
Commitments and contingencies (Note 11)          
           
Stockholders’ equity          
Preferred stock, $0.001 par value; 10,000,000 shares authorized, none issued and outstanding as of March 31, 2022 and December 31, 2021          
Common stock, $0.001 par value, 500,000,000 shares authorized, 253,685,763 and 252,131,679 shares issued as of March 31, 2022 and December 31, 2021, respectively, and 250,174,273 and 249,279,420 shares outstanding as of March 31, 2022 and December 31, 2021, respectively   254       252  
Additional paid-in capital   431,899       425,438  
Treasury stock, at par, 3,511,490 and 2,852,259 shares at March 31, 2022 and December 31, 2021, respectively   (4 )     (3 )
Accumulated deficit   (89,655 )     (72,156 )
Total stockholders’ equity   342,494       353,531  
Total liabilities and stockholders’ equity $ 357,881     $ 354,167  

CIPHER MINING INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands except for share and per share amounts)
(unaudited)

  Three Months Ended March 31, 2022     Two Months Ended March 31, 2021  
Costs and expenses          
General and administrative $ 17,390     $ 113  
Depreciation   7        
Impairment of cryptocurrencies   4        
Total costs and expenses   17,401       113  
Operating loss   (17,401 )     (113 )
Other income          
Interest income   7        
Change in fair value of warrant liability   48        
Equity in loss of equity investment   (153 )      
Total other income   (98 )      
Net loss $ (17,499 )   $ (113 )
Basic and diluted net loss per share $ (0.07 )   $  
Basic and diluted weighted average number of shares outstanding   250,174,255       200,000,000  

CIPHER MINING INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands)
(unaudited)

  Three Months Ended March 31, 2022     Two Months Ended March 31, 2021  
Cash flows from operating activities          
Net loss $ (17,499 )   $ (113 )
Adjustments to reconcile net loss to net cash used in operating activities:          
Depreciation   7        
Amortization of right-of-use assets   140        
Change in fair value of warrant liability   (48 )      
Share-based compensation   9,514        
Equity in earnings (loss) of equity investment   153        
Impairment of cryptocurrencies   4        
Changes in assets and liabilities:          
Prepaid expenses   2,288        
Security deposits   (1,010 )      
Accounts payable   120       67  
Accounts payable, related party         2  
Accrued expenses   2,904       (1 )
Lease liability   106        
Net cash used in operating activities   (3,321 )     (45 )
Cash flows from investing activities          
Deposits on equipment   (96,914 )      
Purchases of property and equipment   (7,059 )      
Net cash used in investing activities   (103,973 )      
Cash flows from financing activities          
Proceeds from borrowings on related party loan         100  
Repurchase of common shares to pay employee withholding taxes   (3,052 )      
Net cash (used in) provided by financing activities   (3,052 )     100  
Net (decrease) increase in cash and cash equivalents   (110,346 )     55  
Cash and cash equivalents, beginning of the period   209,841        
Cash and cash equivalents, end of the period $ 99,495     $ 55  
           
Supplemental disclosure of cash flow information          
Cash paid for interest $     $  
Cash paid for income taxes, net $     $  
Supplemental disclosure of noncash investing and financing activities          
Equity method investment acquired for non-cash consideration $ 7,118     $  
Right-of-use asset obtained in exchange for operating lease liability $ 5,859     $  
Deposits on equipment in accounts payable, related party $ 2,506     $  
Property and equipment purchases in accounts payable $ 1,624     $ 3  
Property and equipment purchases in accounts payable, related party $ 1,357     $  
Investment in equity investee in accrued expenses $ 428     $  
Cryptocurrencies received from equity method investment $ 195     $  
Reclassification of deferred investment costs to equity method investment $ 174     $  
Property and equipment purchases in accrued expenses $ 22     $  
Deposits on equipment in accounts payable $ 5     $  
Deferred offering costs included in accrued expenses $     $ 1,525  
Deferred offering costs included in accounts payable $     $ 98  
Deferred investment costs included in accrued expenses $     $ 97  

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 and (ii) stock compensation expense, to its most directly comparable GAAP measure for the periods indicated:

    Three Months Ended
March 31, 2022
    Two Months Ended March 31, 2021  
Reconciliation of non-GAAP loss from operations:            
Operating loss   $ (17,401 )   $ (113 )
Depreciation     7        
Impairment of cryptocurrencies     4        
Stock compensation expense     9,514        
Non-GAAP loss from operations   $ (7,876 )   $ (113 )

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) change in fair value of warrant liability and (iii) stock compensation expense, to the most directly comparable GAAP measures for the periods indicated:

    Three Months Ended
March 31, 2022
    Two Months Ended March 31, 2021  
Reconciliation of non-GAAP net loss:            
Net loss   $ (17,499 )   $ (113 )
Non-cash adjustments to net loss            
Depreciation     7        
Change in fair value of warrant liability     48        
Impairment of cryptocurrencies     4        
Stock compensation expense     9,514        
Total non-cash adjustments to net loss     9,573        
Non-GAAP net loss   $ (7,926 )   $ (113 )
   
   
Reconciliation of non-GAAP basic and diluted net loss per
share:
           
Basic and diluted net loss per share   $ (0.07 )   $  
Depreciation of fixed assets (per share)            
Change in fair value of warrant liability (per share)            
Impairment of cryptocurrencies (per share)            
Stock compensation expense (per share)     0.04        
Non-GAAP basic and diluted net loss per share   $ (0.03 )   $  

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