BITMINE IMMERSION TECHNOLOGIES, INC. current report, 13 October 2022

Business Context and Reporting Period

Bitmine Immersion Technologies, Inc. filed a Form 8-K concerning events dated October 13 and October 19, 2022. The company is transitioning from third-party cryptocurrency-mining hosting toward self-mining and is developing mining capacity in the United States, Canada, and Trinidad.

Key Financial and Operating Metrics

ItemReported information
ROC Digital joint ventureBitmine acquired a 30% interest in ROC Digital Mining Manager LLC and contributed $1.056 million to ROC Digital Mining I LLC, consisting of one $300,000 immersion container, six $750,000 transformers, and $6,000 cash.
ROC equipment saleBitmine sold four immersion containers for $1.2 million under a 5% promissory note payable in 42 monthly installments of $31,203.64, secured by the containers.
ROC facilityThe Pecos, Texas facility is expected to provide 5–6 megawatts of capacity over five years. ROC expected operations by the end of November 2022 and was completing an approximately $2 million offering to fund installation and ASIC purchases.
Related-party line of creditBitmine obtained access to up to $1 million from Innovative Digital Investors Emerging Technology, L.P., an entity controlled by the company’s chairman and CFO/director. Borrowings bear interest at 12% annually, compounded monthly, and mature on December 1, 2023. Draw requests were permitted through April 15, 2023, subject to lender approval.
TCC transactionBitmine agreed to return 70 Antminer T-17 miners for a $175,000 warranty credit and purchase 25 Whatsminers for $62,500 and 72 Antminer T-19s for $144,000. The note owed by TCC would be canceled, with Bitmine required to pay $212,500 in cash. The transaction was not effective until payment and would become void if not completed within seven business days.
Profit, revenue, cash flow, margins, debt, and liquidityThe filing does not provide a period-specific income statement, cash flow statement, profitability, margin, total debt, or cash balance.

Material Changes Versus the Prior Comparable Period

  • Bitmine entered a new Texas joint venture and contributed equipment and cash in exchange for a 30% manager interest.
  • The company added a potential $1 million financing source from a related party at a 12% interest rate.
  • Bitmine agreed to terminate its hosting arrangement with The Crypto Company and acquire additional miners for self-mining.
  • Trinidad expansion was delayed after the local utility reportedly indicated an electricity rate of approximately $0.09 per kWh, versus the rate contemplated under the TSTT arrangement.

Guidance, Outlook, Risks, and Unusual Items

  • ROC expected to become operational by the end of November 2022, subject to installation, financing, and acquisition of ASIC miners.
  • Bitmine expects to use the acquired Whatsminers and Antminer T-19s in self-mining operations and believes some returned T-17s may be repairable.
  • Bitmine may locate one hosting container at the ROC site for self-mining or third-party hosting and expects to pay a pro rata share of lease and operating costs.
  • The Trinidad electricity-rate dispute with TSTT and the utility is unresolved. Bitmine cannot predict its outcome, duration, or economic terms and has postponed additional container installations.
  • The TSTT agreement runs through October 14, 2031, but Bitmine may terminate if electricity costs exceed $0.05 per kWh. The filing states the contractual utility pricing formula, but the presentation of the minimum rate is unclear.
  • The ROC offering and the related-party line of credit are sources of planned funding, but the filing does not state amounts actually drawn or the final amount raised by ROC.
  • The company’s transition to self-mining increases exposure to Bitcoin prices, mining difficulty, equipment performance, electricity costs, financing availability, and regulatory or operational risks; the filing does not quantify these exposures.

Investor Verification Points

  • Confirm whether the ROC offering was completed, the amount raised, the facility’s operational date, and Bitmine’s 30% interest and related accounting treatment.
  • Verify the balance, draws, accrued interest, collateral, and repayment status of the related-party line of credit.
  • Confirm whether the TCC repurchase and hosting termination became effective and whether the $212,500 cash payment was made.
  • Review subsequent filings for the resolution of the Trinidad electricity dispute and the actual electricity rate.
  • Assess the company’s cash resources, total obligations, mining fleet deployment, Bitcoin production, and profitability, none of which are provided in this Form 8-K.