HUT 8 Mining (HUT.T), a Canadian-based company focused on high-performance computing, digital asset mining, and hashboard diagnostics and repairs, announced today that it had received a no-action letter from the Competition Bureau of Canada, an independent law enforcement agency that protects and promotes competition for the benefit of Canadian consumers.
The no-action letter was in reference to HUT 8’s previously announced proposed business combination pursuant to which HUT 8 and U.S. Data Mining Group doing business as U.S. Bitcoin Corp. (USBTC) and based out of Miami, Florida.
HUT 8 and USBTC’s combination will be an all-stock merger of equals. The combination will result in both HUT 8 and USBTC becoming wholly owned subsidiaries of a newly incorporated Delaware corporation named Hut 8 Corp.
New Hut is expected to be listed on the Nasdaq Stock Market and on the TSX based on Nasdaq and TSX approval.
The combination will be carried out at a share exchange ratio of 0.2000 share of New Hut common stock per Hut 8 common share and 0.6716 share of New Hut common stock per USBTC capital stock.
In conjunction with the proposed transaction, Hut 8 will provide USBTC with $6.0 to $6.5 million in secured bridge financing subject to definitive documentation.
The transaction, expected to complete in Q2 2023, is still subject to both shareholder and regulatory approvals.
As a result of the proposed transaction, New Hut will have six mining sites across North America, $990 million USD market capitalization, 5.6 EH/s of installed self-mining capacity, 220 MW of hosting infrastructure as well as 825 MW total installed capacity under management and 680 MW of managed infrastructure operations.
Jamie Leverton, CEO of Hut 8, commented, “As we continue to work towards closing the proposed transaction with USBTC, the issuance of this no-action letter is a positive development as it satisfies the Competition Act Approval condition in the business combination agreement. We appreciate the Competition Bureau’s professionalism throughout its review process.”
HUT 8 reported $30.52 million CAD in cash as of December 31, 2022 with $150.68 million in revenues for fiscal 2022 and a total comprehensive loss of $346.35 million for the same period.
HUT 8 currently trades at $1.72 per share for a market cap of $377.74 million.
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