Bitfury Group Announces Approval of Distribution of Cipher Mining Inc. Shares
Approved distribution readies Cipher for its next chapter of growth with a more diversified shareholder base
AMSTERDAM ,
Of these 126 million common shares of Cipher, approximately 107 million shares will be distributed by Bitfury to its long-term shareholders on a pro rata basis, including approximately 50 million shares being distributed to the majority owner of Bitfury, V3 Holding Limited (a holding company wholly-owned by Bitfury's CEO), and approximately 57 million shares being distributed in the aggregate to approximately 50 other Bitfury shareholders. The company believes these are shareholders that support Bitfury and now may benefit from having direct exposure to the competitive advantages of Cipher's business model, particularly going into the next halving cycle in the coming months.
In addition to the pro rata distribution described above, approximately 18.5 million shares will be reserved for the benefit of former and current Bitfury employees, contractors and advisors.
The distribution of approximately 107 million shares and 18.5 million shares being allocated to employees, contractors and advisors will reduce Bitfury's stake in Cipher to approximately 50 million shares as part of a strategically planned effort to reduce Bitfury's ownership concentration in Cipher priming its successful spin off for its next stage of growth.
The following table shows Bitfury's estimate of the approximate general concentration of ownership in Cipher's shares before and after the distribution (share numbers in millions):
|
Prior to Distribution |
Following Distribution of approx. 107 million shares |
Following Distribution of approx. 18.5 million shares |
|||
|
(shares) |
( %) |
(shares) |
( %) |
(shares) |
( %) |
Bitfury |
175.8 |
68.4 % |
68.5 |
26.6 % |
50.0 |
19.5 % |
V3 Holding Limited (1) |
0 |
0.0 % |
50.3 |
19.6 % |
50.3 |
19.6 % |
Free Float |
81.3 |
31.6 % |
138.2 |
53.8 % |
156.7 |
61.0 % |
Total Shares Outstanding (2) |
257.1 |
100.0 % |
257.1 |
100.0 % |
257.1 |
100.0 % |
|
|
|
|
|
|
|
(1) Counting only shares owned directly, excluding beneficial ownership of shares owned by Bitfury.
(2)
257,057,496 shares of Common Stock outstanding as of |
V3 Holding Limited is expected to beneficially own approximately 46% of the outstanding shares of Cipher following the distribution of approximately 107 million shares and reducing it to approximately 39% following the distribution of approximately 18.5 million shares, including both the shares V3 Holding Limited receives in the pro rata distribution and the shares which are retained by Bitfury.
Bitfury believes that none of its other shareholders will hold positions of more than 5% of Cipher's shares as a result of the distribution.
The pro rata distribution process of approximately 107 million shares is expected to commence today and to be largely completed in the coming weeks, with the distribution of the approximately 18.5 million shares expected to be completed in the next few months.
About Bitfury
Bitfury is the world's leading full-service blockchain technology company. Since our founding in 2011, Bitfury has built on its heritage as one of the earliest Bitcoin miners and providers of Bitcoin mining equipment to develop a suite of infrastructure products and services that power the Web 3.0 ecosystem and make digital assets safe, sustainable, and useful. From hardware to security to software, our businesses leverage today's cutting-edge technologies to solve the most pressing challenges of tomorrow.
To learn more about Bitfury, please visit https://bitfury.com/
About Cipher
Cipher is an emerging technology company focused on the development and operation of bitcoin mining data centers. 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
These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and our 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 press release, 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
Bitfury Media Contact
bitfury@mgroupsc.com
Cipher Investor Contact:
Head of Investor Relations at
josh.kane@ciphermining.com
Cipher Media Contact:
Dukas Linden Public Relations
CipherMining@DLPR.com
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SOURCE Bitfury