Update on Hut 8’s Stalking Horse Bid for four natural gas power plants including the North Bay Bitcoin mine

Rhea-AI Summary

Hut 8 Corp. (HUT) declared successful bid for assets of Validus Power Corp. in partnership with Macquarie Equipment Finance Ltd. Completion expected in January 2024.

MIAMI, Dec. 12, 2023 (GLOBE NEWSWIRE) -- Hut 8 Corp. (Nasdaq | TSX: HUT), ("Hut 8” or the “Company”) one of North America’s largest, most innovative digital asset mining pioneers and high performance computing infrastructure providers, has been informed by KSV Restructuring Inc. ("KSV") that the Company's previously announced stalking horse bid (the "Stalking Horse Bid") has been declared the successful bid in accordance with a sale and investment solicitation process (the "SISP") carried out by KSV. The Stalking Horse Bid was submitted in partnership with Macquarie Equipment Finance Ltd. (“Macquarie”), a subsidiary of Macquarie Group Limited, a global financial services group.

The SISP was conducted in respect of the sale of certain assets of Validus Power Corp. (“Validus”) and the assets and operations of certain Validus’ subsidiaries (collectively, the “Validus Entities”). If Hut 8’s Stalking Horse Bid receives final approval from the Ontario Superior Court of Justice (Commercial List) (the “Court“) and is completed in accordance with its terms, a new Ontario subsidiary of Hut 8 ("BidCo") will become the owner of the assets of certain Validus Entities. Macquarie will receive a minority equity interest in BidCo of approximately 20% and a subsidiary of Hut 8 will be the majority owner with the remaining approximately 80%. On completion of the Stalking Horse Bid, BidCo would acquire, free and clear of any encumbrances (excluding certain permitted encumbrances) four natural gas power plants located in Ontario:

• 40 MW facility in Kapuskasing
• 110 MW facility in Kingston
• 120 MW facility in Iroquois Falls
• 40 MW facility and Bitcoin mine in North Bay
  

Completion of the Stalking Horse Bid would also include a new secured funding arrangement with Macquarie and BidCo in the form of an operating lease facility. The completion of the Stalking Horse Bid is also expected to result in the full and final resolution of all litigation claims and counterclaims currently pending between Hut 8 and certain Validus Entities.

Completion of the Stalking Horse Bid is subject to several conditions, including: (i) the Court issuing an approval and vesting order in respect of the Stalking Horse Bid, and (ii) the satisfaction of standard conditions to closing. The Company will be seeking final approval of the Court for the Stalking Horse Bid and completion of the Stalking Horse Bid is anticipated to occur in January 2024.

About Hut 8 Corp.

Through innovation, imagination, and passion, Hut 8 Corp.’s seasoned executive team is bullish on creating value at the intersection of infrastructure and energy through Bitcoin mining and hosting, groundbreaking managed services, energy arbitrage, operating traditional data centers, and capitalizing on emerging technologies like AI and machine learning. Headquartered in Miami, Florida, Hut 8 Corp.’s infrastructure portfolio includes eleven sites: five high performance computing data centers across British Columbia and Ontario that offer cloud, co-location, AI, machine learning, and VFX rendering computing solutions, and six Bitcoin mining, hosting, and managed services sites located in Alberta, New York, Nebraska, and Texas. Long-distinguished for its unique treasury strategy, Hut 8 Corp. has one of the highest inventories of self-mined Bitcoin of any publicly-traded company globally. For more information, visit www.hut8.com and follow us on X (formerly known as Twitter) at @Hut8Mining.

Cautionary Note Regarding Forward-Looking Information

This press release includes "forward-looking information" and "forward-looking statements" within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, "forward-looking information"). All information, other than statements of historical facts, included in this press release that address activities, events or developments that Hut 8 expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the business, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "allow", "believe", "estimate", "expect", "predict", "can", "might", "potential", "predict", "is designed to", "likely" or similar expressions. Specifically, such forward-looking information included in this press release includes, but is not limited to, statements relating to the timing and completion (if at all) of the Stalking Horse Bid and statements with respect to the SISP; the terms of any new secured funding arrangement with BidCo; and the resolution of litigation claims between Hut 8 and certain Validus Entities.

Statements containing forward-looking information are not historical facts, but instead represent management's expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. While considered reasonable by Hut 8 as of the date of this press release, such statements are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to, security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, failure to achieve intended benefits of power purchase agreements, potential for interrupted delivery, or suspension of the delivery, of energy to the Company's mining sites, and other risks related to the digital asset and data centre business. For a complete list of the factors that could affect the Company, please see the "Risk Factors" section of the Company's Registration Statement on Form S-4 dated November 7, 2023, available under the Company's EDGAR profile at www.sec.gov, in addition to the "Risk Factors" section of the Company's Annual Information Form dated March 9, 2023, and Hut 8's other continuous disclosure documents which are available under the Company's SEDAR+ profile at www.sedarplus.ca and under the Company's EDGAR profile at www.sec.gov.

Hut 8 Corp. Investor Relations

Sue Ennis

sue@hut8.io

Hut 8 Corp. Media Relations

Erin Dermer

erin.dermer@hut8.io 

FAQ

What is the latest news about Hut 8 Corp. (HUT)?

Hut 8 Corp. (HUT) has been declared the successful bid for the assets of Validus Power Corp. in partnership with Macquarie Equipment Finance Ltd. Completion of the transaction is expected to occur in January 2024.

Who is involved in the partnership for the bid?

The Stalking Horse Bid was submitted in partnership with Macquarie Equipment Finance Ltd. (Macquarie), a subsidiary of Macquarie Group Limited, a global financial services group.

What assets will Hut 8 Corp. (HUT) acquire if the bid is completed?

If Hut 8's Stalking Horse Bid receives final approval and is completed, a new Ontario subsidiary of Hut 8 will become the owner of four natural gas power plants located in Ontario and a Bitcoin mine in North Bay.

When is the completion of the Stalking Horse Bid expected?

Completion of the Stalking Horse Bid is anticipated to occur in January 2024, subject to the Court issuing an approval and vesting order.

What are the conditions for the completion of the Stalking Horse Bid?

The completion of the Stalking Horse Bid is subject to several conditions, including the Court issuing an approval and vesting order, and the satisfaction of standard conditions to closing.