Cover Page
Cover Page - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 25, 2022 | Jun. 30, 2021 | |
Document Information [Line Items] | |||
Entity Registrant Name | Greenidge Generation Holdings Inc. | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Central Index Key | 0001844971 | ||
Document Transition Report | false | ||
Entity File Number | 001-40808 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 86-1746728 | ||
Entity Address, Address Line One | 135 Rennell Drive | ||
Entity Address, City or Town | 3rd FloorFairfield | ||
Entity Address, State or Province | CT | ||
Entity Address, Postal Zip Code | 06890 | ||
City Area Code | 315 | ||
Local Phone Number | 536-2359 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0 | ||
Entity Ex Transition Period | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Documents Incorporated by Reference | None. | ||
Auditor Name | Armanino LLP | ||
Auditor Location | San Ramon, CA, USA | ||
Auditor Firm ID | 32 | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class A Common Stock, $0.0001 par value | ||
Trading Symbol | GREE | ||
Security Exchange Name | NASDAQ | ||
Entity Common Stock, Shares Outstanding | 12,836,565 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 28,526,372 | ||
8.50% Senior Notes due 2026 [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | 8.50% Senior Notes due 2026 | ||
Trading Symbol | GREEL | ||
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 82,599 | $ 5,052 |
Short term investments | 496 | 0 |
Digital assets | 476 | 254 |
Accounts receivable | 5,524 | 390 |
Prepaid expenses | 9,146 | 155 |
Emissions and carbon offset credits | 2,361 | 1,923 |
Total current assets | 100,602 | 7,774 |
LONG-TERM ASSETS: | ||
Property and equipment, net | 217,091 | 56,645 |
Right-of-use assets | 1,472 | 0 |
Intangible assets, net | 3,537 | 0 |
Goodwill | 3,062 | 0 |
Deferred tax assets | 15,058 | |
Other long-term assets | 445 | 148 |
Total assets | 341,267 | 64,567 |
CURRENT LIABILITIES: | ||
Accounts payable | 5,923 | 1,745 |
Accrued emissions expense | 2,634 | 2,082 |
Accrued expenses | 10,375 | 946 |
Accrued interest expense - related party | 0 | 20 |
Income taxes payable | 2,481 | |
Notes payable, current portion | 19,577 | 3,273 |
Notes payable - related party, current portion | 3,573 | |
Lease obligations, current portion | 736 | 0 |
Total current liabilities | 41,726 | 11,639 |
LONG-TERM LIABILITIES: | ||
Notes payable, net of current portion | 75,251 | 1,364 |
Lease obligations, net of current portion | 193 | |
Asset retirement obligations | 2,691 | 2,277 |
Environmental trust liability | 8,615 | 4,927 |
Other long-term liabilities | 368 | |
Total liabilities | 128,844 | 20,207 |
COMMITMENTS AND CONTINGENCIES (NOTE 15) | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock, par value $0.0001, 20,000,000 shares authorized, none outstanding | ||
Common stock, par value $0.0001, 3,000,000,000 and 0 shares authorized, 40,865,336 and 0 shares issued and outstanding as of December 31, 202 and 2020, respectively | 4 | 0 |
Additional paid-in capital | 281,815 | |
Members' capital, 0 and 49,978 units outstanding as of December 31, 2021 and 2020, respectively | 69,276 | |
Accumulated deficit | (69,396) | (24,916) |
Total stockholders' equity | 212,423 | 44,360 |
Total liabilities and stockholders' equity | $ 341,267 | $ 64,567 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, Par or stated value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, Shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, Shares outstanding | 0 | |
Common stock, Par or stated value per share | $ 0.0001 | $ 0.0001 |
Common stock, Shares authorized | 3,000,000,000 | 0 |
Common stock, Shares issued | 40,865,336 | 0 |
Common stock, Shares outstanding | 40,865,336 | 0 |
Members capital, Outstanding units | 0 | 49,978 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
REVENUE: | ||
Total revenue | $ 107,277 | $ 20,114 |
OPERATING COSTS AND EXPENSES | ||
Selling, general and administrative | 27,156 | 5,581 |
Merger and other costs | 32,272 | 0 |
Goodwill impairment charge | 42,307 | 0 |
Depreciation and amortization | 8,855 | 4,564 |
Total operating costs and expenses | 144,410 | 22,745 |
Loss from operations | (37,133) | (2,631) |
OTHER INCOME (EXPENSE), NET: | ||
Interest expense, net | (3,670) | (91) |
Interest expense - related party | (22) | (573) |
Gain on sale of digital assets | 275 | 123 |
Remeasurement of environmental liability | 3,688 | 230 |
Other income, net | 166 | 112 |
Total other expense, net | (6,939) | (659) |
INCOME (LOSS) BEFORE INCOME TAXES | (44,072) | (3,290) |
Benefit for income taxes | 408 | 0 |
NET LOSS | $ (44,480) | (3,290) |
Loss per share: | ||
Basic | $ (1.41) | |
Diluted | $ (1.41) | |
Cryptocurrency Datacenter [Member] | ||
REVENUE: | ||
Total revenue | $ 87,897 | 13,016 |
OPERATING COSTS AND EXPENSES | ||
Cost of revenue | 19,159 | 4,465 |
Power and Capacity [Member] | ||
REVENUE: | ||
Total revenue | 9,428 | 7,098 |
OPERATING COSTS AND EXPENSES | ||
Cost of revenue | 9,231 | 8,135 |
Services and Other [Member] | ||
REVENUE: | ||
Total revenue | 9,952 | 0 |
OPERATING COSTS AND EXPENSES | ||
Cost of revenue | $ 5,430 | $ 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Stockholder's Equity - USD ($) $ in Thousands | Total | Support Com | Common Class B [Member] | Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member]Support Com | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Support Com | Common Units [Member] | Common Units [Member]Common Class B [Member] | Preferred Units [Member] | Preferred Units [Member]Common Class B [Member] | Senior Priority Units [Member] | Senior Priority Units [Member]Common Class B [Member] | Total Members' Capital [Member] | Accumulated Deficit [Member] |
Beginning Balance at Dec. 31, 2019 | $ 33,724 | $ (20,350) | ||||||||||||||
Members' Capital, Common Units, Beginning Balance (in units) at Dec. 31, 2019 | 750 | |||||||||||||||
Members' Capital, Beginning Balance at Dec. 31, 2019 | $ 54,074 | $ 54,074 | ||||||||||||||
Members' Capital, Preferred Units, Beginning Balance (in units) at Dec. 31, 2019 | 54,228 | |||||||||||||||
Conversion of Notes Payable to Senior Priority Units-Tranche 1 | 13,926 | $ 13,926 | 13,926 | |||||||||||||
Conversion of Notes Payable to Senior Priority Units-Tranche 1, Shares | 10,000 | |||||||||||||||
Deemed distribution of Greenidge Coin, LLC preferred units | 1,276 | $ 1,276 | 1,276 | (1,276) | ||||||||||||
Purchase and Contribution of Greenidge Coin, LLC Preferred Units | 15,000 | $ (16,276) | $ 16,276 | |||||||||||||
Purchase and Contribution of Greenidge Coin, LLC Preferred Units, Shares | 15,000 | |||||||||||||||
Issuance of shares for investor fee associated with successful completion of Merger | 0 | |||||||||||||||
Issuance of warrants to advisor in connection with completion of Merger | 0 | |||||||||||||||
Stock issued to purchase miners | 0 | |||||||||||||||
Net (loss) income | (3,290) | (3,290) | ||||||||||||||
Ending Balance at Dec. 31, 2020 | $ 44,360 | $ 0 | $ 0 | $ 0 | (24,916) | |||||||||||
Ending Balance (in shares) at Dec. 31, 2020 | 0 | 0 | ||||||||||||||
Members' Capital, Common Units, Ending Balance (in units) at Dec. 31, 2020 | 750 | 750 | ||||||||||||||
Members' Capital, Ending Balance at Dec. 31, 2020 | $ 69,276 | $ 0 | $ 39,074 | $ 30,202 | 69,276 | |||||||||||
Members' Capital, Preferred Units, Ending Balance (in units) at Dec. 31, 2020 | 39,228 | |||||||||||||||
Members' Capital, Senior Priority Units, Ending Balance (in units) at Dec. 31, 2020 | 10,000 | |||||||||||||||
Deemed distribution of Greenidge Coin, LLC preferred units | 0 | |||||||||||||||
Purchase and Contribution of Greenidge Coin, LLC Preferred Units | 0 | |||||||||||||||
Stock Issued During Period Shares New Issues | 1,620,000 | 2,960,731 | ||||||||||||||
Shares issued to Support.com shareholders upon Merger, net of issuance costs | 37,113 | $ 91,588 | $ 1 | 37,112 | $ 91,588 | |||||||||||
Issuance of shares for investor fee associated with successful completion of Merger | 17,826 | 17,826 | ||||||||||||||
Stock Issued During Period Shares for investor fee associated Merger | 562,174 | |||||||||||||||
Issuance of warrants to advisor in connection with completion of Merger | 8,779 | 8,779 | ||||||||||||||
Conversion of preferred stock | $ (1) | $ 1 | ||||||||||||||
Restricted shares award issuance, net of withholdings, shares | 65,131 | |||||||||||||||
Restricted shares award issuance, net of withholdings | (894) | (894) | ||||||||||||||
Stock Issued During Period, Shares, Conversion of Units | (1,620,000) | 6,480,000 | ||||||||||||||
Shares issued upon exercise of warrants | 2,155 | 2,155 | ||||||||||||||
Shares issued upon exercise of warrants, Share | 344,800 | |||||||||||||||
Contribution of Preferred Units, Senior Priority Units, and notes payable to related party for Greenidge class B common stock | $ 2,772 | $ 3 | 72,045 | $ (39,074) | $ (30,202) | $ (69,276) | ||||||||||
Number Of Units And Notes Payable Contributed In Exchange For Common Stock | 26,800,300 | (39,228) | (10,000) | |||||||||||||
Number Of Common Units Contributed In Exchange For Common Stock | 1,199,700 | (750) | ||||||||||||||
Proceeds from issuance of preferred stock, net of stock issuance costs | 1,620,000 | 2,960,731 | ||||||||||||||
Proceeds from issuance of preferred stock, net of stock issuance costs | 37,113 | $ 91,588 | $ 1 | 37,112 | $ 91,588 | |||||||||||
Stock-based compensation expense | 3,770 | 3,770 | ||||||||||||||
Proceeds from stock options exercised | 1,000 | 1,000 | ||||||||||||||
Proceeds from stock options exercised (in shares) | 160,000 | |||||||||||||||
Stock Issued During Period Shares Net Of Issuance Cost | 2,132,500 | |||||||||||||||
Stock Issued During Period Value Net Of Issuance Cost | 47,443 | 47,443 | ||||||||||||||
Stock issued to purchase miners | 991 | 991 | ||||||||||||||
Stock issued to purchase miners (in shares) | 160,000 | |||||||||||||||
Net (loss) income | (44,480) | (44,480) | ||||||||||||||
Ending Balance at Dec. 31, 2021 | 212,423 | $ 4 | $ 281,815 | $ (69,396) | ||||||||||||
Ending Balance (in shares) at Dec. 31, 2021 | 40,865,336 | |||||||||||||||
Members' Capital, Ending Balance at Dec. 31, 2021 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Of Stockholders' Equity (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Payment of stock issuance costs | $ 2,296 |
Support Com | |
Payment of stock issuance costs | 2,297 |
Preferred Stock [Member] | |
Payment of stock issuance costs | 3,387 |
Common Stock [Member] | |
Payment of stock issuance costs | $ 3,510 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net loss | $ (44,480) | $ (3,290) |
Adjustments to reconcile net loss to net cash flow from operating activities: | ||
Depreciation and amortization | 8,855 | 4,564 |
Deferred income taxes | (2,073) | 0 |
Goodwill impairment charge | 42,307 | 0 |
Amortization of debt issuance costs | 10 | 0 |
Accretion of asset retirement obligations | 140 | 142 |
Stock-based compensation expense | 3,770 | 0 |
Investor fee paid in common stock | 17,826 | 0 |
Advisor fee paid in warrants | 8,779 | 0 |
Remeasurement of environmental liability | 3,688 | 230 |
Gain on sale of digital assets | (275) | (123) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 250 | (380) |
Emissions and carbon offset credits | (439) | (1,364) |
Prepaids and other assets | (7,684) | (1,341) |
Accounts payable | 1,292 | (1,714) |
Accrued emissions | 552 | 1,675 |
Accrued expenses | 5,327 | 2,158 |
Income taxes payable | 2,660 | |
Other long-term liabilities | (426) | |
Net cash flow provided by operating activities | 40,079 | 557 |
CASH FLOW FROM INVESTING ACTIVITIES: | ||
Purchases of and deposits for property and equipment | (163,571) | (10,555) |
Cash received in Merger | 27,113 | |
Net cash flow used in investing activities | (136,458) | (10,555) |
CASH FLOW FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of preferred stock, net of issuance costs | 37,113 | |
Proceeds from issuance of common stock, net of issuance costs | 47,443 | |
Proceeds from stock options exercised | 1,000 | |
Restricted stock unit awards settled in cash for taxes | (894) | |
Proceeds from warrants exercised | 2,155 | |
Issuance costs associated with shares issued for Support acquisition | (2,296) | |
Proceeds from debt, net of issuance costs | 97,885 | 3,573 |
Principal payments on debt | (7,705) | (273) |
Repayments of finance lease obligations | (777) | |
Net cash flow provided by financing activities | 173,925 | 3,300 |
CHANGE IN CASH AND CASH EQUIVALENTS | 77,547 | (6,698) |
CASH AND CASH EQUIVALENTS - beginning of year | 5,052 | 11,750 |
CASH AND CASH EQUIVALENTS - end of year | $ 82,599 | $ 5,052 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Description of Business | 1. ORGANIZATION AND DESCRIPTION OF BUSINESS Greenidge Generation Holdings Inc. (“Greenidge”) and its subsidiaries (collectively, the “Company”) owns and operates a vertically integrated cryptocurrency datacenter and power generation company. The Company owns and operates facilities at two locations: the Town of Torrey, New York and Spartanburg, South Carolina. The Company’s cryptocurrency datacenter operations generate revenue in the form of bitcoin by earning bitcoin as rewards and transaction fees for supporting the global bitcoin network with application-specific integrated circuit computers (“ASICs” or “miners”) owned or leased by the Company. The earned bitcoin are then exchanged for U.S. dollars. Additionally, the Company generates revenues in U.S. dollars to a lesser extent from third parties for hosting and maintaining their ASICs; however, such contracts expired in 2021. The Company also owns and operates a 106MW power facility that is connected to the New York Independent System Operator (“NYISO”) power grid. The Company sells electricity to the NYISO at all times when its power plant is running and increases or decreases the amount of electricity sold based on prevailing prices in the wholesale electricity market and demand for electricity. Merger with Support.com, Inc. On September 14, 2021, GGH Merger Sub, Inc. (“Merger Sub”), a wholly owned subsidiary of Greenidge, merged with and into Support.com, Inc. (“Support.com”), with Support.com continuing as the surviving corporation (the “Merger”) and a wholly owned subsidiary of Greenidge, pursuant to the Agreement and Plan of Merger, dated March 19, 2021 (the “Merger Agreement”), among Greenidge, Support.com and Merger Sub. The Merger combined the respective businesses of Greenidge and Support.com through an all-stock transaction and has been accounted for using the acquisition method of accounting in accordance with the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification ("ASC") 805, Business Combinations , with Greenidge being deemed the acquiring company for accounting purposes (see Note 3). Prior to the Merger, Greenidge's class A common stock was registered pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and, upon completion of the Merger on September 15, 2021, began trading on Nasdaq Global Select Market under the ticker symbol “GREE”. Concurrently, Support.com deregistered its shares pursuant to the Exchange Act. Support.com provides solutions and technical programs to customers delivered by home-based employees. Support.com’s homesourcing model, which enables outsourced work to be delivered by people working from home, has been specifically designed for remote work, with attention to security, recruiting, training, delivery, and employee engagement. Since the consummation of the Merger, the Support.com business operates as a wholly-owned subsidiary and a segment of Greenidge. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Greenidge is the successor entity for accounting purposes to Greenidge Generation Holdings LLC (“GGH”) as a result of the corporate restructuring consummated in January 2021. Pursuant to this restructuring, Greenidge was incorporated in the State of Delaware on January 27, 2021 and on January 29, 2021, entered into an asset contribution and exchange agreement with the owners of GGH, pursuant to which Greenidge acquired all of the ownership interests in GGH in exchange for 28,000,000 shares of Greenidge’s class B common stock. As a result of this transaction, GGH became a wholly-owned subsidiary of Greenidge. The financial information presented herein are that of GGH for the periods before January 29, 2021 and Greenidge for the period after January 29, 2021. The consolidated financial statements include the accounts of Greenidge and its subsidiaries. All significant intercompany accounts and transactions have been eliminated. Variable Interest Entities The Company evaluates its interests in variable interest entities (“VIE”) and consolidates any VIE in which it has a controlling financial interest and is deemed to be the primary beneficiary. A controlling financial interest has both of the following characteristics: (1) the power to direct the activities of the VIE that most significantly impact its economic performance; and (2) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could be significant to the VIE. If both characteristics are met, the Company considers itself to be the primary beneficiary and therefore will consolidate that VIE into its consolidated financial statements. Consolidation of a Variable Interest Entity On October 2, 2019, Blocker, a related entity through common ownership, purchased 15,000 preferred units of Greenidge Coin, LLC (“GC”) for $ 15,000 . Blocker was formed for the sole purpose of making a capital investment into GC so that GC could then provide a loan to GGH. The purpose of the loan from GC to GGH was to fund the development of infrastructure necessary for the Company to commence its cryptocurrency datacenter operations. Blocker was deemed a VIE because Blocker’s operations consist of its investment in GC and consequently, Blocker relies on the operations of the Company to sustain future operating expenses. The Company is deemed the primary beneficiary of the VIE because it is the sole provider of financial support. Accordingly, as of October 2, 2019, the Company consolidated Blocker’s balance sheet and results of operations. On December 31, 2020, Blocker entered into a liquidating distribution agreement with GGH, effectively dissolving Blocker into GGH. Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and notes thereto. Actual results could differ from those estimates. Significant estimates made by management include, but are not limited to, estimates of the fair value of goodwill and intangible assets, useful lives of long-lived assets, stock-based compensation, current and deferred income tax assets and liabilities, environmental liability and asset retirement obligations. Significant Accounting Policies Cash, Cash Equivalents, and Short Term Investments All liquid instruments with an original maturity, at the date of purchase, of 90 days or less are classified as cash equivalents. Cash equivalents and short term investments consist primarily of money market funds, certificates of deposit, commercial paper, corporate notes and bonds, and U.S. government agency securities. The Company’s interest income on cash, cash equivalents and short term investments is included in interest expense, net in the consolidated statements of operations. The Company monitors its investments for impairment on a quarterly basis to determine whether a decline in fair value is other-than-temporary by considering factors such as current economic and market conditions, the credit rating of the security’s issuer, the length of time an investment’s fair value has been below the Company’s carrying value, the Company’s intent to sell the security and the Company’s belief that it will not be required to sell the security before the recovery of its amortized cost. If an investment’s decline in fair value is deemed to be other-than-temporary, the Company reduces its carrying value to the estimated fair value, as determined based on quoted market prices or liquidation values. Declines in value judged to be other-than-temporary, if any, are recorded in operations as incurred. The Company's short term investments were marketable securities that approximated fair value as of December 31, 2021. Digital Assets Digital assets, primarily consisting of bitcoin, are included in current assets in the accompanying consolidated balance sheets. Digital assets are classified as indefinite-lived intangible assets in accordance with ASC 350, Intangibles – Goodwill and Other , and are accounted for in connection with Greenidge’s revenue recognition policy disclosed below. Digital assets held are considered an intangible asset with an indefinite useful life, which is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. The Company determines the fair value of its digital assets on a nonrecurring basis in accordance with ASC 820, Fair Value Measurement , based on quoted prices on the active exchange(s) that the Company has determined is its principal market for bitcoin (Level 1 inputs). The Company performs an analysis each period to identify whether events or changes in circumstances, principally decreases in the quoted prices on active exchanges, indicate that it is more likely than not that its digital assets are impaired. Events or circumstances that may trigger an impairment assessment other than annually include but are not limited to material changes in the regulatory environment, potential technological changes in digital assets, and prolonged or material changes in the price of bitcoin below the carrying cost of the asset. Upon determining an impairment exists, the amount of the impairment is determined as the amount by which the carrying amount exceeds its fair value, which is measured using the quoted price of the digital asset at the time its fair value is being measured. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. The Company assessed its digital assets for impairment, and determined that no material impairments existed during the years ended December 31, 2021 and 2020. As of December 31, 2021 and 2020, the Company’s digital assets consisted of approximately 29.0 bitcoins compared to 26.1 bitcoins, respectively. Digital assets awarded to the Company through its mining activities are included within the operating activities in the accompanying consolidated statements of cash flows. The Company accounts for its gains or losses in accordance with the specific identification method of accounting. Gai ns and losses from the sales of digital assets are recorded in other expense, net in the accompanying consolidated statements of operations. Emissions Expense and Credits The Company participates in the Regional Greenhouse Gas Initiative (“RGGI”), which requires, by law, that the Company remit credits to offset 50 % of the Company’s annual emission expense in the following year, for each of the years in the three year control period (January 1, 2018 to December 31, 2020). In February 2021, the Company settled the emissions allowance for the control period. The Company continues to remit credits in accordance with RGGI. The Company recognizes expense on a per ton basis, where one ton is equal to one RGGI credit. The RGGI credits are recorded on a first in, first out (“FIFO”) basis. The Company incurred emissions expense of $ 2.6 million and $ 1.7 million for the years ended December 3, 2021 and 2020, respectively, which is included in power and capacity cost of revenue in the accompanying consolidated statements of operations. Carbon Offset Credits The Company announced that effective June 1, 2021, it will operate an entirely carbon neutral cryptocurrency datacenter operation at its facility in the Town of Torrey, New York. The Company purchases voluntary carbon offsets from a portfolio of U.S. greenhouse gas reduction projects as one method to achieve this carbon neutrality. During the year ended December 31, 2021, the Company purchased $ 0.7 million of voluntary carbon offset credits. The voluntary carbon offset credits are expensed to cost of revenues on a specific identification basis when the Company applies it to its net zero goals, which is when the credits are surrendered to the applicable agency. During the year ended December 31, 2021, the Company recognized expense of $ 0.6 million associated with the voluntary carbon offset credits. Goodwill Acquisitions are accounted for using the acquisition method which requires allocation of the purchase price to assets acquired and liabilities assumed based on estimated fair values. Any excess of the purchase price over the fair value of the assets and liabilities acquired is recorded as goodwill. Allocations of the purchase price are based on preliminary estimates and assumptions at the date of acquisition and are subject to revision based on final information received, including appraisals and other analyses which support underlying estimates. The Company performs a goodwill impairment test annually in the fourth quarter or more frequently if events or circumstances indicate that an impairment loss may have been incurred. The applicable guidance allows an entity to first assess qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than carrying value. If it is determined that it is more likely than not that the fair value of a reporting unit is less than carrying value then the company will estimate and compare the fair value of its reporting units to their carrying value, including goodwill. If the carrying value of goodwill is not recoverable, an impairment is recognized for the difference. Fair value is determined through the use of projected future cash flows, multiples of earnings and sales and other factors. Such analysis requires the use of certain market assumptions and discount factors, which are subjective in nature. The Company’s goodwill relates to the Merger. See Notes 3 and 7. Intangible Assets Intangible assets relate to customer relationships and tradename acquired in the Merger (see Note 3), and are being amortized over the estimated period of benefit. The Company evaluates the recoverability of its intangible assets subject to amortization when facts and circumstances indicate that the carrying value of the asset may not be recoverable. If the carrying value is not recoverable, impairment is measured as the amount by which the carrying value exceeds its estimated fair value. Fair value is generally estimated based on either appraised value or other valuation techniques. Asset Retirement Obligations Asset retirement obligations are legal obligations associated with the retirement of long-lived assets. The obligations represent the present value of the estimated costs for an asset’s future retirement discounted using a credit-adjusted risk-free rate, and are recorded in the period in which the liability is incurred. The liabilities recognized relate to the decommissioning of a coal ash pond for coal combustion residuals (“CCR”), which are subject to federal and state regulations. In accordance with Federal law and ASC 410-20, Asset Retirement Obligations , the Company recorded an asset retirement obligation of $ 2.7 million and $ 2.3 million at December 31, 2021 and December 31, 2020, respectively. The Company expensed $ 0.1 million to other income and expense, net during both years ended December 31, 2021 and 2020 for the accretion of interest for the liability. Estimates are based on various assumptions including, but not limited to, closure cost estimates, timing of expenditures, escalation factors, discount rate of 5.00 % and methods for complying with CCR regulations. Additional adjustments to the asset retirement obligations are expected periodically due to potential changes in estimates and assumptions. Environmental Liability The Company owns and operates a fully permitted landfill that also acts as a leachate treatment facility. In accordance with ASC 410-30, Environmental Obligations , the Company has recorded an environmental liability of $ 8.6 million and $ 4.9 million at December 31, 2021 and December 31, 2020, respectively. The liability has been determined based on estimated costs over an approximate 30-year period and assumes an annual inflation rate of 3.0 %. As required by the New York State Department of Environmental Conservation (“NYSDEC”), companies with landfills are required to fund a trust to cover closure costs and expenses after the landfill has stopped operating or, in lieu of a trust, may negotiate to maintain a letter of credit guaranteeing the payment of the liability. Leases On January 1, 2021, the Company adopted ASC 842, Leases (“ASC 842”). No lease arrangements were in place as of January 1, 2021. Following guidance in ASC 842, arrangements meeting the definition of a lease are classified as operating or financing leases and are recorded on the consolidated balance sheet. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term at the rate implicit in the lease or the Company’s incremental borrowing rate. The ROU asset is amortized over the lease term. Variable lease expenses, if any, are recorded when incurred. In calculating the ROU asset and related lease liability, the Company elected to combine lease and non-lease components. The Company excluded short-term leases having initial terms of 12 months or less from the new guidance as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term. ASC 842 requires the Company to recognize an ROU asset and a lease liability for all leases with terms greater than 12 months. The Company e ntered into two immaterial leases during t he year ended December 31, 2021 . The Company entered into a finance lease to finance the purchase of equipment and an operating lease for office space. These leases have terms of 3 years or less. As of December 31, 2021, the Company had recorded an ROU asset of $ 1.5 million and a lease obligation of $ 0.9 million. Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers . The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled to in exchange for those goods or services. The following five steps are applied to achieve that core principle: Step 1: Identify the contract, or contracts, with the customer; Step 2: Identify the performance obligations in the contract; Step 3: Determine the transaction price; Step 4: Allocate the transaction price to the performance obligations in the contract; and Step 5: Recognize revenue when, or as, the Company satisfies a performance obligation. In order to identify the performance obligations in a contract with a customer, the Company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: Variable consideration; Constraining estimates of variable consideration; The existence of a significant financing component in the contract; Noncash consideration; and Consideration payable to a customer. Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate Cryptocurrency Datacenter Revenue Greenidge has entered into digital asset mining pools by executing contracts with the mining pool operators to provide computing power to the mining pool. The contracts are terminable at any time by either party and Greenidge’s enforceable right to compensation only begins when Greenidge provides computing power to the mining pool operator. In exchange for providing computing power, Greenidge is entitled to a theoretical fractional share of the cryptocurrency award the mining pool operator receives less digital asset transaction fees to the mining pool operator. Revenue is measured as the value of the fractional share of the cryptocurrency award received from the pool operator, which has been reduced by the transaction fee retained by the pool operator, for Greenidge’s pro rata contribution of computing power to the mining pool operator for the successful solution of the current algorithm. Providing computing power in digital asset transaction verification services is an output of Greenidge’s ordinary activities. The provision of providing such computing power is the only performance obligation in Greenidge’s contracts with mining pool operators. The cryptocurrency that Greenidge receives as transaction consideration is noncash consideration, which Greenidge measures at fair value on the date received, which is not materially different than the fair value at the contract inception or the time Greenidge has earned the award from the pools. The consideration is all variable. Because it is not probable that a significant reversal of cumulative revenue will not occur, the consideration is constrained until the mining pool operator successfully places a block (by being the first to solve an algorithm) and Greenidge receives confirmation of the consideration it will receive, at which time revenue is recognized. Pool fees paid by miners to pooling operators are based on a fixed percentage of the theoretical bitcoin block reward and network transaction fees received by miners. Pooling fees are netted against daily bitcoin payouts. Greenidge does not expect any material future changes in pool fee percentages paid to pooling operators, however as pools become more competitive, these fees may trend lower over time. Fair value of the cryptocurrency award received is determined using the quoted price on Greenidge’s primary exchange of the related cryptocurrency at the time of receipt. There is currently no specific definitive guidance under GAAP or alternative accounting framework for the accounting for cryptocurrencies recognized as revenue or held, and management has exercised significant judgment in determining the appropriate accounting treatment. In the event authoritative guidance is enacted by the FASB, Greenidge may be required to change its policies, which could have an effect on the Company’s consolidated financial position and results of operations. Power and capacity revenue Greenidge recognizes power revenue at a point in time, when the electricity is delivered to the NYISO and its performance obligation is met. Greenidge recognizes revenue on capacity agreements over the life of the contract as its series of performance obligations are met as capacity to provide power is maintained. Sales tax, value-added tax, and other taxes Greenidge collects concurrent with revenue-producing activities are excluded from revenue. Incidental contract costs that are not material in the context of the delivery of goods and services are recognized as expense. There is no significant financing component in these transactions. Services and other revenue Services revenue is primarily comprised of fees for customer support and technology support services provided by Greenidge’s wholly owned subsidiary, Support.com. Support.com’s service programs are designed for enterprise clients, business and professional services clients, as well as the consumer, and include customer service, sales support, and technical support, including computer and mobile device set-up, security and support, virus and malware removal, wireless network set-up, and automation system onboarding and support. Support.com offers customer support, technical support, and technology services to large corporations, business and professional services organizations and consumers, directly and through its partners (which include communications providers, retailers, technology companies and others) and, to a lesser degree, directly through its website. Support.com transacts with customers via reseller programs, referral programs and direct transactions. In reseller programs, the partner generally executes the financial transactions with the customer and pays a fee to Support.com, which is recognized as revenue when the service is delivered. In referral programs, Support.com transacts with the customer directly and pays a referral fee to the referring party. In direct transactions, Support.com sells directly to the customer at the retail price. The services described above include four types of offerings: • Time-Based Services—In connection with the provisions of certain services programs, fees are calculated based on contracted time-based rates with partners. For these programs, revenue is recognized as services are performed, based on billable time of work delivered by technology professionals. These services programs also include performance standards, which may result in incentives or penalties, which are recognized as earned or incurred. • Tier-Based Services – In connection with the provisions of certain services programs, fees are calculated on partner subscription tiers based on number of subscribers. For these programs, revenue is recognized as services are performed, and are billed based on the tier level of number of subscribers supported by Support.com’s professional team. • Subscriptions—Customers purchase subscriptions or “service plans” under which certain services are provided over a fixed subscription period. Revenues for subscriptions are recognized ratably over the respective subscription periods. • Incident-Based Services—Customers purchase a discrete, one-time service. Revenue recognition occurs at the time of service delivery. Fees paid for services sold but not yet delivered are recorded as deferred revenue and recognized at the time of service delivery. Partners and corporate customers are generally invoiced monthly. Fees from customers via referral programs and direct transactions are generally paid with a credit card at the time of sale. Revenue is recognized net of any applicable sales tax. Services revenue also includes fees from licensing of Support.com cloud-based software. In such arrangements, customers receive a right to use Support.com cloud applications in their own support organizations. Support.com licenses its cloud-based software using a software-as-a-service (“SaaS”) model under which customers cannot take possession of the technology and pay Support.com on a per-user or usage basis during the term of the arrangement. Services and other revenue also includes, to a lesser extent, fees for end-user software products provided through direct customer downloads and through the sale of these end-user software products via partners. Support.com’s software is sold to customers primarily on an annual subscription with automatic renewal. Support.com provides regular, significant upgrades over the subscription period and therefore recognize revenue for these products ratably over the subscription period. Management has determined that these upgrades are not distinct, as the upgrades are an input into a combined output. In addition, management has determined that the frequency and timing of the software upgrades are unpredictable and therefore recognizes revenue consistent with the sale of the subscription. Support.com generally controls fulfillment, pricing, product requirements, and collection risk and therefore records the gross amount of revenue. Support.com provides a 30-day money back guarantee for the majority of its end-user software products. Cryptocurrency Datacenter Cost of Revenue Cost of revenue—cryptocurrency datacenter consists primarily of natural gas, emissions, payroll and benefits and other direct production costs associated with the megawatts generated for the digital mining operation. Cost of revenue – cryptocurrency datacenter does not include depreciation and amortization. Power and Capacity Cost of Revenue Cost of revenue—power and capacity consists primarily of natural gas, emissions, payroll and benefits and other direct production costs associated with the megawatts generated for the power produced by Greenidge and sold to the grid. Cost of revenue – power and capacity does not include depreciation and amortization. Cost of Services and Other Revenue Cost of revenue—services and other consists primarily of compensation costs and contractor expenses associated with people providing services, as well as the technology, telecommunications and other personnel-related expenses related to the delivery of services. To a lesser extent, cost of services and other revenue includes third-party royalty fees for end-user software products. Cost of revenue—services and other does not include depreciation and amortization. Selling, General, and Administrative Expenses Selling, general and administrative expenses consist primarily of administrative payroll and benefits, business development costs, professional fees, and insurance. Stock-Based Compensation The Company accounts for share-based payment awards exchanged for services at the estimated grant date fair value of the award. Stock options issued under the Company’s equity incentive plans are granted with an exercise price equal to no less than the market price of the Company’s stock at the date of grant and expire up to ten years from the date of the grants. These options generally vest on the grant date or over a three year period. The Company estimates the fair value of the stock options grants using the Black-Scholes-Merton option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgement. Expected Term – The expected term of options represents the period that the Company’s stock-based awards are expected to be outstanding on the simplified method, which is the half-life from vesting to the end of its contractual term. Expected Volatility – The Company computes stock price volatility over expected terms based on reasonable estimates and comparable public companies as the Company had little trading history of its own common stock. Risk-Free Interest Rate – The Company bases the risk-free interest rate on the implied yield available on U.S. Treasury zero-coupon issues with an equivalent remaining term. Expected Dividend – The Company has never declared or paid any cash dividends on its common shares and does not plan to pay cash dividends in the foreseeable future, and, therefore, uses an expected dividend yield of zero in its valuation models. Foreign Currency Translation The functional currency of the Company's foreign subsidiaries, all of which are related to Support.com, is generally the local currency. Assets and liabilities of its wholly owned foreign subsidiaries are translated from their respective functional currencies at exchange rates in effect at the balance sheet date, and revenues and expenses are translated at average exchange rates prevailing during the year. Any material resulting translation adjustments are reflected as a separate component of stockholders’ equity in accumulated other comprehensive income. Realized foreign currency transaction gains (losses) were not material during the year ended December 31, 2021 . Income Taxes Prior to the formation of Greenidge on January 27, 2021, GGH was treated as a partnership for federal and state income tax purposes. Therefore, no provision for federal or state taxes has been made for the year ended December 31, 2020. Subsequent to the restructuring incurred on January 29, 2021, the Company accounts for income taxes in accordance with FASB ASC Topic 740, Income Taxes . Deferred income tax assets and liabilities are determined based on the differences between financial statement carrying amounts and the tax basis of existing assets and liabilities. These differences are measured at the enacted tax rates that will be in effect when these differences reverse. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes. A valuation allowance is required to be recognized if it is “more likely than not” that the deferred tax asset will not be realized. The determination of the realizability of the deferred tax assets is highly subjective and dependent upon judgment concerning management’s evaluation of both positive and negative evidence, the forecasts of future income, applicable tax planning strategies, and assessments of the current and future economic and business conditions. Management believes that it is more likely than not that the Company will realize the benefits of these temporary differences and operating loss and tax credit carryforwards, net of valuation allowances. The Company recognizes and measures tax positions taken or expected to be taken in its tax return based on their technical merit and assesses the likelihood that the positions will be sustained upon examination based on the facts, circumstances and information available at the end of each period. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as part of the provision for income taxes. As of December 31, 2021, the Company has not recorded any amounts for unrecognized tax benefits. The Company’s management does not expect that total amount of unrecognized tax benefits will materially change over the next twelve months . Income (Loss) Per Share Basic net income (loss) per common share attributable to common shareholders is calculated by dividing net income (loss) attributable to common shareholders by the weigh |
MERGER WITH SUPPORT.COM
MERGER WITH SUPPORT.COM | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Merger with Support | 3. MERGER WITH SUPPORT.COM As described in Note 1, on September 14, 2021, Greenidge and Support.com combined their respective businesses through an all-stock merger transaction where Support.com became a wholly owned subsidiary of Greenidge. The Merger has been accounted for as a business combination using the acquisition method of accounting in accordance with the provisions of FASB ASC 805, Business Combinations (“ASC 805”). Greenidge was determined to be the acquiring company for accounting purposes. At the effective time of the Merger (“Effective Time”): (i) each share of common stock of Support.com (the “Support.com Common Stock”) issued and outstanding immediately prior to the Effective Time was cancelled and extinguished and automatically converted into the right to receive 0.115 (the “Exchange Ratio”) shares of class A common stock, par value $ 0.0001 , of the Company, (ii) each outstanding stock option of Support.com immediately prior to the Effective Time (an “Option”) was accelerated, and the holder of each Option received the right to receive an amount of the Company’s class A common stock equal to the Exchange Ratio, multiplied by the number of shares of Support.com Common Stock underlying such Option, less any shares withheld in satisfaction of the aggregate exercise price of such Option and such holder’s tax withholding obligations and (iii) each outstanding restricted stock unit of Support.com immediately prior to the Effective Time (an “RSU”) was accelerated, and the holder of each RSU received the right to receive an amount of the Company’s class A common stock equal to the Exchange Ratio, multiplied by the number of shares of Support.com Common Stock underlying such RSU, less any shares and such holder’s tax withholding obligations. The Company has applied the acquisition method of accounting in accordance with ASC 805, with respect to the identifiable assets and liabilities of Support.com, which have been measured at estimated fair value as of the date of the business combination. Any excess of the acquisition price over the fair value of the assets and liabilities acquired is recorded as goodwill. As required by ASC 805, the acquisition price was determined based on the value of the consideration paid to Support.com shareholders, calculated to be $ 93.9 million (see table below). This acquisition price was allocated to the identifiable assets acquired and liabilities assumed of Support.com based upon their estimated fair values at the Merger date, primarily using Level 2 and Level 3 inputs. The following table summarizes the estimated value of the consideration paid (purchase price): $ in thousands, except per share amount Support common stock exchanged 25,745,487 Exchange ratio 0.115 Greenidge Class A common stock exchanged 2,960,731 Greenidge common stock value per share $ 31.71 Consideration paid $ 93,885 For the period immediately prior to the effective date of the Merger, Greenidge was a private company, and Support.com’s stock price fluctuated significantly based on factors not representative of the value of its underlying operations; therefore, Greenidge used the average of its closing stock price for the first ten days of trading on the Nasdaq Exchange ($ 31.71 per share) to measure the value of the consideration paid to Support.com shareholders. The following table summarizes the allocation of the purchase price to the identifiable assets acquired and liabilities assumed by Greenidge, with the excess of the purchase price over the fair value of Support.com’s net assets recorded as goodwill. During the fourth quarter of 2021, the Company finalized its allocation of the purchase price which resulted in measurement period adjustments that increased the preliminary value of deferred tax assets and reduced the preliminary value of intangible assets, with an offsetting adjustment that reduced goodwill. These adjustments are reflected in the table below. $ in thousands Cash and cash equivalents $ 27,113 Short term investments 496 Accounts receivable 5,383 Prepaid expenses and other current assets 713 Property and equipment 1,349 Other long-term assets 383 Accounts payable ( 117 ) Accrued expenses and other current liabilities ( 3,535 ) Other long-term liabilities ( 242 ) Intangible assets 3,810 Deferred tax assets 13,163 Goodwill 45,369 Total consideration $ 93,885 For assets and liabilities (excluding identifiable intangible assets and deferred taxes), the Company estimated that the carrying values, net of allowances, represented the fair values at the effective date of the Merger. The following fair value estimates for identifiable intangible assets is based on assumptions that market participants would use in pricing an asset, based on the most advantageous market for the asset (i.e., its highest and best use). $ in thousands Identifiable Intangible Asset Useful Life Fair Value Customer relationships 4 years $ 3,320 Tradename 5 years 490 Total identifiable intangible assets $ 3,810 The fair value of the customer relationships intangible asset was valued using a multi-period excess earnings method, a form of the income approach, which incorporates the estimated future cash flows to be generated from Support.com’s existing customer base. Excess earnings are the earnings remaining after deducting the market rates of return on the estimated values of contributory assets, including debt-free net working capital, tangible assets, and other identifiable intangible assets. The excess earnings are thereby calculated for each year of multi-year projection periods and discounted to present value. The fair value of the Support.com tradename was valued using the relief from royalty method under the income approach. This method estimates the cost savings generated by a company related to the ownership of an asset for which it would otherwise have had to pay royalties or license fees on revenues earned through the use of the asset and discounted to present value. Results of Support.com Operations Since the Merger For the year ended December 31, 2021, the acquired Support.com business contributed $ 10.0 million in revenue and an operating loss of $ 41.6 million, which included a goodwill impairment charge of approximately $ 42.3 million. Supplemental Pro Forma Financial Information In accordance with ASC 805, the following supplemental unaudited pro forma information gives effect to the Merger as if it had occurred on January 1, 2020. The unaudited pro forma financial information reflects certain adjustments related to the acquisition, such as: • Conforming the accounting policies of Support.com to those applied by Greenidge; • Recording certain incremental expenses resulting from purchase accounting adjustments, such as amortization expense in connection with fair value adjustments to intangible assets; and • Recording the related tax effects of pro forma adjustments. For the Year Ended December 31, $ in thousands 2021 2020 Revenues $ 132,114 $ 63,978 Net loss $ ( 50,474 ) $ ( 3,517 ) The pro forma results for year ended December 31, 2021 include $ 36.7 million of transaction costs for both Greenidge and Support.com ($ 27.7 million after tax), such as advisor fees, legal and accounting expenses. These costs will not affect the combined company’s statement of operations beyond 12 months after the closing date, September 14, 2021. See Note 4 for additional information. The unaudited pro forma financial information should not be relied upon as being indicative of the historical results that would have been obtained if the Merger had actually occurred on that date, nor the results of operations of the Company in the future. |
MERGER AND OTHER COSTS
MERGER AND OTHER COSTS | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
MERGER AND OTHER COSTS | 4. MERGER AND OTHER COSTS The following table provides details of Merger and other costs for the year ended December 31, 2021: Year Ended $ in thousands December 31, 2021 Merger related costs: Investor fee paid in common stock (Note 11) $ 17,827 Advisor fee paid in warrants (Note 11) 8,779 Professional and other fees 1,936 Total Merger related costs 28,542 Public company filing related costs 3,730 Total Merger and other costs $ 32,272 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | 5. SEGMENT INFORMATION Effective September 14, 2021, following the completion of the Merger (see Notes 1 and 3), Support.com began operating within the Greenidge structure as a separate operating and reporting segment; therefore, Greenidge has two operating and reportable segments since the acquisition: i) Cryptocurrency Datacenter and Power Generation and ii) Support Services as the other. Prior to the Merger, Greenidge operated in one operating and reporting segment, Cryptocurrency Datacenter and Power Generation. The Cryptocurrency Datacenter and Power Generation segment generates revenue primarily by earning bitcoin, with miners that are owned by the Company, as rewards and transaction fees for supporting the global bitcoin network. The Cryptocurrency Datacenter and Power Generation segment also sells surplus electricity generated by its power plant, and not consumed in cryptocurrency datacenter operations, to the NYISO power grid at prices set on a daily basis through the NYISO wholesale market. In addition, the Company receives revenues from the sale of its capacity and ancillary services in the NYISO wholesale market. The Cryptocurrency Datacenter and Power Generation segment operates in the United States. The Support Services segment provides solutions and technical programs to customers delivered by home-based employees. The Support Services segment provides customer service, sales support, and technical support primarily to large corporations, businesses and professional services organizations. The Support Services segment also earns revenues for end-user software products provided through direct customer downloads and sale via partners. The Support Services segment operates primarily in the United States, but also has employees located in Philippines, India, Mexico, Colombia and Canada, including those staff providing support services. The Company’s measure of profit or loss for segment reporting is income (loss) before income taxes, interest and depreciation and amortization and adjusted for share based compensation and excluding items not indicative of ongoing business trends (referred to as “segment Adjusted EBITDA”). This is the measure used by the Chief Operating Decision Maker (“CODM”) to assess performance and allocate resources. The table below presents information about reportable segments for the years ended December 31, 2021 and 2020, respectively: Years Ended December 31, $ in thousands 2021 2020 Revenues: Cryptocurrency Datacenter and Power Generation $ 97,325 $ 20,114 Support Services 9,952 - Total Revenues $ 107,277 $ 20,114 Segment Adjusted EBITDA Cryptocurrency Datacenter and Power Generation $ 51,689 $ 3,050 Support Services 1,185 - Total Segments Adjusted EBITDA $ 52,874 $ 3,050 In addition, the table below provides a reconciliation of the total of the segments Adjusted EBITDA to the consolidated Loss before income taxes : Years Ended December 31, $ in thousands 2021 2020 Total Segments Adjusted EBITDA $ 52,874 $ 3,050 Depreciation and amortization ( 8,855 ) ( 4,564 ) Stock-based compensation ( 3,770 ) - Goodwill impairment charge ( 42,307 ) - Merger and other costs ( 32,272 ) - Expansion costs ( 2,362 ) ( 882 ) Interest expense, net ( 3,692 ) ( 664 ) Remeasurement of environmental liabilities ( 3,688 ) ( 230 ) Consolidated loss before income taxes $ ( 44,072 ) $ ( 3,290 ) The table below provides segment assets, which exclude cash and cash equivalents and short term investments, and a reconciliation to the consolidated total assets of the Company: $ in thousands December 31, 2021 Cryptocurrency Datacenter and Power Generation $ 228,222 Support Services 29,950 Total segment assets 258,172 Cash and cash equivalents 82,599 Short term investments 496 Total assets $ 341,267 All of the capital expenditures during 2021 related to the Cryptocurrency Datacenter and Power Generation segment. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 6. PROPERTY AND EQUIPMENT, NET Property and equipment, net consisted of the following at December 31, 2021 and 2020: $ in thousands Estimated Useful December 31, 2021 December 31, 2020 Plant infrastructure 15 - 39 years $ 34,725 $ 33,944 Miners 5 years 48,121 10,236 Miner facility infrastructure 15 years 15,143 8,791 Land N/A 8,460 300 Equipment 5 years 1,660 211 Software 3 years 636 66 Coal ash impoundment 4 years 2,410 2,135 Construction in process N/A 25,856 3,989 Miner deposits N/A 98,110 5,959 235,121 65,631 Less: Accumulated depreciation ( 18,030 ) ( 8,986 ) $ 217,091 $ 56,645 Total depreciation expense was $ 8.9 million and $ 4.6 million for the year ended December 31, 2021 and 2020 , respectively. |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | 7. GOODWILL Changes in the carrying amount of goodwill for the year ended December 31, 2021 were as follows: $ in thousands Balance December 31, 2020 $ - Support acquisition (Note 3) 45,369 Impairment charge – Fourth Quarter (see below) ( 42,307 ) Balance December 31, 2021 $ 3,062 As described in Notes 1 and 3, on September 14, 2021 Greenidge and Support.com combined their respective businesses through an all-stock merger transaction that was accounted for as a business combination in accordance with ASC 805. Prior to the Merger, Greenidge did not have any goodwill. Greenidg e performed its annual goodwill impairment test at December 31, 2021. The test concluded that the fair value of the Support Services reporting unit was less than its carrying value (including goodwill), and that a portion of the Company’s goodwill was impaired. Accordingly, the Company recorded a non-cash goodwill impairment charge of $ 42.3 million in its consolidated statement of operations for the year ended December 31, 2021, in the caption, Goodwill impairment charge . In making this determination, the Company updated its discounted cash flow analysis, including updated business projections and weighted average cost of capital factors, as well as other valuation methodologies such as comparisons with similar companies and industry multiples. Prior to completing the annual goodwill impairment test, the Company tested the recoverability of definite-lived intangible assets and concluded that they were not impaired (See Note 8). |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | 8. INTANGIBLE ASSETS The following is a summary of finite-lived intangible assets: $ in thousands Intangible Assets Accumulated Amortization Intangible Assets, Net Balance December 31, 2020 $ - $ - $ - Customer relationships (Note 3) 3,320 ( 244 ) 3,076 Tradename (Note 3) 490 ( 29 ) 461 Balance December 31, 2021 $ 3,810 $ ( 273 ) $ 3,537 As described in Notes 1 and 3, on September 14, 2021, Greenidge and Support.com combined their respective businesses through an all-stock merger transaction that was accounted for as a business combination in accordance with ASC 805. Prior to the Merger, Greenidge did not have any intangible assets. During the fourth quarter of 2021, the Company finalized its allocation of the purchase price which resulted in measurement period adjustments that reduced the preliminary value of intangible assets, which are reflected in the above table. There are no expected residual values related to these intangible assets. The remaining weighted-average amortization period for intangible assets is approximately 3.8 years. Total estimated annual amortization expense related to finite-lived intangibles is as follows: $ in thousands Amortization 2022 $ 928 2023 928 2024 928 2025 684 Thereafter 69 Total $ 3,537 During the fourth quarter of 2021, the Company tested the recoverability of amortizable intangible assets and concluded that they were not impaired. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
DEBT | 9. DEBT The following table provides information on the Company's financing agreements: $ in thousands Balance as of: Note Loan Date Maturity Date Interest Initial December 31, 2021 December 31, 2020 Equipment Financings: A December 2020 June 2022 17.0 % $ 4,482 $ 1,245 $ 4,233 B December 2020 June 2022 17.0 % 428 95 404 C March 2021 November 2022 17.0 % 2,229 1,362 - D April 2021 December 2022 17.0 % 4,012 2,674 - E - H May 2021 October 2023 15.0 % 15,724 15,223 - I July 2021 January 2023 17.0 % 4,457 3,468 - J July 2021 March 2023 17.0 % 2,717 1,962 - K October 2021 June 2023 17.0 % 2,223 1,976 - Bonds Payable October 2021 October 2026 8.5 % 55,200 51,843 - Bonds Payable December 2021 October 2026 8.5 % 17,000 14,980 - 94,828 4,637 Less: Current portion ( 19,577 ) ( 3,273 ) $ 75,251 $ 1,364 The Company incurred interest expense of $ 3.7 million and $ 0.6 million during the years ended December 31, 2021 and 2020, respectively, under the terms of these notes payable. Equipment Financings The Company has entered into equipment finance agreements, denoted in the table above in rows A through K, that are secured by the purchased miner equipment. These agreements generally require monthly payments of principal, interest and a risk premium fee. In addition, t he Company entered into additional equipment finance agreements with similar terms during 2021 that have not yet taken effect as of December 31 , 2021. The agreements are expected to take effect when the associated equipment is delivered to the Company, which is expected in the first half of 2022. The aggregate amount of equipment and principal borrowings under these additional agreements not yet funded is $ 3.4 million. Senior Unsecured Notes During the fourth quarter of 2021, the Company sold $ 72.2 million of 8.50 % Senior Notes due October 2026 ((the "Notes") pursuant to the Company's registration statement on Form S-1. The Notes bear interest at 8.50 % per annum and will mature on October 31, 2026 . Commencing January 31, 2022, interest on the Notes is payable quarterly in arrears on January 31, April 30, July 31 and October 31 of each year to the holders of record at the close of business on the immediately preceding January 15, April 15, July 15 and October 15, respectively. The Notes are senior unsecured obligations of the Company and rank equal in right of payment with the Company's existing and future senior unsecured indebtedness. The Notes trade on the Nasdaq Global Select Market under the symbol "GREEL." The Company may redeem the Notes for cash in whole or in part at any time (i) on or after October 31, 2023 and prior to October 31, 2024, at a price equal to 102 % of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, (ii) on or after October 31, 2024 and prior to October 31, 2025, at a price equal to 101 % of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, and (iii) on or after October 31, 2025 and prior to maturity, at a price equal to 100 % of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption. In addition, the Company may redeem the Notes, in whole, but not in part, at any time at its option, at a redemption price equal to 100.5 % of the principal amount plus accrued and unpaid interest to, but not including, the date of redemption, upon the occurrence of certain change of control events. Fair Value Disclosures The notional value and estimated fair value of the Company's debt totaled $ 100.5 million and $ 97.5 million, respectively at December 31, 2021. The notional value does not include unamortized discounts and debt issuance costs of $ 5.7 million at December 31, 2021. The estimated fair value of the Notes was measured using quoted market prices at the reporting date multiplied by the gross carrying amount of the related debt. Such instruments were valued using Level 1 inputs. The estimated fair value of the Equipment Financings were based on a discounted cash flow analysis using an estimate of current interest rates for similar financings. Such instruments were valued using Level 3 inputs. Minimum future principal payments on debt as of December 31, 2021 were as follows: $ in thousands 2022 $ 19,577 2023 8,719 2024 - 2025 - 2026 72,200 Total $ 100,495 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 10. RELATED PARTY TRANSACTIONS Notes Payable The Company entered into a promissory note agreement during 2020 with its largest equity members, Atlas Capital Resources LP and Atlas Capital Resources (P) LP (collectively referred to herein as “Atlas”). Within the agreement, there were two separate loans. One of these related party loans had a June 2021 maturity and a balance of $ 2.4 million at December 31, 2020, and the other loan had a May 2021 maturity with a balance of $ 1.2 million at December 31, 2020. The promissory notes bore interest at 8 % per annum calculated on a 360-day year, and interest accrued and compounded on a quarterly basis. All accrued but unpaid interest under the notes was due and payable upon the corresponding note maturity date. Under this promissory note agreement, the Company incurred an immaterial amount of interest expense during the year ended December 31, 2021. During the year ended December 31, 2020 , the Company incurred interest expense of $ 0.6 million associated with the loans that were converted into senior priority units in July 2020. Notes payable to related party consisted of the following: $ in thousands December 31, 2021 December 31, 2020 Note payable to a related party due June 2021 $ - $ 2,382 Note payable to a related party due May 2021 - 1,191 $ - $ 3,573 Less: Current Portion $ - $ ( 3,573 ) $ - $ - The related party loans in the table above were converted into Greenidge common stock in January 2021 (see Note 11). Letters of Credit On March 19, 2021, the Company and Atlas and its affiliates entered into an arrangement pursuant to which Greenidge agreed, upon request, to direct its bank to issue new letters of credit to replace all or a portion of the letters of credit provided by Atlas and certain of its affiliates, upon the consummation of a potential investment in, financing of, or sale of any assets or equity or debt securities of the Company, which results in net proceeds to the Company of at least $ 10 million. Atlas obtained a letter of credit from a financial institution in the amount of $ 5.0 million at December 31, 2021, payable to the NYSDEC. This letter of credit guarantees the current value of the Company’s environmental trust liability under NYSDEC guidelines. Atlas also obtained a letter of credit from a financial institution in the amount of $ 3.6 million at December 31, 2021, payable to Empire Pipeline Incorporated (“Empire”) in the event the Company should not make contracted payments for costs related to a pipeline interconnection project the Company has entered into with Empire. The Company paid Atlas $ 78 thousand and $ 184 thousand for letter of credit fees during the years ended December 31, 2021 and 2020, respectively. Guarantee An affiliate of Atlas has guaranteed the payment obligation of Greenidge in favor of Emera Energy Services, Inc. under an Energy Management Agreement and an ISDA Master Agreement under which Greenidge may enter into various transactions involving the purchase and sale of gas, electricity and other commodities with Emera Energy Services, Inc. This guaranty is limited to $ 1.0 million. Atlas had no exposure under the guarantee during the yea r ended December 31, 2021. Greenidge Coin, LLC Equity Transactions On October 2, 2019, Blocker, a related entity through common ownership, purchased 15,000 preferred units of GC for $ 15 thousand. On July 1, 2020, Atlas purchased the preferred units of Blocker for $ 16.3 million, the amount of the aggregate liquidation preference, and contributed its membership interest in Blocker to GGH in exchange for Senior Priority Units – Tranche 2 (See Note 11) on July 2, 2020. On December 31, 2020, Blocker entered into a liquidating distribution agreement with GGH, effectively dissolving Blocker into GGH. Spartanburg Facility In December 2021, the Company announced that it had entered into a Purchase and Sale Agreement for an industrial site in Spartanburg, South Carolina, including a 750,000 square foot building and 175 acres of land (the “Property”). The Company intends to develop datacenter operations on the property , using existing electrical infrastructure at the location. This agreement was entered into by one of the Company's subsidiaries and a portfolio company of private investment funds managed by Atlas. The purchase price of the Property is $ 15.0 million. The transaction closed in December 2021. ERCOT Market Datacenters In October 2021, the Company entered into an agreement with a portfolio company of private investment funds managed by Atlas giving it an exclusive right of first refusal at multiple power generation sites comprising over 1,000MW of power generation assets in the ERCOT market. The agreement gives the Company the exclusive right of first refusal to develop datacenters at any current or future power generation sites controlled by the counterparty in the ERCOT market until January 2023. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders Equity Note [Abstract] | |
Stockholders Equity | 11. STOCKHOLDERS’ EQUITY Authorized Shares On September 13, 2021, Greenidge filed an amendment to its certificate of incorporation to increase the authorized capital stock. Pursuant to the amended and restated certificate of incorporation, Greenidge’s authorized capital stock consists of 2,400,000,000 shares of class A common stock, par value $ 0.0001 per share, 600,000,000 shares of class B common stock, par value $ 0.0001 per share, and 20,000,000 shares of preferred stock, par value $ 0.0001 per share. Contribution and Exchange Agreement In January 2021, GGH completed a corporate restructuring. Pursuant to this restructuring, Greenidge was formed and incorporated in the State of Delaware on January 27, 2021. On January 29, 2021, Greenidge entered into an asset contribution and exchange agreement with the members of GGH, in which the GGH members’ equity interests and outstanding notes payable to related parties and all accrued but unpaid interest were contributed into Greenidge in exchange for 7,000,000 shares of Greenidge class B common stock ( 28,000,000 shares following the 4-for-1 stock split). As a result of this transaction, GGH became a wholly owned subsidiary of Greenidge. Private Placement Offering of Preferred Stock In January 2021, Greenidge completed a private placement offering in which 1,620,000 shares of series A redeemable convertible preferred stock was sold at $ 25 per share. Total net proceeds from the private placement offering were $ 37.1 million. Under the terms of the private placement memorandum in connection with the preferred stock offering, each share of preferred stock was automatically converted to four shares of class B common stock when the Company’s registration statement to register such shares for resale was declared effective by the Securities and Exchange Commission. During September 2021, this preferred stock was converted into 5,760,000 shares of class A common stock and 720,000 shares of class B common stock. There are no outstanding shares of preferred stock as of December 31, 2021. Equity Issuances Associated with the Merger In connection with the completion of the Merger, the Company issued 2,960,731 shares of class A common stock in consideration for all of the outstanding shares of Support.com. The fair value of the common shares issued to Support.com shareholders was $ 93.9 million (see Note 3), or $ 91.6 million, net of issuance costs. Additionally, pursuant to the Merger Agreement, the Company issued the following equity instruments in connection with the performance of consulting services leading to and in connection with the Merger at the time of the closing, as the issuance of these instruments were contingent upon successful completion of the Merger: • 562,174 shares of class A common stock with a fair value of $ 17.8 million issued to an investor, which owned approximately 16.6 % of Support.com common stock and made a prior investment in Greenidge preferred stock, which was described previously; and • Warrants to purchase 344,800 shares of class A common stock at an exercise price of $ 6.25 per share of class A common stock to B. Riley Securities, Inc., which were exercised shortly thereafter. The fair value of the warrants at issuance was $ 8.8 million. Equity Purchase Agreement with B. Riley Principal Capital, LLC On September 15, 2021, Greenidge entered into a common stock purchase agreement (the “Purchase Agreement”) with B. Riley Principal Capital, LLC (the “Investor”) pursuant to which Greenidge has the right to “put” or sell to the Investor up to $ 500 million of shares of class A common stock, subject to certain limitations and conditions set forth in the Purchase Agreement, from time to time during the term of the Purchase Agreement. Under the applicable Nasdaq rules, in no event may Greenidge issue to the Investor under the Purchase Agreement more than 19.99 % of the total number of combined shares of its class A common stock and class B common stock that were outstanding immediately prior to the execution of the Purchase Agreement (the “Exchange Cap”), unless Greenidge obtains stockholder approval to issue shares in excess of the Exchange Cap in accordance with applicable Nasdaq rules. The per share purchase price for the shares of class A common stock that Greenidge elects to sell to the Investor pursuant to the Purchase Agreement will be determined by reference to the volume weighted average price of class A common stock (“VWAP”) during the applicable purchase date on which Greenidge has timely delivered written notice to the Investor directing it to purchase shares under the Purchase Agreement, less a fixed 5 % discount, which shall be increased to a fixed 6 % discount at such time that the Company receives aggregate cash proceeds of $ 200 million as payment for all shares of class A common stock purchased by the Investor in all prior sales of class A common stock made under the Purchase Agreement. The Investor will have no obligation to purchase shares pursuant to the Purchase Agreement to the extent that such purchase would cause the Investor to own more than 4.99 % of the Company’s issued and outstanding shares of class A common stock. In connection with the Purchase Agreement, Greenidge entered into a registration rights agreement with the Investor pursuant to which Greenidge agreed to prepare and file a registration statement registering the resale by the Investor of those shares of the Company’s class A common stock to be issued under the Purchase Agreement. The registration statement became effective on October 6, 2021 relating to the resale of 3,500,000 shares of the Company’s class A common stock in connection with this Purchase Agreement. As of December 31, 2021, the Company issued 2,132,500 class A common shares in connection with the Purchase Agreement for an aggregate sales price of $ 51.0 million, net of discounts, before equity issuance costs of $ 3.5 million associated with the registration filing. Common Stock Holders of Greenidge’s class A common stock are entitled to one vote per share . Holders of class B common stock are entitled to ten votes per share . Class A and class B shares issued and outstanding as of December 31, 2021 are 12,338,964 and 28,526,372 , respectively. Each share of class B common stock is convertible into one share of class A common stock at the option of the holder upon written notice to the Company. Shares of class B common stock will automatically convert to shares of class A common stock upon a mandatory conversion event as defined in the amended and restated certificate of incorporation dated March 26, 2021. Common Units In October 2018, GGH adopted an equity incentive plan and allocated 1,250 common units to the plan. In 2018, GGH awarded 750 restricted units to certain board members, subject to various vesting provisions. At December 31, 2020, there were 730 and 20 vested and unvested, respectively, restricted units. In the event of a change in control of the Company, 100 % of the awarded units would vest immediately. Common unit holders are entitled to one vote per common unit, except for such votes or consents that are reserved solely for the holders of preferred units. The Company concluded that the value of the units granted in 2018 was insignificant given historical performance of the Company, no public market, and lack of liquidity. As such, the Company did not recognize any expense related to the common restricted units during the years ended December 31, 2021 and 2020, respectively. There were 750 common units issued and outstanding at December 31, 2020. In January 2021, in conjunction with the private placement offering, the 750 GGH common units were converted to shares of Greenidge’s class B common stock. Preferred Units GGH preferred unit holders were entitled to one vote per preferred unit . In the event of liquidation or dissolution of GGH, the holders of preferred units were entitled to receive distributions, prior to and in preference to the holders of common units. At December 31, 2020, all preferred units were issued and outstanding. All preferred units were converted to shares of the Company’s class B common stock in connection with the contribution and exchange agreement in January 2021. Senior Priority Units There were two tranches of GGH Senior Priority Units: Tranche 1 was equal to $ 13.9 million and Tranche 2 was equal to $ 16.3 million. Tranche 1 Senior Priority Units were issued to Atlas in July 2020 in exchange for the conversion of certain notes payable due to Atlas and all accrued but unpaid interest thereon. Tranche 2 Senior Priority Units were issued to Atlas in conjunction with Atlas contributing its equity interest in Blocker to GGH. Senior Priority Units had no voting rights. At December 31, 2020, all senior priority units were issued and outstanding. All senior priority units were converted to shares of the Company’s class B common stock in connection with the contribution and exchange agreement in January 2021. |
EQUITY BASED COMPENSATION
EQUITY BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Based Compensation | 12. EQUITY BASED COMPENSATION 2021 Equity Incentive Plan In February 2021, the Company adopted the Greenidge Generation Holdings Inc 2021 equity incentive plan (the "2021 Equity Plan") and reserved 3,831,112 shares of class A common stock for issuance. The maximum number of shares of class A common stock that may be issued pursuant to awards granted under the 2021 Plan is 3,831,112 shares (after taking into account the 4-to-1 forward stock split that occurred on March 16, 2021). At December 31, 2021, 1,827,080 shares of class A common stock remain available for issuance under the 2021 Plan. Awards that may be granted include: (a) incentive stock options, (b) non-qualified stock options, (c) stock appreciation rights, (d) restricted awards (which include restricted stock and restricted stock units), (e) performance share awards, and (f) performance compensation awards. Restricted Common Stock Unit Awards During the year ended December 31, 2021 , the Company awarded 631,920 restricted common stock units (“RSUs”) under the 2021 Equity Plan to directors, which are generally eligible to vest over a three-year period. The Company’s unvested restricted common stock unit awards activity for the year ended December 31, 2021 is summarized below: Weighted Average Grant Date RSUs Fair Value Unvested at December 31, 2020 - $ - Granted 631,920 6.70 Vested ( 114,933 ) 6.25 Unvested at December 31, 2021 516,987 $ 6.80 The value of RSU grants is measured based on their fair market value on the date of grant and amortized over their requisite service periods. During the year ended December 31, 2021 , the fair market value of the awards granted totaled $ 3.9 million and as of December 31, 2021 , there was approximately $ 2.6 million of total unrecognized compensation cost related to unvested restricted stock rights, which is expected to be recognized over a remaining weighted-average vesting period of approximately 2.2 years. Common Stock Options The Company’s stock options activity for the year ended December 31, 2021 is summarized below: Weighted Average Weighted Average Remaining Aggregate Exercise Price Contractual Life Intrinsic Options Per Share (in years) Value Outstanding at December 31, 2020 - $ - - Granted 753,968 6.07 Exercised ( 160,000 ) 6.25 Forfeited ( 10,888 ) 6.25 Outstanding at December 31, 2021 583,080 $ 6.01 9.2 $ 5,854 Exercisable as of December 31, 2021 257,484 $ 5.80 9.1 $ 2,639 The value of common stock option grants is measured based on their fair market value on the date of grant and amortized over their requisite service periods. During the year ended December 31, 2021 , the fair market value of the awards granted totaled $ 1.2 million. As of December 31, 2021 , there was approximately $ 0.3 million of total unrecognized compensation cost related to unvested options, which is expected to be recognized over a remaining weighted-average vesting period of approximately 1.4 years. The weighted average assumptions relating to the valuation of stock options granted for the year ended December 31, 2021 were as follows: Weighted average fair value of grants $ 1.55 Expected volatility 35 % Expected term (years) 4.0 Risk-free interest rate 0.5 % Expected dividend yield 0.0 % Stock-based Compensation The Company recognized stock-based compensation expense of $ 3.8 million during the year ended December 31, 2021 . No stock-based compensation expense was recognized during the year ended December 31 2020. Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying consolidated statements of operations. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. INCOME TAXES The components of income (loss) before the provision for income taxes are as follows: $ in thousands Year Ended December 31, 2021 Domestic $ ( 44,526 ) Foreign 454 Total $ ( 44,072 ) The components of the provision (benefit) for income taxes consist of the following: $ in thousands Year Ended December 31, 2021 Current tax provision: Federal $ - State 2,344 Foreign 137 Total current tax provision 2,481 Deferred tax provision: Federal 203 State ( 2,276 ) Foreign - Total deferred tax provision (benefit) ( 2,073 ) Total provision for income taxes $ 408 A reconciliation of the amounts at U.S. federal statutory tax rate to the Company’s effective tax rate is as follows: $ in thousands Year Ended December 31, 2021 Provision at federal statutory rate $ ( 9,255 ) State income taxes, net of federal tax benefits 54 Goodwill impairment 8,885 Other, net 724 Provision for income taxes $ 408 The Company’s effective tax rate of ( 0.9 )% for the year ended December 31, 2021 was lower than the U.S. federal statutory income tax rate primarily due to the impact of the recognition of an impairment of goodwill associated with Support.com, limits to the deductibility of transaction costs, and other permanent book-tax differences. Deferred income taxes are provided for the tax effect of temporary differences between the financial reporting basis and the tax basis of assets and liabilities. Significant components of the Company’s deferred tax assets (liabilities) are as follows: $ in thousands Year Ended December 31, 2021 Deferred tax assets: Net operating loss carryforwards $ 21,716 Intangibles 268 Stock-based compensation 456 Capitalized costs 9,327 Other 469 Gross deferred tax assets 32,236 Less: valuation allowance ( 6,993 ) Deferred tax assets, net 25,243 Deferred tax liabilities: Investment in partnership ( 8,891 ) Property and equipment ( 659 ) Other ( 635 ) Deferred tax liabilities ( 10,185 ) Total net deferred tax assets $ 15,058 As of December 31, 2021, the Company had net operating loss carryforwards (“NOL”) of approximately $ 69.7 million for U.S. federal income purposes, of which $ 1.2 million begins to expire in 2023 . The Company also had net operating loss carryforwards for state income tax purposes of approximately $ 92.3 million, which begin to expire in 2023 . As of December 31, 2021, the Company had foreign net loss carryforwards of $ 6.1 million which will expire in 2029 . These net operating losses were acquired with Support.com in 2021. U.S. Federal NOLs incurred in or after 2018 have an indefinite carryforward period, which can be offset by 80% of future taxable income in any given year. Utilization of the Company's net operating loss and tax credit carryforwards can become subject to a substantial annual limitation due to the ownership change limitations provided by Section 382 and 383 of the Internal Revenue Code and similar state provisions. Such an annual limitation could result in the expiration or elimination of the net operating loss and tax credit carryforwards before utilization. The Company has performed an analysis of its changes in ownership under Section 382 of the Internal Revenue Code. Management currently believes that the Section 382 limitation will limit utilization of certain acquired net operating loss and tax credit carryforwards of Support.com and may defer the realization of the tax benefit associated with the acquired tax attributes from Support.com. In assessing the need for a valuation allowance, the Company considered whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company evaluated its ability to realize the tax benefits associated with deferred tax assets by analyzing the relative impact of all the available positive and negative evidence regarding the Company’s forecasted taxable income, the reversal of existing deferred tax liabilities, taxable income in prior carry-back years (if permitted) and the availability of tax planning strategies. To the extent the Company does not consider it is more likely than not that a deferred tax asset will be recovered, valuation allowance is established. On the basis of this evaluation, as of December 31, 2021, the Company recorded a partial valuation allowance of approximately $ 7.0 million on deferred tax assets associated primarily with the state NOL carryfowards and foreign NOL carryforwards acquired with the Support.com. Management believes that it is more likely than not that these deferred tax assets will not be realizable. The Company files U.S., state and foreign income tax returns in jurisdictions with varying statutes of limitations. The federal statute of limitation is three years and the state and foreign statutes of limitations are three to four years. Due to net operating loss carryforwards, the Company’s income tax returns remain open and subject to examination for tax years 2004 and thereafter by federal and state tax authorities. The 2019 through 2021 tax years generally remain open and subject to audit by foreign tax authorities. As of December 31, 2021, the Company has not recorded any amounts for unrecognized tax benefits. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as part of the provision for income taxes . The Company’s management does not expect that total amount of unrecognized tax benefits will materially change over the next twelve months |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 14. EARNINGS PER SHARE The Company calculates basic earnings (loss) per share by dividing the net income (loss) by the weighted average number of shares of common stock outstanding for the period. The diluted earnings (loss) per share is computed by assuming the exercise, settlement, and vesting of all potential dilutive common stock equivalents outstanding for the period using the treasury stock method. The following table sets forth a reconciliation of the numerator and denominator used to compute basic earnings and diluted per share of common stock. Basic earnings per share is applicable only for the period from January 29, 2021 through December 31, 2021, which is the period following the reorganization GGH into Greenidge (see Note 2) and presents the period that the Company had outstanding common stock. Year Ended $ in thousands, except per share amounts December 31, 2021 Numerator Net loss $ ( 44,480 ) Less: Net income attributable to the member units before the ( 648 ) Net loss attributable to Greenidge $ ( 45,127 ) Denominator Basic weighted average shares outstanding 31,995 Dilutive effect of equity awards - Dilutive effect of convertible preferred stock - Diluted weighted average shares outstanding 31,995 Loss per share Basic $ ( 1.41 ) Diluted $ ( 1.41 ) Prior to the reorganization, there were no shares of common stock outstanding, and the LLC structure of GGH consisted of member units. The Company analyzed the calculation of earnings per unit for periods prior to the reorganization and determined that it resulted in values that would not be meaningful to the users of these consolidated financial statements; therefore, earnings per share information has not been presented for the relevant period of 2021 or the year ended December 31, 2020. For the year ended December 31, 2021, there was no impact of dilution from any of the outstanding 5 16,987 RSUs or 583,030 common stock options due to the Net loss, since inclusion of any impact from these awards would be Anti-dilutive. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. COMMITMENTS AND CONTINGENCIES Legal Matters From time-to-time, the Company is involved in legal proceedings arising in the ordinary course of business. Merger-Related Litigation. After announcement of the Merger, six complaints were filed in various U.S. federal district courts by alleged individual stockholders of Support.com against Support.com, the individual directors of Support.com and, in two of the cases, Greenidge and Merger Sub. Of these six complaints, two were filed in the United States District Court for the District of Delaware: Stein v. Support.com, Inc. et al, Case No. 1:21-cv-00650 (May 5, 2021), and Bell v. Support.com, Inc. et al, Case No. 1:21-cv-00672 (May 7, 2021); three were filed in the United States District Court for the Southern District of New York: Broder v. Support.com, Inc. et al, Case No. 1:21-cv-04262 (May 12, 2021), Salerno v. Support.com, Inc. et al, Case No. 1:21-cv-04584 (May 21, 2021), and Bowen v. Support.com, Inc. et al, Case No. 1:21-cv-04797 (May 28, 2021). The sixth lawsuit was filed in the United States District Court for the Eastern District of New York: Steinmetz v. Support.com, Inc. et al, Case No. 1:21-cv-02647 (May 11, 2021). Support.com and individual members of the Support.com board were named as defendants in all of the lawsuits; Greenidge and Merger Sub were also named as defendants in Bell and Salerno. The lawsuits generally alleged that Greenidge’s Form S-4 Registration Statement filed with the U.S. Securities and Exchange Commission in connection with the Merger on May 4, 2021 made misleading omissions of certain material information. The Salerno complaint also alleged that the members of the Support.com board breached their fiduciary duties in negotiating and approving the Merger Agreement and that Greenidge and Merger Sub aided and abetted that breach. The lawsuits purported to seek to enjoin the Merger, or alternatively, rescission and unspecified damages and costs. On August 2, 2021, lawyers representing a seventh putative stockholder of Support.com sent a demand letter seeking additional disclosures regarding the proposed transaction and reserving their purported right to seek to enjoin the transaction. All of the lawsuits were voluntarily dismissed by plaintiffs. Other Matters Support.com has received and may in the future receive additional requests for information, including subpoenas, from other governmental agencies relating to the subject matter of a Consent Order and Civil Investigative Demands. The Company intends to cooperate with these information requests and is not aware of any other legal proceedings against the Company by governmental authorities at this time. Commitments As of December 31, 2021 , the Company had entered into agreements to purchase miner equipment totaling $ 210.8 million that required deposits of $ 95.4 million. The Company entered into agreements for committed secured financing on this equipment totaling $ 3.4 million that will be funded upon delivery of the miners. As of December 31, 2021, the Company had 1,125,000 mmbtu of natural gas purchase commitments through March 1, 2022 at an average cost of $ 4.77 / mmbtu, which represents an aggregate commitment of $ 5.4 million. |
CONCENTRATIONS
CONCENTRATIONS | 12 Months Ended |
Dec. 31, 2021 | |
Risks And Uncertainties [Abstract] | |
Concentrations | 16. CONCENTRATIONS The Company has one major power customer, NYISO, that accounted for 9 % and 35 % of its revenue for the years ended December 31, 2021 and 2020 , respectively, and 4 % and 100 % of accounts receivable were due from this customer at December 31, 2021 and 2020, respectively. For cryptocurrency datacenter operations, Greenidge considers its mining pool operators to be its customers. Greenidge has historically used a limited number of pool operators that have operated under contracts with a one-day term, which allows Greenidge the option to change pool operators at any time. Revenue from one of the Company’s pool operator customers accounted for approximately 46 % and 0 % of total revenue for the year ended December 31, 2021, and 2020 , respectively. Revenue from a different pool operator customer accounted for approximately 34 % and 57% of total revenue for the years ended December 31, 2021 and 2020 respectively. The Support Services segment’s largest and second largest customers accounted for approximately 67 % and 11 %, respectively, of the Company’s consolidated accounts receivable balance at December 31, 2021. The Company has one natural gas vendor that accounted for approximately 59 % and 55 % of cost of revenue for the years ended December 31, 2021 and 2020 , respectively. |
SUPPLEMENTAL BALANCE SHEET AND
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Text Block Supplement [Abstract] | |
Supplemental Balance Sheet and Cash Flow Information | 17. SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATON The following table provides additional details of Prepaid expenses: $ in thousands December 31, 2021 December 31, 2020 Prepaid Insurance $ 7,266 $ 89 Other prepaid expenses 1,880 66 Prepaid expenses $ 9,146 $ 155 The Company had the following noncash investing and financing activities during the years ended December 31: $ in thousands 2021 2020 Shares issued to Support.com shareholders upon Merger (Notes 3 and 11) $ 93,885 $ - Stock issued to purchase miners $ 991 $ - Contribution of Preferred Units, Senior Priority Units, and notes payable to related $ 72,048 $ - Issuance of shares for investor fee associated with successful completion of Merger (Notes 4 and 11) $ 17,826 $ - Issuance of warrants to advisor in connection with completion of Merger (Note 4 and 11) $ 8,779 $ - Property and equipment purchases financed with note payable $ - $ 4,910 Property and equipment purchases in accounts payable $ 2,769 $ 1,120 Property and equipment purchased with digital assets $ - $ 787 Notes payable principal and interest converted to members' equity $ - $ 13,926 Deemed distribution of GC preferred units $ - $ 1,276 Contribution of GC preferred units $ - $ 15,000 The following table provides supplemental cash flow information for cash paid for interest and taxes for the years ended December 31: $ in thousands 2021 2020 Cash paid for interest $ 2,385 $ 85 Cash paid for taxes $ 80 $ - |
OTHER RISKS AND CONSIDERATION
OTHER RISKS AND CONSIDERATION | 12 Months Ended |
Dec. 31, 2021 | |
Risks And Uncertainties [Abstract] | |
Other Risks and Consideration | 18. OTHER RISKS AND CONSIDERATION The United States is presently in the midst of a national health emergency related to a virus, commonly known as Novel Coronavirus (“COVID-19”). The overall consequences of COVID-19 on a national, regional and local level are unknown, but it has the potential to result in a significant economic impact. COVID-19 did not have a material impact on the Company’s operations during the years ended December 31, 2021 and 2020 . The future impact of this situation on the Company and its results and financial position is not presently determinable. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. SUBSEQUENT EVENTS Subsequent events have been evaluated through March 31, 2022, the date at which the consolidated financial statements were available to be issued, and the Company has concluded that no such events or transactions took place that would require disclosure herein except as stated directly below. For the period from January 1, 2022 to March 31, 2022, the Company sold 415,000 of its class A common stock to the Investor pursuant to the Purchase Agreement (see Note 11) for aggregate proceeds of approximately $ 3.9 million, net of discounts. Bridge Promissory Note On March 18, 2022, the Company issued a bridge promissory note, as borrower, in favor of B. Riley Commercial Capital, LLC, as noteholder (the “Noteholder”), evidencing a $ 26.5 million aggregate principal amount loan by the Noteholder to the Company (the “Bridge Promissory Note”). The Bridge Promissory Note is guaranteed by certain of the Company’s wholly-owned subsidiaries: Greenidge South Carolina LLC, GSC RE LLC and 300 Jones Road LLC. The loan outstanding under the Bridge Promissory Note bears interest at a rate of 6 % per annum and matures on July 20, 2022, subject to up to five 30-day extensions that may be elected by the Company provided no Event of Default (as defined therein) has occurred and is continuing and the Company pays an Exit Fee (as defined therein) to the Noteholder. The Company will use the proceeds of the Bridge Promissory Note for working capital and general corporate purposes. Pursuant to the terms of the Bridge Promissory Note, the Company and its subsidiaries will be subject to certain covenants and restrictive provisions which will, among other things, limit their ability to incur additional indebtedness for borrowed money or additional liens other than debt and liens permitted pursuant to the Bridge Promissory Note; consolidate or merge unless the Company survives; or transfer all or substantially all of their assets; make certain restricted payments or investments; have a Change of Control (as defined therein); modify certain material agreements; and engage in certain types of transactions with affiliates; each of which are subject to customary and usual exceptions and baskets. The loan evidenced by the Bridge Promissory Note is secured by a first priority mortgage lien on certain real property together with related improvements, fixtures and personal property located at 300 Jones Road in Spartanburg, South Carolina. The Company’s obligations under the Bridge Promissory Note may be prepaid in whole or in part without penalties or fees. Master Equipment Financing Agreement On March 21, 2022 the Company, as guarantor, together with its wholly-owned subsidiaries GTX Gen 1 Collateral LLC, GNY Collateral LLC and GSC Collateral LLC (collectively, the “Borrowers”), entered into a Master Equipment Finance Agreement (the “NYDIG Financing Agreement”) with NYDIG ABL LLC, as lender, whereby NYDIG agreed to lend to the Borrowers approximately $ 81,000,000 under loan schedules that were partially funded on March 21, 2022 and will continue to be funded to finance the acquisition of certain bitcoin miners and related equipment (the “Financed Equipment”). The facility contemplates potential expansion with additional loan schedules to finance additional equipment, subject to the lender’s discretion. The Borrower’s obligations under the NYDIG Financing Agreement are fully and unconditionally guaranteed by the Company. Outstanding borrowings under the NYDIG Financing Agreement are secured by all assets of the Borrowers including without limitation the Financed Equipment and proceeds thereof (including bitcoin). The partially funded loan schedules bear interest at a rate of 13 % per annum and have terms of twenty-five months. Certain loan schedules are interest-only for a specified period and otherwise payments on loan schedules include both an interest and principal payment. Pursuant to the terms of the NYDIG Financing Agreement, the Borrowers and with certain exceptions, the Company, will be subject to certain covenants and restrictive provisions which will, among other things: limit the Borrowers’ ability to incur additional indebtedness for borrowed money; limit additional liens on the collateral or the equity interests of any of the Borrowers; limit consolidations or mergers including the Borrowers or the Company unless such would not constitute a Change in Control (as defined therein); limit disposing of the collateral or any portion of the collateral with certain exceptions; limit the Borrowers’ ability to make certain restricted payments and investments; and limit the ability to create direct obligations of the Borrowers or the Company unless the NYDIG Financing Agreement is at least pari passu in right of payment; each of which are subject to customary and usual exceptions and baskets. The loans under the NYDIG Financing Agreement cannot be voluntarily partially prepaid, but may be prepaid in whole subject to a make-whole calculation. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Greenidge is the successor entity for accounting purposes to Greenidge Generation Holdings LLC (“GGH”) as a result of the corporate restructuring consummated in January 2021. Pursuant to this restructuring, Greenidge was incorporated in the State of Delaware on January 27, 2021 and on January 29, 2021, entered into an asset contribution and exchange agreement with the owners of GGH, pursuant to which Greenidge acquired all of the ownership interests in GGH in exchange for 28,000,000 shares of Greenidge’s class B common stock. As a result of this transaction, GGH became a wholly-owned subsidiary of Greenidge. The financial information presented herein are that of GGH for the periods before January 29, 2021 and Greenidge for the period after January 29, 2021. The consolidated financial statements include the accounts of Greenidge and its subsidiaries. All significant intercompany accounts and transactions have been eliminated. Variable Interest Entities The Company evaluates its interests in variable interest entities (“VIE”) and consolidates any VIE in which it has a controlling financial interest and is deemed to be the primary beneficiary. A controlling financial interest has both of the following characteristics: (1) the power to direct the activities of the VIE that most significantly impact its economic performance; and (2) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could be significant to the VIE. If both characteristics are met, the Company considers itself to be the primary beneficiary and therefore will consolidate that VIE into its consolidated financial statements. Consolidation of a Variable Interest Entity On October 2, 2019, Blocker, a related entity through common ownership, purchased 15,000 preferred units of Greenidge Coin, LLC (“GC”) for $ 15,000 . Blocker was formed for the sole purpose of making a capital investment into GC so that GC could then provide a loan to GGH. The purpose of the loan from GC to GGH was to fund the development of infrastructure necessary for the Company to commence its cryptocurrency datacenter operations. Blocker was deemed a VIE because Blocker’s operations consist of its investment in GC and consequently, Blocker relies on the operations of the Company to sustain future operating expenses. The Company is deemed the primary beneficiary of the VIE because it is the sole provider of financial support. Accordingly, as of October 2, 2019, the Company consolidated Blocker’s balance sheet and results of operations. On December 31, 2020, Blocker entered into a liquidating distribution agreement with GGH, effectively dissolving Blocker into GGH. |
Use of estimates | Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and notes thereto. Actual results could differ from those estimates. Significant estimates made by management include, but are not limited to, estimates of the fair value of goodwill and intangible assets, useful lives of long-lived assets, stock-based compensation, current and deferred income tax assets and liabilities, environmental liability and asset retirement obligations. |
Significant Accounting Policies | Significant Accounting Policies |
Cash, Cash Equivalents, and Short Term Investments | Cash, Cash Equivalents, and Short Term Investments All liquid instruments with an original maturity, at the date of purchase, of 90 days or less are classified as cash equivalents. Cash equivalents and short term investments consist primarily of money market funds, certificates of deposit, commercial paper, corporate notes and bonds, and U.S. government agency securities. The Company’s interest income on cash, cash equivalents and short term investments is included in interest expense, net in the consolidated statements of operations. The Company monitors its investments for impairment on a quarterly basis to determine whether a decline in fair value is other-than-temporary by considering factors such as current economic and market conditions, the credit rating of the security’s issuer, the length of time an investment’s fair value has been below the Company’s carrying value, the Company’s intent to sell the security and the Company’s belief that it will not be required to sell the security before the recovery of its amortized cost. If an investment’s decline in fair value is deemed to be other-than-temporary, the Company reduces its carrying value to the estimated fair value, as determined based on quoted market prices or liquidation values. Declines in value judged to be other-than-temporary, if any, are recorded in operations as incurred. The Company's short term investments were marketable securities that approximated fair value as of December 31, 2021. |
Digital Assets | Digital Assets Digital assets, primarily consisting of bitcoin, are included in current assets in the accompanying consolidated balance sheets. Digital assets are classified as indefinite-lived intangible assets in accordance with ASC 350, Intangibles – Goodwill and Other , and are accounted for in connection with Greenidge’s revenue recognition policy disclosed below. Digital assets held are considered an intangible asset with an indefinite useful life, which is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. The Company determines the fair value of its digital assets on a nonrecurring basis in accordance with ASC 820, Fair Value Measurement , based on quoted prices on the active exchange(s) that the Company has determined is its principal market for bitcoin (Level 1 inputs). The Company performs an analysis each period to identify whether events or changes in circumstances, principally decreases in the quoted prices on active exchanges, indicate that it is more likely than not that its digital assets are impaired. Events or circumstances that may trigger an impairment assessment other than annually include but are not limited to material changes in the regulatory environment, potential technological changes in digital assets, and prolonged or material changes in the price of bitcoin below the carrying cost of the asset. Upon determining an impairment exists, the amount of the impairment is determined as the amount by which the carrying amount exceeds its fair value, which is measured using the quoted price of the digital asset at the time its fair value is being measured. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. The Company assessed its digital assets for impairment, and determined that no material impairments existed during the years ended December 31, 2021 and 2020. As of December 31, 2021 and 2020, the Company’s digital assets consisted of approximately 29.0 bitcoins compared to 26.1 bitcoins, respectively. Digital assets awarded to the Company through its mining activities are included within the operating activities in the accompanying consolidated statements of cash flows. The Company accounts for its gains or losses in accordance with the specific identification method of accounting. Gai ns and losses from the sales of digital assets are recorded in other expense, net in the accompanying consolidated statements of operations. |
Emissions Expense and Credits | Emissions Expense and Credits The Company participates in the Regional Greenhouse Gas Initiative (“RGGI”), which requires, by law, that the Company remit credits to offset 50 % of the Company’s annual emission expense in the following year, for each of the years in the three year control period (January 1, 2018 to December 31, 2020). In February 2021, the Company settled the emissions allowance for the control period. The Company continues to remit credits in accordance with RGGI. The Company recognizes expense on a per ton basis, where one ton is equal to one RGGI credit. The RGGI credits are recorded on a first in, first out (“FIFO”) basis. The Company incurred emissions expense of $ 2.6 million and $ 1.7 million for the years ended December 3, 2021 and 2020, respectively, which is included in power and capacity cost of revenue in the accompanying consolidated statements of operations. |
Carbon Offset Credits | Carbon Offset Credits The Company announced that effective June 1, 2021, it will operate an entirely carbon neutral cryptocurrency datacenter operation at its facility in the Town of Torrey, New York. The Company purchases voluntary carbon offsets from a portfolio of U.S. greenhouse gas reduction projects as one method to achieve this carbon neutrality. During the year ended December 31, 2021, the Company purchased $ 0.7 million of voluntary carbon offset credits. The voluntary carbon offset credits are expensed to cost of revenues on a specific identification basis when the Company applies it to its net zero goals, which is when the credits are surrendered to the applicable agency. During the year ended December 31, 2021, the Company recognized expense of $ 0.6 million associated with the voluntary carbon offset credits. |
Goodwill | Goodwill Acquisitions are accounted for using the acquisition method which requires allocation of the purchase price to assets acquired and liabilities assumed based on estimated fair values. Any excess of the purchase price over the fair value of the assets and liabilities acquired is recorded as goodwill. Allocations of the purchase price are based on preliminary estimates and assumptions at the date of acquisition and are subject to revision based on final information received, including appraisals and other analyses which support underlying estimates. The Company performs a goodwill impairment test annually in the fourth quarter or more frequently if events or circumstances indicate that an impairment loss may have been incurred. The applicable guidance allows an entity to first assess qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than carrying value. If it is determined that it is more likely than not that the fair value of a reporting unit is less than carrying value then the company will estimate and compare the fair value of its reporting units to their carrying value, including goodwill. If the carrying value of goodwill is not recoverable, an impairment is recognized for the difference. Fair value is determined through the use of projected future cash flows, multiples of earnings and sales and other factors. Such analysis requires the use of certain market assumptions and discount factors, which are subjective in nature. The Company’s goodwill relates to the Merger. See Notes 3 and 7. |
Intangible Assets | Intangible Assets Intangible assets relate to customer relationships and tradename acquired in the Merger (see Note 3), and are being amortized over the estimated period of benefit. The Company evaluates the recoverability of its intangible assets subject to amortization when facts and circumstances indicate that the carrying value of the asset may not be recoverable. If the carrying value is not recoverable, impairment is measured as the amount by which the carrying value exceeds its estimated fair value. Fair value is generally estimated based on either appraised value or other valuation techniques. |
Asset Retirement Obligations | Asset Retirement Obligations Asset retirement obligations are legal obligations associated with the retirement of long-lived assets. The obligations represent the present value of the estimated costs for an asset’s future retirement discounted using a credit-adjusted risk-free rate, and are recorded in the period in which the liability is incurred. The liabilities recognized relate to the decommissioning of a coal ash pond for coal combustion residuals (“CCR”), which are subject to federal and state regulations. In accordance with Federal law and ASC 410-20, Asset Retirement Obligations , the Company recorded an asset retirement obligation of $ 2.7 million and $ 2.3 million at December 31, 2021 and December 31, 2020, respectively. The Company expensed $ 0.1 million to other income and expense, net during both years ended December 31, 2021 and 2020 for the accretion of interest for the liability. Estimates are based on various assumptions including, but not limited to, closure cost estimates, timing of expenditures, escalation factors, discount rate of 5.00 % and methods for complying with CCR regulations. Additional adjustments to the asset retirement obligations are expected periodically due to potential changes in estimates and assumptions. |
Environmental Trust Liability | Environmental Liability The Company owns and operates a fully permitted landfill that also acts as a leachate treatment facility. In accordance with ASC 410-30, Environmental Obligations , the Company has recorded an environmental liability of $ 8.6 million and $ 4.9 million at December 31, 2021 and December 31, 2020, respectively. The liability has been determined based on estimated costs over an approximate 30-year period and assumes an annual inflation rate of 3.0 %. As required by the New York State Department of Environmental Conservation (“NYSDEC”), companies with landfills are required to fund a trust to cover closure costs and expenses after the landfill has stopped operating or, in lieu of a trust, may negotiate to maintain a letter of credit guaranteeing the payment of the liability. |
Leases | Leases On January 1, 2021, the Company adopted ASC 842, Leases (“ASC 842”). No lease arrangements were in place as of January 1, 2021. Following guidance in ASC 842, arrangements meeting the definition of a lease are classified as operating or financing leases and are recorded on the consolidated balance sheet. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term at the rate implicit in the lease or the Company’s incremental borrowing rate. The ROU asset is amortized over the lease term. Variable lease expenses, if any, are recorded when incurred. In calculating the ROU asset and related lease liability, the Company elected to combine lease and non-lease components. The Company excluded short-term leases having initial terms of 12 months or less from the new guidance as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term. ASC 842 requires the Company to recognize an ROU asset and a lease liability for all leases with terms greater than 12 months. The Company e ntered into two immaterial leases during t he year ended December 31, 2021 . The Company entered into a finance lease to finance the purchase of equipment and an operating lease for office space. These leases have terms of 3 years or less. As of December 31, 2021, the Company had recorded an ROU asset of $ 1.5 million and a lease obligation of $ 0.9 million. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of the Company's foreign subsidiaries, all of which are related to Support.com, is generally the local currency. Assets and liabilities of its wholly owned foreign subsidiaries are translated from their respective functional currencies at exchange rates in effect at the balance sheet date, and revenues and expenses are translated at average exchange rates prevailing during the year. Any material resulting translation adjustments are reflected as a separate component of stockholders’ equity in accumulated other comprehensive income. Realized foreign currency transaction gains (losses) were not material during the year ended December 31, 2021 . |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers . The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled to in exchange for those goods or services. The following five steps are applied to achieve that core principle: Step 1: Identify the contract, or contracts, with the customer; Step 2: Identify the performance obligations in the contract; Step 3: Determine the transaction price; Step 4: Allocate the transaction price to the performance obligations in the contract; and Step 5: Recognize revenue when, or as, the Company satisfies a performance obligation. In order to identify the performance obligations in a contract with a customer, the Company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: Variable consideration; Constraining estimates of variable consideration; The existence of a significant financing component in the contract; Noncash consideration; and Consideration payable to a customer. Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate Cryptocurrency Datacenter Revenue Greenidge has entered into digital asset mining pools by executing contracts with the mining pool operators to provide computing power to the mining pool. The contracts are terminable at any time by either party and Greenidge’s enforceable right to compensation only begins when Greenidge provides computing power to the mining pool operator. In exchange for providing computing power, Greenidge is entitled to a theoretical fractional share of the cryptocurrency award the mining pool operator receives less digital asset transaction fees to the mining pool operator. Revenue is measured as the value of the fractional share of the cryptocurrency award received from the pool operator, which has been reduced by the transaction fee retained by the pool operator, for Greenidge’s pro rata contribution of computing power to the mining pool operator for the successful solution of the current algorithm. Providing computing power in digital asset transaction verification services is an output of Greenidge’s ordinary activities. The provision of providing such computing power is the only performance obligation in Greenidge’s contracts with mining pool operators. The cryptocurrency that Greenidge receives as transaction consideration is noncash consideration, which Greenidge measures at fair value on the date received, which is not materially different than the fair value at the contract inception or the time Greenidge has earned the award from the pools. The consideration is all variable. Because it is not probable that a significant reversal of cumulative revenue will not occur, the consideration is constrained until the mining pool operator successfully places a block (by being the first to solve an algorithm) and Greenidge receives confirmation of the consideration it will receive, at which time revenue is recognized. Pool fees paid by miners to pooling operators are based on a fixed percentage of the theoretical bitcoin block reward and network transaction fees received by miners. Pooling fees are netted against daily bitcoin payouts. Greenidge does not expect any material future changes in pool fee percentages paid to pooling operators, however as pools become more competitive, these fees may trend lower over time. Fair value of the cryptocurrency award received is determined using the quoted price on Greenidge’s primary exchange of the related cryptocurrency at the time of receipt. There is currently no specific definitive guidance under GAAP or alternative accounting framework for the accounting for cryptocurrencies recognized as revenue or held, and management has exercised significant judgment in determining the appropriate accounting treatment. In the event authoritative guidance is enacted by the FASB, Greenidge may be required to change its policies, which could have an effect on the Company’s consolidated financial position and results of operations. Power and capacity revenue Greenidge recognizes power revenue at a point in time, when the electricity is delivered to the NYISO and its performance obligation is met. Greenidge recognizes revenue on capacity agreements over the life of the contract as its series of performance obligations are met as capacity to provide power is maintained. Sales tax, value-added tax, and other taxes Greenidge collects concurrent with revenue-producing activities are excluded from revenue. Incidental contract costs that are not material in the context of the delivery of goods and services are recognized as expense. There is no significant financing component in these transactions. Services and other revenue Services revenue is primarily comprised of fees for customer support and technology support services provided by Greenidge’s wholly owned subsidiary, Support.com. Support.com’s service programs are designed for enterprise clients, business and professional services clients, as well as the consumer, and include customer service, sales support, and technical support, including computer and mobile device set-up, security and support, virus and malware removal, wireless network set-up, and automation system onboarding and support. Support.com offers customer support, technical support, and technology services to large corporations, business and professional services organizations and consumers, directly and through its partners (which include communications providers, retailers, technology companies and others) and, to a lesser degree, directly through its website. Support.com transacts with customers via reseller programs, referral programs and direct transactions. In reseller programs, the partner generally executes the financial transactions with the customer and pays a fee to Support.com, which is recognized as revenue when the service is delivered. In referral programs, Support.com transacts with the customer directly and pays a referral fee to the referring party. In direct transactions, Support.com sells directly to the customer at the retail price. The services described above include four types of offerings: • Time-Based Services—In connection with the provisions of certain services programs, fees are calculated based on contracted time-based rates with partners. For these programs, revenue is recognized as services are performed, based on billable time of work delivered by technology professionals. These services programs also include performance standards, which may result in incentives or penalties, which are recognized as earned or incurred. • Tier-Based Services – In connection with the provisions of certain services programs, fees are calculated on partner subscription tiers based on number of subscribers. For these programs, revenue is recognized as services are performed, and are billed based on the tier level of number of subscribers supported by Support.com’s professional team. • Subscriptions—Customers purchase subscriptions or “service plans” under which certain services are provided over a fixed subscription period. Revenues for subscriptions are recognized ratably over the respective subscription periods. • Incident-Based Services—Customers purchase a discrete, one-time service. Revenue recognition occurs at the time of service delivery. Fees paid for services sold but not yet delivered are recorded as deferred revenue and recognized at the time of service delivery. Partners and corporate customers are generally invoiced monthly. Fees from customers via referral programs and direct transactions are generally paid with a credit card at the time of sale. Revenue is recognized net of any applicable sales tax. Services revenue also includes fees from licensing of Support.com cloud-based software. In such arrangements, customers receive a right to use Support.com cloud applications in their own support organizations. Support.com licenses its cloud-based software using a software-as-a-service (“SaaS”) model under which customers cannot take possession of the technology and pay Support.com on a per-user or usage basis during the term of the arrangement. Services and other revenue also includes, to a lesser extent, fees for end-user software products provided through direct customer downloads and through the sale of these end-user software products via partners. Support.com’s software is sold to customers primarily on an annual subscription with automatic renewal. Support.com provides regular, significant upgrades over the subscription period and therefore recognize revenue for these products ratably over the subscription period. Management has determined that these upgrades are not distinct, as the upgrades are an input into a combined output. In addition, management has determined that the frequency and timing of the software upgrades are unpredictable and therefore recognizes revenue consistent with the sale of the subscription. Support.com generally controls fulfillment, pricing, product requirements, and collection risk and therefore records the gross amount of revenue. Support.com provides a 30-day money back guarantee for the majority of its end-user software products. |
Fair Value Measurements | Fair Value Measurements The Company determines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy. The basis for fair value measurements for each level within the hierarchy is described below, with Level 1 having the highest priority and Level 3 having the lowest. The three levels of the fair value hierarchy are as follows: • Level 1 – inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2 – inputs are quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in non-active markets; and model-derived valuations whose inputs are observable or whose significant valuation drivers are observable. • Level 3 – inputs to valuation models are unobservable and/or reflect the Company’s market assumptions. The fair value hierarchy is based on maximizing the use of observable inputs and minimizing the use of unobservable inputs when measuring fair value. Classification within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company transfers the fair value of an asset or liability between levels of the fair value hierarchy at the end of the reporting period during which a significant change in the inputs used to determine the fair value has occurred. |
Cryptocurrency Datacenter Cost of Revenue | Cryptocurrency Datacenter Cost of Revenue Cost of revenue—cryptocurrency datacenter consists primarily of natural gas, emissions, payroll and benefits and other direct production costs associated with the megawatts generated for the digital mining operation. Cost of revenue – cryptocurrency datacenter does not include depreciation and amortization. |
Power and Capacity Cost of Revenue | Power and Capacity Cost of Revenue Cost of revenue—power and capacity consists primarily of natural gas, emissions, payroll and benefits and other direct production costs associated with the megawatts generated for the power produced by Greenidge and sold to the grid. Cost of revenue – power and capacity does not include depreciation and amortization. |
Cost of Services and Other Revenue | Cost of Services and Other Revenue Cost of revenue—services and other consists primarily of compensation costs and contractor expenses associated with people providing services, as well as the technology, telecommunications and other personnel-related expenses related to the delivery of services. To a lesser extent, cost of services and other revenue includes third-party royalty fees for end-user software products. Cost of revenue—services and other does not include depreciation and amortization. |
Selling, General, and Administrative Expenses | Selling, General, and Administrative Expenses Selling, general and administrative expenses consist primarily of administrative payroll and benefits, business development costs, professional fees, and insurance. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for share-based payment awards exchanged for services at the estimated grant date fair value of the award. Stock options issued under the Company’s equity incentive plans are granted with an exercise price equal to no less than the market price of the Company’s stock at the date of grant and expire up to ten years from the date of the grants. These options generally vest on the grant date or over a three year period. The Company estimates the fair value of the stock options grants using the Black-Scholes-Merton option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgement. Expected Term – The expected term of options represents the period that the Company’s stock-based awards are expected to be outstanding on the simplified method, which is the half-life from vesting to the end of its contractual term. Expected Volatility – The Company computes stock price volatility over expected terms based on reasonable estimates and comparable public companies as the Company had little trading history of its own common stock. Risk-Free Interest Rate – The Company bases the risk-free interest rate on the implied yield available on U.S. Treasury zero-coupon issues with an equivalent remaining term. Expected Dividend – The Company has never declared or paid any cash dividends on its common shares and does not plan to pay cash dividends in the foreseeable future, and, therefore, uses an expected dividend yield of zero in its valuation models. |
Income Taxes | Income Taxes Prior to the formation of Greenidge on January 27, 2021, GGH was treated as a partnership for federal and state income tax purposes. Therefore, no provision for federal or state taxes has been made for the year ended December 31, 2020. Subsequent to the restructuring incurred on January 29, 2021, the Company accounts for income taxes in accordance with FASB ASC Topic 740, Income Taxes . Deferred income tax assets and liabilities are determined based on the differences between financial statement carrying amounts and the tax basis of existing assets and liabilities. These differences are measured at the enacted tax rates that will be in effect when these differences reverse. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes. A valuation allowance is required to be recognized if it is “more likely than not” that the deferred tax asset will not be realized. The determination of the realizability of the deferred tax assets is highly subjective and dependent upon judgment concerning management’s evaluation of both positive and negative evidence, the forecasts of future income, applicable tax planning strategies, and assessments of the current and future economic and business conditions. Management believes that it is more likely than not that the Company will realize the benefits of these temporary differences and operating loss and tax credit carryforwards, net of valuation allowances. The Company recognizes and measures tax positions taken or expected to be taken in its tax return based on their technical merit and assesses the likelihood that the positions will be sustained upon examination based on the facts, circumstances and information available at the end of each period. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as part of the provision for income taxes. As of December 31, 2021, the Company has not recorded any amounts for unrecognized tax benefits. The Company’s management does not expect that total amount of unrecognized tax benefits will materially change over the next twelve months . |
Income (Loss) Per Share | Income (Loss) Per Share Basic net income (loss) per common share attributable to common shareholders is calculated by dividing net income (loss) attributable to common shareholders by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per common share attributable to common shareholders is calculated by dividing net income (loss) attributable to common shareholders by the diluted weighted average number of common shares outstanding for the period. Basic and diluted income (loss) per common share is not provided for the year ended December 31, 2020 as the Company was organized as an LLC during that period. The Company used the weighted average method in determining earnings per share in consideration of the conversion of participating securities to common shares due to the reorganization in January 2021. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current year’s presentation. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. As an emerging growth company, the Company has elected to adopt this pronouncement following the effective date for private companies beginning with periods beginning after December 15, 2021. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. Any new accounting standards, not disclosed above, that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption. |
Recent Accounting Pronouncements, Adopted | Recent Accounting Pronouncements, Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires lessees to recognize a right-of-use (“ROU”) asset and a lease liability for all leases with terms greater than 12 months and also requires disclosures by lessees and lessors about the amount, timing and uncertainty of cash flows arising from leases. Subsequent to the issuance of Topic 842, the FASB clarified the guidance through several ASUs including but not limited to ASU 2021-05; hereinafter the collection of lease guidance is referred to as “ASC 842”. On January 1, 2021, the Company adopted ASC 842. The Company had no leasing arrangements at the beginning of the period of adoption. As a result, no cumulative impact of adopting ASC 842 was recorded. The Company also elected to exclude leases with a term of 12 months or less in the recognized ROU assets and lease liabilities, when the likelihood of renewal is not probable. Refer to the discussion of Leases within this note for additional information. The Company determines if an arrangement is a lease at inception. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The lease terms used to calculate the ROU asset and related lease liability include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. |
MERGER WITH SUPPORT (Tables)
MERGER WITH SUPPORT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Summary of The Estimated Value of The Consideration Paid | The following table summarizes the estimated value of the consideration paid (purchase price): $ in thousands, except per share amount Support common stock exchanged 25,745,487 Exchange ratio 0.115 Greenidge Class A common stock exchanged 2,960,731 Greenidge common stock value per share $ 31.71 Consideration paid $ 93,885 |
Summary of The Preliminary Allocation of The Purchase Price to The Identifiable Assets Acquired and Liabilities | The following table summarizes the allocation of the purchase price to the identifiable assets acquired and liabilities assumed by Greenidge, with the excess of the purchase price over the fair value of Support.com’s net assets recorded as goodwill. During the fourth quarter of 2021, the Company finalized its allocation of the purchase price which resulted in measurement period adjustments that increased the preliminary value of deferred tax assets and reduced the preliminary value of intangible assets, with an offsetting adjustment that reduced goodwill. These adjustments are reflected in the table below. $ in thousands Cash and cash equivalents $ 27,113 Short term investments 496 Accounts receivable 5,383 Prepaid expenses and other current assets 713 Property and equipment 1,349 Other long-term assets 383 Accounts payable ( 117 ) Accrued expenses and other current liabilities ( 3,535 ) Other long-term liabilities ( 242 ) Intangible assets 3,810 Deferred tax assets 13,163 Goodwill 45,369 Total consideration $ 93,885 |
Summary of Identifiable Intangible Assets Determined on a Preliminary Basis | The following fair value estimates for identifiable intangible assets is based on assumptions that market participants would use in pricing an asset, based on the most advantageous market for the asset (i.e., its highest and best use). $ in thousands Identifiable Intangible Asset Useful Life Fair Value Customer relationships 4 years $ 3,320 Tradename 5 years 490 Total identifiable intangible assets $ 3,810 |
Summary of Supplemental Pro Forma Financial Information | The unaudited pro forma financial information reflects certain adjustments related to the acquisition, such as: • Conforming the accounting policies of Support.com to those applied by Greenidge; • Recording certain incremental expenses resulting from purchase accounting adjustments, such as amortization expense in connection with fair value adjustments to intangible assets; and • Recording the related tax effects of pro forma adjustments. For the Year Ended December 31, $ in thousands 2021 2020 Revenues $ 132,114 $ 63,978 Net loss $ ( 50,474 ) $ ( 3,517 ) |
MERGER AND OTHER COSTS (Tables)
MERGER AND OTHER COSTS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Schedule of Merger and Other Costs | The following table provides details of Merger and other costs for the year ended December 31, 2021: Year Ended $ in thousands December 31, 2021 Merger related costs: Investor fee paid in common stock (Note 11) $ 17,827 Advisor fee paid in warrants (Note 11) 8,779 Professional and other fees 1,936 Total Merger related costs 28,542 Public company filing related costs 3,730 Total Merger and other costs $ 32,272 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Information about Reportable Segment | The table below presents information about reportable segments for the years ended December 31, 2021 and 2020, respectively: Years Ended December 31, $ in thousands 2021 2020 Revenues: Cryptocurrency Datacenter and Power Generation $ 97,325 $ 20,114 Support Services 9,952 - Total Revenues $ 107,277 $ 20,114 Segment Adjusted EBITDA Cryptocurrency Datacenter and Power Generation $ 51,689 $ 3,050 Support Services 1,185 - Total Segments Adjusted EBITDA $ 52,874 $ 3,050 |
Schedule of Reconciliation of Total of Segments Adjusted EBITDA to Consolidated Loss Before Income Taxes | In addition, the table below provides a reconciliation of the total of the segments Adjusted EBITDA to the consolidated Loss before income taxes : Years Ended December 31, $ in thousands 2021 2020 Total Segments Adjusted EBITDA $ 52,874 $ 3,050 Depreciation and amortization ( 8,855 ) ( 4,564 ) Stock-based compensation ( 3,770 ) - Goodwill impairment charge ( 42,307 ) - Merger and other costs ( 32,272 ) - Expansion costs ( 2,362 ) ( 882 ) Interest expense, net ( 3,692 ) ( 664 ) Remeasurement of environmental liabilities ( 3,688 ) ( 230 ) Consolidated loss before income taxes $ ( 44,072 ) $ ( 3,290 ) |
Summary of Reconciliation to Consolidated Total Assets of Company | The table below provides segment assets, which exclude cash and cash equivalents and short term investments, and a reconciliation to the consolidated total assets of the Company: $ in thousands December 31, 2021 Cryptocurrency Datacenter and Power Generation $ 228,222 Support Services 29,950 Total segment assets 258,172 Cash and cash equivalents 82,599 Short term investments 496 Total assets $ 341,267 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment, net consisted of the following at December 31, 2021 and 2020: $ in thousands Estimated Useful December 31, 2021 December 31, 2020 Plant infrastructure 15 - 39 years $ 34,725 $ 33,944 Miners 5 years 48,121 10,236 Miner facility infrastructure 15 years 15,143 8,791 Land N/A 8,460 300 Equipment 5 years 1,660 211 Software 3 years 636 66 Coal ash impoundment 4 years 2,410 2,135 Construction in process N/A 25,856 3,989 Miner deposits N/A 98,110 5,959 235,121 65,631 Less: Accumulated depreciation ( 18,030 ) ( 8,986 ) $ 217,091 $ 56,645 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the carrying amount of goodwill | Changes in the carrying amount of goodwill for the year ended December 31, 2021 were as follows: $ in thousands Balance December 31, 2020 $ - Support acquisition (Note 3) 45,369 Impairment charge – Fourth Quarter (see below) ( 42,307 ) Balance December 31, 2021 $ 3,062 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Finite-Lived Intangible Assets | The following is a summary of finite-lived intangible assets: $ in thousands Intangible Assets Accumulated Amortization Intangible Assets, Net Balance December 31, 2020 $ - $ - $ - Customer relationships (Note 3) 3,320 ( 244 ) 3,076 Tradename (Note 3) 490 ( 29 ) 461 Balance December 31, 2021 $ 3,810 $ ( 273 ) $ 3,537 |
Schedule of Estimated Annual Amortization Expense | Total estimated annual amortization expense related to finite-lived intangibles is as follows: $ in thousands Amortization 2022 $ 928 2023 928 2024 928 2025 684 Thereafter 69 Total $ 3,537 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Notes Payable | The following table provides information on the Company's financing agreements: $ in thousands Balance as of: Note Loan Date Maturity Date Interest Initial December 31, 2021 December 31, 2020 Equipment Financings: A December 2020 June 2022 17.0 % $ 4,482 $ 1,245 $ 4,233 B December 2020 June 2022 17.0 % 428 95 404 C March 2021 November 2022 17.0 % 2,229 1,362 - D April 2021 December 2022 17.0 % 4,012 2,674 - E - H May 2021 October 2023 15.0 % 15,724 15,223 - I July 2021 January 2023 17.0 % 4,457 3,468 - J July 2021 March 2023 17.0 % 2,717 1,962 - K October 2021 June 2023 17.0 % 2,223 1,976 - Bonds Payable October 2021 October 2026 8.5 % 55,200 51,843 - Bonds Payable December 2021 October 2026 8.5 % 17,000 14,980 - 94,828 4,637 Less: Current portion ( 19,577 ) ( 3,273 ) $ 75,251 $ 1,364 |
Schedule of Maturities of Long-term Debt | Minimum future principal payments on debt as of December 31, 2021 were as follows: $ in thousands 2022 $ 19,577 2023 8,719 2024 - 2025 - 2026 72,200 Total $ 100,495 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Summary of notes payable to related party | Notes payable to related party consisted of the following: $ in thousands December 31, 2021 December 31, 2020 Note payable to a related party due June 2021 $ - $ 2,382 Note payable to a related party due May 2021 - 1,191 $ - $ 3,573 Less: Current Portion $ - $ ( 3,573 ) $ - $ - |
EQUITY BASED COMPENSATION (Tabl
EQUITY BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Unvested Restricted Common Stock Unit Awards Activity | The Company’s unvested restricted common stock unit awards activity for the year ended December 31, 2021 is summarized below: Weighted Average Grant Date RSUs Fair Value Unvested at December 31, 2020 - $ - Granted 631,920 6.70 Vested ( 114,933 ) 6.25 Unvested at December 31, 2021 516,987 $ 6.80 |
Schedule of Stock Options Activity | The Company’s stock options activity for the year ended December 31, 2021 is summarized below: Weighted Average Weighted Average Remaining Aggregate Exercise Price Contractual Life Intrinsic Options Per Share (in years) Value Outstanding at December 31, 2020 - $ - - Granted 753,968 6.07 Exercised ( 160,000 ) 6.25 Forfeited ( 10,888 ) 6.25 Outstanding at December 31, 2021 583,080 $ 6.01 9.2 $ 5,854 Exercisable as of December 31, 2021 257,484 $ 5.80 9.1 $ 2,639 |
Schedule of Weighted Average Assumptions Relating to the Valuation of Stock Options | The weighted average assumptions relating to the valuation of stock options granted for the year ended December 31, 2021 were as follows: Weighted average fair value of grants $ 1.55 Expected volatility 35 % Expected term (years) 4.0 Risk-free interest rate 0.5 % Expected dividend yield 0.0 % |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The components of income (loss) before the provision for income taxes are as follows: $ in thousands Year Ended December 31, 2021 Domestic $ ( 44,526 ) Foreign 454 Total $ ( 44,072 ) |
Schedule of Components of Provision Income Tax Expense | The components of the provision (benefit) for income taxes consist of the following: $ in thousands Year Ended December 31, 2021 Current tax provision: Federal $ - State 2,344 Foreign 137 Total current tax provision 2,481 Deferred tax provision: Federal 203 State ( 2,276 ) Foreign - Total deferred tax provision (benefit) ( 2,073 ) Total provision for income taxes $ 408 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the amounts at U.S. federal statutory tax rate to the Company’s effective tax rate is as follows: $ in thousands Year Ended December 31, 2021 Provision at federal statutory rate $ ( 9,255 ) State income taxes, net of federal tax benefits 54 Goodwill impairment 8,885 Other, net 724 Provision for income taxes $ 408 |
Schedule of Deferred income taxes and Liabilities | Deferred income taxes are provided for the tax effect of temporary differences between the financial reporting basis and the tax basis of assets and liabilities. Significant components of the Company’s deferred tax assets (liabilities) are as follows: $ in thousands Year Ended December 31, 2021 Deferred tax assets: Net operating loss carryforwards $ 21,716 Intangibles 268 Stock-based compensation 456 Capitalized costs 9,327 Other 469 Gross deferred tax assets 32,236 Less: valuation allowance ( 6,993 ) Deferred tax assets, net 25,243 Deferred tax liabilities: Investment in partnership ( 8,891 ) Property and equipment ( 659 ) Other ( 635 ) Deferred tax liabilities ( 10,185 ) Total net deferred tax assets $ 15,058 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of basic earnings and diluted per share of common stock | The following table sets forth a reconciliation of the numerator and denominator used to compute basic earnings and diluted per share of common stock. Basic earnings per share is applicable only for the period from January 29, 2021 through December 31, 2021, which is the period following the reorganization GGH into Greenidge (see Note 2) and presents the period that the Company had outstanding common stock. Year Ended $ in thousands, except per share amounts December 31, 2021 Numerator Net loss $ ( 44,480 ) Less: Net income attributable to the member units before the ( 648 ) Net loss attributable to Greenidge $ ( 45,127 ) Denominator Basic weighted average shares outstanding 31,995 Dilutive effect of equity awards - Dilutive effect of convertible preferred stock - Diluted weighted average shares outstanding 31,995 Loss per share Basic $ ( 1.41 ) Diluted $ ( 1.41 ) |
SUPPLEMENTAL BALANCE SHEET AN_2
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of additional prepaid expenses | The following table provides additional details of Prepaid expenses: $ in thousands December 31, 2021 December 31, 2020 Prepaid Insurance $ 7,266 $ 89 Other prepaid expenses 1,880 66 Prepaid expenses $ 9,146 $ 155 |
Summary of noncash investing and financing activities | The Company had the following noncash investing and financing activities during the years ended December 31: $ in thousands 2021 2020 Shares issued to Support.com shareholders upon Merger (Notes 3 and 11) $ 93,885 $ - Stock issued to purchase miners $ 991 $ - Contribution of Preferred Units, Senior Priority Units, and notes payable to related $ 72,048 $ - Issuance of shares for investor fee associated with successful completion of Merger (Notes 4 and 11) $ 17,826 $ - Issuance of warrants to advisor in connection with completion of Merger (Note 4 and 11) $ 8,779 $ - Property and equipment purchases financed with note payable $ - $ 4,910 Property and equipment purchases in accounts payable $ 2,769 $ 1,120 Property and equipment purchased with digital assets $ - $ 787 Notes payable principal and interest converted to members' equity $ - $ 13,926 Deemed distribution of GC preferred units $ - $ 1,276 Contribution of GC preferred units $ - $ 15,000 |
Summary of supplemental cash flow information | The following table provides supplemental cash flow information for cash paid for interest and taxes for the years ended December 31: $ in thousands 2021 2020 Cash paid for interest $ 2,385 $ 85 Cash paid for taxes $ 80 $ - |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2021shares | Dec. 31, 2021USD ($)Bitcoins | Dec. 31, 2020USD ($)Bitcoins | Jul. 01, 2020USD ($) | Oct. 02, 2019USD ($)shares | |
Number of digital assets | Bitcoins | 29 | 26.1 | |||
Percentage of annual emission expense and credit in the following year | 50.00% | ||||
Asset retirement obligation | $ 2,700,000 | $ 2,300,000 | |||
Accretion of asset retirement obligations | $ 140,000 | 142,000 | |||
Discount rate on asset retirement obligations | 5.00% | ||||
Discount rate on environmental trust liability during current period | 3.00% | ||||
Environmental trust liability | $ 8,615,000 | 4,927,000 | |||
Right-of-use assets | 1,472,000 | 0 | |||
Finance lease obligation | $ 900,000 | ||||
Share based compensation arrangement,expiration period | 10 years | ||||
Vesting period | 3 years | ||||
Benefit for income taxes | $ 408,000 | 0 | |||
Lease term description | The Company also elected to exclude leases with a term of 12 months or less in the recognized ROU assets and lease liabilities, when the likelihood of renewal is not probable. | ||||
Equipment [Member] | |||||
Right-of-use assets | $ 1,500,000 | ||||
Maximum [Member] | |||||
Lessee, Operating Lease, Term of Contract | 3 years | ||||
Cost of Sales [Member] | |||||
Emissions expense | $ 2,600,000 | 1,700,000 | |||
Purchase of voluntary carbon offset credits | 700,000 | ||||
Voluntary Carbon Offset Credits Expense | 600,000 | ||||
Other Income And Expense [Member] | |||||
Accretion of asset retirement obligations | $ 100,000 | $ 100,000 | |||
Greenidge Blocker Corp [Member] | |||||
Preferred unit, issued | shares | 15,000 | ||||
Preferred unit, issuance value | $ 16,300,000 | $ 15,000 | |||
ASC 842 [Member] | |||||
Lease term description | The Company excluded short-term leases having initial terms of 12 months or less from the new guidance as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term. | ||||
GGHI Class B Common Stock [Member] | |||||
Shares issued in exchange for acquisition of ownership interests | shares | 28,000,000 |
MERGER WITH SUPPORT - Additiona
MERGER WITH SUPPORT - Additional Information (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)d$ / shares | Dec. 31, 2020USD ($)$ / shares | Sep. 13, 2021$ / shares | |
Business Acquisition [Line Items] | |||
Common stock, Par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | |
business acquisition proforma costs | $ 36,700 | ||
Loss from operations | $ (37,133) | $ (2,631) | |
Common Class A [Member] | |||
Business Acquisition [Line Items] | |||
Common stock, Par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | |
Exchange ratio | 0.115 | ||
Consideration paid | $ 93,900 | ||
Greenidge Generation Holdings Inc [Member] | |||
Business Acquisition [Line Items] | |||
Common stock, Par or stated value per share | $ / shares | $ 31.71 | ||
Exchange ratio | 0.115 | ||
Consideration paid | $ 93,885 | ||
Trading days | d | 10 | ||
Revenue | $ 10,000 | ||
transaction costs after tax | 27,700 | ||
Loss from operations | 41,600 | ||
Goodwill impairment charge | $ 42,300 |
MERGER WITH SUPPORT - Summary o
MERGER WITH SUPPORT - Summary of The Estimated Value of The Consideration Paid (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)$ / sharesshares | Sep. 13, 2021$ / shares | Dec. 31, 2020$ / shares | |
Business Acquisition [Line Items] | |||
Common stock, Par or stated value per share | $ 0.0001 | $ 0.0001 | |
Common Class A [Member] | |||
Business Acquisition [Line Items] | |||
Exchange ratio | 0.115 | ||
Common stock, Par or stated value per share | $ 0.0001 | $ 0.0001 | |
Consideration paid | $ | $ 93,900 | ||
Greenidge Generation Holdings Inc [Member] | |||
Business Acquisition [Line Items] | |||
Support common stock exchanged | shares | 25,745,487 | ||
Exchange ratio | 0.115 | ||
Common stock, Par or stated value per share | $ 31.71 | ||
Consideration paid | $ | $ 93,885 | ||
Greenidge Generation Holdings Inc [Member] | Common Class A [Member] | |||
Business Acquisition [Line Items] | |||
Support common stock exchanged | shares | 2,960,731 |
MERGER WITH SUPPORT - Summary_2
MERGER WITH SUPPORT - Summary of The Preliminary Allocation of The Purchase Price to The Identifiable Assets Acquired and (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||
Goodwill | $ 3,062 | $ 0 |
Total consideration | 93,885 | $ 0 |
Greenidge Generation Holdings Inc [Member] | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | 27,113 | |
Short-term investments | 496 | |
Accounts receivable | 5,383 | |
Prepaid expenses and other current assets | 713 | |
Property and equipment | 1,349 | |
Other long-term assets | 383 | |
Accounts payable | (117) | |
Accrued expenses and other current liabilities | (3,535) | |
Other long-term liabilities | (242) | |
Intangible assets | 3,810 | |
Deferred tax liability | (13,163) | |
Goodwill | 45,369 | |
Total consideration | $ 93,885 |
MERGER WITH SUPPORT - Summary_3
MERGER WITH SUPPORT - Summary of Identifiable Intangible Assets Determined on a Preliminary Basis (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Business Acquisition [Line Items] | |
Intangible Assets, Gross (Excluding Goodwill) | $ 3,810 |
Customer Relationships [Member] | |
Business Acquisition [Line Items] | |
Estimated useful life | 4 years |
Intangible Assets, Gross (Excluding Goodwill) | $ 3,320 |
Trade Names [Member] | |
Business Acquisition [Line Items] | |
Estimated useful life | 5 years |
Intangible Assets, Gross (Excluding Goodwill) | $ 490 |
MERGER WITH SUPPORT - Summary_4
MERGER WITH SUPPORT - Summary of Supplemental Pro Forma Financial Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||
Net (loss) income | $ (44,480) | $ (3,290) |
Greenidge Generation Holdings Inc [Member] | ||
Business Acquisition [Line Items] | ||
Revenues | 132,114 | 63,978 |
Net (loss) income | $ (50,474) | $ (3,517) |
MERGER AND OTHER COSTS - Schedu
MERGER AND OTHER COSTS - Schedule of Merger and Other Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Business Combinations [Abstract] | ||
Investor fee paid in common stock (Note 11) | $ 17,827 | |
Advisor fee paid in warrants (Note 11) | 8,779 | |
Professional and other fees | (1,936) | |
Total Merger related costs | 28,542 | |
Public company filing related costs | 3,730 | |
Total Merger and other costs | $ 32,272 | $ 0 |
SEGMENT INFORMATION - Additiona
SEGMENT INFORMATION - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2021Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Number of reportable segment | 2 |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Information about Reportable Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Total revenue | $ 107,277 | $ 20,114 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 107,277 | 20,114 |
Total Segments Adjusted EBITDA | 52,874 | 3,050 |
Cryptocurrency Datacenter and Power Generation [Member] | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 87,897 | 13,016 |
Cryptocurrency Datacenter and Power Generation [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 97,325 | 20,114 |
Total Segments Adjusted EBITDA | 51,689 | 3,050 |
Support Services [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 9,952 | 0 |
Total Segments Adjusted EBITDA | $ 1,185 | $ 0 |
SEGMENT INFORMATION - Schedul_2
SEGMENT INFORMATION - Schedule of Reconciliation of Total of Segments Adjusted EBITDA to Consolidated Loss Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Goodwill impairment charge | $ (42,307) | $ 0 |
Merger and other costs | 32,272 | 0 |
Interest expense, net | 3,670 | 91 |
INCOME (LOSS) BEFORE INCOME TAXES | (44,072) | (3,290) |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Segments Adjusted EBITDA | 52,874 | 3,050 |
Depreciation and amortization | (8,855) | (4,564) |
Stock-based compensation | (3,770) | 0 |
Goodwill impairment charge | (42,307) | 0 |
Merger and other costs | (32,272) | 0 |
Expansion costs | (2,362) | (882) |
Interest expense, net | (3,692) | (664) |
Remeasurement of environmental liabilities | (3,688) | (230) |
INCOME (LOSS) BEFORE INCOME TAXES | (44,072) | (3,290) |
Support Services [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Segments Adjusted EBITDA | $ 1,185 | $ 0 |
SEGMENT INFORMATION - Summary o
SEGMENT INFORMATION - Summary of Reconciliation to Consolidated Total Assets of Company (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Segment Reporting Asset Reconciling Item [Line Items] | |||
Total assets | $ 341,267 | $ 64,567 | |
Cash and cash equivalents | 82,599 | 5,052 | $ 11,750 |
Short term investments | 496 | $ 0 | |
Operating Segments [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Total assets | 258,172 | ||
Cryptocurrency Datacenter and Power Generation [Member] | Operating Segments [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Total assets | 228,222 | ||
Support Services [Member] | Operating Segments [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Total assets | $ 29,950 |
PROPERTY AND EQUIPMENT - Summar
PROPERTY AND EQUIPMENT - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 235,121 | $ 65,631 |
Less: Accumulated depreciation | (18,030) | (8,986) |
Property and equipment, net | 217,091 | 56,645 |
Plant infrastructure [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 34,725 | 33,944 |
Plant infrastructure [Member] | Minimum [Member] | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful lives | 15 years | |
Plant infrastructure [Member] | Maximum [Member] | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful lives | 39 years | |
Miners [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 48,121 | 10,236 |
Estimated useful lives | 5 years | |
Miner facility infrastructure [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 15,143 | 8,791 |
Estimated useful lives | 15 years | |
Land [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 8,460 | 300 |
Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,660 | 211 |
Estimated useful lives | 5 years | |
Software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 636 | 66 |
Estimated useful lives | 3 years | |
Coal ash impoundment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 2,410 | 2,135 |
Estimated useful lives | 4 years | |
Construction in progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 25,856 | 3,989 |
Miner deposits [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 98,110 | $ 5,959 |
PROPERTY AND EQUIPMENT - Additi
PROPERTY AND EQUIPMENT - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property Plant And Equipment [Abstract] | ||
Depreciation expense | $ 8.9 | $ 4.6 |
GOODWILL - Summary of Changes i
GOODWILL - Summary of Changes in the carrying amount of goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill, Beginning Balance | $ 0 | |
Support acquisition | 45,369 | |
Goodwill impairment charge | (42,307) | $ 0 |
Goodwill, Ending Balance | $ 3,062 | $ 0 |
GOODWILL (Additional Informatio
GOODWILL (Additional Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill impairment charge | $ 42,307 | $ 0 |
INTANGIBLE ASSETS - Summary of
INTANGIBLE ASSETS - Summary of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets | $ 3,810 | $ 0 |
Accumulated Amortization | (273) | 0 |
Intangible Assets, Net | 3,537 | $ 0 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets | 3,320 | |
Accumulated Amortization | (244) | |
Intangible Assets, Net | 3,076 | |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets | 490 | |
Accumulated Amortization | (29) | |
Intangible Assets, Net | $ 461 |
INTANGIBLE ASSETS (Additional I
INTANGIBLE ASSETS (Additional Information) (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Weighted-average amortization period | 3 years 9 months 18 days |
INTANGIBLE ASSETS - Schedule of
INTANGIBLE ASSETS - Schedule of Estimated Annual Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2022 | $ 928 | |
2023 | 928 | |
2024 | 928 | |
2025 | 684 | |
Thereafter | 69 | |
Intangible Assets, Net | $ 3,537 | $ 0 |
DEBT - Summary of Notes Payable
DEBT - Summary of Notes Payable (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||
Less: Current portion | $ (19,577) | $ (3,273) |
Notes payable, net of current portion | 75,251 | 1,364 |
Equipment Finance Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | 94,828 | 4,637 |
Less: Current portion | (19,577) | (3,273) |
Notes payable, net of current portion | 75,251 | 1,364 |
Equipment Finance Agreement [Member] | Miner Equipment Note A [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 1,245 | 4,233 |
Loan Date | Dec. 31, 2020 | |
Maturity Date | Jun. 30, 2022 | |
Interest Rate | 17.00% | |
Initial Financing | $ 4,482 | |
Equipment Finance Agreement [Member] | Miner Equipment Note B [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 95 | 404 |
Loan Date | Dec. 31, 2020 | |
Maturity Date | Jun. 30, 2022 | |
Interest Rate | 17.00% | |
Initial Financing | $ 428 | |
Equipment Finance Agreement [Member] | Miner Equipment Note C [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 1,362 | 0 |
Loan Date | Mar. 31, 2021 | |
Maturity Date | Nov. 30, 2022 | |
Interest Rate | 17.00% | |
Initial Financing | $ 2,229 | |
Equipment Finance Agreement [Member] | Miner Equipment Note D [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 2,674 | 0 |
Loan Date | Apr. 30, 2021 | |
Maturity Date | Dec. 31, 2022 | |
Interest Rate | 17.00% | |
Initial Financing | $ 4,012 | |
Equipment Finance Agreement [Member] | Miner Equipment Note E And H [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 15,223 | 0 |
Loan Date | May 31, 2021 | |
Maturity Date | Oct. 31, 2023 | |
Interest Rate | 15.00% | |
Initial Financing | $ 15,724 | |
Equipment Finance Agreement [Member] | Miner Equipment Note I [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 3,468 | 0 |
Loan Date | Jul. 31, 2021 | |
Maturity Date | Jan. 31, 2023 | |
Interest Rate | 17.00% | |
Initial Financing | $ 4,457 | |
Equipment Finance Agreement [Member] | Miner Equipment Note J [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 1,962 | 0 |
Loan Date | Jul. 31, 2021 | |
Maturity Date | Mar. 31, 2023 | |
Interest Rate | 17.00% | |
Initial Financing | $ 2,717 | |
Equipment Finance Agreement [Member] | Miner Equipment Note K [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 1,976 | 0 |
Loan Date | Oct. 31, 2021 | |
Maturity Date | Jun. 30, 2023 | |
Interest Rate | 17.00% | |
Initial Financing | $ 2,223 | |
Equipment Finance Agreement [Member] | Bonds Payable | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 51,843 | 0 |
Loan Date | Oct. 31, 2021 | |
Maturity Date | Oct. 31, 2026 | |
Interest Rate | 8.50% | |
Initial Financing | $ 55,200 | |
Equipment Finance Agreement [Member] | Bonds Payable | ||
Debt Instrument [Line Items] | ||
Notes Payable, Total | $ 14,980 | $ 0 |
Loan Date | Dec. 31, 2021 | |
Maturity Date | Oct. 31, 2026 | |
Interest Rate | 8.50% | |
Initial Financing | $ 17,000 |
DEBT - Additional information (
DEBT - Additional information (Details) - USD ($) $ in Millions | 2 Months Ended | 12 Months Ended | |||
Dec. 31, 2025 | Oct. 31, 2025 | Oct. 31, 2024 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||||
Interest Expense | $ 3.7 | $ 0.6 | |||
National value | 100.5 | ||||
Debt amount | (97.5) | ||||
Unamortized discounts and debt issuance costs | 5.7 | ||||
Bonds Payable | |||||
Debt Instrument [Line Items] | |||||
Senior Notes | $ (72.2) | ||||
Interest Rate | 8.50% | ||||
Maturity Date | Oct. 31, 2026 | ||||
Notes for cash | The Company may redeem the Notes for cash in whole or in part at any time (i) on or after October 31, 2023 and prior to October 31, 2024, at a price equal to 102% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, (ii) on or after October 31, 2024 and prior to October 31, 2025, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, and (iii) on or after October 31, 2025 and prior to maturity, at a price equal to 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption. In addition, the Company may redeem the Notes, in whole, but not in part, at any time at its option, at a redemption price equal to 100.5% of the principal amount plus accrued and unpaid interest to, but not including, the date of redemption, upon the occurrence of certain change of control events. | ||||
Debt Instrument Redeem Percentage | 100.50% | ||||
Forecast | Bonds Payable | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redeem Percentage | 100.00% | 101.00% | 102.00% | ||
Notes Payable [member] | |||||
Debt Instrument [Line Items] | |||||
Equipment and principal borrowings | $ 3.4 |
Debt - Minimum future principal
Debt - Minimum future principal payments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 19,577 |
2023 | 8,719 |
2024 | 0 |
2025 | 0 |
2026 | 72,200 |
Total | $ 100,495 |
RELATED PARTY TRANSACTIONS - Ad
RELATED PARTY TRANSACTIONS - Additional information (Details) | Mar. 19, 2021USD ($) | Dec. 31, 2021USD ($)ft²a | Dec. 31, 2021USD ($)ft²a | Dec. 31, 2020USD ($) | Jul. 01, 2020USD ($) | Oct. 02, 2019USD ($)shares |
Related Party Transaction [Line Items] | ||||||
Notes payable to related party | $ 0 | $ 0 | $ 3,573,000 | |||
Interest Expense | $ 3,700,000 | 600,000 | ||||
Spartanburg Facility [Member] | Series Of Individually Immaterial Asset Acquisitions [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Purchase Price of the Property | $ 15,000,000 | |||||
Spartanburg Facility [Member] | Building [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Area Of Land | ft² | 750,000 | 750,000 | ||||
Spartanburg Facility [Member] | Land [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Area Of Land | a | 175 | 175 | ||||
Notes Payable Interest Rate At 8 With Due June 2021 [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable to related party | 2,382,000 | |||||
Notes Payable Interest Rate At 8 With Due May 2021 [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable to related party | $ 0 | $ 0 | 1,191,000 | |||
Greenidge Blocker Corp [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Preferred unit, issued | shares | 15,000 | |||||
Preferred unit, issuance value | $ 16,300,000 | $ 15,000 | ||||
Letter of Credit [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Net proceeds from new line of credit | $ 10,000,000 | |||||
Letter of Credit [Member] | New York State Department of Environmental Conservation [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Repayments of lines of credit | 5,000,000 | |||||
Letter of Credit [Member] | Empire Pipeline Incorporated [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Repayments of lines of credit | 3,600,000 | |||||
Atlas [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Limited guaranty payment | 1,000,000 | 1,000,000 | ||||
Exposure under guarantee | $ 0 | 0 | ||||
Atlas [Member] | Notes Payable Interest Rate At 8 With Due June 2021 [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable to related party | 2,400,000 | |||||
Atlas [Member] | Notes Payable Interest Rate At 8 With Due May 2021 [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable to related party | 1,200,000 | |||||
Atlas [Member] | Letter of Credit [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Line of credit fees | $ 78,000 | $ 184,000 | ||||
Promissory Note Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 8.00% | 8.00% |
RELATED PARTY TRANSACTIONS - Su
RELATED PARTY TRANSACTIONS - Summary of notes payable to related party (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | ||
Notes payable | $ 0 | $ 0 |
Less: Current Portion | 0 | (3,573) |
Notes payable to related party | 0 | 3,573 |
Notes Payable Interest Rate At 8 With Due June 2021 [Member] | ||
Related Party Transaction [Line Items] | ||
Notes payable | 0 | |
Notes payable to related party | 2,382 | |
Notes Payable Interest Rate At 8 With Due May 2021 [Member] | ||
Related Party Transaction [Line Items] | ||
Notes payable to related party | $ 0 | $ 1,191 |
STOCKHOLDERS' EQUITY - Addition
STOCKHOLDERS' EQUITY - Additional Information (Details) | Oct. 06, 2021shares | Sep. 15, 2021USD ($) | Mar. 16, 2021 | Sep. 30, 2021shares | Jan. 31, 2021USD ($)$ / sharesshares | Jul. 31, 2020USD ($) | Oct. 31, 2018shares | Dec. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Sep. 13, 2021$ / sharesshares |
Class Of Stock [Line Items] | ||||||||||
Common stock, Shares authorized | 3,000,000,000 | 0 | ||||||||
Common stock, Par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||
Preferred stock, Shares authorized | 20,000,000 | 20,000,000 | ||||||||
Preferred stock, Par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||
Stockholders equity note stock split | 4-to-1 | |||||||||
Preferred stock, Shares outstanding | 0 | |||||||||
Common stock, Shares issued | 40,865,336 | 0 | ||||||||
Common stock | $ | $ 4,000 | $ 0 | ||||||||
Payment of stock issuance costs | $ | $ 2,296,000 | |||||||||
Common units, outstanding | 750 | |||||||||
Common stock, Shares outstanding | 40,865,336 | 0 | ||||||||
Maximum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Maximum class A common stock and class B common stock shares in excess of the exchange cap | 19.99% | |||||||||
Preferred Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Preferred stock, Shares authorized | 20,000,000 | |||||||||
Preferred stock, Par or stated value per share | $ / shares | $ 0.0001 | |||||||||
Greenidge Generation Holdings Inc [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Number of tranche | $ | 2 | |||||||||
Greenidge Generation Holdings Inc [Member] | Preferred Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Preferred units, voting rights | one vote per preferred unit | |||||||||
Greenidge Generation Holdings Inc [Member] | Tranche One | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Partners' Capital Account, Exchanges and Conversions | $ | $ 13,900,000 | |||||||||
Greenidge Generation Holdings Inc [Member] | Tranche Two | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Partners' Capital Account, Exchanges and Conversions | $ | $ 16,300,000 | |||||||||
Support Com | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Payment of stock issuance costs | $ | $ 2,297,000 | |||||||||
Greenidge Common Stock | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, Stock Splits | 28,000,000 | |||||||||
Stockholders equity note stock split | 4-for-1 | |||||||||
Private Placement | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Proceeds from issuance of private placement | $ | $ 37,100,000 | |||||||||
Equity Incentive Plan | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Shares based payment arrangement, shares purchased for award | 1,250 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 750 | |||||||||
Shares based payment arrangement, equity instrument other than option, vested in period | 730 | |||||||||
Shares based payment arrangement, equity instrument other than option, non vested units | 20 | |||||||||
Shares based payment arrangement, vesting rights percentage | 100.00% | |||||||||
Common Stock Purchase Agreement and Registration Rights Agreement [Member] | Private Placement | Greenidge Generation Holdings Inc [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Proceeds from common stock purchase agreement | $ | $ 200,000,000 | |||||||||
Common Stock Purchase Agreement and Registration Rights Agreement [Member] | Private Placement | Greenidge Generation Holdings Inc [Member] | Maximum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Discount rate | 6.00% | |||||||||
Common Stock Purchase Agreement and Registration Rights Agreement [Member] | Private Placement | Greenidge Generation Holdings Inc [Member] | Minimum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Discount rate | 5.00% | |||||||||
Common Class A [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock, Shares authorized | 2,400,000,000 | |||||||||
Common stock, Par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||
Stock issued during period shares, Conversion of convertible securities | 5,760,000 | |||||||||
Common stock, Shares issued | 12,338,964 | |||||||||
Payment of stock issuance costs | $ | $ 3,500,000 | |||||||||
Additional Common Stock Shares Issued | 2,132,500 | |||||||||
Additional Common Stock Value Issued | $ | $ 51,000,000 | |||||||||
Stock owned | 16.60% | |||||||||
Warrant To Purchase | 344,800 | |||||||||
Exercise Price | $ / shares | $ 6.25 | |||||||||
Fair Value Of warrant | $ | $ 8,800,000 | |||||||||
Common stock, Shares outstanding | 12,338,964 | |||||||||
Common Class A [Member] | Minimum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Investors obligation to purchase own issued and outstanding shares | 4.99% | |||||||||
Common Class A [Member] | Support Com | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Additional Common Stock Shares Issued | 562,174 | |||||||||
Additional Common Stock Value Issued | $ | $ 17,800,000 | |||||||||
Common Class A [Member] | Greenidge Common Stock | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Additional Common Stock Shares Issued | 3,500,000 | |||||||||
Common Class A [Member] | Merger Agreement [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock, Shares issued | 2,960,731 | |||||||||
Common stock | $ | $ 93,900,000 | |||||||||
Payment of stock issuance costs | $ | $ 91,600,000 | |||||||||
Common Class A [Member] | Common Stock Purchase Agreement and Registration Rights Agreement [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Proceeds from issuance of private placement | $ | $ 500,000,000 | |||||||||
Common Class B [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock, Shares authorized | 600,000,000 | |||||||||
Common stock, Par or stated value per share | $ / shares | $ 0.0001 | |||||||||
Stock issued during period shares, Conversion of convertible securities | 720,000 | |||||||||
Common stock, Shares issued | 28,526,372 | |||||||||
Common stock, Shares outstanding | 28,526,372 | |||||||||
Common Class B [Member] | Common Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common Stock, voting rights | ten votes per share | |||||||||
GGHI Class B Common Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Shares issued in exchange for acquisition of ownership interests | 28,000,000 | |||||||||
GGHI Class B Common Stock [Member] | Greenidge Common Stock | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Shares issued in exchange for acquisition of ownership interests | 7,000,000 | |||||||||
GGHI Class B Common Stock [Member] | Private Placement | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Conversion of Stock, Shares Converted | 750 | |||||||||
Series A Redeemable Convertible Preferred Stock | Private Placement | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Stock issued during period, Shares | 1,620,000 | |||||||||
Shares issued, Price per share | $ / shares | $ 25 | |||||||||
Gghi Class A Common Stock [Member] | Common Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common Stock, voting rights | one vote per share |
EQUITY BASED COMPENSATION - Add
EQUITY BASED COMPENSATION - Additional Information (Detail) - USD ($) | Mar. 16, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Feb. 28, 2021 |
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||
Vesting period | 3 years | |||
Stock-based compensation expense | $ 3,800,000 | $ 0 | ||
Stockholders equity note stock split | 4-to-1 | |||
Common Class A [Member] | ||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||
Common stock reserved for issuance | 1,827,080 | |||
Restricted Common Stock Unit [Member] | ||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 631,920 | |||
Fair market value of the awards granted | $ 3,900,000 | |||
Unrecognized compensation cost | $ 2,600,000 | |||
Weighted average vesting period | 2 years 2 months 12 days | |||
Share-based Payment Arrangement, Option | ||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||
Unrecognized compensation cost | $ 300,000 | |||
Weighted average vesting period | 1 year 4 months 24 days | |||
Fair market value of award, Options granted | $ 1,200,000 | |||
Granted | 753,968 | |||
2021 Equity Plan [Member] | ||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||
Common stock reserved for issuance | 3,831,112 | |||
2021 Equity Plan [Member] | Common Class A [Member] | ||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||
Granted | 3,831,112 | |||
2021 Equity Plan [Member] | Restricted Common Stock Unit [Member] | ||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 631,920 | |||
Vesting period | 3 years |
EQUITY BASED COMPENSATION - Sch
EQUITY BASED COMPENSATION - Schedule of Unvested Restricted Common Stock Unit Awards Activity (Detail) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Granted | $ 1.55 |
Restricted Common Stock Unit [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Granted | shares | 631,920 |
Vested | shares | (114,933) |
Unvested at December 31, 2021 | shares | 516,987 |
Granted | $ 6.70 |
Vested | 6.25 |
Unvested at December 31, 2021 | $ 6.80 |
EQUITY BASED COMPENSATION - S_2
EQUITY BASED COMPENSATION - Schedule of Stock Options Activity (Detail) - Common Stock Options [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding at December 31, 2020 | shares | 0 |
Granted | shares | 753,968 |
Exercised | shares | (160,000) |
Forfeited | shares | (10,888) |
Outstanding at December 31, 2020 | shares | 583,080 |
Options vested and exercisable as of December 31, 2021 | shares | 257,484 |
Weighted Average Exercise Price Per Share,Outstanding at December 31, 2020 | $ / shares | $ 0 |
Weighted Average Exercise Price Per Share, Granted | $ / shares | 6.07 |
Weighted Average Exercise Price Per Share, Exercised | $ / shares | 6.25 |
Weighted Average Exercise Price Per Share, Forfeited | $ / shares | 6.25 |
Weighted Average Exercise Price Per Share, Outstanding at December 31, 2020 | $ / shares | 6.01 |
Options vested and exercisable as of December 31, 2021 | $ / shares | $ 5.80 |
Weighted Average Remaining Contractual Life (in years) | 9 years 2 months 12 days |
Options vested and exercisable as of December 31, 2021 | 9 years 1 month 6 days |
Aggregate Intrinsic Value, Outstanding at December 31, 2020 | $ | $ 5,854 |
Aggregate Intrinsic Value, Exercisable as of December 31, 2021 | $ | $ 2,639 |
EQUITY BASED COMPENSATION - S_3
EQUITY BASED COMPENSATION - Schedule of Weighted Average Assumptions Relating to the Valuation of Stock Options (Detail) | 12 Months Ended |
Dec. 31, 2021$ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Weighted average fair value of grants | $ 1.55 |
Expected volatility | 35.00% |
Expected term (years) | 4 years |
Risk-free interest rate | 0.50% |
Expected dividend yield | 0.00% |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
Deferred Tax Assets, Valuation Allowance | $ 6,993 | |
Effective income tax rate as a percentage | 0.90% | |
Benefit for income taxes | $ 408 | $ 0 |
Operating Loss Carryforwards | $ 69,700 | |
Operating loss carryforwards limitations on use | The federal statute of limitation is three years and the state and foreign statutes of limitations are three to four years. | |
U.S. | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | $ 1,200 | |
Operating Loss Carryforwards, Expiration Year | 2023 | |
State | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | $ 92,300 | |
Operating Loss Carryforwards, Expiration Year | 2023 | |
Foreign | ||
Operating Loss Carryforwards [Line Items] | ||
Deferred Tax Assets, Valuation Allowance | $ 7,000 | |
Operating Loss Carryforwards | $ 6,100 | |
Operating Loss Carryforwards, Expiration Year | 2029 |
INCOME TAXES - Schedule of Comp
INCOME TAXES - Schedule of Components of (Loss) Income Before Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Domestic | $ (44,526) | |
Foreign | 454 | |
Total | $ (44,072) | $ (3,290) |
INCOME TAXES - Schedule of (Ben
INCOME TAXES - Schedule of (Benefit from) Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Current tax provision: | ||
Federal | $ 0 | |
State | 2,344 | |
Foreign | 137 | |
Current Income Tax Expense (Benefit), Total | 2,481 | |
Deferred tax provision: | ||
Federal | 203 | |
State | (2,276) | |
Foreign | 0 | |
Deferred Income Tax Expense (Benefit), Total | (2,073) | $ 0 |
Total provision for income taxes | $ 408 | $ 0 |
INCOME TAXES - Schedule of amou
INCOME TAXES - Schedule of amounts at U.S. federal statutory tax rate to the Companys effective tax rate (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Provision at federal statutory rate | $ (9,255) | |
State income taxes, net of federal tax benefits | 54 | |
Goodwill impairment | 8,885 | |
Other, net | 724 | |
Total provision for income taxes | $ 408 | $ 0 |
INCOME TAXES - Schedule of Co_2
INCOME TAXES - Schedule of Components of Deferred Tax Assets and Liabilities (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Deferred tax assets: | |
Net operating loss carryforwards | $ 21,716 |
Intangibles | 268 |
Stock based compensation | 456 |
Capitalized costs | 9,327 |
Other | 469 |
Gross deferred tax assets | 32,236 |
Less: valuation allowance | 6,993 |
Deferred tax assets, net | 25,243 |
Deferred tax liabilities: | |
Investment in partnership | (8,891) |
Property and equipment | (659) |
Other | (635) |
Deferred tax liabilities | (10,185) |
Total net deferred tax assets | $ 15,058 |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of Basic Earnings and Diluted Per Share of Common Stock (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator | ||
Net (loss) income | $ (44,480) | $ (3,290) |
Less: Net income attributable to the member units units before the reorganization | (648) | |
Net loss attributable to Greenidge | $ (45,127) | |
Denominator | ||
Basic weighted average shares outstanding | 31,995 | |
Dilutive effect of equity awards | 0 | |
Dilutive effect of convertible preferred stock | 0 | |
Diluted weighted average shares outstanding | 31,995 | |
Loss per share | ||
Basic | $ (1.41) | |
Diluted | $ (1.41) |
EARNINGS PER SHARE - Additional
EARNINGS PER SHARE - Additional Information (Detail) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share Basic [Line Items] | ||
Common stock, Shares outstanding | 40,865,336 | 0 |
Antidilutive securities excluded from computation of earnings per share amount | 0 | |
Restricted Stock Units R S U [Member] | ||
Earnings Per Share Basic [Line Items] | ||
Share based options outstanding | 16,987 | |
Common Stock Options [Member] | ||
Earnings Per Share Basic [Line Items] | ||
Share based options outstanding | 583,030 | |
Common Stock [Member] | ||
Earnings Per Share Basic [Line Items] | ||
Common stock, Shares outstanding | 0 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) $ in Thousands | 1 Months Ended | 12 Months Ended |
Sep. 30, 2020USD ($) | Dec. 31, 2021USD ($)MMBTU$ / MMBTU | |
Commitments And Contingencies Disclosure [Abstract] | ||
Purchase Obligation | $ 210,800 | |
Long term purchase commitment, Amount | $ 15,000 | 95,400 |
Committed secured financing on equipment amount | $ 3,400 | |
Contractual Obligation Per Month Amount | $ 158 | |
Natural gas purchase commitment | MMBTU | 1,125,000 | |
Natural gas average cost | $ / MMBTU | 4.77 | |
Aggregate commitment | $ 5,400 | |
Long-term Purchase Commitment, Description | As of December 31, 2021, the Company had 1,125,000 mmbtu of natural gas purchase commitments through March 1, 2022 at an average cost of $4.77 / mmbtu, which represents an aggregate commitment of $5.4 million. | |
Contract Terms | The contract ends in September 2030 and may be terminated by either party with 12 months' notice after the initial 10-year period. |
CONCENTRATIONS - Additional Inf
CONCENTRATIONS - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
One Major Customer [Member] | Sales Revenue Net [Member] | Customer Concentration Risk [Member] | ||
Concentration risk percentage | 9.00% | 35.00% |
One Major Customer [Member] | Sales Revenue Net [Member] | Supplier Concentration Risk [Member] | ||
Concentration risk percentage | 59.00% | 55.00% |
One Major Customer [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Concentration risk percentage | 4.00% | 100.00% |
Operator Customer One [Member] | Sales Revenue Net [Member] | Customer Concentration Risk [Member] | ||
Concentration risk percentage | 46.00% | 0.00% |
Operator Customer One [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Concentration risk percentage | 67.00% | |
Operator Customer Two [Member] | Sales Revenue Net [Member] | Customer Concentration Risk [Member] | ||
Concentration risk percentage | 34.00% | |
Operator Customer Two [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Concentration risk percentage | 11.00% |
SUPPLEMENTAL BALANCE SHEET AN_3
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION - Schedule of Additional Prepaid Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure Text Block Supplement [Abstract] | ||
Prepaid Insurance | $ 7,266 | $ 89 |
Other prepaid expenses | 1,880 | 66 |
Prepaid expenses | $ 9,146 | $ 155 |
SUPPLEMENTAL BALANCE SHEET AN_4
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION - Summary of noncash investing and financing activities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Text Block Supplement [Abstract] | ||
Shares issued to Support.com shareholders upon Merger (Notes 3 and 9) | $ 93,885 | $ 0 |
Stock issued to purchase miners | 991 | 0 |
Contribution of Preferred Units, Senior Priority Units, and Notes Payable to Related Party for Greenidge Class B common stock | 72,048 | 0 |
Issuance of shares for investor fee associated with successful completion of Merger (Notes 4 and 9) | 17,826 | 0 |
Issuance of warrants to advisor in connection with completion of Merger (Note 4 and 9) | 8,779 | 0 |
Property and equipment purchases financed with accounts payable | 0 | 4,910 |
Property and equipment purchases in accounts payable | 2,769 | 1,120 |
Property and equipment purchased with digital assets | 0 | 787 |
Notes payable principal and interest converted to members | 0 | 13,926 |
Deemed distribution of GC preferred units | 0 | 1,276 |
Contribution of GC preferred units | $ 0 | $ 15,000 |
SUPPLEMENTAL BALANCE SHEET AN_5
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION - Summary of supplemental cash flow information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Text Block Supplement [Abstract] | ||
Cash paid for interest | $ 2,385 | $ 85 |
Cash paid for taxes | $ 80 |
Subsequent Events (Additional I
Subsequent Events (Additional Information) (Details) - Subsequent Event [Member] - USD ($) | Mar. 21, 2022 | Mar. 18, 2022 | Mar. 25, 2022 |
Master Equipment Financing Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Aggregate principal amount loan | $ 81,000,000 | ||
Interest rate bearing | 13.00% | ||
Bridge Promissory Note [Member] | B. Riley Commercial Capital, LLC [Member] | |||
Subsequent Event [Line Items] | |||
Aggregate principal amount loan | $ 26,500,000 | ||
Interest rate bearing | 6.00% | ||
Class A Common Stock [Member] | |||
Subsequent Event [Line Items] | |||
Common stock, shares sold | 415,000 | ||
Proceeds from sale of common stock | $ 3,900,000 |