COVER PAGE
COVER PAGE - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Apr. 05, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-40808 | ||
Entity Registrant Name | Greenidge Generation Holdings Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 86-1746728 | ||
Entity Address, Address Line One | 135 Rennell Drive | ||
Entity Address, Address Line Two | 3rd Floor | ||
Entity Address, City or Town | Fairfield | ||
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 | No | ||
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 | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 12,143,320 | ||
Documents Incorporated by Reference | Portions of the Registrant’s definitive proxy statement for its 2024 Annual Meeting of Stockholders are incorporated by reference in Part III of this Annual Report on Form 10-K where indicated. The Registrant's definitive proxy statement will be filed with the Securities and Exchange Commission within 120 days after December 31, 2023. | ||
Entity Central Index Key | 0001844971 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Class A Common Stock, $0.0001 par value | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class A Common Stock, $0.0001 par value | ||
Trading Symbol | GREE | ||
Security Exchange Name | NASDAQ | ||
Entity Common Stock, Shares Outstanding | 7,052,784 | ||
8.50% Senior Notes due 2026 | |||
Document Information [Line Items] | |||
Title of 12(b) Security | 8.50% Senior Notes due 2026 | ||
Trading Symbol | GREEL | ||
Security Exchange Name | NASDAQ | ||
Common Class B | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 2,733,394 |
AUDIT INFORMATION
AUDIT INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 206 |
Auditor Name | MaloneBailey, LLP |
Auditor Location | Houston, Texas |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
CURRENT ASSETS: | |||
Cash and cash equivalents, including restricted cash | $ 13,312 | $ 15,217 | |
Digital assets | 347 | 348 | |
Accounts receivable | 358 | 2,696 | |
Prepaid expenses and current other assets | 3,864 | 6,266 | |
Emissions and carbon offset credits | 5,694 | 1,260 | |
Income tax receivable | 857 | 798 | |
Current assets held for sale | 0 | 6,473 | |
Total current assets | 24,432 | 33,058 | |
LONG-TERM ASSETS: | |||
Property and equipment, net | 45,095 | 130,417 | |
Other long-term assets | 1,652 | 292 | |
Total assets | 71,179 | 163,767 | |
CURRENT LIABILITIES: | |||
Accounts payable | 3,495 | 9,608 | |
Accrued emissions expense | 10,520 | 6,052 | |
Accrued expenses | 6,116 | 11,327 | |
Short-term environmental liability | 363 | 600 | |
Long-term debt, current portion | 0 | 67,161 | |
Current liabilities held for sale | 483 | 3,974 | |
Total current liabilities | 20,977 | 98,722 | |
LONG-TERM LIABILITIES: | |||
Long-term debt, net of current portion and deferred financing fees | 68,710 | 84,585 | |
Environmental liabilities | 29,866 | 27,400 | |
Other long-term liabilities | 2,650 | 107 | |
Total liabilities | 122,203 | 210,814 | |
COMMITMENTS AND CONTINGENCIES (NOTE 10) | |||
STOCKHOLDERS' DEFICIT: | |||
Preferred stock, par value $0.0001, 20,000,000 shares authorized, none outstanding | 0 | 0 | |
Common stock, par value $0.0001, 500,000,000 shares authorized, 9,131,252 and 4,625,278 1 shares issued and outstanding as of December 31, 2023 and 2022, respectively | [1] | 1 | 0 |
Cumulative translation adjustment | (345) | (357) | |
Additional paid-in capital | [1] | 319,992 | 293,774 |
Common stock subscription receivable | (698) | 0 | |
Accumulated deficit | (369,974) | (340,464) | |
Total stockholders' deficit | (51,024) | (47,047) | |
Total liabilities and stockholders' deficit | $ 71,179 | $ 163,767 | |
[1] Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1 — Organization and Description of Business ) |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 20,000,000 | 20,000,000 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, issued (in shares) | 9,131,252 | 4,625,278 |
Common stock, outstanding (in shares) | 9,131,252 | 4,625,278 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
REVENUE: | |||
Revenues from digital asset production | $ 70,388 | $ 89,979 | |
OPERATING COSTS AND EXPENSES: | |||
Selling, general and administrative | 26,167 | 35,233 | |
Depreciation and amortization | 13,602 | 35,136 | |
Gain on sale of assets | (9,903) | (1,780) | |
Impairment of long-lived assets | 4,000 | 176,307 | |
Remeasurement of environmental liability | 2,409 | 16,694 | |
Total operating costs and expenses | 87,280 | 323,142 | |
Operating Loss | (16,892) | (233,163) | |
OTHER INCOME (EXPENSE), NET: | |||
Interest expense, net | (12,659) | (21,575) | |
Gain (loss) on sale of digital assets | 512 | (15) | |
Other income, net | 0 | 14 | |
Total other expense, net | (12,147) | (21,576) | |
Loss from continuing operations before taxes | (29,039) | (254,739) | |
Provision for income taxes | 0 | 15,002 | |
Net loss from continuing operations | (29,039) | (269,741) | |
Loss from discontinued operations, net of tax | (471) | (1,327) | |
Net loss | (29,510) | (271,068) | |
Comprehensive Loss | |||
Net Loss | (29,510) | (271,068) | |
Foreign currency translation adjustment | 12 | (357) | |
Comprehensive loss | $ (29,498) | $ (271,425) | |
Net loss per share, basic and diluted: | |||
Net loss per share from continuing operations, basic (in dollars per share) | [1] | $ (4.36) | $ (63.66) |
Net loss per share from continuing operations, diluted (in dollars per share) | [1] | (4.36) | (63.66) |
Loss per share from discontinued operations, basic (in dollars per share) | [1] | (0.07) | (0.31) |
Loss per diluted share from discontinued operations (in dollars per share) | [1] | (0.07) | (0.31) |
Net loss per share, basic (in dollars per share) | [1] | (4.43) | (63.97) |
Net loss per share, diluted (in dollars per share) | [1] | $ (4.43) | $ (63.97) |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | |||
Weighted average shares outstanding, basic (in shares) | [1] | 6,660,000 | 4,237,000 |
Weighted average shares outstanding, diluted (in shares) | 6,660,000 | 4,237,000 | |
Cryptocurrency mining, net | |||
REVENUE: | |||
Revenues from digital asset production | $ 24,238 | $ 73,809 | |
OPERATING COSTS AND EXPENSES: | |||
Cost of revenue | 15,051 | 47,195 | |
Datacenter hosting | |||
REVENUE: | |||
Revenues from digital asset production | 39,478 | 0 | |
OPERATING COSTS AND EXPENSES: | |||
Cost of revenue | 29,695 | 0 | |
Power and capacity | |||
REVENUE: | |||
Revenues from digital asset production | 6,672 | 16,170 | |
OPERATING COSTS AND EXPENSES: | |||
Cost of revenue | $ 6,259 | $ 14,357 | |
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1 — Organization and Description of Business ) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | [1] | Subscription Receivable | Cumulative Translation Adjustment | Accumulated Deficit | ||
Beginning balance (in shares) at Dec. 31, 2021 | [1] | 4,086,534 | |||||||
Beginning balance at Dec. 31, 2021 | $ 212,423 | $ 0 | [1] | $ 281,819 | $ 0 | $ 0 | $ (69,396) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Stock-based compensation expense | 2,636 | 2,636 | |||||||
Issuance of shares, net of issuance costs (in shares) | [1] | 489,576 | |||||||
Issuance of shares, net of issuance costs | 9,532 | 9,532 | |||||||
Restricted shares award issuance, net of withholdings (in shares) | [1] | 48,938 | |||||||
Restricted shares award issuance, net of withholdings | (227) | (227) | |||||||
Shares issued in connection with equity exchange agreement | 0 | ||||||||
Proceeds from stock options exercised (in shares) | [1] | 230 | |||||||
Proceeds from stock options exercised | 14 | 14 | |||||||
Foreign currency translation adjustment | (357) | (357) | |||||||
Warrant issued in exchange for warrant asset | 0 | ||||||||
Net loss | (271,068) | (271,068) | |||||||
Ending balance (in shares) at Dec. 31, 2022 | [1] | 4,625,278 | |||||||
Ending balance at Dec. 31, 2022 | (47,047) | $ 0 | [1] | 293,774 | 0 | (357) | (340,464) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Stock-based compensation expense | 2,344 | 2,344 | |||||||
Issuance of shares, net of issuance costs (in shares) | [1] | 4,144,419 | |||||||
Issuance of shares, net of issuance costs | 20,831 | $ 1 | [1] | 21,528 | (698) | ||||
Reverse stock split fractional share adjustment (in shares) | [1] | 34,538 | |||||||
Restricted shares award issuance, net of withholdings (in shares) | [1] | 13,684 | |||||||
Issuance of shares for amendment fee associated with debt modification (Note 6) (in shares) | [1] | 133,333 | |||||||
Issuance of shares for amendment fee associated with debt modification (Note 6) | 1,000 | 1,000 | |||||||
Shares issued in connection with equity exchange agreement (in shares) | [1] | 180,000 | |||||||
Shares issued in connection with equity exchange agreement | 869 | 869 | |||||||
Foreign currency translation adjustment | 12 | 12 | |||||||
Warrant issued in exchange for warrant asset | 477 | 477 | |||||||
Net loss | (29,510) | (29,510) | |||||||
Ending balance (in shares) at Dec. 31, 2023 | [1] | 9,131,252 | |||||||
Ending balance at Dec. 31, 2023 | $ (51,024) | $ 1 | [1] | $ 319,992 | $ (698) | $ (345) | $ (369,974) | ||
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1 — Organization and Description of Business ) |
CONDOLIDATED STATEMENTS OF CASH
CONDOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
OPERATING ACTIVITIES FROM CONTINUING OPERATIONS: | ||
Net loss | $ (29,510) | $ (271,068) |
Loss from discontinued operations, net of tax | (471) | (1,327) |
Net loss from continuing operations | (29,039) | (269,741) |
Adjustments to reconcile net loss from continuing operations to net cash flow from operating activities: | ||
Depreciation and amortization | 13,602 | 35,136 |
Deferred income taxes | 0 | 15,055 |
Impairment of long-lived assets | 4,000 | 176,307 |
Other non-cash affecting net income | 0 | 2,097 |
Amortization of debt issuance costs | 2,611 | 3,946 |
Loss on debt extinguishment | 591 | 0 |
Stock-based compensation expense | 2,344 | 2,636 |
Remeasurement of environmental liability | 2,409 | 16,694 |
Professional fees paid in common stock | 250 | 0 |
Gain on sale of assets | (9,903) | (1,780) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 2,338 | (2,459) |
Digital Assets | 1 | 0 |
Emissions and carbon offset credits | (4,434) | 1,101 |
Prepaid expenses and other assets | 2,829 | 1,218 |
Accounts payable | (2,748) | (48) |
Accrued emissions expense | 4,468 | 3,418 |
Accrued expenses | (3,407) | 4,644 |
Income taxes payable and receivable | (59) | (3,142) |
Other long-term liabilities | 2,543 | 0 |
Other | (551) | 433 |
Net cash flow used for by operating activities from continuing operations | (12,155) | (14,485) |
INVESTING ACTIVITIES FROM CONTINUING OPERATIONS: | ||
Purchases of and deposits for property and equipment | (13,015) | (132,950) |
Proceeds from sale of assets | 6,984 | 11,100 |
Proceeds from sale of short term investments | 0 | 496 |
Net cash flow used for investing activities from continuing operations | (6,031) | (121,354) |
FINANCING ACTIVITIES FROM CONTINUING OPERATIONS: | ||
Proceeds from issuance of common stock, net of issuance costs | 20,581 | 9,531 |
Proceeds from stock options exercised | 0 | 14 |
Restricted stock unit awards settled in cash for taxes | 0 | (227) |
Proceeds from debt, net of issuance costs | 0 | 107,105 |
Principal payments on debt | (6,809) | (53,923) |
Repayments of finance lease obligations | 0 | (363) |
Net cash flow provided by financing activities from continuing operations | 13,772 | 62,137 |
Discontinued Operations: | ||
Net cash flow from operating activities of discontinued operations | (816) | 6,320 |
Net cash flow from investing activities of discontinued operations | 3,325 | 0 |
Increase in cash and cash equivalents from discontinued operations | 2,509 | 6,320 |
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (1,905) | (67,382) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH - beginning of year | 15,217 | 82,599 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH - end of year | $ 13,312 | $ 15,217 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | 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 a facility in the Town of Torrey, New York (the "New York Facility") and owned and operated a facility in Spartanburg, South Carolina (the "South Carolina Facility"). The Company generates revenue in U.S. dollars by providing hosting, power and technical support services to third-party owned bitcoin mining equipment and generates revenue in the form of bitcoin as rewards and transaction fees for supporting the global bitcoin network with application-specific integrated circuit computers ("ASICs" or "miners") owned by the Company, which may be operated at the Company's sites or at third-party hosting sites through short-term hosting agreements. The Company also owns and operates a 106 megawatt ("MW") power facility that is connected to the New York Independent System Operator ("NYISO") power grid. In addition to the electricity used "behind the meter" by the New York datacenter, 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. On November 9, 2023, the Company closed the sale of the South Carolina Facility as part of a deleveraging transaction. See Note 4, " Property and Equipment, Net ", for further details. Effective May 16, 2023, the Company effected a 1-for-10 reverse stock split of its outstanding shares of common stock. The par value remains unchanged. Unless specifically provided otherwise herein, all share and per share amounts as well as common stock and additional paid-in capital have been retroactively adjusted to reflect the reverse stock split. See Note 6, " Stockholders' Equity ", for further details. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 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"). Any reference in these Notes to applicable guidance refers to U.S. GAAP as found in U.S. Accounting Standards Codification ("ASC") and Accounting Standards Update ("ASU") of the Financial Accounting Standards Board ("FASB"). The consolidated financial statements reflect the Company's accounts and operations and those of its subsidiaries. All significant intercompany accounts and transactions have been eliminated. Going Concern In accordance with the Financial Accounting Standards Board (the "FASB") Accounting Standards Update ("ASU") 2014-15, Presentation of Financial Statements – Going Concern, the Greenidge's management evaluated whether there are conditions or events that pose risk associated with the Company's ability to continue as a going concern within one year after the date these financial statements have been issued. The Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern. The Company has historically incurred operating losses and negative cash flows from operations. These factors raise substantial doubt as to the Company’s ability to continue as a going concern. The halving of bitcoin, expected in April 2024, may have an adverse effect on the Company’s projected future cash flows. The fixed costs to operate the business including, but not limited to, insurance, overhead and capital expenditures, as well as the variable input costs to operate the Company’s datacenters, has a material impact on the Company’s continuing operations and ability to generate positive cash flows. While the market has improved in 2023 and 2024, the Company continues to have to address the possibility of negative impacts of the price of bitcoin and natural gas as these have proven to be volatile markets. As a result, management took certain actions during the during 2023 to improve the Company's liquidity that are described further below. At December 31, 2023, the Company ha d $13.3 million of cash, restricted cash and cash equivalents and other current assets of $11.1 million, while having $9.6 million of accounts payable and accrued expenses, emissions liability of $10.5 million, and an estimated $0.4 million of environmental liability spend in the next 12 months, which results in ending working capital of $3.4 million. Additionally, the Company has $6.1 million of interest payments due over the next twelve months. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. In an effort to improve liquidity, the Company has completed or is in the process of completing the following transactions: • In September 2022, Greenidge entered into an at-the-market issuance sales agreement, as amended, dated as of September 19, 2022, by and among the Company, B. Riley Securities, Inc. (“B. Riley Securities”) and Northland Securities, Inc., relating to shares of Greenidge’s Class A common stock (the "ATM Agreement"), and since October 23, 2022 through April 5, 2024, have received net proceeds of $20.7 million from sales of Class A common stock under the ATM Agreement. See Note 6, "Stockholder's Equity", for further details. • On January 30, 2023, the Company entered into debt restructuring agreements with NYDIG ABL LLC ("NYDIG") and B. Riley Commercial Capital, LLC ("B. Riley Commercial"). The restructuring of the NYDIG debt improved the Company's liquidity during 2023 as the payments required in 2023 on the remaining principal balance is interest payments of $2.0 million. This reduced debt service is substantially lower than the $62.7 million of principal and interest payments which would have been required in 2023 pursuant to the 2021 and 2022 Master Equipment Finance Agreements, both of which were refinanced in January 2023. See Note 5, "Debt" for further details regarding the debt restructuring agreements. • In conjunction with the restructuring of the debt with NYDIG, the Company also entered into hosting agreements with NYDIG on January 30, 2023 (the “NYDIG Hosting Agreements”), which improved its liquidity position, as it provided for cost reimbursements for key input costs, while allowing the Company to participate in the upside should bitcoin prices rise. • As described in Note 1, on November 9, 2023, the Company closed the sale of the South Carolina Facility to complete the deleveraging transaction with NYDIG. In exchange for the sale to NYDIG of the upgraded 44 MW South Carolina mining facilities and the subdivided real estate of approximately 22 acres of land, the Company received total consideration of $28 million, as follows: ◦ The Senior Secured Loan with NYDIG with remaining principal of $17.7 million was extinguished; ◦ The B. Riley Commercial Secured Promissory Note with remaining principal of $4.1 million, which NYDIG purchased from B. Riley Commercial on July 20, 2023 at par was extinguished; ◦ A cash payment of approximately $4.5 million, and ◦ The Company also received bonus payments earned of approximately $1.6 million as a result of the completion of the expansion of the upgraded mining facility and the facility's uptime performance. The Company recognized a gain on the sale of the South Carolina Facility of $8.2 million. In conjunction with the sale, the Company and NYDIG terminated the South Carolina Hosting Order. The NYDIG Hosting Agreement related to the New York Facility was not impacted by this transaction and remains in place. Following the completion of the South Carolina Facility sale, the Company continues to own approximately 153 acres of land in South Carolina, and is assessing potential uses of the remaining site, which may include the sale of the property. • In addition, the Company sold equipment, coupons and certain environmental credits for total proceeds of $11.7 million from the second quarter of 2022 through the first quarter of 2023 to raise additional funds. • Since entering into the NYDIG Hosting Agreements, the Company has identified opportunities to deploy its company-owned miners. In March 2023, the Company entered into a hosting agreement with Conifex Timber Inc. ("Conifex"), whereby Conifex will provide hosting services to Greenidge utilizing renewable power (the “Conifex Hosting Agreement”). In April 2023, the Company entered into a hosting agreement with Core Scientific, Inc. ("Core") in which Core will host and operate Greenidge-owned bitcoin miners at its facilities (the “Core Hosting Agreement”, and together with the NYDIG Hosting Agreements and the Conifex Hosting Agreement, the “Hosting Agreements”). • On March 6, 2024, we agreed to purchase a parcel of land containing approximately 12 acres located in Columbus, Mississippi, including over 73,000 square feet of industrial warehouse space. We expect the transaction to close in April 2024 and intend to deploy 7 MW of miners on the property in the second quarter of 2024. We have also deployed additional miners in conjunction with a 7.5 MW mining capacity lease in North Dakota, which has a term of five years and provides us with energy to power mining. The Company believes the addition of these datacenters will improve the Company’s profits and liquidity during the remainder of 2024 and beyond. Despite these improvements to the Company's financial condition, Greenidge management expects that it will require additional capital in order to fund the Company’s expenses and to support the Company’s near-term working capital needs and remaining debt servicing requirements. Management continues to assess different options to improve its liquidity which include, but are not limited to: • issuances of equity, including but not limited to issuances under the Equity Purchase Agreement and/or the ATM Agreement. • a sale of the Company's remaining real estate in South Carolina and/or sale of the remaining miner infrastructure equipment inventory, which was not used in the South Carolina expansion. The Company estimates that substantially all of its cash resources will be depleted by the end of the first quarter of 2025. The Company's estimate of cash resources available to the Company for the next 12 months is dependent on completion of certain actions, including obtaining additional short-term outside financing, executing on certain investing transactions; as well as bitcoin prices and blockchain difficulty levels similar to those existing as of the filing of this Annual Report on Form 10-K and energy prices similar to the those experienced in the fourth and first quarters of 2023 and 2024, respectively. While bitcoin prices have begun to recover during 2023 and the first quarter of 2024 from the significant declines experienced in 2022, management cannot predict when or if bitcoin prices will recover to sufficient levels for a sustained period of time in light of the halving set to occur in April 2024, or the volatility of energy costs. While the Company continues to work to implement options to improve liquidity, there can be no assurance that these efforts will be successful and the Company's liquidity could be negatively impacted by factors outside of its control, in particular, significant decreases in the price of bitcoin, regulatory changes concerning cryptocurrency, increases in energy costs or other macroeconomic conditions and other matters identified in Part I, Item 1A "Risk Factors" in this Annual Report on Form 10-K. Given this uncertainty regarding the Company's financial condition over the next 12 months from the date these financial statements were issued, the Company has concluded that there is substantial doubt about its ability to continue as a going concern for a reasonable period of time. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. 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, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates made by management include, but are not limited to, estimates of the recoverability and useful lives of long-lived assets, stock-based compensation, current and deferred income tax assets and liabilities, and environmental liabilities. Significant Accounting Policies Segment Reporting Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker ("CODM") in deciding how to allocate resources and in assessing performance. As of December 31, 2023, Greenidge operates in one operating and reporting segment. The Company’s cryptocurrency mining, datacenter hosting and power generation operations are located in the United States, and the Company views these operations as one operating segment as the CODM reviews financial information on a consolidated basis in making decisions regarding resource allocations and assessing performance. The Company generates revenue primarily by (1) earning bitcoin, with miners that are owned by the Company, as rewards and transaction fees for supporting the global bitcoin network and (2) providing hosting, power and technical support services to third-party owned bitcoin mining equipment. The Cryptocurrency Mining, Datacenter Hosting and Power Generation operations also sell surplus electricity generated by the Company's power plant, and not consumed in cryptocurrency mining and datacenter hosting 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. Discontinued Operations The Company deems it appropriate to classify a component as a discontinued operation if the related disposal group meets all the following criteria: (1) the disposal group is a component of the Company; (2) the component meets the held-for-sale criteria; and (3) the disposal of the component represents a strategic shift that has a major effect on the Company's operations and financial results. The contract for Support.com's largest customer was not renewed upon its expiration on December 31, 2022. As a result of this material change in the business, management and the Board of Directors made the determination to consider various alternatives for Support.com, including the disposition of assets. As of December 31, 2022, the Company classified the Support.com business as held for sale and discontinued operations in these consolidated financial statements as a result of its strategic shift to strictly focus on its cryptocurrency mining, datacenter hosting and power generation operations. Cash and Cash Equivalents All liquid instruments with an original maturity, at the date of purchase, of 90 days or less are classified as cash equivalents. Cash equivalents 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 and cash equivalents is included in interest expense, net in the Consolidated Statements of Operations and Comprehensive Loss. 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 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. Digital assets are considered impaired if the carrying value is greater than the lowest intraday quoted prices at any time during the period. For quoted prices of bitcoin, the Company uses daily exchange data from its principal market. Subsequent reversal of impairment losses is not permitted. There were no impairments recorded during 2023. During the year ended December 31, 2022, the Company assessed its digital assets for impairment, and recorded an impairment of $0.1 million which is included in Other income, net on the Consolidated Statements of Operations and Comprehensive Loss. As of December 31, 2023 and 2022, the Company’s digital assets consisted of 8.71 and 31.4 bitcoins, respectively. Bitcoins held as of December 31, 2023 were liquidated and remitted to the Company in early January 2024 as part of its ordinary operations. The Company considers the conversion of digital assets into U.S. dollars as a part of its normal operating activities and includes the impact of that conversion in Net cash flow used by operating activities from continuing operations on the Consolidated Statements of Cash Flows. The Company’s Bitcoin is sold on a daily basis after it is earned and that any difference in fair value and the amount of consideration received is recognized as a gain or loss on sale of digital assets. The earned bitcoin is exchanged for U.S. dollars. Digital Assets at December 31, 2022 348 Revenues from digital asset production 24,238 Sale of digital assets (24,239) Digital Assets at December 31, 2023 347 Accounts Receivable The Company provides credit in the normal course of business to its power customer, the NYISO, and hosting customer, NYDIG. The NYISO makes payments, depending on the type of revenue, within seven days of usage or seven days of month end. The NYDIG Hosting Agreement requires advance payment for estimated hosting services. The balance based on actual results is due upon receipt. There are currently no accounts receivable associated with cryptocurrency mining revenues. We have not experienced any historic credit losses with our power or hosting customers and therefore, we determined that no allowance for doubtful accounts is required for the years ended December 31, 2023 and 2022. 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, 2021 to December 31, 2023). In March 2024, the Company settled the emissions allowance for the control period. 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 $6.5 million and $4.5 million for the years ended December 31, 2023 and 2022, respectively, which was allocated between cost of revenue - cryptocurrency mining, cost of revenue - datacenter hosting and cost of revenue - power and capacity, based on the relative percentage of MWh consumed for each, in the accompanying Consolidated Statements of Operations and Comprehensive Loss. Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the Company’s depreciable assets, as noted in the table below. Construction in process is comprised of assets which have not been placed into service and is not depreciated until the related assets are complete and ready for their intended use, at which time the cost is transferred to the appropriate property and equipment class. Land and miner deposits are not depreciated. Repairs and maintenance costs are expensed as incurred. See Note 4, " Property and Equipment, Net" for additional information. Asset Class Estimated Useful Plant infrastructure 10 years Miners 3 years Miner facility infrastructure 10 years Equipment 5 years Software 3 years Valuation of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. To determine recoverability of a long-lived asset, management evaluates whether the estimated future undiscounted net cash flows, based on prevailing market conditions, from the asset are less than its carrying amount. If impairment is indicated, the long-lived asset is written down to fair value. The Company recognized a noncash impairment charge of $4.0 million and $176.3 million for the years ended December 31, 2023 and 2022, respectively. See Note 4, " Property and Equipment, Net " for additional information. Investments in Equity Securities The Company owns common shares in a private company. The Company does not have control and does not have the ability to exercise significant influence over operating and financial policies of this entity. The investment does not have a readily determinable fair value and thus the investment is measured at cost less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments. Investments in equity securities are a component of Other long-term assets and gains (losses) on equity securities are recorded in Other income (expense) on the Consolidated Statements of Operations and Comprehensive Loss. Derivative Financial Instruments The Company holds an equity warrant asset in a private company that gives it the right to acquire common stock in the private company. The equity warrant asset contains net settlement terms, thus the Company records it as a derivative. The equity warrant asset entitles the Company to purchase a specific number of shares of common stock at a specific price within a specific time period, in this case 1 year. The equity warrant asset contains an automatic exercise provision if the Company does not exercise prior to expiration, or provide notice of its intent not to exercise. Upon automatic exercise, the Company will receive a share count equal to the intrinsic value of the warrant divided by the share price. The equity warrant asset is recorded at fair value and is classified as a derivative asset, a component of prepaid expenses and other current assets. The asset is held for prospective investment gains and is not used to hedge any economic risks. Any changes in fair value from the grant date fair value of the equity warrant asset classified as a derivative is recognized as an increase or decrease to Prepaid expenses and other current assets on the Consolidated Balance Sheets and as net gains or losses on derivative instruments, in Other income (expense) on the Consolidated Statements of Operations and Comprehensive Loss. Environmental Liability Environmental liabilities are recognized in accordance with ASC 410-30, Asset Retirement and Environmental Obligations when the costs are probable and estimable. As of December 31, 2023, we have recognized environmental liabilities for a coal ash pond and landfill which were inherited due to the legacy coal operations at the Company's property in the Town of Torrey, New York. The Company determines the estimate by developing key assumptions to determine the expected cost of remediation. Estimates are based on various assumptions that are sensitive to changes including, but not limited to, closure and post-closure cost estimates, timing of expenditures, escalation factors, and requirements of granted permits. 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 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 Mining Revenue Greenidge has entered into digital asset mining pools by executing contracts with the mining pool operators to perform hash computations for a mining pool. The contracts are terminable at any time at no cost by either party and Greenidge’s enforceable right to compensation begins only when, and lasts as long as, Greenidge performs hash computations for the mining pool operator. In exchange for performing hash computations, Greenidge is entitled to a fractional share of the cryptocurrency award the mining pool operator theoretically receives less the mining pool fees. The agreements entered into with the pool operators pay out based on a Full-Pay-Per-Share (“FPPS”) payout formula, which is a conceptual formula that entitles Greenidge to consideration upon the provision of hash computations to the pool even if a block is not successfully placed by the pool operator. Revenue is measured as the value of the consideration received in the form of cryptocurrency from the pool operator, less the mining pool fees retained by the mining pool operator. Greenidge does not expect any material future changes in mining pool fee rates. In exchange for performing hash computations for the mining pool, the Company is entitled to a fractional share of the fixed cryptocurrency award the mining pool operator receives along with a share of transaction fees (less pool operator fees to the mining pool operator which are netted as a reduction of the transaction price). Greenidge’s fractional share is based on the proportion of hash computations the Company performed for the mining pool operator to the total hash computations contributed by all mining pool participants in solving the current algorithm during the 24-hour period. Daily earnings calculated under the FPPS payout formula are calculated from midnight-to-midnight UTC time and are credited to pool members’ accounts at 1:00:00 A.M. UTC. The pool sends Greenidge’s cryptocurrency balance in the account to a digital wallet designated by the Company between 9:00 A.M. and 5:00 P.M. UTC time each day, which Greenidge automatically sells for cash within minutes of receipt. The service of performing hash computations for the mining pool operators is an output of Greenidge’s ordinary activities and 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 contract inception date at 0:00:00 UTC on the start date of the contract. The fair value is based on Greenidge’s primary exchange of the related cryptocurrency which is considered to be Coinbase. The consideration Greenidge earns is variable since it is based on the amount of hash computations provided by Greenidge. The Company does not constrain this variable consideration because it is probable that a significant reversal in the amount of revenue recognized from the contract will not occur when the uncertainty is subsequently resolved and recognizes the non-cash consideration on the same day that control is transferred, which is the same day as contract inception. 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. Datacenter Hosting Revenue The Company generates revenue from contracts with customers from providing hosting services to a single third-party customer. Hosting revenue is recognized as services are performed on a variable basis. The Company recognizes variable hosting revenue each month as the uncertainty related to the consideration is resolved, hosting services are provided to its customer, and its customer utilizes the hosting service (the customer simultaneously receives and consumes the benefits of the Company's performance). The Company's performance obligation related to these services is satisfied over time. The Company recognizes revenue for services that are performed on a consumption basis (the amount of electricity utilized by the customer) as well as through a fixed fee that is earned monthly and a profit sharing component based on the net proceeds earned by the customer in the month from bitcoin mining activities. The Company bills its customer at the beginning of each month based on the anticipated consumption under the contract. Invoices are collected in the month of invoicing under the terms of the contract. The Company recognizes revenue based on actual consumption in the period. Cryptocurrency Mining Cost of Revenue Cost of revenue—cryptocurrency datacenter consists primarily of natural gas, emissions, hosting fees paid to third party hosting sites, payroll and benefits and other direct production costs associated with the megawatts generated for the digital mining operation Datacenter Hosting Cost of Revenue Cost of revenue—datacenter hosting consists primarily of natural gas, emissions, payroll and benefits and other direct production costs associated with the megawatts generated for the datacenter hosting operation. 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. 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 has elected to account for forfeitures of employee awards as they occur. Restricted stock units ("RSUs") issued under the Company's equity incentive plans are granted to employees and directors and vest over their requisite service period. The Company estimates the fair value of the stock option 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. The fair value of RSUs is measured on the grant date based on the closing fair market value of the Company's common stock. Stock-based compensat |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS A business is classified as held for sale when management having the authority to approve the action commits to a plan to sell the business, the sale is probable to occur during the next 12 months at a price that is reasonable in relation to its current fair value and certain other criteria are met. A business classified as held for sale is recorded at the lower of its carrying amount or estimated fair value less cost to sell. When the carrying amount of the business exceeds its estimated fair value less cost to sell, a loss is recognized and updated each reporting period as appropriate. The contract for Support.com's largest customer was not renewed upon expiration on December 31, 2022. As a result of this material change in the business, management and the Board of Directors made the determination to consider various alternatives for Support.com, including the disposition of assets. As of December 31, 2022, the Company classified the Support.com business as held for sale and discontinued operations in these consolidated financial statements as a result of its strategic shift to strictly focus on its cryptocurrency datacenter and power generation operations. In January 2023, Greenidge completed the sale of a portion of the assets of Support.com for net proceeds of approximately $2.6 million. In June 2023, the Company entered into a purchase and sale agreement with third parties in order to sell certain remaining assets and liabilities, including the transfer of remaining customer contracts, for net proceeds of approximately $0.8 million. The Company has ended all Support.com operations as of December 31, 2023; therefore, the remaining assets and liabilities of Support.com have been presented as current at December 31, 2023 and December 31, 2022. The remaining assets and liabilities consist primarily of remaining prepaid expenses and refundable deposits, payables and accrued expenses associated with the closing of operations and foreign tax liabilities. Major classes of assets and liabilities consist of the following: As of December 31, $ in thousands 2023 2022 Assets: Accounts receivable $ — $ 3,996 Prepaid expenses and other current assets 47 1,253 Current assets held for sale 47 5,249 Property and equipment — 743 Other assets 454 481 Long-term assets held for sale 454 1,224 Loss on classification to held for sale (501) — Assets held for sale — 6,473 Liabilities: Accounts payable 21 191 Accrued expenses 462 3,351 Current liabilities held for sale 483 3,542 Other long-term liabilities — 432 Long-term liabilities held for sale — 432 Liabilities held for sale 483 3,974 Financial results from discontinued operations consist of the following: For the Year Ended December 31, $ in thousands 2023 2022 Revenue $ 4,223 $ 31,464 Cost of revenue - services and other (exclusive of depreciation and amortization) (4,436) (14,791) Depreciation and amortization — (1,298) Selling, general and administrative (3,388) (9,852) Merger and other costs (684) (1,343) Gain on asset disposal 4,162 — Loss on assets classified as held for sale (501) — Goodwill and intangibles asset impairment charge — (5,672) Other (loss) income, net (179) 353 Pretax loss of discontinued operations (803) (1,139) (Benefit) Provision for income taxes (332) 188 Loss from discontinued operations, net of tax $ (471) $ (1,327) The Company’s effective income tax rate from discontinued operations for the years ended December 31, 2023 and 2022 was 0% and (16.5)%, respectively, primarily due to goodwill impairment and nondeductible transaction costs. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET Property and equipment, net consisted of the following: $ in thousands Estimated Useful December 31, 2023 December 31, 2022 Plant infrastructure 10 years $ 1,367 $ — Miners 3 years 32,195 81,979 Miner facility infrastructure 10 years 8,154 14,203 Land N/A 7,679 8,460 Equipment 5 years 45 45 Construction in process N/A 6,229 18,349 Miner deposits N/A — 7,381 55,669 130,417 Less: Accumulated depreciation (10,574) — $ 45,095 $ 130,417 Total depreciation expense was $13.6 million and $35.1 million for the years ended December 31, 2023 and 2022, respectively. On January 30, 2023, Greenidge entered into an agreement regarding its 2021 and 2022 Master Equipment Finance Agreements with NYDIG. During the year ended December 31, 2023, the Company transferred ownership of bitcoin mining equipment with net book value of $50.0 million and miner deposits of $7.4 million that remained accrued to Greenidge for previous purchases of mining equipment with a bitcoin miner manufacturer and the related debt was canceled pursuant to a debt settlement agreement entered into with NYDIG. There was no gain or loss recognized on the sales of these assets. The Company recognized a gain on the sale of assets of $1.2 million, which relates to the sale of bitcoin miner manufacturer coupons that were transferred as part of the debt restructuring agreement with NYDIG. Impairment The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. To determine recoverability of a long-lived asset, management evaluates whether the estimated future undiscounted net cash flows, based on prevailing market conditions, from the asset are less than its carrying amount. If impairment is indicated, the long-lived asset is written down to fair value. The Company is evaluating future uses of the remaining real estate assets in South Carolina, which includes the land and the original building which was classified as construction in process as it was not used in cryptocurrency mining. The impairment assessment was performed using a market approach. An impairment charge of $4 million was recorded for the year ended December 31, 2023, which is the remaining value of the building which was determined to no longer be recoverable. During the year ended December 31, 2022, as a result of the significant reduction in the price of bitcoin and increased energy prices during 2022, the Company's results of operations, as well as income expectations, were negatively impacted resulting in the recognition of noncash impairment charges of $176.3 million to reduce the net book value of the long-lived assets to fair value. Fair value was determined utilizing the market approach, relying on the guideline public company method. Our guideline public company method incorporates revenue and hash rate multiples from other publicly traded companies with operations and other characteristics similar to Greenidge. The table below provides a summary of the impairment by category of asset for the year ended December 31, 2022: $ in thousands Land $ 5,000 Plant Infrastructure 25,985 Miners 95,945 Miner Facility Infrastructure 17,811 Equipment 190 Software 70 Coal ash impoundment 925 Construction in process 30,381 Total $ 176,307 Sale of South Carolina Facility As described in Note 1, on November 9, 2023, the Company closed the sale of the South Carolina Facility to complete the deleveraging transaction with NYDIG. In exchange for the sale to NYDIG of the upgraded 44 MW South Carolina mining facilities and the subdivided real estate of approximately 22 acres of land, the Company received total consideration of $28 million, as follows: • The Senior Secured Loan with NYDIG with remaining principal of $17.7 million was extinguished; • The B. Riley Commercial Secured Promissory Note with remaining principal of $4.1 million, which NYDIG purchased from B. Riley Commercial on July 20, 2023 at par was extinguished; • A cash payment of approximately $4.5 million, and • The Company also received bonus payments earned of approximately $1.6 million as a result of the completion of the expansion of the upgraded mining facility and the facility's uptime performance. The Company recognized a gain on the sale of the South Carolina Facility of $8.2 million. In conjunction with the sale, the Company and NYDIG terminated the South Carolina Hosting Order. The NYDIG Hosting Agreement related to the New York Facility was not impacted by this transaction and remains in place. Following the completion of the South Carolina Facility sale, the Company continues to own approximately 153 acres of land in South Carolina, and is assessing potential uses of the remaining site, which may include the sale of the property. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following table provides information on the Company's financing agreements: $ in thousands As of: Note Loan Date Maturity Date Interest Initial December 31, 2023 December 31, 2022 Equipment Financings: A - D May 2021 October 2023 15.0 % 15,724 — 10,478 E July 2021 January 2023 17.0 % 4,457 — 495 F March 2022 April 2024 13.0 % 81,375 — 63,890 Senior Unsecured Notes October 2021/December 2021 October 2026 8.5 % 72,200 72,200 72,200 Secured Promissory Note March 2022 June 2023 7.5 % 26,500 — 10,430 Total Debt 72,200 157,493 Less: Debt discount and issue costs (3,490) (5,747) Total debt at book value 68,710 151,746 Less: Current portion — (67,161) Long-term debt, net of current portion $ 68,710 $ 84,585 The Company incurred interest expense of $12.7 million and $21.6 million during the years ended December 31, 2023 and 2022, respectively, under the terms of these notes payable. Senior Secured Loan On March 21, 2022, Greenidge, 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 ("NYDIG"), as lender, whereby NYDIG agreed to lend to the Borrowers approximately $81 million under loan schedules that were partially funded for approximately $54 million in March 2022, with additional funding of $17 million through December 31, 2022, to finance the acquisition of certain miners and related equipment (the "Financed Equipment"). The Borrowers' obligations under the NYDIG Financing Agreement were fully and unconditionally guaranteed by Greenidge. Outstanding borrowings under the NYDIG Financing Agreement were secured by all assets of the Borrowers, including without limitation, the Financed Equipment and proceeds thereof (including bitcoin). The loan schedules bore interest at a rate of 13% per annum and had terms of twenty-five months. Certain loan schedules were interest-only for a specified period and otherwise payments on loan schedules included both an interest and principal payment. Pursuant to the terms of the NYDIG Financing Agreement, the Borrowers and with certain exceptions, the Company, were subject to certain covenants and restrictive provisions which, among other things limited: the Borrowers’ ability to incur additional indebtedness for borrowed money; additional liens on the collateral or the equity interests of any of the Borrowers; consolidations or mergers including the Borrowers or the Company unless such would not constitute a Change in Control (as defined therein); disposing of the collateral or any portion of the collateral with certain exceptions; the Borrowers’ ability to make certain restricted payments and investments; and the ability to create certain direct obligations of the Borrowers or the Company unless the NYDIG Financing Agreement was at least pari passu in right of payment; each of which were subject to customary and usual exceptions and baskets. The loans under the NYDIG Financing Agreement could not be voluntarily partially prepaid, but could be prepaid in whole subject to a make-whole calculation. The NYDIG Financing Agreement is denoted in the table above as "Equipment Financings: A - D and F." At December 31, 2022, Greenidge owed a payment of principal and interest in the amount of approximately $1.0 million due on December 25, 2022. Prior to defaulting on any payments, the Company and NYDIG entered into a waiver that stated both parties agreed that failure to pay the December 25, 2022 and the January 10, 2023 payments when due would not be an event of default if payment was made in full by January 27, 2023. On January 30, 2023, the Company entered into a Debt Settlement Agreement (the "Debt Settlement Agreement"), with NYDIG in order to refinance and replace certain outstanding indebtedness under certain Master Equipment Financing Agreements and related loan documentation (the "MEFAs"). The $75.8 million in debt previously outstanding under the MEFAs was reduced by $58.5 million pursuant to the Debt Settlement Agreement and the remaining $17.3 million outstanding under the MEFAs was refinanced as provided below (the "Refinancing"). As part of the Debt Settlement Agreement, the Company entered into a Senior Secured Loan Agreement (the "Secured Loan"), as borrower, with NYDIG, as administrative agent and as collateral agent. The Company evaluated the amendment under ASC 470-50, "Debt Modification and Extinguishment", and concluded that the updated terms qualified as a debt modification; therefore, no gain or loss was recorded. The initial principal balance under the Secured Loan (the "Refinanced Amount") was approximately $17.3 million. Interest was payable monthly at an interest rate of 15% per annum, computed on the basis of a 360-day year of twelve 30-day months through January 30, 2025. The Secured Loan included clauses requiring the Company to maintain cash balances in excess of $10 million and failure to maintain this balance could be considered an event of default by the lender. The Secured Loan contained customary representations, warranties and covenants including restrictions on indebtedness, liens, restricted payments and dividends, investments, asset sales and similar covenants and contained customary events of default. In addition, the Secured Loan allowed for a voluntary prepayment of the loan in kind of approximately $10.2 million by transferring ownership of certain mining infrastructure assets to NYDIG if NYDIG entered into a binding agreement by April 30, 2023, facilitated by Greenidge, securing rights to a site for a future mining facility. The Company was informed on April 30, 2023 that NYDIG would not be entering into the binding agreement for the future mining facility and that portion of the debt remained outstanding, and as a result, accrued interest of approximately $0.4 million was capitalized into the principal balance at April 30, 2023. In order to facilitate the transactions contemplated by a non-binding term sheet associated with the sale of the Company's South Carolina mining site to NYDIG, on August 11, 2023, NYDIG granted a limited waiver (the "Limited Waiver") to the Company with respect to reducing the Company’s minimum cash requirement from $10 million to $6 million and agreed to amend the NYDIG Senior Secured Loan on August 21, 2023 to extend the waiver of the minimum cash requirement as well as to suspend interest and principal payments due under both the NYDIG Senior Loan and the B. Riley Commercial Note until the earlier of (i) the completion of the transactions contemplated by the non-binding term sheet, or (ii) December 29, 2023. On November 9, 2023, the Company completed the sale of South Carolina facility to NYDIG, which resulted in the settlement of the $17.7 million principal balance of the Senior Secured Loan as part of the consideration received in the sale. This settlement resulted in the termination of all liens, mortgages, and security interests previously securing the loan, as well as all related covenants. The Company recognized a loss of $0.5 million upon extinguishment of the debt. Secured Promissory Note On March 18, 2022, Greenidge issued a secured 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 Greenidge (the "Secured Promissory Note"). The Secured Promissory Note was guaranteed by certain of Greenidge’s wholly-owned subsidiaries: Greenidge South Carolina LLC, GSC RE LLC and 300 Jones Road LLC. The loan outstanding under the Secured Promissory Note originally bore interest at a rate of 6% per annum and originally matured on July 20, 2022, subject to up to five 30-day extensions, through December 2022, that could be elected by Greenidge provided no Event of Default (as defined therein) occurred and was continuing and Greenidge paid an Exit Fee (as defined therein) to the Noteholder. Pursuant to the terms of the Secured Promissory Note, Greenidge and its subsidiaries were subject to certain covenants and restrictive provisions which, among other things, limited their ability to incur additional indebtedness for borrowed money or additional liens other than debt and liens permitted pursuant to the Secured Promissory Note; consolidate or merge unless Greenidge 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 were subject to customary and usual exceptions and baskets. The Secured Promissory Note was secured by a first priority mortgage lien on certain real property together with related improvements, fixtures and personal property located at Greenidge's South Carolina Facility. Greenidge’s obligations under the Secured Promissory Note could be prepaid in whole or in part without penalties or fees. On August 10, 2022, Greenidge and the Noteholder agreed to amend the terms of the Secured Promissory Note, by extending the maturity to June 2023, reducing scheduled monthly amortization payments and revising the interest rate to 7.5%. The Exit Fees (as defined therein) associated with the four 30-day extensions subsequent to August 10, 2022 were accelerated and added to the principal balance as of that date. The principal balance following the amendment was $16.4 million as of August 10, 2022. Additionally, mandatory repayments of the Secured Promissory Note were revised, such that 65% of the net cash proceeds received from sales of stock under the 2022 Purchase Agreement would be paid to the Noteholder to repay the Secured Promissory Note. The Company evaluated the amendment under ASC 470-50, "Debt Modification and Extinguishment", and concluded that the updated terms qualified as a debt modification, and therefore, no gain or loss was recorded. On January 13, 2023, Greenidge and the Noteholder entered into a Waiver and Acknowledgement Letter (the "B. Riley Waiver") regarding the terms of the Amended and Restated Bridge Promissory Note dated August 10, 2022 executed by Greenidge in favor of the Noteholder. Under the B. Riley Waiver, the Noteholder agreed that Greenidge’s failure to pay the approximately $1.5 million payment of principal and interest due under the BRCC Note on December 20, 2022 would not be an event of default if that payment were made in full by the earlier of January 20, 2023 or the date that Greenidge and the Noteholder entered into a mutually satisfactory amendment to the BRCC Note addressing, among other things, future amortization requirements under the BRCC Note. The waiver left the due dates for other scheduled payments under the BRCC Note unaffected. On January 30, 2023, Greenidge entered into the Consent and Amendment No. 1 to the Promissory Note (the "B. Riley Amendment") with B. Riley Commercial. The B. Riley Amendment modified the payment dates and principal and interest payment amounts under the Promissory Note, requiring no principal and interest payments until June 2023 and monthly payments thereafter through November 2023. Under the terms of the B. Riley Amendment, each of B. Riley Commercial and Atlas Holdings LLC, or an affiliate thereof, purchased $1 million of Greenidge’s Class A common stock under the ATM Agreement. B. Riley purchased common stock on a principal basis at $7.50 per share and Atlas or its affiliate purchased common stock at market prices through B. Riley acting as sales agent. Greenidge also paid a $1 million amendment fee to B. Riley Commercial, payable by the delivery of Greenidge Class A common stock to B. Riley Commercial, as principal under the ATM Agreement, at a price of $7.50 per share. Under the B. Riley Amendment, Greenidge was required to make mandatory monthly debt repayments under the Promissory Note of 15% of the net proceeds of sales of equity, including sales under the ATM Agreement and the equity purchase agreement. The monthly principal amortization payments were $1.5 million beginning June 30, 2023. The Company evaluated the amendment under ASC 470-50, "Debt Modification and Extinguishment", and concluded that the updated terms qualified as a debt modification, therefore, no gain or loss was recorded. On July 20, 2023, NYDIG purchased the secured promissory note from B. Riley Commercial. Under the Limited Waiver discussed in the description of the Senior Secured Loan, NYDIG agreed to amend the Secured Promissory Note on or before August 21, 2023 to suspend interest and principal payments due under the B. Riley Commercial Note until the earlier of (i) the completion of the transactions contemplated by the nonbinding term sheet, or (ii) December 29, 2023. On November 9, 2023, the Company completed the sale of the South Carolina Facility to NYDIG, which resulted in the settlement of the $4.1 million principal balance of the Secured Promissory Note as part of the consideration received in the sale. This settlement resulted in the termination of all liens, mortgages and security interests previously securing the loan, as well as all related covenants. The Company recognized a $0.1 million loss upon extinguishment of the debt. Senior Unsecured Notes During the fourth quarter of 2021, the Company sold $72.2 million of 8.50% Senior Notes due October 2026 (the "Senior Notes") pursuant to the Company's registration statement on Form S-1. Interest on the Senior 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 Senior 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 Senior Notes trade on the Nasdaq Global Select Market under the symbol "GREEL." The Company may redeem the Senior 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 Senior 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. Minimum Future Principal Payments Minimum future principal payments on debt as of December 31, 2023 were as follows based on the terms of the debt at that date: $ in thousands 2024 $ — 2025 — 2026 72,200 2027 — Thereafter — Total $ 72,200 Fair Value Disclosure The notional value and estimated fair value of the Company's debt totaled $72.2 million and $29.3 million, respectively at December 31, 2023 and $157.5 million and $88.5 million, respectively at December 31, 2022. The notional value does not include unamortized discounts and debt issuance costs of $3.5 million and $5.7 million at December 31, 2023 and 2022, respectively. The estimated fair value of the Bonds Payable, representing the fair value of the Company's 8.50% Senior Notes due October 2026, was measured using quoted market prices at the reporting date. Such instruments were valued using Level 1 inputs. For the Equipment Financings and Secured Promissory Note, the Company believes the notional values approximate their fair values. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | STOCKHOLDERS’ EQUITY Common Stock On April 11, 2023, the stockholders approved a reverse stock split of the Company's issued and outstanding Class A common stock, par value $0.0001 per share and Class B common stock, par value $0.0001 per share, such that every ten (10) outstanding shares of Class A common stock would be combined and reclassified into one (1) share of Class A common stock and every ten (10) outstanding shares of Class B common stock would be combined and reclassified into one (1) share of Class B common stock. On the effective date specified in the Certificate of Amendment, every holder of outstanding shares of common stock was entitled to receive, subject to the treatment of fractional shares described in the Certificate of Amendment, one share of Class A common stock or Class B common stock, as applicable, in exchange for ten shares of Class A common stock or Class B common stock, as applicable, held by such holder (the “Reverse Stock Split”). The Reverse Stock Split became effective on May 16, 2023. 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, 2023 are 6,278,613 and 2,852,639, 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 second amended and restated certificate of incorporation dated September 6, 2022. Equity Purchase Agreement with B. Riley Principal Capital, LLC On September 15, 2021, as amended on April 7, 2022, Greenidge entered into the Equity Purchase Agreement with B. Riley Principal. Pursuant to the Equity Purchase Agreement, Greenidge has the right to sell to B. Riley up to $500 million in shares of its Class A common stock, subject to certain limitations and the satisfaction of specified conditions in the Equity Purchase Agreement, from time to time over the 24-month period commencing on April 28, 2022. In connection with the Equity 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 Greenidge’s Class A common stock to be issued under the Equity Purchase Agreement. The registration statement became effective on April 28, 2022 (the "Effective Date"), relating to the resale of 572,095 shares of Greenidge’s Class A common stock in connection with the Equity Purchase Agreement. From the Effective Date to December 31, 2022, Greenidge issued 159,923 shares of Class A common stock to the Investor pursuant to the Equity Purchase Agreement for aggregate proceeds of $5.0 million, net of discounts. Greenidge issued 250,000 and 94,093 shares during the year ended December 31, 2023 for aggregate proceeds of $2.0 million, net of discounts, and a subscription receivable of $0.7 million, respectively. At Market Issuance Sales Agreement with B. Riley Securities On September 19, 2022, as amended on October 3, 2022, Greenidge entered into the ATM Agreement with B. Riley and Northland, relating to shares of Greenidge’s Class A common stock. Under the ATM Agreement, B. Riley agreed to use its commercially reasonable efforts to sell on Greenidge’s behalf the shares of Greenidge’s Class A common stock requested to be sold by Greenidge, consistent with B. Riley’s normal trading and sales practices, under the terms and subject to the conditions set forth in the ATM Agreement. Greenidge has the discretion, subject to market demand, to vary the timing, prices and number of shares sold in accordance with the ATM Agreement. B. Riley may sell the Company’s Class A common stock by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act. Greenidge will pay B. Riley commissions for its services in acting as sales agent, in an amount equal to up to 3.0% of the gross proceeds of all Class A common stock sold through it as sales agent under the ATM Agreement. Pursuant to the registration statement on Form S-3 filed registering shares to be sold in accordance with the terms of the ATM Agreement, Greenidge may offer and sell shares of its Class A common stock up to a maximum aggregate offering price of $22,800,000. From October 1, 2022 through April 5, 2024, Greenidge issued 4,167,463 shares under the ATM Agreement for net proceeds of $20.7 million. Under the ATM Agreement, Greenidge issued 3,879,309 and 288,154 shares for net proceeds of $18.7 million and $2.1 million during the years ended December 31, 2023 and 2022, respectively. Additionally, Greenidge issued 133,333 shares with a fair value of $1.0 million to B. Riley as payment of an amendment fee on the Promissory Note in February 2023. Infinite Reality, Inc. Equity Exchange Agreement On December 11, 2023, we entered into an Equity Exchange Agreement (the “Equity Exchange Agreement”) with Infinite Reality, Inc. (“Infinite Reality”), pursuant to which, among other things, (i) we issued to Infinite Reality a one-year warrant to purchase 180,000 shares of our Class A common stock at an exercise price of $7.00 per share (the “1-Year Warrant”), the proceeds of which, upon exercise, are required to be used for the development of a proposed new data center contemplated by a Master Services Agreement entered into between us and Infinite Reality on December 11, 2023, and (ii) we issued 180,000 shares of our Class A common stock to Infinite Reality. We valued the shares issued under the Equity Exchange Agreement using the closing price on December 11, 2023, $4.83 per share, for an aggregate value of $0.9 million. In exchange for issuing the 1-Year Warrant and Class A common stock, we received (i) a one-year warrant to purchase 235,754 shares of Infinite Reality's common stock at an exercise price of $5.35 per share (the "Infinite Reality Warrant"), recognized as a derivative asset and included in prepaid expenses and other current assets and (ii) 280,374 shares of Infinite Reality's common stock, recognized as an investment in equity securities and included in Other long-term assets. The Infinite Reality Warrant will automatically exercise on a net settlement basis immediately prior to expiration unless written notice is provided by the Company to Infinite Reality. The company determines the fair value of the warrant issued using the Black-Scholes-Merton option pricing model. The table below details the assumptions relating to the valuation of warrants issued for the year ended December 31, 2023. There were no common stock warrants issued or outstanding for the year ended December 31, 2022. 2023 Expected volatility 172.64 % Expected term (years) 1.00 Risk-free interest rate 5.14 % Expected dividend yield — % Other In May 2023, Greenidge issued 54,348 unregistered shares of its Class A common stock with a fair value of $0.3 million to a vendor as payment for services provided. The issuance of these shares is presented in Issuance of shares, net of issuance costs on the Consolidated Statements of Stockholders' Deficit. |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
LOSS PER SHARE | LOSS PER SHARE The Company calculates basic net loss per share by dividing the net loss by the weighted average number of shares of common stock outstanding for the period. The diluted net 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 and diluted net loss per share of common stock (In thousands, except per share data): For the Year Ended December 31, 2023 2022 Numerator Net loss from continuing operations $ (29,039) $ (269,741) Loss from discontinued operations, net of tax (471) (1,327) Net loss $ (29,510) $ (271,068) Denominator Basic weighted average shares outstanding 6,660 4,237 Effect of dilutive securities — — Diluted weighted average shares outstanding 6,660 4,237 Net loss per share, basic and diluted: Net loss per share from continuing operations, basic and diluted $ (4.36) $ (63.66) Loss per share from discontinued operations, basic and diluted (0.07) (0.31) Net loss per share, basic and diluted $ (4.43) $ (63.97) For the years ended December 31, 2023 and 2022, because the Company was in a loss position, basic net loss per share is the same as diluted net loss per share, as the inclusion of the potential common shares would have been anti-dilutive. The following table sets forth potential shares of common stock that are not included in the diluted net loss per share calculation above because to do so would be anti-dilutive for the period indicated (In thousands): Anti-dilutive securities December 31, 2023 December 31, 2022 Restricted stock awards 9 25 Common shares issuable upon exercise of stock options 459 364 Common shares issuable upon exercise of warrants 180 — Total 648 389 |
EQUITY BASED COMPENSATION
EQUITY BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
EQUITY BASED COMPENSATION | EQUITY BASED COMPENSATION Equity Incentive Plans In February 2021, Greenidge adopted an equity incentive plan and reserved 383,111 shares of Class A common stock for issuance under the plan (the “2021 Equity Plan”), applicable to employees and non-employee directors. In April 2023, the stockholders approved an amendment and restatement of the 2021 Equity Plan to increase the maximum aggregate number of shares of Class A common stock that may be issued for all purposes under the Plan by 500,000 shares of Class A common stock from 383,111 to 883,111 shares of Class A common stock and to remove the counting of shares of Class A common stock granted in connection with awards other than stock options and stock appreciation rights against the total number of shares available under the Plan as two shares of Class A common stock for every one share of Class A common stock granted in connection with such award. For the year ended December 31, 2023, no additional shares had been granted under the 2021 Equity Plan. In October 2022, the Company registered 307,684 shares of Class A common stock, outside of the 2021 Equity Plan, that were reserved for issuance upon the vesting and exercise of non-qualified stock option inducement grants. Restricted Common Stock Unit Awards During the year ended December 31, 2023, the Company awarded 33,418 restricted common stock units ("RSUs") under the 2021 Equity Plan, which vested immediately upon grant. RSUs granted are generally eligible to vest over a three-year period at a rate of 33.3% per year and are subject to forfeiture restrictions which lapse over time. The Company’s unvested RSU awards activity for the year ended December 31, 2023 is summarized below: RSUs Weighted Average Unvested at December 31, 2022 24,729 $ 68.80 Granted 33,418 $ 5.30 Vested (48,548) $ 26.30 Forfeited (483) $ 61.24 Unvested at December 31, 2023 9,116 $ 62.99 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. The fair market value of the awards granted totaled $0.2 million and $0.7 million during the years ended December 31, 2023 and 2022, respectively. There was $0.1 million of total unrecognized compensation cost related to unvested restricted stock rights as of December 31, 2023, which is expected to be recognized over a remaining weighted-average vesting period of less than 1 year. Common Stock Options During the year ended December 31, 2023, the Company awarded 100,000 options that vest over a three-year period at a rate of 33.3% per year and are subject to forfeiture restrictions which lapse over time. These were issued from the Inducement Grants registered in October 2022. Options granted to officers and employees expire ten years after the date of grant. The Company’s stock options activity for the year ended December 31, 2023 is summarized below: Options Weighted Average Weighted Average Aggregate Outstanding at December 31, 2022 364,185 $ 20.46 - Granted 100,000 $ 4.94 Forfeited (5,203) $ 62.62 Outstanding at December 31, 2023 458,982 $ 16.59 8.8 $ 177 Exercisable as of December 31, 2023 150,012 $ 27.76 8.2 $ — 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, 2023 and 2022, the fair market value of the awards granted totaled $0.5 million and $3.1 million, respectively. As of December 31, 2023, there was $2.4 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 2.1 years. We determine the fair value of each grant using the Black-Scholes-Merton option pricing model. The weighted average assumptions relating to the valuation of stock options granted for the year ended December 31, 2023 and 2022 were as follows: 2023 2022 Weighted average exercise price of options granted $ 4.94 $ 1.32 Expected volatility 211 % 89 % Expected term (years) 10.0 6.0 Risk-free interest rate 4.5 % 4.1 % Expected dividend yield 0.0 % 0.0 % Stock-based Compensation The Company recognized stock-based compensation expense of $2.3 million and $2.6 million during the years ended December 31, 2023 and 2022, respectively. Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying Consolidated Statements of Operations and Comprehensive Loss. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The components of loss from continuing operations before the provision for income taxes are as follows: For the Year Ended December 31, $ in thousands 2023 2022 Domestic $ (29,039) $ (254,739) Foreign — — Total $ (29,039) $ (254,739) The components of the provision for income taxes from continuing operations consist of the following: For the Year Ended December 31, $ in thousands 2023 2022 Current tax provision: Federal $ — $ — State — (53) Foreign — — Total current tax (benefit) provision — (53) Deferred tax provision: Federal — 11,771 State — 3,284 Foreign — — Total deferred tax provision — 15,055 Total provision for income taxes $ — $ 15,002 A reconciliation of the amounts at U.S. federal statutory tax rate to the Company’s effective tax rate for continuing operations is as follows: For the Year Ended December 31, $ in thousands 2023 2022 (Benefit) provision at federal statutory rate $ (6,248) $ (53,495) State income taxes, net of federal tax benefits — 2,553 Change in valuation allowance (13,002) 65,395 Other, net 19,250 549 Provision for income taxes $ — $ 15,002 The Company’s effective tax rate of 0% for the year ended December 31, 2023 was lower than the U.S. federal statutory income tax rate of 21% primarily due to a change in the valuation allowance and state taxes. The Company’s effective tax rate of (5.9)% for the year ended December 31, 2022 was higher than the U.S. federal statutory income tax rate 21% primarily due to the impact of state taxes. 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: As of December 31, $ in thousands 2023 2022 Deferred tax assets: Net operating loss carryforwards $ 40,132 $ 58,008 Intangibles 960 1,674 Stock-based compensation 740 462 Capitalized costs 7,484 8,794 Interest Expense Limitation Carryforward 7,035 4,653 Environmental liabilities 4,492 4,538 Fixed Assets 7,449 3,672 Other 3,908 3,401 Gross deferred tax assets 72,200 85,202 Less: valuation allowance (72,200) (85,202) Deferred tax assets, net — — Deferred tax liabilities: Investment in partnership — — Property and equipment — — Other — — Deferred tax liabilities — — Total net deferred tax assets $ — $ — As of December 31, 2023, the Company had net operating loss carryforwards ("NOL") of approximately $147.1 million for U.S. federal income purposes, of which $1.4 million begins to expire in 2024. The Company also had net operating loss carryforwards for state income tax purposes of approximately $183.5 million, which begin to expire in 2024. 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. Of the total federal NOLs, $60.8 million were acquired with Support.com, Inc. in 2021 and are subject to Section 382 limitation. 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. The Company has ended all Support.com operations as of December 31, 2023; therefore, the remaining assets and liabilities of Support.com are presented as current at December 31, 2023 and 2022. The remaining assets and liabilities consist primarily of remaining receivables and refundable deposits, payables and accrued expenses associated with the closing of operations and foreign tax liabilities. 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, 2023, the Company recorded a full valuation allowance on its net deferred tax assets of $72.2 million, as it did not meet the more likely than not threshold required under ASC 740-10-30. The main form of negative evidence is the three-year cumulative losses. 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 2005 and thereafter by federal and state tax authorities. The 2021 through 2023 tax years generally remain open and subject to audit by foreign tax authorities. The Company recognizes the tax benefit from uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the tax authorities, based on the technical merits of the position. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as part of the provision for income taxes. As of December 31, 2023, 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. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal Matters From time to time, the Company may be involved in various lawsuits and legal proceedings that arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in such matters may arise and harm the Company's business. The Company is currently not aware of any such legal proceedings or claims that it believes will have a material adverse effect on its business, financial condition, or operating results. Environmental Liabilities The Company has a coal combustion residual ("CCR") liability associated with the closure of a coal ash pond located on the Company's property in the Town of Torrey, New York. In accordance with ASC 410-30, the Company has a 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 ("ASC 410-30") , the Company has recorded an environmental liability of $12.9 million and $10.5 million as of December 31, 2023 and 2022, respectively, which includes a charge of $2.4 million and $1.9 million for the years ended December 31, 2023 and 2022, respectively, related to a remeasurement increase. As required by 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. Estimates are based on various assumptions including, but not limited to, closure and post-closure cost estimates, timing of expenditures, escalation factors, and requirements of granted permits. Additional adjustments to the environment liability may occur periodically due to potential changes in estimates and assumptions. The liability has been determined based on estimated costs to remediate as well as post-closure costs which are assumed over an approximate 30-year period and assumes an annual inflation rate of 2.4%. Commitments The Company entered into a contract with Empire Pipeline Incorporated in September 2020 which provides for the transportation to its pipeline of 15,000 dekatherms of natural gas per day, approximately $0.2 million per month. The contract ends in September 2030 and may be terminated by either party with 12 months' notice after the initial 10-year period. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS As of December 31, 2023, Atlas and its affiliates control 78.0% of the voting power of our outstanding capital stock. As a result, we are a "controlled company" within the meaning of Nasdaq’s corporate governance standards. Letters of Credit Atlas obtained a letter of credit from a financial institution in the amount of $5.0 million at December 31, 2023 and December 31, 2022, payable to the NYSDEC. This letter of credit guarantees the current value of the Company’s landfill environmental trust liability. See Note 10, " Commitments and Contingencies " for further details. Atlas also has a letter of credit from a financial institution in the amount of $3.6 million at December 31, 2023 and 2022, 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. Guarantee An affiliate of Atlas has guaranteed the payment obligation of Greenidge in favor of Emera Energy Services, Inc. ("Emera") under an Energy Management Agreement and an ISDA Master Agreement under which Greenidge may enter into various transactions involving the purchase and sale of natural gas, electricity and other commodities with Emera. This guarantee was limited to $1.0 million and is no longer in effect as of June 16, 2023. Atlas did not make any payments under the guarantee during the years ended December 31, 2023 and 2022. Other Affiliates of Atlas from time to time incur certain costs for the benefit of Greenidge, which are fully reimbursed by Greenidge. The amount of costs reimbursed by Greenidge during 2023 and 2022 was $0.2 million and $0.2 million, respectively. |
CONCENTRATIONS
CONCENTRATIONS | 12 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS | CONCENTRATIONS The Company has a single hosting services customer that accounted for 56% of the company's revenue for the year ended December 31, 2023. There was no datacenter hosting revenue for the year ended December 31, 2022. For the Company's self-mining 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 33% and 70% of total revenue for the year ended December 31, 2023, and 2022, respectively. The Company has one major power customer, NYISO, that accounted for 9% and 18% of its revenue for the years ended December 31, 2023 and 2022, respectively. The Company has one natural gas vendor that accounted for approximately 27% and 62% of cost of revenue for the years ended December 31, 2023 and 2022, respectively. The Company has one major provider of hosting services for its self-mining operation that accounted for approximately 18% of cost of revenue for the year ended December 31, 2023. There were no hosting services for the self-mining operation for the year ended December 31, 2022. |
SUPPLEMENTAL BALANCE SHEET AND
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION | SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION The following table provides additional details of Prepaid expenses and other assets: As of December 31, $ in thousands 2023 2022 Prepaid insurance $ 2,818 $ 3,822 Electric deposits — 1,400 Warrant Asset 477 — Other prepaid expenses 569 1,044 Prepaid expenses and other assets $ 3,864 $ 6,266 Warrant Asset: Fair value measurements of warrant assets of private companies are priced based on a Black-Scholes-Merton option pricing model to estimate the asset value by using stated strike prices, option expiration dates, risk-free rates and option volatility assumptions. The warrant asset was initially measured at fair value of consideration given, in this case the fair value of the warrant issued by the Company. There were no changes in observable inputs from the date the warrant was received through December 31, 2023. The Company classifies warrant assets within Level 3 of the fair value hierarchy. The Company had the following noncash investing and financing activities: For the Year Ended December 31, $ in thousands 2023 2022 Property and equipment purchases in accounts payable $ 813 $ 6,676 Common stock issued for amendment fee to lender $ 1,000 $ — Subscription receivable in exchange for issuance of common stock $ 698 $ — Exchange of assets for reduction in debt $ 71,755 $ — Exchange of coupons for reduction in debt $ 1,152 $ — Exchange of equipment deposits for reduction in debt $ 7,381 $ — Accrued interest added to debt principal $ 1,212 $ — Common stock issued in exchange for equity interest $ 869 $ — Warrant issued in exchange for warrant asset $ 477 $ — Under the contract with its hosting provider, the Company is required to maintain cash in a restricted account sufficient to cover earned but unpaid hosting services. At December 31, 2023, this account had $1.2 million of cash designated for payment of such services. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Armistice Capital Agreement On February 12, 2024, the Company entered into a securities purchase agreement (the “SPA”) with Armistice Capital Master Fund Ltd. (“Armistice”). Pursuant to the SPA, Armistice purchased (i) 450,300 shares (the “Shares”) of the Company’s Class A common stock, and (ii) a pre-funded Class A common stock purchase warrant (the “Pre-Funded Warrant”) for 810,205 shares of the Company’s Class A common stock (the “Pre-Funded Warrant Shares”). The per share purchase price of the Shares and the Pre-Funded Warrant Shares was $4.76, resulting in aggregate gross proceeds of $6.0 million, and after giving effect to the exercise price of $0.0001 per Pre-Funded Warrant Share, the Company received net proceeds of $6.0 million. The Pre-Funded Warrant has an initial exercise date of February 14, 2024 and gives Armistice the right to acquire the Pre-Funded Warrant Shares, subject to limitations and conditions as set forth in the Pre-Funded Warrant, until it is exercised in full. In addition, the Company issued to Armistice a five Pursuant to the SPA, the Company is obligated to file a resale registration statement with the SEC covering the Shares, the Pre-Funded Warrant Shares and the Warrant Shares on the later of thirty ten Mississippi Expansion On March 6, 2024, a subsidiary of the Company entered into a Commercial Purchase and Sale Agreement (the “Motus Agreement”) with a subsidiary of Motus Pivot Inc., a Delaware corporation ("Motus"), pursuant to which the Company has agreed to purchase from Motus a parcel of land containing approximately 12 acres located in Columbus, Mississippi, including over 73,000 square feet of industrial warehouse space (the “Property”). The purchase price for the Property is $1.45 million (the “Purchase Price”), which the Company expects to finance with cash on hand. As such, financing the transaction with cash on hand will impact the Company's liquidity and capital resources. Motus is a portfolio company of private investment funds managed by Atlas Holdings LLC (“Atlas”), a related party of the Company. Greenidge’s controlling shareholder consists of certain funds associated with Atlas. Under the terms of the Motus Agreement, Greenidge will deposit $50 thousand in escrow, with such amount to be applied at closing to the Purchase Price. The Motus Agreement contains customary representations, warranties and covenants of the parties and closing conditions as well as other customary provisions. The transaction is expected to close in April 2024. Class B Common Stock Conversion On January 30, 2024 and February 9, 2024, the Company received notices of conversion from holders of its Class B common stock to convert 77,245 and 42,000 shares of Class B common stock, respectively, in exchange for 77,245 and 42,000 shares of Class A common stock, respectively. Other Issuances of Common Stock Since December 31, 2023, the Company issued 159,357 shares of Class A common stock to employees and consultants under the 2021 Equity Plan. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net Loss | $ (29,510) | $ (271,068) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
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"). Any reference in these Notes to applicable guidance refers to U.S. GAAP as found in U.S. Accounting Standards Codification ("ASC") and Accounting Standards Update ("ASU") of the Financial Accounting Standards Board ("FASB"). The consolidated financial statements reflect the Company's accounts and operations and those of its subsidiaries. All significant intercompany accounts and transactions have been eliminated. Going Concern In accordance with the Financial Accounting Standards Board (the "FASB") Accounting Standards Update ("ASU") 2014-15, Presentation of Financial Statements – Going Concern, the Greenidge's management evaluated whether there are conditions or events that pose risk associated with the Company's ability to continue as a going concern within one year after the date these financial statements have been issued. The Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern. The Company has historically incurred operating losses and negative cash flows from operations. These factors raise substantial doubt as to the Company’s ability to continue as a going concern. The halving of bitcoin, expected in April 2024, may have an adverse effect on the Company’s projected future cash flows. The fixed costs to operate the business including, but not limited to, insurance, overhead and capital expenditures, as well as the variable input costs to operate the Company’s datacenters, has a material impact on the Company’s continuing operations and ability to generate positive cash flows. While the market has improved in 2023 and 2024, the Company continues to have to address the possibility of negative impacts of the price of bitcoin and natural gas as these have proven to be volatile markets. As a result, management took certain actions during the during 2023 to improve the Company's liquidity that are described further below. At December 31, 2023, the Company ha d $13.3 million of cash, restricted cash and cash equivalents and other current assets of $11.1 million, while having $9.6 million of accounts payable and accrued expenses, emissions liability of $10.5 million, and an estimated $0.4 million of environmental liability spend in the next 12 months, which results in ending working capital of $3.4 million. Additionally, the Company has $6.1 million of interest payments due over the next twelve months. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. In an effort to improve liquidity, the Company has completed or is in the process of completing the following transactions: • In September 2022, Greenidge entered into an at-the-market issuance sales agreement, as amended, dated as of September 19, 2022, by and among the Company, B. Riley Securities, Inc. (“B. Riley Securities”) and Northland Securities, Inc., relating to shares of Greenidge’s Class A common stock (the "ATM Agreement"), and since October 23, 2022 through April 5, 2024, have received net proceeds of $20.7 million from sales of Class A common stock under the ATM Agreement. See Note 6, "Stockholder's Equity", for further details. • On January 30, 2023, the Company entered into debt restructuring agreements with NYDIG ABL LLC ("NYDIG") and B. Riley Commercial Capital, LLC ("B. Riley Commercial"). The restructuring of the NYDIG debt improved the Company's liquidity during 2023 as the payments required in 2023 on the remaining principal balance is interest payments of $2.0 million. This reduced debt service is substantially lower than the $62.7 million of principal and interest payments which would have been required in 2023 pursuant to the 2021 and 2022 Master Equipment Finance Agreements, both of which were refinanced in January 2023. See Note 5, "Debt" for further details regarding the debt restructuring agreements. • In conjunction with the restructuring of the debt with NYDIG, the Company also entered into hosting agreements with NYDIG on January 30, 2023 (the “NYDIG Hosting Agreements”), which improved its liquidity position, as it provided for cost reimbursements for key input costs, while allowing the Company to participate in the upside should bitcoin prices rise. • As described in Note 1, on November 9, 2023, the Company closed the sale of the South Carolina Facility to complete the deleveraging transaction with NYDIG. In exchange for the sale to NYDIG of the upgraded 44 MW South Carolina mining facilities and the subdivided real estate of approximately 22 acres of land, the Company received total consideration of $28 million, as follows: ◦ The Senior Secured Loan with NYDIG with remaining principal of $17.7 million was extinguished; ◦ The B. Riley Commercial Secured Promissory Note with remaining principal of $4.1 million, which NYDIG purchased from B. Riley Commercial on July 20, 2023 at par was extinguished; ◦ A cash payment of approximately $4.5 million, and ◦ The Company also received bonus payments earned of approximately $1.6 million as a result of the completion of the expansion of the upgraded mining facility and the facility's uptime performance. The Company recognized a gain on the sale of the South Carolina Facility of $8.2 million. In conjunction with the sale, the Company and NYDIG terminated the South Carolina Hosting Order. The NYDIG Hosting Agreement related to the New York Facility was not impacted by this transaction and remains in place. Following the completion of the South Carolina Facility sale, the Company continues to own approximately 153 acres of land in South Carolina, and is assessing potential uses of the remaining site, which may include the sale of the property. • In addition, the Company sold equipment, coupons and certain environmental credits for total proceeds of $11.7 million from the second quarter of 2022 through the first quarter of 2023 to raise additional funds. • Since entering into the NYDIG Hosting Agreements, the Company has identified opportunities to deploy its company-owned miners. In March 2023, the Company entered into a hosting agreement with Conifex Timber Inc. ("Conifex"), whereby Conifex will provide hosting services to Greenidge utilizing renewable power (the “Conifex Hosting Agreement”). In April 2023, the Company entered into a hosting agreement with Core Scientific, Inc. ("Core") in which Core will host and operate Greenidge-owned bitcoin miners at its facilities (the “Core Hosting Agreement”, and together with the NYDIG Hosting Agreements and the Conifex Hosting Agreement, the “Hosting Agreements”). • On March 6, 2024, we agreed to purchase a parcel of land containing approximately 12 acres located in Columbus, Mississippi, including over 73,000 square feet of industrial warehouse space. We expect the transaction to close in April 2024 and intend to deploy 7 MW of miners on the property in the second quarter of 2024. We have also deployed additional miners in conjunction with a 7.5 MW mining capacity lease in North Dakota, which has a term of five years and provides us with energy to power mining. The Company believes the addition of these datacenters will improve the Company’s profits and liquidity during the remainder of 2024 and beyond. Despite these improvements to the Company's financial condition, Greenidge management expects that it will require additional capital in order to fund the Company’s expenses and to support the Company’s near-term working capital needs and remaining debt servicing requirements. Management continues to assess different options to improve its liquidity which include, but are not limited to: • issuances of equity, including but not limited to issuances under the Equity Purchase Agreement and/or the ATM Agreement. • a sale of the Company's remaining real estate in South Carolina and/or sale of the remaining miner infrastructure equipment inventory, which was not used in the South Carolina expansion. The Company estimates that substantially all of its cash resources will be depleted by the end of the first quarter of 2025. The Company's estimate of cash resources available to the Company for the next 12 months is dependent on completion of certain actions, including obtaining additional short-term outside financing, executing on certain investing transactions; as well as bitcoin prices and blockchain difficulty levels similar to those existing as of the filing of this Annual Report on Form 10-K and energy prices similar to the those experienced in the fourth and first quarters of 2023 and 2024, respectively. While bitcoin prices have begun to recover during 2023 and the first quarter of 2024 from the significant declines experienced in 2022, management cannot predict when or if bitcoin prices will recover to sufficient levels for a sustained period of time in light of the halving set to occur in April 2024, or the volatility of energy costs. While the Company continues to work to implement options to improve liquidity, there can be no assurance that these efforts will be successful and the Company's liquidity could be negatively impacted by factors outside of its control, in particular, significant decreases in the price of bitcoin, regulatory changes concerning cryptocurrency, increases in energy costs or other macroeconomic conditions and other matters identified in Part I, Item 1A "Risk Factors" in this Annual Report on Form 10-K. Given this uncertainty regarding the Company's financial condition over the next 12 months from the date these financial statements were issued, the Company has concluded that there is substantial doubt about its ability to continue as a going concern for a reasonable period of time. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
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, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates made by management include, but are not limited to, estimates of the recoverability and useful lives of long-lived assets, stock-based compensation, current and deferred income tax assets and liabilities, and environmental liabilities. |
Segment Reporting | Segment Reporting Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker ("CODM") in deciding how to allocate resources and in assessing performance. As of December 31, 2023, Greenidge operates in one operating and reporting segment. The Company’s cryptocurrency mining, datacenter hosting and power generation operations are located in the United States, and the Company views these operations as one operating segment as the CODM reviews financial information on a consolidated basis in making decisions regarding resource allocations and assessing performance. |
Discontinued Operations | Discontinued Operations |
Cash and Cash Equivalents | Cash and Cash Equivalents All liquid instruments with an original maturity, at the date of purchase, of 90 days or less are classified as cash equivalents. Cash equivalents 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 and cash equivalents is included in interest expense, net in the Consolidated Statements of Operations and Comprehensive Loss. |
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 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. Digital assets are considered impaired if the carrying value is greater than the lowest intraday quoted prices at any time during the period. For quoted prices of bitcoin, the Company uses daily exchange data from its principal market. Subsequent reversal of impairment losses is not permitted. There were no impairments recorded during 2023. During the year ended December 31, 2022, the Company assessed its digital assets for impairment, and recorded an impairment of $0.1 million which is included in Other income, net on the Consolidated Statements of Operations and Comprehensive Loss. As of December 31, 2023 and 2022, the Company’s digital assets consisted of 8.71 and 31.4 bitcoins, respectively. Bitcoins held as of December 31, 2023 were liquidated and remitted to the Company in early January 2024 as part of its ordinary operations. The Company considers the conversion of digital assets into U.S. dollars as a part of its normal operating activities and includes the impact of that conversion in Net cash flow used by operating activities from continuing operations on the Consolidated Statements of Cash Flows. The Company’s Bitcoin is sold on a daily basis after it is earned and that any difference in fair value and the amount of consideration received is recognized as a gain or loss on sale of digital assets. The earned bitcoin is exchanged for U.S. dollars. |
Accounts Receivable | Accounts Receivable |
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, 2021 to December 31, 2023). In March 2024, the Company settled the emissions allowance for the control period. The Company recognizes expense on a per ton basis, where one ton is equal to one RGGI credit. |
Property and Equipment, net | Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the Company’s depreciable assets, as noted in the table below. Construction in process is comprised of assets which have not been placed into service and is not depreciated until the related assets are complete and ready for their intended use, at which time the cost is transferred to the appropriate property and equipment class. Land and miner deposits are not depreciated. Repairs and maintenance costs are expensed as incurred. See Note 4, " Property and Equipment, Net" for additional information. Asset Class Estimated Useful Plant infrastructure 10 years Miners 3 years Miner facility infrastructure 10 years Equipment 5 years Software 3 years |
Valuation of Long-Lived Assets | Valuation of Long-Lived Assets |
Investments in Equity Securities | Investments in Equity Securities The Company owns common shares in a private company. The Company does not have control and does not have the ability to exercise significant influence over operating and financial policies of this entity. The investment does not have a readily determinable fair value and thus the investment is measured at cost less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments. Investments in equity securities are a component of Other long-term assets and gains (losses) on equity securities are recorded in Other income (expense) on the Consolidated Statements of Operations and Comprehensive Loss. |
Derivative Financial Instruments | Derivative Financial Instruments The Company holds an equity warrant asset in a private company that gives it the right to acquire common stock in the private company. The equity warrant asset contains net settlement terms, thus the Company records it as a derivative. The equity warrant asset entitles the Company to purchase a specific number of shares of common stock at a specific price within a specific time period, in this case 1 year. The equity warrant asset contains an automatic exercise provision if the Company does not exercise prior to expiration, or provide notice of its intent not to exercise. Upon automatic exercise, the Company will receive a share count equal to the intrinsic value of the warrant divided by the share price. The equity warrant asset is recorded at fair value and is classified as a derivative asset, a component of prepaid expenses and other current assets. The asset is held for prospective investment gains and is not used to hedge any economic risks. Any changes in fair value from the grant date fair value of the equity warrant asset classified as a derivative is recognized as an increase or decrease to Prepaid expenses and other current assets on the Consolidated Balance Sheets and as net gains or losses on derivative instruments, in Other income (expense) on the Consolidated Statements of Operations and Comprehensive Loss. |
Environmental Liability | Environmental Liability Environmental liabilities are recognized in accordance with ASC 410-30, Asset Retirement and Environmental Obligations |
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 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 Mining Revenue Greenidge has entered into digital asset mining pools by executing contracts with the mining pool operators to perform hash computations for a mining pool. The contracts are terminable at any time at no cost by either party and Greenidge’s enforceable right to compensation begins only when, and lasts as long as, Greenidge performs hash computations for the mining pool operator. In exchange for performing hash computations, Greenidge is entitled to a fractional share of the cryptocurrency award the mining pool operator theoretically receives less the mining pool fees. The agreements entered into with the pool operators pay out based on a Full-Pay-Per-Share (“FPPS”) payout formula, which is a conceptual formula that entitles Greenidge to consideration upon the provision of hash computations to the pool even if a block is not successfully placed by the pool operator. Revenue is measured as the value of the consideration received in the form of cryptocurrency from the pool operator, less the mining pool fees retained by the mining pool operator. Greenidge does not expect any material future changes in mining pool fee rates. In exchange for performing hash computations for the mining pool, the Company is entitled to a fractional share of the fixed cryptocurrency award the mining pool operator receives along with a share of transaction fees (less pool operator fees to the mining pool operator which are netted as a reduction of the transaction price). Greenidge’s fractional share is based on the proportion of hash computations the Company performed for the mining pool operator to the total hash computations contributed by all mining pool participants in solving the current algorithm during the 24-hour period. Daily earnings calculated under the FPPS payout formula are calculated from midnight-to-midnight UTC time and are credited to pool members’ accounts at 1:00:00 A.M. UTC. The pool sends Greenidge’s cryptocurrency balance in the account to a digital wallet designated by the Company between 9:00 A.M. and 5:00 P.M. UTC time each day, which Greenidge automatically sells for cash within minutes of receipt. The service of performing hash computations for the mining pool operators is an output of Greenidge’s ordinary activities and 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 contract inception date at 0:00:00 UTC on the start date of the contract. The fair value is based on Greenidge’s primary exchange of the related cryptocurrency which is considered to be Coinbase. The consideration Greenidge earns is variable since it is based on the amount of hash computations provided by Greenidge. The Company does not constrain this variable consideration because it is probable that a significant reversal in the amount of revenue recognized from the contract will not occur when the uncertainty is subsequently resolved and recognizes the non-cash consideration on the same day that control is transferred, which is the same day as contract inception. 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. Datacenter Hosting Revenue The Company generates revenue from contracts with customers from providing hosting services to a single third-party customer. Hosting revenue is recognized as services are performed on a variable basis. The Company recognizes variable hosting revenue each month as the uncertainty related to the consideration is resolved, hosting services are provided to its customer, and its customer utilizes the hosting service (the customer simultaneously receives and consumes the benefits of the Company's performance). The Company's performance obligation related to these services is satisfied over time. The Company recognizes revenue for services that are performed on a consumption basis (the amount of electricity utilized by the customer) as well as through a fixed fee that is earned monthly and a profit sharing component based on the net proceeds earned by the customer in the month from bitcoin mining activities. The Company bills its customer at the beginning of each month based on the anticipated consumption under the contract. Invoices are collected in the month of invoicing under the terms of the contract. The Company recognizes revenue based on actual consumption in the period. Cryptocurrency Mining Cost of Revenue Cost of revenue—cryptocurrency datacenter consists primarily of natural gas, emissions, hosting fees paid to third party hosting sites, payroll and benefits and other direct production costs associated with the megawatts generated for the digital mining operation Datacenter Hosting Cost of Revenue Cost of revenue—datacenter hosting consists primarily of natural gas, emissions, payroll and benefits and other direct production costs associated with the megawatts generated for the datacenter hosting operation. 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. |
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 has elected to account for forfeitures of employee awards as they occur. Restricted stock units ("RSUs") issued under the Company's equity incentive plans are granted to employees and directors and vest over their requisite service period. The Company estimates the fair value of the stock option 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. The fair value of RSUs is measured on the grant date based on the closing fair market value of the Company's common stock. Stock-based compensation is recognized on a straight-line basis over the requisite service period, net of actual forfeitures in the period. 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 historical volatility of the Company’s 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 |
Income Taxes | Income Taxes 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. |
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. The Company used the weighted average method in determining earnings per share. |
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. |
Accounting Changes and Error Corrections | Reclassification |
Recent Accounting Pronouncements Not Yet Adopted and Adopted | Recent Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued ASU No. 2023-08, Intangibles - Goodwill and Other - Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets ("ASU 2023-08"), which is intended to improve the accounting for and disclosure of crypto assets. ASU 2023-08 requires entities that hold assets that meet certain criteria to measure those assets at fair value with changes recognized in net income each reporting period. The guidance also requires entities to (1) present crypto assets separately from other intangible assets in its balance sheet and (2) changes from remeasurement of crypto assets separately from changes in the carrying amounts of other intangible assets in the income statement. Additionally, the guidance requires entities to disclose in their annual and interim reports certain information of each significant crypto asset and in their annual interim report, a rollforward of activity during the reporting period, differences between disposal price and cost basis for dispositions, gain and losses to the extent they are not presented separately and the entity's method for determining the cost basis. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023, with early adoption permitted. The Company has not adopted this standard as of the date of this filing. Recent Accounting Pronouncements, Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , that changes the impairment methodology for certain financial instruments and other commitments to extend credit. For receivables, loans and other instruments, entities will be required to use a new forward looking "expected loss" model that generally will result in the earlier recognition of allowance for losses. In addition, an entity will have to disclose significantly more information about allowances and credit quality indicators. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. As an emerging growth company, the Company elected to adopt this pronouncement following the effective date for private companies beginning with periods beginning after December 31, 2022. The Company adopted this standard on January 1, 2023, and the adoption did not materially impact the Company's consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Property and Equipment, Net | Asset Class Estimated Useful Plant infrastructure 10 years Miners 3 years Miner facility infrastructure 10 years Equipment 5 years Software 3 years Property and equipment, net consisted of the following: $ in thousands Estimated Useful December 31, 2023 December 31, 2022 Plant infrastructure 10 years $ 1,367 $ — Miners 3 years 32,195 81,979 Miner facility infrastructure 10 years 8,154 14,203 Land N/A 7,679 8,460 Equipment 5 years 45 45 Construction in process N/A 6,229 18,349 Miner deposits N/A — 7,381 55,669 130,417 Less: Accumulated depreciation (10,574) — $ 45,095 $ 130,417 |
Schedule of Digital Assets | Digital Assets at December 31, 2022 348 Revenues from digital asset production 24,238 Sale of digital assets (24,239) Digital Assets at December 31, 2023 347 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Financial Information for Discontinued Operations | Major classes of assets and liabilities consist of the following: As of December 31, $ in thousands 2023 2022 Assets: Accounts receivable $ — $ 3,996 Prepaid expenses and other current assets 47 1,253 Current assets held for sale 47 5,249 Property and equipment — 743 Other assets 454 481 Long-term assets held for sale 454 1,224 Loss on classification to held for sale (501) — Assets held for sale — 6,473 Liabilities: Accounts payable 21 191 Accrued expenses 462 3,351 Current liabilities held for sale 483 3,542 Other long-term liabilities — 432 Long-term liabilities held for sale — 432 Liabilities held for sale 483 3,974 Financial results from discontinued operations consist of the following: For the Year Ended December 31, $ in thousands 2023 2022 Revenue $ 4,223 $ 31,464 Cost of revenue - services and other (exclusive of depreciation and amortization) (4,436) (14,791) Depreciation and amortization — (1,298) Selling, general and administrative (3,388) (9,852) Merger and other costs (684) (1,343) Gain on asset disposal 4,162 — Loss on assets classified as held for sale (501) — Goodwill and intangibles asset impairment charge — (5,672) Other (loss) income, net (179) 353 Pretax loss of discontinued operations (803) (1,139) (Benefit) Provision for income taxes (332) 188 Loss from discontinued operations, net of tax $ (471) $ (1,327) |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, Net | Asset Class Estimated Useful Plant infrastructure 10 years Miners 3 years Miner facility infrastructure 10 years Equipment 5 years Software 3 years Property and equipment, net consisted of the following: $ in thousands Estimated Useful December 31, 2023 December 31, 2022 Plant infrastructure 10 years $ 1,367 $ — Miners 3 years 32,195 81,979 Miner facility infrastructure 10 years 8,154 14,203 Land N/A 7,679 8,460 Equipment 5 years 45 45 Construction in process N/A 6,229 18,349 Miner deposits N/A — 7,381 55,669 130,417 Less: Accumulated depreciation (10,574) — $ 45,095 $ 130,417 |
Details of Impairment of Long-Lived Assets Held and Used by Asset | The table below provides a summary of the impairment by category of asset for the year ended December 31, 2022: $ in thousands Land $ 5,000 Plant Infrastructure 25,985 Miners 95,945 Miner Facility Infrastructure 17,811 Equipment 190 Software 70 Coal ash impoundment 925 Construction in process 30,381 Total $ 176,307 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Equipment Financing Agreements | The following table provides information on the Company's financing agreements: $ in thousands As of: Note Loan Date Maturity Date Interest Initial December 31, 2023 December 31, 2022 Equipment Financings: A - D May 2021 October 2023 15.0 % 15,724 — 10,478 E July 2021 January 2023 17.0 % 4,457 — 495 F March 2022 April 2024 13.0 % 81,375 — 63,890 Senior Unsecured Notes October 2021/December 2021 October 2026 8.5 % 72,200 72,200 72,200 Secured Promissory Note March 2022 June 2023 7.5 % 26,500 — 10,430 Total Debt 72,200 157,493 Less: Debt discount and issue costs (3,490) (5,747) Total debt at book value 68,710 151,746 Less: Current portion — (67,161) Long-term debt, net of current portion $ 68,710 $ 84,585 |
Minimum Future Principal Payments on Debt | Minimum future principal payments on debt as of December 31, 2023 were as follows based on the terms of the debt at that date: $ in thousands 2024 $ — 2025 — 2026 72,200 2027 — Thereafter — Total $ 72,200 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Assumptions for Valuation of Warrants | The table below details the assumptions relating to the valuation of warrants issued for the year ended December 31, 2023. There were no common stock warrants issued or outstanding for the year ended December 31, 2022. 2023 Expected volatility 172.64 % Expected term (years) 1.00 Risk-free interest rate 5.14 % Expected dividend yield — % |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
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 and diluted net loss per share of common stock (In thousands, except per share data): For the Year Ended December 31, 2023 2022 Numerator Net loss from continuing operations $ (29,039) $ (269,741) Loss from discontinued operations, net of tax (471) (1,327) Net loss $ (29,510) $ (271,068) Denominator Basic weighted average shares outstanding 6,660 4,237 Effect of dilutive securities — — Diluted weighted average shares outstanding 6,660 4,237 Net loss per share, basic and diluted: Net loss per share from continuing operations, basic and diluted $ (4.36) $ (63.66) Loss per share from discontinued operations, basic and diluted (0.07) (0.31) Net loss per share, basic and diluted $ (4.43) $ (63.97) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table sets forth potential shares of common stock that are not included in the diluted net loss per share calculation above because to do so would be anti-dilutive for the period indicated (In thousands): Anti-dilutive securities December 31, 2023 December 31, 2022 Restricted stock awards 9 25 Common shares issuable upon exercise of stock options 459 364 Common shares issuable upon exercise of warrants 180 — Total 648 389 |
EQUITY BASED COMPENSATION (Tabl
EQUITY BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Unvested Restricted Common Stock Unit Awards Activity | The Company’s unvested RSU awards activity for the year ended December 31, 2023 is summarized below: RSUs Weighted Average Unvested at December 31, 2022 24,729 $ 68.80 Granted 33,418 $ 5.30 Vested (48,548) $ 26.30 Forfeited (483) $ 61.24 Unvested at December 31, 2023 9,116 $ 62.99 |
Stock Options Activity | The Company’s stock options activity for the year ended December 31, 2023 is summarized below: Options Weighted Average Weighted Average Aggregate Outstanding at December 31, 2022 364,185 $ 20.46 - Granted 100,000 $ 4.94 Forfeited (5,203) $ 62.62 Outstanding at December 31, 2023 458,982 $ 16.59 8.8 $ 177 Exercisable as of December 31, 2023 150,012 $ 27.76 8.2 $ — |
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, 2023 and 2022 were as follows: 2023 2022 Weighted average exercise price of options granted $ 4.94 $ 1.32 Expected volatility 211 % 89 % Expected term (years) 10.0 6.0 Risk-free interest rate 4.5 % 4.1 % Expected dividend yield 0.0 % 0.0 % |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income before Income Tax, Domestic and Foreign | The components of loss from continuing operations before the provision for income taxes are as follows: For the Year Ended December 31, $ in thousands 2023 2022 Domestic $ (29,039) $ (254,739) Foreign — — Total $ (29,039) $ (254,739) |
Components of Provision (Benefit) Income Taxes | The components of the provision for income taxes from continuing operations consist of the following: For the Year Ended December 31, $ in thousands 2023 2022 Current tax provision: Federal $ — $ — State — (53) Foreign — — Total current tax (benefit) provision — (53) Deferred tax provision: Federal — 11,771 State — 3,284 Foreign — — Total deferred tax provision — 15,055 Total provision for income taxes $ — $ 15,002 |
Effective Income Tax Rate Reconciliation | A reconciliation of the amounts at U.S. federal statutory tax rate to the Company’s effective tax rate for continuing operations is as follows: For the Year Ended December 31, $ in thousands 2023 2022 (Benefit) provision at federal statutory rate $ (6,248) $ (53,495) State income taxes, net of federal tax benefits — 2,553 Change in valuation allowance (13,002) 65,395 Other, net 19,250 549 Provision for income taxes $ — $ 15,002 |
Components of Deferred Tax Assets 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: As of December 31, $ in thousands 2023 2022 Deferred tax assets: Net operating loss carryforwards $ 40,132 $ 58,008 Intangibles 960 1,674 Stock-based compensation 740 462 Capitalized costs 7,484 8,794 Interest Expense Limitation Carryforward 7,035 4,653 Environmental liabilities 4,492 4,538 Fixed Assets 7,449 3,672 Other 3,908 3,401 Gross deferred tax assets 72,200 85,202 Less: valuation allowance (72,200) (85,202) Deferred tax assets, net — — Deferred tax liabilities: Investment in partnership — — Property and equipment — — Other — — Deferred tax liabilities — — Total net deferred tax assets $ — $ — |
SUPPLEMENTAL BALANCE SHEET AN_2
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Additional Prepaid Expenses | The following table provides additional details of Prepaid expenses and other assets: As of December 31, $ in thousands 2023 2022 Prepaid insurance $ 2,818 $ 3,822 Electric deposits — 1,400 Warrant Asset 477 — Other prepaid expenses 569 1,044 Prepaid expenses and other assets $ 3,864 $ 6,266 |
Noncash Investing and Financing Activities | The Company had the following noncash investing and financing activities: For the Year Ended December 31, $ in thousands 2023 2022 Property and equipment purchases in accounts payable $ 813 $ 6,676 Common stock issued for amendment fee to lender $ 1,000 $ — Subscription receivable in exchange for issuance of common stock $ 698 $ — Exchange of assets for reduction in debt $ 71,755 $ — Exchange of coupons for reduction in debt $ 1,152 $ — Exchange of equipment deposits for reduction in debt $ 7,381 $ — Accrued interest added to debt principal $ 1,212 $ — Common stock issued in exchange for equity interest $ 869 $ — Warrant issued in exchange for warrant asset $ 477 $ — |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details) | May 16, 2023 |
Common Stock | |
Class Of Stock [Line Items] | |
Conversion ratio | 0.1 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) | 12 Months Ended | 15 Months Ended | 18 Months Ended | ||||||
Nov. 09, 2023 USD ($) a | Jan. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) bitcoin segment MW | Dec. 31, 2022 USD ($) bitcoin | Jun. 30, 2023 USD ($) | Apr. 05, 2024 USD ($) | Jun. 30, 2024 MW | Mar. 06, 2024 ft² | Dec. 31, 2021 USD ($) | |
Debt Instrument [Line Items] | |||||||||
Cash and cash equivalents, including restricted cash | $ 13,312,000 | $ 15,217,000 | $ 82,599,000 | ||||||
Other current assets | 11,100,000 | ||||||||
Accounts payable and accrued expenses | 9,600,000 | ||||||||
Emissions liability | 10,520,000 | 6,052,000 | |||||||
Short-term environmental liability | 363,000 | 600,000 | |||||||
Working capital | 3,400,000 | ||||||||
Interest payments | 6,100,000 | ||||||||
Proceeds from sale of assets | $ 6,984,000 | 11,100,000 | $ 11,700,000 | ||||||
Number of operating segments | segment | 1 | ||||||||
Number of reportable segments | segment | 1 | ||||||||
Loss on debt extinguishment | $ 100,000 | $ 0 | |||||||
Number of digital assets (in bitcoin) | bitcoin | 8.71 | 31.4 | |||||||
Accounts receivable | $ 358,000 | $ 2,696,000 | |||||||
Percentage of annual emission expense and credit in the following year | 50% | ||||||||
Impairment of long-lived assets | $ 4,000,000 | $ 176,307,000 | |||||||
Share based compensation arrangement, expiration period | 10 years | ||||||||
Vesting period | 3 years | ||||||||
Expected dividend yield | 0% | 0% | |||||||
NORTH DAKOTA | |||||||||
Debt Instrument [Line Items] | |||||||||
Power to be deployed | MW | 7.5 | ||||||||
Mining capacity lease term | 5 years | ||||||||
Discontinued Operations, Disposed of by Sale | South Carolina Datacenter | |||||||||
Debt Instrument [Line Items] | |||||||||
Area of land sold | a | 22 | ||||||||
Consideration received | $ 28,000,000 | ||||||||
Cash acquired from disposal | 4,500,000 | ||||||||
Bonus payments earned | 1,600,000 | ||||||||
Gain on disposal | 8,200,000 | ||||||||
Subsequent Event | Industrial Warehouse | Columbus, Mississippi | |||||||||
Debt Instrument [Line Items] | |||||||||
Area of real estate property | ft² | 73,000 | ||||||||
Power and capacity | |||||||||
Debt Instrument [Line Items] | |||||||||
Revenue, payment period (within) | 7 days | ||||||||
Cost of revenue | $ 6,259,000 | $ 14,357,000 | |||||||
Power and capacity | Revision of Prior Period, Reclassification, Adjustment | |||||||||
Debt Instrument [Line Items] | |||||||||
Cost of revenue | 500,000 | ||||||||
Cryptocurrency mining, net | |||||||||
Debt Instrument [Line Items] | |||||||||
Accounts receivable | 0 | ||||||||
Cryptocurrency mining, net | |||||||||
Debt Instrument [Line Items] | |||||||||
Cost of revenue | 15,051,000 | 47,195,000 | |||||||
Cryptocurrency mining, net | Revision of Prior Period, Reclassification, Adjustment | |||||||||
Debt Instrument [Line Items] | |||||||||
Cost of revenue | 1,200,000 | ||||||||
Forecast | Industrial Warehouse | Columbus, Mississippi | |||||||||
Debt Instrument [Line Items] | |||||||||
Power to be deployed | MW | 7 | ||||||||
At The Market Issuance Sales Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Net proceeds received | 18,700,000 | 2,100,000 | |||||||
At The Market Issuance Sales Agreement | Subsequent Event | |||||||||
Debt Instrument [Line Items] | |||||||||
Net proceeds received | $ 20,700,000 | ||||||||
Master Equipment Finance Agreement | Secured Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Extinguishment of debt | $ 58,500,000 | ||||||||
Refinanced 2021 and 2022 Master Equipment Finance Agreement | Secured Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Remaining principal balance, interest payments | 2,000,000 | ||||||||
Principal and interest amount due | $ 62,700,000 | ||||||||
Senior Notes Due January 2025 | 8.50% Senior Notes due 2026 | Discontinued Operations, Disposed of by Sale | South Carolina Datacenter | |||||||||
Debt Instrument [Line Items] | |||||||||
Extinguishment of debt | $ 17,700,000 | ||||||||
Cost of Sales | |||||||||
Debt Instrument [Line Items] | |||||||||
Emissions expense | $ 6,500,000 | $ 4,500,000 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Digital Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Crypto Asset [Roll Forward] | ||
Digital Assets at December 31, 2022 | $ 348 | |
Revenues from digital asset production | 70,388 | $ 89,979 |
Sale of digital assets | (24,239) | |
Digital Assets at December 31, 2023 | 347 | 348 |
Cryptocurrency mining, net | ||
Crypto Asset [Roll Forward] | ||
Revenues from digital asset production | $ 24,238 | $ 73,809 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment, Net Useful Lives (Details) | Dec. 31, 2023 |
Plant infrastructure | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 10 years |
Miners | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 3 years |
Miner facility infrastructure | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 10 years |
Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 5 years |
Software | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 3 years |
DISCONTINUED OPERATIONS - Narra
DISCONTINUED OPERATIONS - Narrative (Details) - Discontinued Operations, Disposed of by Sale - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jan. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Effective income tax rate from discontinued operations | 0% | (16.50%) | ||
Support Com | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from divestiture of business | $ 0.8 | $ 2.6 |
DISCONTINUED OPERATIONS - Major
DISCONTINUED OPERATIONS - Major Classes of Assets and Liabilities to be Transferred (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Assets: | ||
Current assets held for sale | $ 0 | $ 6,473 |
Liabilities: | ||
Current liabilities held for sale | 483 | 3,974 |
Support Com | Discontinued Operations, Held-for-sale | ||
Assets: | ||
Accounts receivable | 0 | 3,996 |
Prepaid expenses and other current assets | 47 | 1,253 |
Current assets held for sale | 47 | 5,249 |
Property and equipment | 0 | 743 |
Other assets | 454 | 481 |
Long-term assets held for sale | 454 | 1,224 |
Loss on classification to held for sale | (501) | 0 |
Assets held for sale | 0 | 6,473 |
Liabilities: | ||
Accounts payable | 21 | 191 |
Accrued expenses | 462 | 3,351 |
Current liabilities held for sale | 483 | 3,542 |
Other long-term liabilities | 0 | 432 |
Long-term liabilities held for sale | 0 | 432 |
Liabilities held for sale | $ 483 | $ 3,974 |
DISCONTINUED OPERATIONS - Finan
DISCONTINUED OPERATIONS - Financial Results (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Gain on asset disposal | $ 9,903 | $ 1,780 |
Loss from discontinued operations, net of tax | (471) | (1,327) |
Support Com | Discontinued Operations, Held-for-sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenue | 4,223 | 31,464 |
Cost of revenue - services and other (exclusive of depreciation and amortization) | (4,436) | (14,791) |
Depreciation and amortization | 0 | (1,298) |
Selling, general and administrative | (3,388) | (9,852) |
Merger and other costs | (684) | (1,343) |
Gain on asset disposal | 4,162 | 0 |
Loss on classification to held for sale | (501) | 0 |
Goodwill and intangibles asset impairment charge | 0 | (5,672) |
Other (loss) income, net | (179) | 353 |
Pretax loss of discontinued operations | (803) | (1,139) |
(Benefit) Provision for income taxes | (332) | 188 |
Loss from discontinued operations, net of tax | $ (471) | $ (1,327) |
PROPERTY AND EQUIPMENT, NET - S
PROPERTY AND EQUIPMENT, NET - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 55,669 | $ 130,417 |
Less: Accumulated depreciation | (10,574) | 0 |
Property and equipment, net | $ 45,095 | 130,417 |
Plant infrastructure | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful lives | 10 years | |
Property, plant and equipment, gross | $ 1,367 | 0 |
Miners | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Property, plant and equipment, gross | $ 32,195 | 81,979 |
Miner facility infrastructure | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful lives | 10 years | |
Property, plant and equipment, gross | $ 8,154 | 14,203 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 7,679 | 8,460 |
Equipment | ||
Property Plant And Equipment [Line Items] | ||
Estimated useful lives | 5 years | |
Property, plant and equipment, gross | $ 45 | 45 |
Construction in process | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 6,229 | 18,349 |
Miner deposits | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 0 | $ 7,381 |
PROPERTY AND EQUIPMENT, NET - N
PROPERTY AND EQUIPMENT, NET - Narrative (Details) | 12 Months Ended | ||
Nov. 09, 2023 USD ($) a MW | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Property Plant And Equipment [Line Items] | |||
Depreciation expense | $ 13,600,000 | $ 35,100,000 | |
Gain (loss) on exchange of property plant and equipment for reduction in debt | 0 | ||
Gain on sale of assets | 9,903,000 | 1,780,000 | |
Impairment of long-lived assets | 4,000,000 | 176,307,000 | |
Disposal Group, Not Discontinued Operation, Gain (Loss) On Disposal, Statement Of Income, Extensible List, Not Disclosed Flag | gain on the sale | ||
South Carolina, United States | |||
Property Plant And Equipment [Line Items] | |||
Area of real estate property | a | 153 | ||
Discontinued Operations, Disposed of by Sale | South Carolina Datacenter | |||
Property Plant And Equipment [Line Items] | |||
Associated power in facility sold | MW | 44 | ||
Area of land sold | a | 22 | ||
Consideration received | $ 28,000,000 | ||
Cash acquired from disposal | 4,500,000 | ||
Bonus payments earned | 1,600,000 | ||
Gain on disposal | 8,200,000 | ||
Discontinued Operations, Disposed of by Sale | South Carolina Datacenter | Senior Notes Due January 2025 | 8.50% Senior Notes due 2026 | |||
Property Plant And Equipment [Line Items] | |||
Extinguishment of debt | 17,700,000 | ||
Discontinued Operations, Disposed of by Sale | South Carolina Datacenter | Secured Promissory Note | Secured Debt | |||
Property Plant And Equipment [Line Items] | |||
Extinguishment of debt | $ 4,100,000 | ||
Miners | |||
Property Plant And Equipment [Line Items] | |||
Exchange of property plant and equipment for reduction in debt | 50,000,000 | ||
Miner deposits | |||
Property Plant And Equipment [Line Items] | |||
Exchange of property plant and equipment for reduction in debt | 7,381,000 | 0 | |
Miner coupons | |||
Property Plant And Equipment [Line Items] | |||
Exchange of property plant and equipment for reduction in debt | 1,152,000 | $ 0 | |
Gain on sale of assets | $ 1,200,000 |
PROPERTY AND EQUIPMENT, NET - I
PROPERTY AND EQUIPMENT, NET - Impairment by Category of Asset (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | $ 4,000 | $ 176,307 |
Land | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | 5,000 | |
Plant infrastructure | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | 25,985 | |
Miners | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | 95,945 | |
Miner Facility Infrastructure | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | 17,811 | |
Equipment | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | 190 | |
Software | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | 70 | |
Coal ash impoundment | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | 925 | |
Construction in process | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets | $ 30,381 |
DEBT - Equipment Financing Agre
DEBT - Equipment Financing Agreements (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 18, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||||
Less: Current portion | $ 0 | $ (67,161) | ||
Long-term debt, net of current portion and deferred financing fees | 68,710 | 84,585 | ||
Secured Promissory Note | ||||
Debt Instrument [Line Items] | ||||
Initial Financing | $ 26,500 | |||
Equipment Finance Agreement | ||||
Debt Instrument [Line Items] | ||||
Total Debt | 72,200 | 157,493 | ||
Less: Debt discount and issue costs | (3,490) | (5,747) | ||
Total debt at book value | 68,710 | 151,746 | ||
Less: Current portion | 0 | (67,161) | ||
Long-term debt, net of current portion and deferred financing fees | $ 68,710 | 84,585 | ||
Equipment Finance Agreement | Secured Promissory Note | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 7.50% | |||
Initial Financing | $ 26,500 | |||
Total Debt | 0 | $ 10,430 | ||
Equipment Finance Agreement | Miner Equipment Note A Through D | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 15% | |||
Initial Financing | 15,724 | |||
Total Debt | 0 | $ 10,478 | ||
Equipment Finance Agreement | Miner Equipment Note E | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 17% | |||
Initial Financing | 4,457 | |||
Total Debt | 0 | $ 495 | ||
Equipment Finance Agreement | Equipment Note F | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 13% | |||
Initial Financing | 81,375 | |||
Total Debt | $ 0 | $ 63,890 | ||
Senior Notes | Senior Unsecured Notes | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 8.50% | 8.50% | ||
Initial Financing | $ 72,200 | |||
Total Debt | $ 72,200 | $ 72,200 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | 3 Months Ended | 12 Months Ended | ||||||||||||
Nov. 09, 2023 USD ($) | Jun. 30, 2023 USD ($) | Apr. 30, 2023 USD ($) | Jan. 30, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) | Dec. 20, 2022 USD ($) | Aug. 10, 2022 USD ($) renewalOption | Mar. 21, 2022 USD ($) | Mar. 18, 2022 USD ($) renewalOption | Dec. 31, 2021 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Aug. 11, 2023 USD ($) | Aug. 10, 2023 USD ($) | |
Debt Instrument [Line Items] | ||||||||||||||
Interest expense | $ (12,700,000) | $ (21,600,000) | ||||||||||||
Debt outstanding | 72,200,000 | |||||||||||||
Accrued interest added to principal | $ 400,000 | |||||||||||||
Facilities owned and operated, facility and land to be sold, covenant, minimum cash | $ 6,000,000 | $ 10,000,000 | ||||||||||||
Loss on debt extinguishment | 591,000 | 0 | ||||||||||||
Amended principal amount | $ 16,400,000 | |||||||||||||
Percentage of proceeds received from sale of stock to be used to repay debt | 65% | |||||||||||||
Notional value | 72,200,000 | 157,500,000 | ||||||||||||
Fair value of debt | $ 88,500,000 | 29,300,000 | 88,500,000 | |||||||||||
Greenidge And Noteholder | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate | 7.50% | |||||||||||||
Secured Promissory Note | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate bearing | 6% | |||||||||||||
Aggregate principal amount | $ 26,500,000 | |||||||||||||
Number of renewal options | renewalOption | 4 | 5 | ||||||||||||
Renewal term | 30 days | 30 days | ||||||||||||
Secured Debt | Secured Promissory Note | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal and interest amount due | $ 1,500,000 | $ 0 | $ 1,500,000 | |||||||||||
Purchase of stock by counterparty | $ 1,000,000 | |||||||||||||
Purchase of stock by counterparty, price per share (in dollars per share) | $ / shares | $ 7.50 | |||||||||||||
Amendment fee, paid-in-kind | $ 1,000,000 | |||||||||||||
Amendment fee, paid-in-kind, price per share (in dollars per share) | $ / shares | $ 7.50 | |||||||||||||
Mandatory monthly payments, percentage of net proceeds of sales of equity | 15% | |||||||||||||
Secured Debt | Secured Promissory Note | Discontinued Operations, Disposed of by Sale | South Carolina Datacenter | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Extinguishment of debt | $ 4,100,000 | |||||||||||||
Loss on debt extinguishment | 100,000 | |||||||||||||
Master Equipment Finance Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Borrowed amount partially funded | 17,000,000 | $ 54,000,000 | 17,000,000 | |||||||||||
Debt term | 25 months | |||||||||||||
Equipment Finance Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Unamortized discounts and debt issuance costs | 5,747,000 | $ 3,490,000 | $ 5,747,000 | |||||||||||
Equipment Finance Agreement | Equipment Note L | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal and interest amount due | $ 1,000,000 | |||||||||||||
Equipment Finance Agreement | Secured Promissory Note | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate, stated percentage | 7.50% | |||||||||||||
Aggregate principal amount | $ 26,500,000 | |||||||||||||
Secured Debt | Master Equipment Finance Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt outstanding | $ 17,300,000 | $ 75,800,000 | ||||||||||||
Extinguishment of debt | $ 58,500,000 | |||||||||||||
Debt instrument, interest rate, stated percentage | 15% | |||||||||||||
Cash balance (in excess) | $ 10,000,000 | |||||||||||||
Debt, voluntary, paid-in-kind | $ 10,200,000 | |||||||||||||
Senior Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate, stated percentage | 8.50% | 8.50% | ||||||||||||
Aggregate principal amount | $ 72,200,000 | |||||||||||||
Debt sold | $ 72,200,000 | |||||||||||||
Senior Notes | Senior Notes Due January 2025 | Discontinued Operations, Disposed of by Sale | South Carolina Datacenter | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Extinguishment of debt | 17,700,000 | |||||||||||||
Loss on debt extinguishment | $ 500,000 | |||||||||||||
Master Equipment Financing Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount loan | $ 81,000,000 | |||||||||||||
Interest rate bearing | 13% | |||||||||||||
Debt Instrument, Redemption, Period One | Senior Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Redemption percentage | 102% | |||||||||||||
Debt Instrument, Redemption, Period Two | Senior Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Redemption percentage | 101% | |||||||||||||
Debt Instrument, Redemption, Period Three | Senior Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Redemption percentage | 100% | |||||||||||||
Debt Instrument, Redemption, Period Four | Senior Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Redemption percentage | 100.50% |
Debt - Minimum Future Principal
Debt - Minimum Future Principal Payments on Debt (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 0 |
2025 | 0 |
2026 | 72,200 |
2027 | 0 |
Thereafter | 0 |
Total | $ 72,200 |
STOCKHOLDERS' EQUITY - Narrativ
STOCKHOLDERS' EQUITY - Narrative (Details) | 1 Months Ended | 8 Months Ended | 12 Months Ended | 18 Months Ended | |||||||
Dec. 11, 2023 USD ($) $ / shares shares | Apr. 11, 2023 $ / shares | Oct. 03, 2022 USD ($) | Apr. 28, 2022 shares | Apr. 07, 2022 USD ($) | May 31, 2023 USD ($) shares | Feb. 28, 2023 USD ($) shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) vote $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Apr. 05, 2024 USD ($) shares | |
Class Of Stock [Line Items] | |||||||||||
Greenidge common stock value per share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||
Common stock, outstanding (in shares) | 4,625,278 | 9,131,252 | 4,625,278 | ||||||||
Common stock, issued (in shares) | 4,625,278 | 9,131,252 | 4,625,278 | ||||||||
Common stock subscription receivable | $ | $ 0 | $ 698,000 | $ 0 | ||||||||
Fair value of shares | $ | $ 300,000 | $ 1,000,000 | 1,000,000 | ||||||||
Warrant term | 1 year | ||||||||||
Number of securities called by warrants (in shares) | 180,000 | ||||||||||
Exercise price (in dollars per share) | $ / shares | $ 7 | ||||||||||
Shares issued in connection with equity exchange agreement (in shares) | 180,000 | ||||||||||
Share price (in dollars per share) | $ / shares | $ 4.83 | ||||||||||
Shares issued in connection with equity exchange agreement | $ | $ 900,000 | $ 869,000 | $ 0 | ||||||||
Warrants outstanding (in shares) | 0 | 0 | |||||||||
Infinite Reality, Inc | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Warrant term | 1 year | ||||||||||
Number of securities called by warrants (in shares) | 235,754 | ||||||||||
Exercise price (in dollars per share) | $ / shares | $ 5.35 | ||||||||||
Shares issued in connection with equity exchange agreement (in shares) | 280,374 | ||||||||||
Private Placement | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Sale of stock, period | 24 months | ||||||||||
At The Market Issuance Sales Agreement | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Underwriter compensation, percentage of gross stock sales | 3% | ||||||||||
Maximum aggregate consideration to be received on transaction | $ | $ 22,800,000 | ||||||||||
Number of shares issued in transaction (in shares) | 133,333 | 3,879,309 | 288,154 | ||||||||
Net proceeds received | $ | $ 18,700,000 | $ 2,100,000 | |||||||||
At The Market Issuance Sales Agreement | Subsequent Event | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Number of shares issued in transaction (in shares) | 4,167,463 | ||||||||||
Net proceeds received | $ | $ 20,700,000 | ||||||||||
Class A Common Stock, $0.0001 par value | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Greenidge common stock value per share (in dollars per share) | $ / shares | $ 0.0001 | ||||||||||
Conversion ratio | 0.1 | ||||||||||
Number of votes | vote | 1 | ||||||||||
Common stock, outstanding (in shares) | 6,278,613 | ||||||||||
Common stock, issued (in shares) | 6,278,613 | ||||||||||
Additional common stock issued (in shares) | 159,923 | 250,000 | |||||||||
Additional common stock issued, subscriptions (in shares) | 94,093 | ||||||||||
Additional common stock issued | $ | $ 5,000,000 | $ 2,000,000 | $ 5,000,000 | ||||||||
Shares issued for services (in shares) | 54,348 | ||||||||||
Class A Common Stock, $0.0001 par value | Equity Purchase Agreement | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Proceeds from issuance of private placement | $ | $ 500,000,000 | ||||||||||
Class A Common Stock, $0.0001 par value | Greenidge Common Stock | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Additional common stock issued (in shares) | 572,095 | ||||||||||
Common Class B | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Greenidge common stock value per share (in dollars per share) | $ / shares | $ 0.0001 | ||||||||||
Conversion ratio | 0.1 | ||||||||||
Number of votes | vote | 10 | ||||||||||
Common stock, outstanding (in shares) | 2,852,639 | ||||||||||
Common stock, issued (in shares) | 2,852,639 | ||||||||||
Common stock, convertible, conversion ratio | 1 |
STOCKHOLDERS' EQUITY - Fair Val
STOCKHOLDERS' EQUITY - Fair Value Assumptions of Warrants (Details) | Dec. 31, 2023 |
Expected volatility | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 1.7264 |
Expected term (years) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 1 |
Risk-free interest rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 0.0514 |
Expected dividend yield | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 0 |
LOSS PER SHARE - Basic Earnings
LOSS PER SHARE - Basic Earnings and Diluted per Share of Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Numerator | |||
Net loss from continuing operations | $ (29,039) | $ (269,741) | |
Loss from discontinued operations, net of tax | (471) | (1,327) | |
Net loss, basic | (29,510) | (271,068) | |
Net loss, diluted | $ (29,510) | $ (271,068) | |
Denominator | |||
Basic weighted average shares outstanding (in shares) | [1] | 6,660,000 | 4,237,000 |
Dilutive effect of equity awards (in shares) | 0 | 0 | |
Diluted weighted average shares outstanding (in shares) | 6,660,000 | 4,237,000 | |
Net loss per share, basic and diluted: | |||
Net loss per share from continuing operations, basic (in dollars per share) | [1] | $ (4.36) | $ (63.66) |
Net loss per share from continuing operations, diluted (in dollars per share) | [1] | (4.36) | (63.66) |
Loss per share from discontinued operations, basic (in dollars per share) | [1] | (0.07) | (0.31) |
Loss per diluted share from discontinued operations (in dollars per share) | [1] | (0.07) | (0.31) |
Net loss per share, basic (in dollars per share) | [1] | (4.43) | (63.97) |
Net loss per share, diluted (in dollars per share) | [1] | $ (4.43) | $ (63.97) |
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1 — Organization and Description of Business ) |
LOSS PER SHARE - Schedule of An
LOSS PER SHARE - Schedule of Anti-dilutive Securities (Details) - shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Earnings Per Share Basic [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 648 | 389 |
Restricted stock awards | ||
Earnings Per Share Basic [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 9 | 25 |
Common shares issuable upon exercise of stock options | ||
Earnings Per Share Basic [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 459 | 364 |
Common shares issuable upon exercise of warrants | ||
Earnings Per Share Basic [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 180 | 0 |
EQUITY BASED COMPENSATION - Nar
EQUITY BASED COMPENSATION - Narrative (Details) $ in Millions | 1 Months Ended | 12 Months Ended | ||||
Apr. 11, 2023 | Apr. 30, 2023 shares | Dec. 31, 2023 USD ($) shares | Dec. 31, 2022 USD ($) | Oct. 31, 2022 shares | Feb. 28, 2021 shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||
Conversion ratio | 2 | |||||
Granted (in shares) | 100,000 | |||||
Vesting period | 3 years | |||||
Share based compensation arrangement, expiration period | 10 years | |||||
Stock-based compensation expense | $ | $ 2.3 | $ 2.6 | ||||
Class A Common Stock | ||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||
Number of shares registered (in shares) | 307,684 | |||||
Conversion ratio | 0.1 | |||||
Restricted stock awards | ||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||
Shares based payment arrangement, equity instrument other than option, granted in period (in shares) | 33,418 | |||||
Shares based payment arrangement, equity instrument other than option, vested in period (in shares) | 48,548 | |||||
Fair market value of the awards granted | $ | $ 0.2 | 0.7 | ||||
Unrecognized compensation cost | $ | $ 0.1 | |||||
Weighted average vesting period | 1 year | |||||
Options | ||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||
Fair market value of award, options granted | $ | $ 0.5 | $ 3.1 | ||||
Unrecognized compensation cost | $ | $ 2.4 | |||||
Weighted average vesting period | 2 years 1 month 6 days | |||||
2021 Equity Plan | ||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||
Common stock reserved for issuance (in shares) | 883,111 | 383,111 | ||||
Number of additional shares authorized (in shares) | 500,000 | |||||
Shares issued (in shares) | 0 | |||||
2021 Equity Plan | Restricted stock awards | ||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||
Shares based payment arrangement, equity instrument other than option, granted in period (in shares) | 33,418 | |||||
Vesting period | 3 years | |||||
Shares based payment arrangement, vesting rights percentage | 33.30% | |||||
2021 Equity Plan | Restricted stock awards | Former Chief Executive Officer | ||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||
Vesting period | 84 days |
EQUITY BASED COMPENSATION - Unv
EQUITY BASED COMPENSATION - Unvested Restricted Common Stock Unit Awards Activity (Details) - Restricted stock awards | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
RSUs | |
Unvested, beginning balance (in shares) | shares | 24,729 |
Granted (in shares) | shares | 33,418 |
Vested (in shares) | shares | (48,548) |
Forfeited (in shares) | shares | (483) |
Unvested, ending balance (in shares) | shares | 9,116 |
Weighted Average Grant Date Fair Value | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 68.80 |
Granted (in dollars per share) | $ / shares | 5.30 |
Vested (in dollars per share) | $ / shares | 26.30 |
Forfeited (in dollars per share) | $ / shares | 61.24 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 62.99 |
EQUITY BASED COMPENSATION - Sto
EQUITY BASED COMPENSATION - Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Options | ||
Outstanding, beginning balance (in shares) | 364,185 | |
Granted (in shares) | 100,000 | |
Forfeited (in shares) | (5,203) | |
Outstanding, ending balance (in shares) | 458,982 | 364,185 |
Weighted Average Exercise Price Per Share | ||
Weighted average exercise price per share, beginning balance (in dollars per share) | $ 20.46 | |
Weighted average exercise price per share, granted (in dollars per share) | 4.94 | $ 1.32 |
Weighted average exercise price per share, forfeited (in dollars per share) | 62.62 | |
Weighted average exercise price per share, ending balance (in dollars per share) | $ 16.59 | $ 20.46 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] | ||
Exercisable as of end of period (in shares) | 150,012 | |
Exercisable, weighted average exercise price per share as of end of period (in dollars per share) | $ 27.76 | |
Outstanding, weighted average remaining contractual life | 8 years 9 months 18 days | |
Exercisable, weighted average remaining contractual life as of end of period | 8 years 2 months 12 days | |
Outstanding, aggregate intrinsic value as of end of period | $ 177 | |
Exercisable, aggregate intrinsic value, as of end of period | $ 0 |
EQUITY BASED COMPENSATION - Wei
EQUITY BASED COMPENSATION - Weighted Average Assumptions Relating to the Valuation of Stock Options (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Weighted average exercise price per share, granted (in dollars per share) | $ 4.94 | $ 1.32 |
Expected volatility | 211% | 89% |
Expected term (years) | 10 years | 6 years |
Risk-free interest rate | 4.50% | 4.10% |
Expected dividend yield | 0% | 0% |
INCOME TAXES - Income before In
INCOME TAXES - Income before Income Tax, Domestic and Foreign (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Domestic | $ (29,039) | $ (254,739) |
Foreign | 0 | 0 |
Loss from continuing operations before taxes | $ (29,039) | $ (254,739) |
INCOME TAXES - Components of Pr
INCOME TAXES - Components of Provision (Benefit) Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Current tax provision: | ||
Federal | $ 0 | $ 0 |
State | 0 | (53) |
Foreign | 0 | 0 |
Total current tax (benefit) provision | 0 | (53) |
Deferred tax provision: | ||
Federal | 0 | 11,771 |
State | 0 | 3,284 |
Foreign | 0 | 0 |
Total deferred tax provision | 0 | 15,055 |
Total provision for income taxes | $ 0 | $ 15,002 |
INCOME TAXES - Effective Income
INCOME TAXES - Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
(Benefit) provision at federal statutory rate | $ (6,248) | $ (53,495) |
State income taxes, net of federal tax benefits | 0 | 2,553 |
Change in valuation allowance | (13,002) | 65,395 |
Other, net | 19,250 | 549 |
Total provision for income taxes | $ 0 | $ 15,002 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | |||
Effective income tax rate as a percentage | 0% | (5.90%) | |
Deferred tax assets, valuation allowance | $ 72,200 | $ 85,202 | |
U.S. | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards | 147,100 | ||
Net operating loss carryforwards, subject to expiration | 1,400 | ||
U.S. | Support Com | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards | $ 60,800 | ||
State | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards | $ 183,500 |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 40,132 | $ 58,008 |
Intangibles | 960 | 1,674 |
Stock-based compensation | 740 | 462 |
Capitalized costs | 7,484 | 8,794 |
Interest Expense Limitation Carryforward | 7,035 | 4,653 |
Environmental liabilities | 4,492 | 4,538 |
Fixed Assets | 7,449 | 3,672 |
Other | 3,908 | 3,401 |
Gross deferred tax assets | 72,200 | 85,202 |
Less: valuation allowance | (72,200) | (85,202) |
Deferred tax assets, net | 0 | 0 |
Deferred tax liabilities: | ||
Investment in partnership | 0 | 0 |
Property and equipment | 0 | 0 |
Other | 0 | 0 |
Deferred tax liabilities | 0 | 0 |
Total net deferred tax assets | $ 0 | $ 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2020 USD ($) dth | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Loss Contingencies [Line Items] | |||
Environmental Loss Contingency, Statement of Financial Position [Extensible Enumeration] | Environmental liabilities | ||
Environmental liabilities | $ 29,866 | $ 27,400 | |
Environmental liability related to landfill, period | 30 years | ||
Annual inflation rate on environmental liability related to landfill | 2.40% | ||
Purchase commitment, energy volume required per day (in dekatherm) | dth | 15,000,000 | ||
Purchase commitment per month | $ 200 | ||
Purchase commitment, termination notice period | 12 months | ||
Purchase commitment period | 10 years | ||
Coal ash impoundment | |||
Loss Contingencies [Line Items] | |||
Environmental liability | $ 17,300 | 17,500 | |
Environmental liabilities | 12,900 | 10,500 | |
Coal ash impoundment | Selling, General and Administrative Expenses | |||
Loss Contingencies [Line Items] | |||
Environmental obligations | $ 2,400 | $ 1,900 |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Jun. 15, 2023 | |
Greenidge Generation Holdings Inc | Atlas Holdings LLC And Affiliates | |||
Related Party Transaction [Line Items] | |||
Voting power of outstanding capital stock | 78% | ||
Greenidge Blocker Corp | |||
Related Party Transaction [Line Items] | |||
Costs reimbursed | $ 0.2 | $ 0.2 | |
Letter of Credit | New York State Department of Environmental Conservation | |||
Related Party Transaction [Line Items] | |||
Repayments of lines of credit | 5 | 5 | |
Letter of Credit | Empire Pipeline Incorporated | |||
Related Party Transaction [Line Items] | |||
Repayments of lines of credit | $ 3.6 | $ 3.6 | |
Atlas | |||
Related Party Transaction [Line Items] | |||
Limited guaranty payment | $ 1 |
CONCENTRATIONS (Details)
CONCENTRATIONS (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cost of Goods and Service Benchmark | Supplier Concentration Risk | One Major Provider Of Hosting Services | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 18% | 0% |
One Major Customer | Sales Revenue Net | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 9% | 18% |
One Major Customer | Sales Revenue Net | Supplier Concentration Risk | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 27% | 62% |
Operator Customer One | Sales Revenue Net | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 33% | 70% |
Data Center Customer | Sales Revenue Net | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 56% | 0% |
SUPPLEMENTAL BALANCE SHEET AN_3
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION - Additional Prepaid Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid insurance | $ 2,818 | $ 3,822 |
Electric deposits | $ 0 | $ 1,400 |
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration] | Prepaid expenses and other assets | Prepaid expenses and other assets |
Warrant Asset | $ 477 | $ 0 |
Other prepaid expenses | 569 | 1,044 |
Prepaid expenses and other assets | $ 3,864 | $ 6,266 |
SUPPLEMENTAL BALANCE SHEET AN_4
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION - Noncash Investing and Financing Activities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 11, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Property Plant And Equipment [Line Items] | |||
Property and equipment purchases in accounts payable | $ 813 | $ 6,676 | |
Common stock issued for amendment fee to lender | 1,000 | 0 | |
Subscription receivable in exchange for issuance of common stock | 698 | 0 | |
Accrued interest added to debt principal | 1,212 | 0 | |
Common stock issued in exchange for equity interest | $ 900 | 869 | 0 |
Warrant issued in exchange for warrant asset | 477 | 0 | |
Miners | |||
Property Plant And Equipment [Line Items] | |||
Exchange of assets for reduction in debt | 71,755 | 0 | |
Exchange of property plant and equipment for reduction in debt | 50,000 | ||
Miner coupons | |||
Property Plant And Equipment [Line Items] | |||
Exchange of property plant and equipment for reduction in debt | 1,152 | 0 | |
Miner deposits | |||
Property Plant And Equipment [Line Items] | |||
Exchange of property plant and equipment for reduction in debt | $ 7,381 | $ 0 |
SUPPLEMENTAL BALANCE SHEET AN_5
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION - Narrative (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Cash in restricted account to cover earned but unpaid hosting services | $ 1.2 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||||
Mar. 06, 2024 USD ($) ft² a | Feb. 12, 2024 USD ($) $ / shares shares | Feb. 09, 2024 shares | Jan. 30, 2024 shares | Apr. 09, 2024 shares | Aug. 14, 2024 $ / shares shares | Dec. 11, 2023 $ / shares shares | |
Subsequent Event [Line Items] | |||||||
Number of securities called by warrants (in shares) | 180,000 | ||||||
Exercise price (in dollars per share) | $ / shares | $ 7 | ||||||
Warrant term | 1 year | ||||||
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Purchase price of land acquired | $ | $ 1,450 | ||||||
Deposit held in escrow | $ | $ 50 | ||||||
Subsequent Event | Common Class B | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares converted (in shares) | 42,000 | 77,245 | |||||
Subsequent Event | Class A Common Stock, $0.0001 par value | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares issued in conversion (in shares) | 42,000 | 77,245 | |||||
Shares issued (in shares) | 159,357 | ||||||
Subsequent Event | Columbus, Mississippi | |||||||
Subsequent Event [Line Items] | |||||||
Area of land purchased | a | 12 | ||||||
Subsequent Event | Industrial Warehouse | Columbus, Mississippi | |||||||
Subsequent Event [Line Items] | |||||||
Area of real estate property | ft² | 73,000 | ||||||
Subsequent Event | Securities Purchase Agreement | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares issued in transaction (in shares) | 450,300 | ||||||
Number of securities called by warrants (in shares) | 810,205 | ||||||
Sale of stock (in dollars per share) | $ / shares | $ 4.76 | ||||||
Proceeds received | $ | $ 6,000 | ||||||
Exercise price (in dollars per share) | $ / shares | $ 0.0001 | ||||||
Warrant term | 5 years | ||||||
Filing requirement, period following agreement date | 30 days | ||||||
Filing requirement, period following annual report | 10 days | ||||||
Subsequent Event | Securities Purchase Agreement | Forecast | |||||||
Subsequent Event [Line Items] | |||||||
Number of securities called by warrants (in shares) | 1,260,505 | ||||||
Exercise price (in dollars per share) | $ / shares | $ 5.25 |