UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September 2022
Commission File Number: 001-41072
Iris Energy Limited
(Translation of registrant’s name into English)
Level 12, 44 Market Street
Sydney, NSW 2000 Australia
+61 2 7906 8301
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXPLANATORY NOTE
On September 13, 2022, Iris Energy Limited (the “Company”) released information regarding its financial results for the full year ended June 30, 2022. Copies of the Company’s press release and management presentation
are furnished hereto as Exhibits 99.1 and 99.2, respectively.
EXHIBIT INDEX
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Exhibit
No.
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Description
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Press Release of Iris Energy Limited, dated September 13, 2022
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Management Presentation, dated September 13, 2022
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Iris Energy Limited
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Date: September 13, 2022
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By:
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/s/ Daniel Roberts
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Daniel Roberts
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Co-Chief Executive Officer and Director
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Exhibit 99.1
Iris Energy Reports Record Full Year FY22 Results
Key Highlights
| • |
Record revenue of $59.0 million (+647% YoY)
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| • |
Record Adjusted EBITDA of $26.2 million (+1,791% YoY)1
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| • |
Record Adjusted EBITDA Margin of 44% (+144% YoY)2
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| • |
Record cash flow from operations of $21.6 million (+1,124% YoY)
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| • |
Record average operating hashrate of 747 PH/s (+611% YoY) and 1,398 Bitcoin mined
(+422% YoY) from 100% renewable energy powered operations since inception3
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| • |
$110.0 million cash and cash equivalents as of June 30, 2022 and no corporate debt4
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| • |
Post financial year end:
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| o |
Agreement reached with Bitmain to ship an additional 1.7 EH/s of miners, increasing
total expected Company operating capacity from 4.3 EH/s to 6.0 EH/s
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| o |
1.5 EH/s (50MW) at Mackenzie (BC, Canada) energized ahead of schedule
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| o |
1.4 EH/s (50MW) at Prince George (BC, Canada) on track for September 2022
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| o |
Company operating capacity guidance increased from 4.3 EH/s to 4.7 EH/s by the end of
Q4 2022
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| o |
Initial 40MW planned at Childress (Texas, USA) to reach 6.0 EH/s
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SYDNEY, AUSTRALIA, September 13, 2022 (GLOBE NEWSWIRE) --
Iris Energy Limited (NASDAQ: IREN)
(“Iris Energy” or “the Company”), a leading owner and operator of institutional-grade, highly efficient Bitcoin mining data centers powered by 100% renewable energy, today reported its financial results for the full year ended June 30, 2022. All
$ amounts are in United States Dollars (“USD”) unless otherwise stated.
“We are pleased to report record financial and operating results as part
of our inaugural full year report as a listed company,” said Daniel Roberts, Co-Founder and Co-Chief Executive Officer of Iris Energy.
“FY22 was a transformational year for Iris Energy where we continued to
deliver on our plan to significantly expand our operations beyond our first site in Canal Flats (BC, Canada) that has been operating since 2019. Our average operating hashrate increased by 611% during the period (from 0.1 EH/s to 0.7 EH/s), and our
operating capacity is expected to be 3.7 EH/s by the end of September 2022 across three operating sites in BC, Canada.”
“Our proprietary data centers continue to lead the market in terms of
efficiency, with Iris Energy mining 16% more Bitcoin per EH/s compared to the peer average5. Further, our strategy of selling our mined Bitcoin daily has allowed us to achieve a 75% higher average realized price per Bitcoin for fiscal
year 2022 compared to the average Bitcoin price in June 20226. These factors helped grow our revenue by 647% to $59.0 million and operating cash flows by 1,124% to $21.6 million.”
Daniel Roberts concluded, “Looking forward, the recent volatility in the
Bitcoin price and related industry challenges reaffirms our confidence in our long-term, vertically integrated strategy. We remain focused on building a multi-decade, institutional grade, infrastructure platform while maintaining balance sheet
discipline.”
1 Adjusted EBITDA is a non-IFRS measure. See page 6 for
reconciliation to net profit/(loss) after income tax expense, the nearest IFRS measure.
2 Adjusted EBITDA Margin is a non-IFRS measure. See page 6 for
reconciliation to net profit/(loss) after income tax expense, the nearest IFRS measure.
3 Currently approximately 97% directly from renewable energy
sources; approximately 3% from purchase of RECs.
4 Existing equipment financing is limited recourse financing
within wholly owned subsidiaries of the Company.
5 Calculated as the average of monthly Bitcoin mined per EH/s
between January 1, 2022 and August 31, 2022 with reference to peer public disclosures. Peer group comprises Bitfarms, Core Scientific, Hut 8, Riot Blockchain, Argo Blockchain, Marathon Digital, Hive Blockchain, Cleanspark and Greenidge.
6 Iris Energy FY22 (July 1, 2021 – June 30, 2022) average realized
Bitcoin price of $42,216 compared to average June 2022 Bitcoin price of $24,182 (calculated using Nasdaq data feed).
“I am proud of what Iris Energy has accomplished over the last 12
months,” said Lindsay Ward, Iris Energy’s President. “Our team’s extensive in-house construction management and operational expertise has allowed us to efficiently and rapidly expand our operating footprint across North America ahead of schedule.
By calendar year end, we anticipate having 4.7 EH/s of our 6.0 EH/s of operating capacity energized.”
Full Year FY22 Results
Iris Energy generated record revenue during the period ($59.0 million
vs. $7.9 million in the prior period), attributable to the increase in the Company’s average operating hashrate and a higher average realized price per Bitcoin (despite an increase in the global hashrate).
Notwithstanding an increase in electricity and other site costs during
the period ($15.6 million vs. $2.9 million in the prior period), as well as an increase in the global hashrate and lower transaction fees, the Company’s average electricity costs per Bitcoin mined reduced ($7,850 vs. $9,888 in the prior year),
primarily as a result of materially improved power efficiency of our mining fleet (driven by ongoing installation of new generation miners).
Other corporate expenses, excluding foreign exchange gains and losses,
one-off expenses, depreciation and amortization and shared-based compensation expense, increased during the period ($17.2 million vs. $3.7 million in the prior period), primarily attributable to higher headcount to support our data center build out
and commencement of operations across North America, as well as related insurance costs.
The Company generated record Adjusted EBITDA1 ($26.2 million
vs. $1.4 million in the prior period) and Adjusted EBITDA Margin2 (44% vs. 18% in the prior period) during the period, demonstrating the attractive operating leverage within the business (i.e. higher average revenue and lower average
electricity costs per Bitcoin mined as compared to the prior period, partially offset by higher corporate costs).
Cash flow from operations was $21.6 million for the period (vs. $1.8
million in the prior period), primarily attributable to the increase in the Company’s average operating hashrate and a higher average realized price per Bitcoin (despite an increase in the global hashrate).
Net Loss After Tax for the period was $419.8 million for the period (vs.
Net Loss After Tax of $60.4 million in the prior period), primarily attributable to a one-off non-cash mark-to-market of convertible instruments converted into equity at IPO ($418.7 million impact during the period).
Cash and cash equivalents as of June 30, 2022 was $110.0 million, with
no corporate debt held by the Company on its balance sheet7.
Operational and Corporate Highlights
For the latest detailed updates on our construction and
hashrate deployment progress, please refer to our monthly investor updates at https://investors.irisenergy.co/news-releases.
| • |
Key corporate milestones achieved during the financial year:
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| o |
Completed successful $232 million Nasdaq IPO led by J.P. Morgan, Canaccord Genuity
and Citigroup
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Executed 600MW connection agreement with AEP Texas
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Secured $71 million equipment financing facility with NYDIG
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| o |
Canal Flats (BC, Canada) – achieved record average operating hashrate of 873 PH/s in
May 2022, exceeding previously announced site capacity of 0.7 EH/s
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| o |
Welcomed key new hires, including Lindsay Ward
(President), Mike Alfred (Non-Executive Director), Belinda Nucifora (Chief Financial Officer) and David Shaw (Chief Operating Officer)
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7 Existing equipment financing ($109.4 million as of June 30, 2022) is limited recourse financing within wholly owned subsidiaries of the Company.
| • |
Post financial year end:
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| o |
Agreement reached with Bitmain to ship an additional 1.7 EH/s of S19j Pro miners,
increasing expected operating capacity from 4.3 EH/s to 6.0 EH/s ($46.7 million of the previous $130 million of payments made to Bitmain, along with an additional payment of $5.9 million of cash on hand, utilized as payment for the
additional 1.7 EH/s of miners8)
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| o |
Expansion of operating capacity across multiple sites:
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| • |
Mackenzie (BC, Canada) – 1.5 EH/s (50MW) energized ahead of schedule; site operating
capacity expected to increase from 2.1 EH/s to 2.5 EH/s by the end of Q4 20229
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| • |
Prince George (BC, Canada) – 1.4 EH/s (50MW) on track for energization in September
2022 (commissioning activities underway)
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| • |
Company operating capacity guidance increased from 4.3 EH/s to 4.7 EH/s by the end of
Q4 2022
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| • |
Childress (Texas, USA) – initial 40MW currently planned for deployment of the
remaining 1.3 EH/s of miners to reach total expected Company operating capacity of 6.0 EH/s in 2023
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Webcast and Conference Details
A live webcast of the earnings conference call, along with the associated
presentation, may be accessed at https://investors.irisenergy.co/events-and-presentations and will be available for replay for one year.
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Date:
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Tuesday, September 13, 2022
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Time:
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5:00 p.m. USA Eastern Time (2:00 p.m. Pacific Time or 7:00 a.m.
Australian Eastern Standard Time)
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Participant
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Registration Link
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Live Webcast
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Use this link
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Phone Dial-In with Live Q&A
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Use this link
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Please note, participants joining the conference call via the phone
dial-in option will receive their dial-in number, passcode and PIN following registration using the link above. It would be appreciated if all callers could dial in approximately 5 minutes prior to the scheduled start time.
There will be a Q&A session after the Company delivers its FY22
financial results. Those dialling in via phone can elect to ask a question via the moderator. Participants on the live webcast have the ability to pre-submit a question upon registering to join the webcast or can submit a question during the live
webcast.
8 Utilization of the remaining $83.3 million of payments in
respect of additional contracted miners above 6.0 EH/s continue to be subject to ongoing discussions with Bitmain. The Company has not made all recent scheduled payments under the separate $400 million hardware purchase contract and does not
currently expect to make upcoming scheduled payments in respect of future deliveries. The timing and volume of any additional future deliveries under that contract (including utilization of the remaining $83.3 million of payments) is subject to
ongoing discussions with Bitmain. The Company can make no assurances as to the outcome of these discussions, including the impact on timing of any future deliveries or payments made under that contract.
9 Operating capacity with respect to the final 30MW phase of
Mackenzie is expected to increase from 0.6 EH/s to 1.0 EH/s to support 0.4 EH/s of the recently announced 1.7 EH/s of additional Bitmain S19j Pro miners.
About Iris Energy
Iris Energy is a sustainable Bitcoin mining company that supports the decarbonization of
energy markets and the global Bitcoin network.
| • |
100% renewables: Iris Energy targets markets with low-cost, under-utilized renewable energy, and where
the Company can support local communities
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| • |
Long-term security over infrastructure, land
and power supply: Iris Energy builds, owns and operates its
electrical infrastructure and proprietary data centers, providing long-term security and operational control over its assets
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| • |
Seasoned management team: Iris Energy’s team has an impressive track record of success across energy,
infrastructure, renewables, finance, digital assets and data centers with cumulative experience in delivering >$25bn in energy and infrastructure projects globally
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Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Iris Energy’s future financial or operating performance. For example, forward-looking statements include but are not limited to the expected
increase in the Company’s power capacity and operating capacity, the Company’s business plan, the Company’s capital raising plans, the Company’s anticipated capital expenditures and additional borrowings, the impact of discussions with Bitmain
regarding the Company’s hardware purchase contract for additional miners, and the expected schedule for hardware deliveries and for commencing and/or expanding operations at the Company’s sites. In some cases, you can identify forward-looking
statements by terminology such as “anticipate,” “believe,” “may,” “can,” “should,” “could,” “might,” “plan,” “possible,” “project,” “strive,” “budget,” “forecast,” “expect,” “intend,” “target”, “will,” “estimate,” “predict,” “potential,”
“continue,” “scheduled” or the negatives of these terms or variations of them or similar terminology, but the absence of these words does not mean that statement is not forward-looking. Such forward-looking statements are subject to risks,
uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements. In addition, any statements or information that refer to expectations, beliefs, plans,
projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking.
These forward-looking statements are based on management’s current expectations
and beliefs. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause Iris Energy’s actual results, performance or achievements to be materially different
from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: Iris Energy’s limited operating history with operating losses; electricity outage, limitation of
electricity supply or increase in electricity costs; long term outage or limitation of the internet connection at Iris Energy’s sites; any critical failure of key electrical or data center equipment; serial defects or underperformance with
respect to Iris Energy’s equipment; failure of suppliers to perform under the relevant supply contracts for equipment that has already been procured which may delay Iris Energy’s expansion plans; supply chain and logistics issues for Iris Energy
or Iris Energy’s suppliers; cancellation or withdrawal of required operating and other permits and licenses; customary risks in developing greenfield infrastructure projects; Iris Energy’s evolving business model and strategy; Iris Energy’s
ability to successfully manage its growth; Iris Energy’s ability to raise additional financing (whether because of the conditions of the markets, Iris Energy’s financial condition or otherwise) on a timely basis, or at all, which could adversely
impact the Company’s ability to meet its capital commitments (including payments due under its hardware purchase contracts with Bitmain) and the Company’s growth plans; Iris Energy’s failure to make certain payments due under any one of its
hardware purchase contracts with Bitmain on a timely basis could result in liquidated damages, claims for specific performance or other claims against Iris Energy, any of which could result in a loss of all or a portion of any prepayments or
deposits made under the relevant contract or other liabilities in respect of the relevant contract, and could also result in Iris Energy not receiving certain discounts under the relevant contract or receiving the relevant hardware at all, any of
which could adversely impact its business, operating expansion plans, financial condition, cash flows and results of operations; the terms of any additional financing, which could be less favorable or require Iris Energy to comply with more
onerous covenants or restrictions, any of which could restrict its business operations and adversely impact its financial condition, cash flows and results of operations; competition; Bitcoin prices, which could adversely impact its financial
condition, cash flows and results of operations, as well as its ability to raise additional financing; risks related to health pandemics including those of COVID-19; changes in regulation of digital assets; and other important factors discussed
under the caption “Risk Factors” in Iris Energy’s annual report on Form 20-F filed with the SEC on September 13, 2022, as such factors may be updated from time to time in its other filings with the SEC, accessible on the SEC’s website at www.sec.gov
and the Investor Relations section of Iris Energy’s website at https://investors.irisenergy.co.
These and other important factors could cause actual results to differ
materially from those indicated by the forward-looking statements made in this press release. Any forward-looking statement that Iris Energy makes in this press release speaks only as of the date of such statement. Except as required by law, Iris
Energy disclaims any obligation to update or revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise.
Non-IFRS Financial Measures
This release includes non-IFRS financial measures, including Adjusted
EBITDA and Adjusted EBITDA Margin. We provide Adjusted EBITDA and Adjusted EBITDA Margin in addition to, and not as a substitute for, measures of financial performance prepared in accordance with IFRS. There are a number of limitations related to
the use of Adjusted EBTIDA and Adjusted EBITDA Margin. For example, other companies, including companies in our industry, may calculate Adjusted EBITDA and Adjusted EBITDA Margin differently. The Company believes that these measures are important
and supplement discussions and analysis of its results of operations and enhances an understanding of its operating performance.
The Group uses EBITDA and Adjusted EBITDA as a metric that is useful for
assessing its operating performance before the impact of non-cash and other items.
EBITDA is net profit or (loss) from operations, as reported in profit
and loss, before finance income and expense, tax and depreciation and amortization.
Adjusted EBITDA is EBITDA adjusted for removing certain non-cash and
other items, including share- based payment expenses, foreign currency gains/(losses) and one-time transactions. See below for a reconciliation to net profit/(loss) after income tax expense, the nearest applicable IFRS measure, for the periods
presented.
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Adjusted EBITDA Reconciliation
(USD’000)
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Year ended
June 30, 2022
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Year ended
June 30, 2022
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Bitcoin mining revenue
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59,037
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7,898
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Electricity and other site costs 1
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(15,583)
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(2,855)
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Other corporate costs
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(17,225)
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(3,657)
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Adjusted EBITDA
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26,229
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1,386
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Adjusted EBITDA Margin
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44%
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18%
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Reconciliation to consolidated statement of
profit or loss
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Add/(deduct):
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||
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Other income
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12
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590
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Foreign exchange gains
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8,009
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2,542
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Share-based payments – founders 2
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(11,442)
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(141)
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Share-based payments – other 3
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(2,454)
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(664)
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Other expense items 4
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(4,297)
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(443)
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EBITDA
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16,057
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3,270
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Fair value loss and interest expense on
hybrid financial instruments 5
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(418,726)
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(60,656)
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Other finance expense
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(6,715)
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(519)
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Interest income
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79
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6
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Depreciation
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(7,741)
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(1,252)
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Loss before income tax expense
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(417,046)
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(59,151)
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Income tax expense
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(2,724)
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(1,239)
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Loss after income tax expense
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(419,770)
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(60,390)
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| 1) |
Electricity and other site costs includes electricity charges, site
employee benefits, repairs and maintenance and site utilities.
|
| 2) |
Share-based payments expense includes expenses recorded on Founder
options, including (1) Founder price target options (Executive Director Liquidity and Price Target Options) that vested on IPO during the quarter ended December 31, 2021. No further expense will be recorded in relation to these price target
options. (2) Founder long-term options (Executive Director Long-term Target Options) which were granted in September 2021 in connection with the IPO. These long-term options are currently "out of the money" with an exercise price of $75 and
initial share price vesting conditions of $370, $650, $925 and $1,850 for each tranche granted. See note 31 of the consolidated financial statements for further information.
|
| 3) |
Share-based payments expense includes expense recorded in relation to
incentives issued under the Employee Share Plans, Employee Option Plan and Non-Executive Director Option Plan.
|
| 4) |
Other expense items includes expenses incurred relating to the IPO
and the exploration of multiple financing options that did not proceed due to current market conditions and available financing terms.
|
| 5) |
Includes fair value losses recorded on SAFE, convertible notes and
associated embedded derivatives that were converted into ordinary shares upon the Group’s listing on the Nasdaq. The net fair value losses recorded on these instruments represents the movement in the share price from date of issuance of
these instruments to the IPO listing price of $28. All of these instruments converted to ordinary shares on November 16, 2021, the associated fair value gains/(losses) are non-cash movements and do not impact the cash position of the Group.
See note 8 of the consolidated financial statements for further information.
|
The Group uses EBITDA and Adjusted EBITDA as a metric that is useful for assessing its
operating performance before the impact of non-cash and other items. EBITDA is net profit or (loss) from operations, as reported in profit and loss, before finance income and expense, tax and depreciation and amortization. Adjusted EBITDA is EBITDA
adjusted for removing certain non-cash and other items, including share-based payment expenses, foreign currency gains/(losses) and one-time transactions.
Contacts
Media
Jon Snowball
Domestique
+61 477 946 068
Investors
Bom Shin
Iris Energy
+61 411 376 332
bom.shin@irisenergy.co
To keep updated on Iris Energy’s news releases and SEC filings, please subscribe to email alerts at https://investors.irisenergy.co/ir-resources/email-alerts.
Exhibit 99.2
FY22 and Q4 FY22 Results SEPTEMBER 2022 | NASDAQ: IREN Bitcoin mining. Done Sustainably.
Disclaimer Forward-Looking Statements This presentation includes “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Iris Energy’s future financial or operating performance. For example, forward-looking statements include but
are not limited to the Company’s business strategy, expected operational and financial results and expected increase in power capacity and hashrate. In some cases, you can identify forward-looking statements by terminology such as
“anticipate,” “believe,” “may,” “can,” “should,” “could,” “might,” “plan,” “possible,” “project,” “strive,” “budget,” “forecast,” “expect,” “intend,” “target,” “will,” “estimate,” “predict,” “potential,” “continue,” “scheduled” or the
negatives of these terms or variations of them or similar terminology, but the absence of these words does not mean that statement is not forward-looking. Such forward-looking statements are subject to risks, uncertainties, and other factors
which could cause actual results to differ materially from those expressed or implied by such forward looking statements. In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives,
performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking. These forward-looking statements are based on management’s current expectations and beliefs. These
statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause Iris Energy’s actual results, performance or achievements to be materially different from any future
results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: Iris Energy’s limited operating history with operating losses; electricity outage, limitation of electricity supply or
increase in electricity costs; long term outage or limitation of the internet connection at Iris Energy’s sites; any critical failure of key electrical or data center equipment; serial defects or underperformance with respect to Iris Energy’s
equipment; failure of suppliers to perform under the relevant supply contracts for equipment that has already been procured which may delay Iris Energy’s expansion plans; supply chain and logistics issues for Iris Energy or Iris Energy’s
suppliers; cancellation or withdrawal of required operating and other permits and licenses; customary risks in developing greenfield infrastructure projects; Iris Energy’s evolving business model and strategy; Iris Energy’s ability to
successfully manage its growth; Iris Energy’s ability to raise additional financing (whether because of the conditions of the markets, Iris Energy’s financial condition or otherwise) on a timely basis, or at all, which could adversely impact
the Company’s ability to meet its capital commitments (including payments due under its hardware purchase contracts with Bitmain) and the Company’s growth plans; Iris Energy’s failure to make certain payments due under any one of its hardware
purchase contracts with Bitmain on a timely basis could result in liquidated damages, claims for specific performance or other claims against Iris Energy, any of which could result in a loss of all or a portion of any prepayments or deposits
made under the relevant contract or other liabilities in respect of the relevant contract, and could also result in Iris Energy not receiving certain discounts under the relevant contract or receiving the relevant hardware at all, any of
which could adversely impact its business, operating expansion plans, financial condition, cash flows and results of operations; the terms of any additional financing, which could be less favorable or require Iris Energy to comply with more
onerous covenants or restrictions, any of which could restrict its business operations and adversely impact its financial condition, cash flows and results of operations; competition; Bitcoin prices, which could adversely impact its financial
condition, cash flows and results of operations, as well as its ability to raise additional financing; risks related to health pandemics including those of COVID-19; changes in regulation of digital assets; and other important factors
discussed under the caption “Risk Factors” in Iris Energy’s annual report on Form 20-F filed with the SEC on September 13, 2022, as such factors may be updated from time to time in its other filings with the SEC, accessible on the SEC’s
website at www.sec.gov and the Investor Relations section of Iris Energy’s website at https://investors.irisenergy.co. These and other important factors could cause actual results to differ materially from those indicated by the
forward-looking statements made in this presentation. The information in this presentation is only effective as of the date given, September 13, 2022, and will not be updated or affirmed unless and until Iris Energy publicly announces
updated or affirmed information. Distribution or reference of this deck following September 13, 2022, does not constitute Iris Energy re-affirming information. Except as required by law, Iris Energy disclaims any obligation to update or
revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise. Non-IFRS Financial Measures This presentation includes non-IFRS financial
measures, including Adjusted EBITDA and Adjusted EBITDA Margin. See ‘Financial Summary’ in this presentation for a definition of Adjusted EBITDA and Adjusted EBITDA Margin, along with a reconciliation to net profit/(loss) after income tax
expense, the nearest applicable IFRS measure, for the periods presented. We provide Adjusted EBITDA and Adjusted EBITDA Margin in addition to, and not as a substitute for, measures of financial performance prepared in accordance with IFRS.
There are a number of limitations related to the use of Adjusted EBTIDA and Adjusted EBITDA Margin. For example, other companies, including companies in our industry, may calculate Adjusted EBITDA and Adjusted EBITDA Margin differently. The
Company believes that these measures are important and supplement discussions and analysis of its results of operations and enhances an understanding of its operating performance. All financial information included in this presentation is
denominated in USD and references to “$” are to USD unless otherwise stated. All timing references in this presentation are to calendar quarters and calendar years, unless otherwise specified. Industry and Statistical Data This
presentation includes industry data, statistical data, estimates and other forecasts that may have been obtained from periodic industry publications, third-party studies and surveys, filings of public companies in our industry, internal
company surveys, and our review and analysis of market conditions, surveys and industry feedback. Our expectations regarding market and industry data, including expected growth rates, are subject to change based on our ongoing analysis of
prevailing market and industry conditions and, as a result, assumptions based on such expectations may not be reliable indicators of future results. We undertake no obligation to update such figures in the future. These sources include
government and industry sources, including third-party websites. Industry publications and surveys generally state that the information contained therein has been obtained from sources believed to be reliable. Although we believe the industry
data to be reliable as of the date of this presentation, this information could prove to be inaccurate. Industry data could be wrong because of the method by which sources obtained their data and because information cannot always be verified
with complete certainty due to the limits on the availability and reliability of raw data, the voluntary nature of the data gathering process, and other limitations and uncertainties. In addition, we do not know all of the assumptions
regarding general economic conditions or growth that were used in preparing the forecasts from the sources relied upon or cited herein. Further, certain financial measures and statistical information in this document have been subject to
rounding adjustments. Accordingly, the sum of certain data may not conform to the expressed total. 2
3 Executional excellence Who is Iris Energy? 3 A leading owner and operator of highly efficient
proprietary Bitcoin mining data centers 6.0 EH/s of expected capacity, powered by 100% renewable energy We believe: Bitcoin is here to stay Bitcoin mining can support the energy transition Bitcoin mining can be done better
4 Executional excellence We have been doing it the right way 75% higher realized price1 Non-HODL
strategy Proven execution Delivered all projects on schedule Highest efficiency 16% more Bitcoin mined per EH/s than peers2 Strong balance sheet $110m cash3, no corporate debt3 and 6.0 EH/s of miners4 Low operating
costs $7.9k electricity cost per Bitcoin mined5 Iris Energy FY22 (July 1, 2021 – June 30, 2022) average realized Bitcoin price of $42,216 compared to average June 2022 Bitcoin price of $24,182 (calculated using Nasdaq data
feed). Calculated as the average of monthly Bitcoin mined per EH/s between January 1, 2022 and August 31, 2022 with reference to peer public disclosures. Peer group comprises Bitfarms, Core Scientific, Hut 8, Riot Blockchain, Argo
Blockchain, Marathon Digital, Hive Blockchain, Cleanspark and Greenidge. Cash balance as of June 30, 2022. Existing equipment financing is limited recourse financing within wholly owned subsidiaries of the Company. Iris Energy has 2.3
EH/s operating capacity and an additional 1.4 EH/s in commissioning phase. As announced on August 1, 2022, Iris Energy has reached agreement with Bitmain Technologies Limited to ship an additional 1.7 EH/s of contracted S19j Pro
miners. Reflects Iris Energy’s electricity costs per Bitcoin mined in FY22. Excludes all other expenses, overheads and fees. 4
Industry leading data centers 16% more Bitcoin mined per EH/s compared to peer average Bitcoin mined
per EH/s (Jan – Aug 2022) Source: Available peer public disclosures as of September 9, 2022. Calculated as the average of monthly Bitcoin mined per EH/s between January 1, 2022 and August 31, 2022. Bitcoin mined per EH/s for peers calculated
as Bitcoin mined for the relevant month divided by the average of the reported hashrate for the corresponding month and the immediately preceding month. 5 +16% implied uptime High efficiency proprietary air-cooled data centers No shipping
containers or warehouses Miners operated through -30°C (-22°F) to 40°C (104°F) conditions Peer Average: 118
6 IREN: Leading Nasdaq-listed Bitcoin miner Source: Available peer public disclosures as of September
9, 2022. Installed hashrate as of August 31, 2022. 2.3 EH/s operating capacity and an additional 1.4 EH/s in commissioning phase. Installed hashrate1 (EH/s) 2
7 Track record of delivery, near-term growth pathway Projects continue to be commissioned on
schedule Under Construction Operating capacity 2.3 EH/s operating capacity and an additional 1.4 EH/s in commissioning phase. 1
8 Balance sheet and mining profitability IREN equity value 45% discount to net assets Balance sheet
(as of June 30, 2022) $110m cash, no corporate debt1 $462m net assets2 ~$76m net cash spend anticipated to fully fund 6.0 EH/s of operating capacity3 Existing equipment financing is limited recourse financing within wholly owned
subsidiaries of the Company. Net assets = $570m total assets less $108m total borrowings as of June 30, 2022. Indicative estimated net cash spend to fund miners and infrastructure required to reach 6.0 EH/s of operating capacity (as of
June 30, 2022). Net cash spend comprises expected remaining capex net of anticipated sales tax and connection deposit refunds. Please see the Coinwarz Bitcoin Mining Calculator (https://www.coinwarz.com/mining/bitcoin/calculator). Inputs
for 6.0 EH/s: 6,000 PH/s (hashrate), 190MW (power consumption) and $0.048/kWh (electricity costs) – prefilled link here. Note electricity cost assumption is based on existing BC operations; as Texas is a deregulated power market, future
electricity costs for Texas are currently unknown, and are expected to be to influenced by, amongst other things, prevailing market prices around the time of commissioning. Illustrative net revenue = Illustrative gross revenue less assumed
mining pool fees. Illustrative mining profit = Illustrative net revenue less assumed electricity costs. The illustrative outputs assume nameplate hashrate is fully installed and operating today using the above assumptions. These assumptions
are likely to be different in the future and users should input their own assumptions. Mining profitability potential Assuming 6.0 EH/s of hardware is fully operational today6 (annualized) Bitcoin Price Net Revenue5 Mining
Profit5 Illustrative annualized revenue and mining profit (6.0 EH/s)4 $15,000 $20,000 $25,000 $30,000 $135m $180m $225m $270m $55m $100m $145m $190m 2 Assumptions Global hashrate (implied by network difficulty) of ~222 EH/s,
transaction fees of ~0.1 BTC per block, pool fees of 0.5% of mining rewards and mining hardware operates at 100% uptime Note: illustrative mining profit excludes all other expenses, overheads and fees (except electricity costs and mining
pool fees) THE ABOVE INFORMATION IS FOR GENERAL INFORMATION PURPOSES ONLY. THE NET REVENUE AND MINING PROFIT OUTPUTS ARE FOR ILLUSTRATIVE PURPOSES ONLY AND SHOULD NOT BE CONSIDERED PROJECTIONS OF IRIS ENERGY’S OPERATING PERFORMANCE. SUCH
NET REVENUE AND MINING PROFIT OUTPUTS ARE BASED ON IMPORTANT ASSUMPTIONS AND HISTORICAL INFORMATION, INCLUDING INFORMATION AND CALCULATIONS FROM THIRD PARTY SOURCES (INCLUDING WEBSITES). WE HAVE NOT INDEPENDENTLY VERIFIED SUCH INFORMATION AND
CALCULATIONS, AND SUCH INFORMATION AND CALCULATIONS ARE SUBJECT TO IMPORTANT LIMITATIONS AND COULD PROVE TO BE INACCURATE. THE ILLUSTRATIVE NET REVENUE AND MINING PROFIT OUTPUTS ARE BASED ON HISTORICAL INFORMATION WHICH MAY OR MAY NOT
MATERIALIZE IN THE FUTURE – accordingly, there is no assurance that any illustrative outputs WILL BE ACHIEVED within the timeframes presented or at all OR THAT MINING HARDWARE WILL OPERATE AT 100% UPTIME. THE ABOVE AND THIS PRESENTATION
SHOULD BE READ STRICTLY IN CONJUNCTION WITH THE FORWARD-LOOKING STATEMENTS DISCLAIMER ON PAGE 2. (Sep 9, 2022) (Jun 30, 2022)
Site Overview Capacity (MW) Miners (EH/s)1 Timing Status Canal Flats (BC,
Canada) 30 0.8 Complete Operating Mackenzie (BC, Canada) 50 1.5 Complete Operating 30 1.02 Q4 2022 Under construction Prince George (BC, Canada) 50 1.4 Q3 2022 Commissioning Sub-total 160 4.7 Q4 2022 Childress (Texas,
US) 40 1.3 2023 Under construction Total 200 6.0 2023 Building multi-decade, institutional-grade infrastructure Average “all-in” power price in BC of ~$0.048/kWh (regulated price fixed every 12 months)3 Progressive build out of an
initial 40MW development planned at the 600MW Childress site 6.0 EH/s operating capacity, 4.7 EH/s by Q4 2022 British Columbia Texas 9 Approximately 5.9 EH/s of miners expected to be operating, pending deployment, in transit or scheduled
to be shipped over the coming month, with the balance scheduled to be shipped during Q4 2022. There can be no assurance that Iris Energy’s contracted hardware will become fully operational on the anticipated schedule or at all, and such risks
and uncertainties surrounding deployment could delay or prevent Iris Energy from achieving the anticipated hashrate capacity. Operating capacity with respect to the final 30MW phase at Mackenzie is expected to increase from 0.6 EH/s to 1.0
EH/s to support 0.4 EH/s of the recently announced 1.7 EH/s of additional Bitmain S19j Pro miners. The average variable cost of electricity for our current operations is approximately C$0.05096/kWh. In addition, we pay a standing monthly
demand charge of approximately C$8.6960/kVA (assuming full load uptime). Average “all-in” power price assumes CADUSD exchange rate of 0.78 as well as application of a 2% Deferral Account Rate Rider (discount) applicable until April 1, 2023.
Experienced Board & management team 10 David Bartholomew Independent Chair 30+ years’
experience across energy utilities, transportation and industrials Former CEO of DUET Group (sold to CKI for $5bn in 2017) Daniel Roberts Co-Founder and Co-CEO 15+ years’ experience across finance, infrastructure and
renewables Previously 2nd largest individual shareholder in $6bn infrastructure fund Will Roberts Co-Founder and Co-CEO 10+ years’ experience across resources, commodities & real assets Previously Vice President at Macquarie in
Commodities & Global Markets Chris Guzowski Non-Executive Director 10+ years’ experience in renewables development across Europe & Australia Founded Mithra Energy, developing 10+ solar PV projects in Poland Lindsay
Ward President 35+ years’ experience across infrastructure, energy & resources Previously CEO of Palisade Integrated Management Services Mike Alfred Non-Executive Director 15+ years’ experience as founding CEO, Board member and
advisor Previously CEO of Digital Assets Data, Inc. (sold to NYDIG in 2020) Joanna Brand General Counsel & Company Secretary 25+ years’ experience in corporate, capital markets, M&A & infrastructure Previously General Counsel
at ME Bank, Jetstar Airways, Billabong & Epic Energy Belinda Nucifora Chief Financial Officer 25+ years’ experience in CFO & senior finance roles Previously CFO of Laser Clinics Australia and Slater & Gordon Kent Draper VP –
Project Development 15+ years’ experience in financing across infrastructure, power and renewables Previous experience with First Solar, RBC and Macquarie Aaron Hawkins VP – Project Development 15+ years’ experience in engineering, asset
management and project delivery Previous experience with First Solar, Black & Veach and Aurecon John Juarez VP – Project Development 15+ years’ experience in investment banking and financing Previously head of financing for
public-private partnerships at Macquarie Iris Energy’s leadership team has delivered >$25 billion in energy & infrastructure projects David Shaw Chief Operating Officer 30+ years’ experience across energy, utilities and
resources Previously SVP Operations Asia-Pacific East at global engineering firm Wood Denis Skrinnikoff Chief Technology Officer 15+ years’ experience in the cloud & data center service provider space Previous senior leadership /
M&A experience with TeraGo and RackForce Bom Shin VP – Corporate Finance 14+ years’ experience across investment banking and corporate law Previous experience with RBC, Citi, Highbury and Mallesons Heather Miller VP – People,
Culture & Community 15+ years’ people and culture experience across all aspects of HR Previous experience with Nutrien, Agrium and Canadian Pacific Railway
Capitalization structure Holder Shares (#m)1 Shares (% Total) Founders, board, key management and
employees 13.6 24% Institutional (identified)2 16.7 29% Institutional (unidentified) / retail / other 26.7 47% Total3 57.0 100% Founders, board and key management retain a significant holding in Iris Energy, promoting alignment of
interest 11 Notes: Shareholding information provided is indicative and is provided for illustrative purposes only. Source: Public filings and indicative Company estimates, as of July 31, 2022. Reflects ordinary shares on issue plus
vested options (immediately exercisable or exercisable within 60 days of July 31, 2022).
Operational update
Our team has an impressive track record of success across energy, infrastructure, renewables, finance,
digital assets and data centers Extensive in-house construction management and operational expertise World class engineering and construction partners Rapidly expanding operational team in Canada and Texas Rolling out standardized
proprietary air-cooled data center design Executional excellence 13
Early procurement of long-lead items to de-risk construction Leveraging relationships with key
suppliers to expedite manufacture and delivery Multiple projects allow optimization of standardized equipment delivery Constant review of supply chain improvement opportunities by internal logistics team Sourcing from multiple
manufacturers to reduce single point supply chain exposure Supply chain management 14
Real-time monitoring of mining fleet to maximize uptime and efficiency In-house development team
supported by leading service providers Several R&D initiatives underway to further optimize operations 15 Technology-enabled business TBU 15
Establishing a social license to operate and partnering with local communities is a core
focus Committed to working with and supporting local First Nations communities Recent initiatives include: Community Grants Program for Childress (Texas) and Mackenzie (BC) Donation to Raven’s Nest Resort, located on Akisqnuk First Nation
land Donation to the Lheidli T’enneh Elder Society’s first ever Moccasin Walk Sponsored the Mackenzie, BC ‘Spring Exposition’ trade fair Sponsored the Mackenzie Mountaineers and Columbia Valley Rockies hockey clubs Community
initiatives 4th of July kids parade (Childress) Mackenzie Mountaineers Junior A Hockey Club (Mackenzie) Lheidli T’enneh Elder Society’s Moccasin Walk (Prince George) 16 ‘Spring Exposition’ trade fair (Mackenzie)
Canal FlatsBritish Columbia, Canada Land: 100% owned Power Source: 100% renewable energy1 Power
Capacity: 30MW Miners: 0.8 EH/s Status: Operating Timing: Complete Onsite fabrication facility supports BC build out Center of excellence for research and development Currently approximately 97% from direct renewable energy sources and
approximately 3% from the purchase of RECs. 17
Land: 100% owned Power Source: 100% renewable energy1 Power Capacity: 80MW Miners: 2.5 EH/s Status:
1.5 EH/s (50MW) operating and 1.0 EH/s (30 MW) under construction Expected Timing: End of Q4 2022 MackenzieBritish Columbia, Canada Currently approximately 97% from direct renewable energy sources and approximately 3% from the purchase of
RECs. 18
Land: 50-year lease1 Power Source: 100% renewable energy2 Power Capacity: 50MW Miners: 1.4
EH/s Status: Commissioning phase Expected Timing: September 2022 Prince GeorgeBritish Columbia, Canada 30-year lease including 2 x 10-year extensions plus option to purchase within first 10 years. Currently expected to be approximately
97% from direct renewable energy sources and approximately 3% from the purchase of RECs. 19
Land: 100% owned Power Source: Excess/under-utilized renewable energy1 Power Capacity: 40MW
(initial), connection agreement for up to 600MW Miners: 1.3 EH/s (initial) Status: Preparatory construction and procurement activities ongoing; purchase orders placed on key long-lead items Expected Timing: 2023 Childress CountyTexas,
USA Renewable power source and mix to be confirmed closer to time of commissioning. 20
Financial Summary
FY22 results – strong revenue and earnings growth YoY +611% +422% +647% +1,791% Adjusted EBITDA is
a non-IFRS measure. Please refer to page 23 for reconciliation to the comparable IFRS measure. 22
FY22 results – Adjusted EBITDA 23 Non-cash. Founders primarily relate to $75 strike options ($370 -
$1,850 initial share price vesting) Non-cash mark-to-market of convertible notes converted into equity at IPO Electricity and other site costs includes electricity charges, site employee benefits, repairs and maintenance and site utilities.
Share-based payments expense includes expenses recorded on Founder options, including (1) Founder price target options (Executive Director Liquidity and Price Target Options) that vested on IPO during the quarter ended December 31, 2021. No
further expense will be recorded in relation to these price target options. (2) Founder long-term options (Executive Director Long-term Target Options) which were granted in September 2021 in connection with the IPO. These long-term options
are currently "out of the money" with an exercise price of $75 and initial share price vesting conditions of $370, $650, $925 and $1,850 for each tranche granted. See note 31 of the consolidated financial statements for further information.
Share-based payments expense includes expense recorded in relation to incentives issued under the Employee Share Plans, Employee Option Plan and Non-Executive Director Option Plan. Other expense items includes expenses incurred relating
to the IPO and the exploration of multiple financing options that did not proceed due to current market conditions and available financing terms. Includes fair value losses recorded on SAFE, convertible notes and associated embedded
derivatives that were converted into ordinary shares upon the Group’s listing on the Nasdaq. The net fair value losses recorded on these instruments represents the movement in the share price from date of issuance of these instruments to the
IPO listing price of $28. All of these instruments converted to ordinary shares on November 16, 2021, the associated fair value gains/(losses) are non-cash movements and do not impact the cash position of the Group. See note 8 of the
consolidated financial statements for further information. The Group uses EBITDA and Adjusted EBITDA as a metric that is useful for assessing its operating performance before the impact of non-cash and other items. EBITDA is net profit or
(loss) from operations, as reported in profit and loss, before finance income and expense, tax and depreciation and amortization. Adjusted EBITDA is EBITDA adjusted for removing certain non-cash and other items, including share-based payment
expenses, foreign currency gains/(losses) and one-time transactions. US$’000 Year ended June 30, 2022 Year ended June 30, 2021 Bitcoin mining revenue 59,037 7,898 Electricity and other site costs 1 (15,583) (2,855) Other
corporate costs (17,225) (3,657) Adjusted EBITDA 26,229 1,386 Adjusted EBITDA margin 44% 18% Reconciliation to consolidated statement of profit or loss Add/(deduct): Other income 12 590 Foreign exchange
gains 8,009 2,542 Share-based payments expense – founders 2 (11,442) (141) Share-based payments – other 3 (2,454) (664) Other expense items 4 (4,297) (443) EBITDA 16,057 3,270 Fair value loss and interest
expense on hybrid financial instruments 5 (418,726) (60,656) Other finance expense (6,715) (519) Interest income 79 6 Depreciation (7,741) (1,252) Loss before income tax
expense (417,046) (59,151) Income tax expense (2,724) (1,239) Loss after income tax expense (419,770) (60,390)
FY22 results – consolidated statement of profit or loss 24 Non-cash. Primarily relates to founders’
$75 strike options ($370 - $1,850 initial share price vesting) Primarily non-cash mark-to-market of convertible notes converted into equity at IPO US$’000 Year ended June 30, 2022 Year ended June 30, 2021 Revenue Bitcoin mining
revenue 59,037 7,898 Other income 12 590 Expenses Depreciation (7,741) (1,252) Electricity charges (10,978) (2,654) Employee benefits expense (7,448) (2,221) Share-based payments expense (13,896) (805) Impairment of
assets (167) (432) Loss on disposal of assets - (202) Professional fees (6,807) (980) Other operating expenses (11,705) (466) Operating profit/(loss) 307 (524) Finance expense (425,441) (61,175) Interest
income 79 6 Foreign exchange gain 8,009 2,542 Loss before income tax expense (417,046) (59,151) Income tax expense (2,724) (1,239) Loss after income tax expense (419,770) (60,390)
FY22 results – consolidated statement of financial position 25 Primarily non-cash mark-to-market of
convertible notes converted into equity at IPO US$’000 As at June 30, 2022 As at June 30, 2021 Assets Cash and cash equivalents 109,970 38,990 Other receivables 23,654 793 Prepayments and other assets
26,630 647 Total current assets 160,254 40,430 Property, plant and equipment 247,562 15,935 Right-of-use assets 1,253 1,404 Goodwill 634 659 Deferred tax assets 2,235 911 Mining hardware
prepayments 158,184 75,129 Other assets 338 - Total non-current assets 410,206 94,038 Total assets 570,460 134,468 Liabilities Borrowings 60,484 71,983 Embedded derivatives - 96,721 Income
tax 1,204 533 Employee benefits 2,136 109 Trade and other payables 18,813 1,118 Provisions 2,469 - Total current liabilities 85,106 170,464 Borrowings 47,803 11,840 Deferred tax liabilities
189 1,618 Total non-current liabilities 47,992 13,458 Total liabilities 133,098 183,922 Equity Issued Capital 926,581 10,338 Reserves (6,814) 2,843 Accumulated losses (482,405) (62,635) Total
equity 437,362 (49,454) Total equity and liabilities 570,460 134,468
Questions
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