Gryphon Digital Mining, a privately held Bitcoin mining company, announced Monday that it would not go public via a reverse merger with Sphere 3D, a publicly traded data management company. Sphere 3D is committed to becoming a leading carbon-neutral Bitcoin mining company operating on a large scale.
Both Gryphon and Sphere 3D agreed to terminate the deal “due to changing market conditions, the passage of time, and the relative financial positions of the companies, among other factors” after careful consideration by their respective management teams and boards of directors.
However, the companies have stated that they will continue their collaboration through a previous agreement known as the ‘Master Services Agreement (MSA).’ Gryphon will generate additional operating income by managing Sphere 3D’s mining fleet under the MAS agreement, while Sphere 3D will benefit from Gryphon’s expertise in Bitcoin mining.
Rob Chang, CEO of Gryphon Digital Mining stated that “As a pending shareholder and operating partner of Sphere 3D, we look forward to the mutual success of both companies,” Gryphon is well-positioned, as it already ranks among the top bitcoin miners in the world, with a significantly unlevered total hashrate from our self-mining and MSA operations.”
Sphere 3D Corp could have merged with Gryphon and changed its name to Gryphon Digital Mining, Inc. under the terms of the agreement. As part of the merger consideration, Sphere would have issued 111 million shares worth approximately $193.1 million to Gryphon shareholders. Shareholders of Sphere 3D and Gryphon would have owned 23 percent and 77 percent of Gryphon Digital Mining, respectively. Rob Chang, the CEO of Gryphon and the former CFO of Bitcoin miner Riot Blockchain, would have been the combined company’s CEO. The board would have consisted of seven directors, including two from Sphere 3D.
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