Business Combination Agreement with U.S. Data Mining Group, Inc. (USBTC)
Company: Hut 8
The claim, verbatim
Hut 8 entered into a Business Combination Agreement dated February 6, 2023, with USBTC and New Hut, whereby Hut 8 shareholders will receive 0.2000 shares of New Hut common stock per Hut 8 share, USBTC shareholders will receive 0.6716 shares of New Hut common stock per USBTC share, and 44,231,514 New Hut common shares will be issued in connection with the merger.
Source (primary)
Hut 8 S-4/A filed 2023-07-17 (SEC EDGAR, sec_filing)
View cached copy (2026-09-13)Live source ↗
Quote: “a Business Combination Agreement dated February 6, 2023, by and among Hut 8 Mining Corp., a corporation existing under the laws of British Columbia ("Hut 8"), USBTC and New Hut ... 44,231,514 SHARES OF COMMON STOCK, PAR VALUE $0.01 PER SHARE TO BE ISSUED IN CONNECTION WITH THE PROPOSED MERGER ... each common share of Hut Amalco ... will be exchanged for 0.2000 of a share of New Hut common stock ... each share of Series A preferred stock of USBTC... being exchanged for 0.6716 of a share of New Hut common stock”
How we checked this
Checked on September 21, 2026. The cited source supports every part of this claim.
The document's cover page and terms establish the agreement date, the parties, both exchange ratios, and the 44,231,514 share figure.
Confirmed in the source:
- A Business Combination Agreement dated February 6, 2023 was entered into by and among Hut 8 Mining Corp., USBTC and New Hut
- Under the Arrangement each Hut 8 common share is exchanged for 0.2000 of a share of New Hut common stock
- Each share of USBTC capital stock is exchanged for 0.6716 of a share of New Hut common stock
- 44,231,514 shares of New Hut common stock are to be issued in connection with the proposed merger
What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1964789/000110465923081328/tm235928-13_s4a.htm) in full (1,364,734 characters, retrieved September 13, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms Hut 8 S-4/A filed 2023-07-17
Quote: “a Business Combination Agreement dated February 6, 2023, by and among Hut 8 Mining Corp., a corporation existing under the laws of British Columbia ("Hut 8"), USBTC and New Hut ... 44,231,514 SHARES OF COMMON STOCK, PAR VALUE $0.01 PER SHARE TO BE ISSUED IN CONNECTION WITH THE PROPOSED MERGER ... each common share of Hut Amalco ... will be exchanged for 0.2000 of a share of New Hut common stock ... each share of Series A preferred stock of USBTC... being exchanged for 0.6716 of a share of New Hut common stock”