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Cipher Mining CIFR NASDAQ

Cap Raise: $1B+MW Club: 1 GW+MW Club: 2 GW+Cap Raise: $500M+MW Club: 500+Delayed: 3+Heavy Insider Selling 2026Cap Raise: $100M+MW Club: 100+Retraction on Record

Cipher Mining Inc. is a United States-based technology enterprise actively engaged in the Bitcoin mining sector. Its primary objective involves the development and expansion of cryptocurrency mining operations, specifically tailored for Bitcoin. Established in 2021, the company maintains its headquarters in New York, New York.

Legal name
Cipher Mining Inc.
Industry
Bitcoin mining
Website
https://cipherdigital.com
Employees
66 (as of 2026-10-19)
First covered
2026-08-30
Market
CIFR $8.94 · mkt-cap $3.71B (snapshot 2026-10-19)

Corporate history

Source documents are truncated table-of-contents and cautionary-statement pages without substantive Item 1. Business narrative. Unable to extract founding history, acquisition details, or revenue breakdown. Based on risk factors across 2024–2026 10-Ks: company operated bitcoin mining facility (Odessa, Texas) as primary business through 2024–2025, with risk…

Read the full history

Source documents are truncated table-of-contents and cautionary-statement pages without substantive Item 1. Business narrative. Unable to extract founding history, acquisition details, or revenue breakdown. Based on risk factors across 2024–2026 10-Ks: company operated bitcoin mining facility (Odessa, Texas) as primary business through 2024–2025, with risk disclosures heavily focused on hashrate growth, ASIC procurement, and Texas geographic concentration. By 2025 10-K, diversification into HPC data center construction and operation begins appearing as stated strategy alongside bitcoin mining. By 2026, company website rebranded from ciphermining.com to cipherdigital.com and risk factors emphasize HPC data center development as major business line alongside bitcoin mining. Operational revenue, cash flow, specific acquisition history, IPO/SPAC details, and pre-mining-era history not covered in provided source excerpts.

Street view

Analyst consensus, peer set, and quarterly-EPS surprise history. Sourced from Finnhub; refreshed nightly.

Analyst consensus (2026-10, 29 analysts)

Strong Buy7
Buy19
Hold3
Sell0
Strong Sell0
Show last 6 months
MonthSBBHSSS
2026-05416200
2026-06516200
2026-07616200
2026-08617200
2026-09617200
2026-10719300

Peer tickers (green = also tracked in The Analysis)

CCC QBTS CORZ BILL QTWO FRSH LIF BRZE PLTR

Recent quarterly EPS: estimate vs actual

Quarter endEstimateActualSurprise%
2025-09-30 (Q3)-0.0239-0.09-0.0661-276.6%
2025-12-31 (Q4)-0.1007-0.37-0.2693-267.4%
2026-03-31 (Q1)-0.2392-0.28-0.0408-17.1%
2026-06-30 (Q2)-0.2388-0.65-0.4112-172.2%

The Analysis

ANALYSIS

Frequently asked

What is Cipher Mining, and how did it become a public company?
Cipher Mining is a bitcoin mining company. It went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and took the name Cipher Mining Inc. with a planned Nasdaq listing (claims 14619, 14631, 14630). The merger valued Cipher at $2.0 billion (claim 14663) and was paid in 200,000,000 shares (claim 14550). Bitfury Top HoldCo was set to own about 77.66% of the combined company (claims 14554, 14625). PIPE investors were to hold 14.2% (claim 14627) and GWAC's public stockholders 6.44% (claim 14626).
What is the company's disclosed strategy?
The disclosed plan is to build bitcoin mining capacity using contracted power and hosting sites. The headline target is 910 MW of total mining power capacity by 2026-12-31 (claim 14549). Planned building blocks include a WindHQ power supply agreement for an initial 110 MW by end of 2022 (claim 14547) and a Standard Power hosting contract for 200 MW (claim 14616). Standard Power also offered an option on a further 100 MW (claim 14617). The claims shown here all date from 2021, so any later change in strategy is not visible in this extract.
Who are the company's named customers and partners?
No end customers are named in these claims. A bitcoin miner earns revenue from the network itself, not from contracted buyers. The named counterparties are suppliers and financial backers: Standard Power as hosting provider (claims 14616, 14617), WindHQ as power supplier (claim 14547), Bitfury as controlling shareholder (claim 14554), and I-Bankers Securities, which was owed a $7.65M marketing fee on the merger (claim 20792).
How was the company financed at the start?
Closing the merger required at least $400M in cash (claims 14577, 14624). The planned sources were $375M from PIPE investors (claim 14622) and a $50M private placement from Bitfury (claim 14623). GWAC also cited $170M of liquid capital available for a business combination (claim 20790). Before the merger, GWAC itself had only about $1.28M of working capital (claim 14655). Its sponsor could make convertible working capital loans of up to $1.5M (claim 14656).
What has actually been delivered, as opposed to announced?
Only two claims are marked verified: the GWAC merger (claim 14574) and completion of the merger within the 21-month deadline (claim 14660). Both concern the deal, not operations. The operational commitments are not yet confirmed. The WindHQ 110 MW agreement (claim 14547) and the retention of management and the post-merger board makeup (claims 14576, 14575) are all marked not_yet_verifiable. Most other items, including the 910 MW target, are recorded only as stated.
What should a reader watch for next?
The main item is the 910 MW capacity target, which falls due on 2026-12-31, about ten weeks from now (claim 14549). A reader should check whether the company reports that capacity as energized and operating, or only as contracted or in the pipeline. Other useful checks: whether the WindHQ 110 MW (claim 14547) and the Standard Power 200 MW plus 100 MW option (claims 14616, 14617) were ever confirmed as operating, and whether Bitfury still holds a controlling stake (claim 14554).
Were there any governance or accounting red flags?
Yes, in the pre-merger shell company. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and said it planned to strengthen its accounting controls (claim 14659). These disclosures concern the shell, not the operating business. The extract contains no follow-up showing that the weakness was fixed.
Where are the biggest open questions?
The biggest gap is the record itself. The claims list provided here is cut off and contains nothing after mid-2021, so any later operations, financings or strategy changes are not covered. Within what is shown, the main open questions are: (1) how much of the 910 MW target (claim 14549) is actually operating; (2) whether the WindHQ and Standard Power capacity was delivered (claims 14547, 14616, 14617); (3) whether the minimum cash raise of $400M, which the plan depended on, was fully funded at closing (claim 14577); and (4) how independent the company is from Bitfury, given its roughly 77.66% stake (claim 14554).
Cites claims: #20792, #20791, #20790, #14657, #14660, #14654, #14655, #14661 +1019 more
ANALYSIS

What we haven't been told

The WindHQ power supply agreement is the clearest case of a date that lapsed without comment. In disclosures dated 2021-07-11, management described an initial 110 MW supply arrangement with WindHQ to be in place by 2022-12-31 (claim 14547). The ledger shows no later company statement on it. The claim was moved to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09, and both moves were made by automated extraction rather than prompted by any company announcement. Nothing on record says whether the 110 MW was delivered, resized, or folded into a different arrangement, and the original deadline has passed by almost four years.

The Standard Power hosting contract shows a similar silence. On 2021-05-18 the company described a 200 MW hosting contract with Standard Power (claim 14616) plus an option for another 100 MW (claim 14617). Both claims still carry only their initial stated status, and the reviewed portion of the record has no later reference to either one. The disclosures do not say whether the hosting capacity was energized, whether the option was exercised or allowed to lapse, or whether the relationship continues.

The headline capacity target is now close to its own deadline. The 2021-07-11 disclosures set a total mining power target of 910 MW by 2026-12-31 (claim 14549), and that claim remains at stated with no transitions. The deadline is about ten weeks away, and the record contains no progress figure, no reaffirmation, and no revised number. Because two of the power arrangements that presumably supported the target (claims 14547 and 14616) have also gone quiet, the absence of any update on the aggregate figure is notable.

The governance commitments attached to the merger were never confirmed, even though the merger itself was. The 2021-06-13 disclosures tied retention of Cipher management (claim 14576) and the post-merger board composition (claim 14575) to a 2021-06-30 date, alongside the merger (claim 14574). The ledger later marked the merger verified on 2026-10-10. The two personnel claims did not follow and stayed at not_yet_verifiable after the same delayed-then-not_yet_verifiable sequence. The record has no statement confirming which executives stayed or how the board was ultimately constituted against what was described in 2021.

Two smaller items from the SPAC period also have no follow-up. On 2021-02-16 the company said 750,000 founder shares would be donated to nonprofits (claim 20791). On 2021-05-06 it disclosed a material weakness in disclosure controls (claim 14657) and promised to enhance its accounting processes (claim 14659). Neither item has a later mention in the record. There is no confirmation that the donation was made and no statement that the weakness was remediated.

The claims list supplied for this review breaks off at claim 14545. Where this analysis says something has not been mentioned since, that applies to the portion of the ledger reviewed. Later entries could change that reading.

Cites claims: #20792, #20791, #20790, #14657, #14660, #14654, #14655, #14661 +1019 more
ANALYSIS

What we aren't being told

The company disclosed a 200 MW hosting contract with Standard Power plus an option for another 100 MW on 2021-05-18, cited as claims #14616 and #14617; what has not been said is where that capacity physically sits, what utility or interconnection point serves it, the hosting rate per MWh or per kWh, the contract term, and whether the 100 MW option was ever exercised. Did any of the 300 MW energize, and when?

The company disclosed a WindHQ power supply agreement for an initial 110 MW to be delivered by 2022-12-31, cited as claim #14547, still carried as not yet verifiable, alongside a 910 MW total mining capacity target by 2026-12-31, cited as claim #14549; what has not been said is how the 910 MW breaks down by site and counterparty, whether it means contracted power, interconnected capacity, or energized mining load, and what fixed price and term govern the WindHQ megawatts. How much of the 910 MW is live today, with only about ten weeks left before the deadline?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company and commit a 50 million USD private placement, cited as claims #14554, #14625, #14552 and #14565; what has not been said is what commercial relationship Bitfury has with Cipher beyond equity. Does Bitfury supply miners, hosting, operations or management services, and on what related-party pricing and approval process? Which board seats does Bitfury control under the post-merger board composition described in claims #14665 and #14575?

The company disclosed 375 million USD of PIPE commitments giving PIPE investors 14.2 percent of the combined company, cited as claims #14622 and #14627; what has not been said is who the anchor PIPE investors are, what price they paid, and what lock-up terms apply. Separately, the sponsor and related parties are cited at 13.5 percent in claim #14568 but only 0.29 percent post-merger in claim #14628. What explains that gap, and where did the difference go?

The company disclosed on 2021-02-16 that 750,000 founder shares would be donated to nonprofits and that a 7.65 million USD business combination marketing fee was payable to I-Bankers Securities, cited as claims #20791 and #20792; what has not been said is which nonprofits received the shares, when the donations happened, and whether any recipients are affiliated with insiders. Was the I-Bankers fee paid in cash or in stock at closing?

The company disclosed a material weakness in disclosure controls as of 2020-12-31 and planned remediation, cited as claims #14657 and #14659, and adopted an equity incentive plan, cited as claim #14667; what has not been said is when the weakness was formally declared remediated. How large is the incentive plan share reserve, and what initial grants went to the retained management team named in claim #14666?

The company disclosed an exchange ratio of 400,000 shares in claim #14621 and a 200,000,000-share merger consideration in claims #14574 and #14550; what has not been said is how those two figures reconcile. Was the 400,000 a per-share ratio applied to Cipher Mining Technologies shares, and what was the resulting implied price per share against the 2 billion USD valuation in claim #14663?

Cites claims: #20792, #20791, #20790, #14657, #14660, #14654, #14655, #14661 +1019 more
ANALYSIS

Capital & dilution trajectory

Cipher Mining's financing record falls into two phases. From 2021 through early 2025 it was funded mostly by equity. In 2025 it moved decisively into convertible and secured debt. The record supplied ends mid-entry at the $1.4B senior secured notes (claim #4150), and it contains no insider transactions, so this read covers only the company's own capital events.

The de-SPAC set the starting pattern of commitments being revised as they moved toward closing. The PIPE was described as $375M (claim #14466) and later as $322.35M (claim #14433). Bitfury's participation rose from $50M (claim #14623) to $60M (claim #14452). Net proceeds of $383.9M (claim #14383) came in below the $400M minimum closing cash condition (claims #14577, #14566). The record does not show how that gap was waived or satisfied, which requires explanation.

Dilution then ran through standing ATM capacity rather than discrete raises. There was a $250M H.C. Wainwright agreement (claim #13574), a second $250M program (claim #12303), and an amended agreement apparently sized around $726M (claim #5803) alongside an authorization of roughly 129.7M shares (claim #5808). The SoftBank $50M PIPE (claim #5148) was a one-off.

The 2025 pivot looks deliberate rather than patched together. The $172.5M convertible (claim #4864) was paired with a delta offering. The 2031 converts were upsized from $800M (claim #22449) to $1.1B (claim #22437) and then to $1.3B with the option exercised (claim #4278). Capped call costs grew from about $70M (claim #22444) to $82.7M (claim #4281). Google's warrants (claim #4311) and its $1.4B lease backstop (claim #22464) tie this capital to a specific counterparty structure.

Use of proceeds tracks clearly in only one instance. The May 2025 notes line up with the verified $108.2M Bitmain prepayment (claim #4837). Even there, net proceeds are stated as both $145.875M (claim #4870) and $144.1M (claim #4836), and a later claim attributes that offering to Black Pearl Phase I (claim #25945). Deployment of the $1.08B estimated net (claim #22443) is not yet shown.

A careful reader should watch several items. The first is the stockholder approval on which share settlement depends (claim #22454). Next are the roughly $16.03 conversion price (claim #22440) relative to the cap of $23.32 (claim #22445), and the October 2029 put (claim #22442). Several items are no longer discussed or not yet verifiable: the Fortress Barber Lake term sheet (claim #30387), the Bitmain bitcoin option (claim #4885), and the Trinity direct offering (claim #6564).

Cites claims: #20790, #20792, #20791, #14655, #14656, #14623, #20789, #14622 +246 more
ANALYSIS

Customer disclosures, read

Cipher Mining's record contains no revenue customers in the conventional sense. Every named counterparty is a supplier of power, hosting, hardware, or capital, and the dominant one, Bitfury, was also the controlling shareholder at roughly 83.4% (claim 14384). Bitfury held board observer rights (claims 14046, 14004) while being a contracted vendor under the Master Services and Supply Agreement (claim 14468) and a rig seller (claim 14429). Read in that light, Bitfury is a related-party arrangement rather than an arm's-length commercial validation. The rig deal is also elastic, spanning 28,000 to 56,000 units against only a disclosed maximum price.

The binding-versus-soft distinction matters most on the power side. The Luminant power purchase agreement is the firmest instrument on record. It is signed (claim 13008), has been amended three times (claim 13703), and carries a take-or-pay floor of 66.7% of 207 MW each year (claims 13009, 13047), which makes it as much a liability as an asset. The Standard Power hosting contract was described as signed for at least 200 MW (claims 14616, 14545), but it was conditional and was terminated on February 2, 2023 (claim 13011). The WindHQ relationship began as a framework agreement (claim 13006) whose capacity path from 110 MW to 500 MW (claims 14547, 14548) was forward-dated. It resolved into three 49%-owned joint-venture sites (claims 13007, 13018, 13035), not wholly controlled capacity. The SuperAcme miner purchase was likewise styled a framework agreement (claims 14462, 14461), worth about $1,890 per unit across 60,000 MicroBT machines.

All counterparties have been named. The record shows no anonymous 'strategic partner' or 'anchor customer' language, although generic references to 'a number of power agreements and joint venture agreements' (claims 13638, 13577) aggregated the three relationships without itemizing their status. Concentration has narrowed rather than diversified. Three power and hosting counterparties in 2021 (claim 20757) collapsed to Luminant and WindHQ after the Standard Power termination.

Revenue arithmetic cannot be reconciled from these claims, because none discloses revenue or contract value tied to output. The repeated 2.7 c/kWh figure is a cost expectation (claims 14435, 20779, 13581). It hardened from 'expect to have access' to 'have access, until at least 2027' (claim 13010) even as one of the three underlying agreements was being unwound, and claim 13010's '$3' label misstates it. That figure should be treated as a blended guidance number whose composition changed beneath it.

Cites claims: #14616, #14568, #14573, #14554, #14546, #14545, #14547, #14548 +141 more
ANALYSIS

Delivery vs. promise

Cipher's capacity story in this record is one of an early, expansive headline followed by a quieter recalibration. The July 2021 framing pointed to 910 MW of mining power by end-2026 (14549). It was assembled from a WindHQ ramp from 110 MW (14547) to 500 MW (14548), a 200 MW Standard Power hosting deal with a 100 MW option (14616, 14617), and a 200 MW Luminant agreement (14546). By March 2022 the long-range figure had become 745 MW and 32 EH/s by end-2025 (20786, 20776, 20787), with an interim 445 MW by mid-2023 (20761). The target was roughly 165 MW smaller and a year earlier, and nothing in the record explains or reconciles the change. The 2.7 c/kWh power-cost claim, by contrast, is restated almost verbatim across filings (14435, 20757, 20770, 13942), so the economics were held constant while the scale moved.

Near-term dates have not held well. The 2022 hashrate targets of 7.2 EH/s owned and 8.5 EH/s contracted are both marked delayed (20785, 20762). The two-site readiness milestone for March 2022 (20773, 20760) was never resolved in the log. Procurement verified more cleanly: the 27,000-unit Bitmain order closed out (20758). The SuperAcme/MicroBT commitment, however, carries conflicting deadlines across filings, with July 2022 verified (14461) and end-2022 still open (14460, 20759). That is a sign that terms were reworked without clear disclosure. The end-2025 capacity targets have now passed and remain unadjudicated, which is itself a gap.

Independent corroboration is thin. No permit, interconnection-queue, or on-the-ground evidence is attached to any claim here, so the announced pace rests on company statements alone. The project roster suggests the portfolio has been substantially reshaped since these claims were made. Bear, Chief and Alborz are listed as sold, Barber Lake and Stingray are under construction, Black Pearl is partially operational, and seven sites sit at announced. However, the claims supplied end in May 2022, so that later trajectory cannot be assessed against cited promises.

Over the next 90 days, the end-2026 deadlines on 14549 and 14548 come due, and the expired 2025 targets in 20786 and 20787 should be scored. Watch the Q3 2026 results for energized megawatts at Black Pearl and Barber Lake rather than contracted figures. Also look for ERCOT large-load or interconnection filings that would independently anchor Stingray, Colchis and the announced sites.

Cites claims: #14662, #14661, #14654, #14664, #14660, #14663, #14621, #14626 +519 more
An underlying fact this analysis relied on was revised. We are reviewing.
ANALYSIS UNDER REVIEW

Frequently asked

What does Cipher Mining do?
Cipher Mining operates Bitcoin mining facilities in Texas, purchasing ASIC mining hardware from manufacturers like Bitmain and Canaan and leasing/building data centers to run the equipment. The company has announced plans for four major mining sites with ERCOT-approved power consumption totaling 770 MW: Black Pearl (300 MW), Barber Lake (300 MW), Stingray (100 MW), and Reveille (70 MW). Claims 6555–6557, 5062–5068.
Who are Cipher Mining's named customers?
No customers are named in disclosed filings. The company appears to mine Bitcoin for its own account rather than offering mining-as-a-service to third parties.
What is the company's stated strategy?
Cipher Mining is pursuing rapid facility expansion across four Texas sites with hardware purchases from Bitmain and Canaan, supported by a $50M SoftBank equity investment announced January 2025. The plan calls for phased energization starting with Odessa and Black Pearl in 2025, followed by Stingray (2026) and Reveille (2027), with options to develop an additional 500 MW by 2027. Claims 5148, 5082–5085, 5070, 5079.
What has the company actually delivered versus announced?
ERCOT regulatory approvals for all four sites have been secured (stated). However, facility and equipment timelines are severely delayed: Black Pearl energization missed its May 2025 target (claim 5083, delayed); Bitmain miner shipments and Canaan miner purchases missed 2024 deadlines (claims 6556, 6016, 6017, delayed); the $24M Bitmain T21 purchase missed January 2025 (claim 6405, delayed); and the SoftBank $50M investment missed its January 2025 close date (claim 5148, delayed). A planned share distribution to preferred shareholders was withdrawn in January 2024 (claim 6333).
What are the biggest open questions?
Why has nearly every facility, equipment, and financing milestone slipped by 6–24 months? Has any mining hardware been physically delivered and energized? Will the delayed SoftBank transaction close? How much operational mining capacity exists today versus the 770+ MW announced?
What should be monitored next?
Imminent milestones: Odessa operations commencement (claim 5082), Black Pearl substation energization (target June 2026; already missed May 2025, claim 5083), Stingray energization (target June 2026, claim 5084), and exercise of site option acquisitions by October 2026 (claim 5070). Any delivery against these timelines would signal execution capability after consistent delays.
Cites claims: #6565, #6567, #6562, #6561, #6560, #6559, #6566, #6555 +447 more
An underlying fact this analysis relied on was revised. We are reviewing.
ANALYSIS UNDER REVIEW

What we haven't been told

The Black Pearl data center facility complex represents Cipher Mining's most extensive unexplained project pause. Announced November 2023, the acquisition (claim 6565), facility closing (claim 6561), and ERCOT regulatory approval (claim 6569) carried December 2023 completion dates; the minimum energization requirement (claim 6566) and collateral deposit (claim 6562) were reset to May 2026, but all remain marked delayed as of September 2026 without management revision or explanation for either the original miss or the subsequent slippage.

The Bitmain hardware procurement pipeline similarly disconnected from disclosed timelines. A $24M S21 Pro purchase agreement (claim 6568) promised January 2024 delivery, paired with an acceleration initiative (claim 6021) targeting October 2024, along with broader shipment schedules (claim 6556) and a unit upgrade program (claim 6020). All transitioned to delayed status without public revision, suggesting the equipment capital plan underwent substantial restructuring unremarked to investors.

The SoftBank partnership marks the most recent undisclosed pivot. A $50 million PIPE equity investment (claim 5148) promised to close January 30, 2025, and an exclusive arrangement for the Barber Lake property (claim 5149) promised by February 28, 2025, both remain delayed as of September 2026—an 18-month slip in what was framed as an imminent strategic transaction with no management statement acknowledging delay or cause.

Facility energization milestones for Black Pearl substation (claim 5083, June 2026 target) and the Stingray site (claim 5084, June 2026 target) have transitioned to delayed status without explanation, suggesting the operational ramp promised to begin mid-2026 did not materialize.

Cites claims: #6565, #6567, #6562, #6561, #6560, #6559, #6566, #6555 +447 more
An underlying fact this analysis relied on was revised. We are reviewing.
ANALYSIS UNDER REVIEW

What we aren't being told

The company disclosed a $7M direct stock offering to Trinity Mining Group on 2023-11-07 (claim 6564), followed on 2023-12-07 by a closing involving 2,397,424 Trinity shares (claim 6414); what has not been disclosed is the per-share valuation or whether these represent the same transaction with unspecified share-price economics.

The company announced a $50M SoftBank PIPE investment on 2025-01-30 (claim 5148), now delayed; what has not been stated are the ownership percentage, warrant coverage, anti-dilution rights, and governance terms—material terms for any equity capital raise of this size.

The company secured 300 MW ERCOT approval for Black Pearl on 2023-11-07 (claim 6560) but committed only to 135 MW energization by 2026-05-15 (claim 6566); what has not been explained is the plan and timeline to utilize the additional 165 MW capacity and the capital required to reach it.

The company announced $99.47M for Bitmain T21 miners on 2023-12-17 (claim 6405) and $134.29M for S21 Pro upgrades on 2024-06-09 (claim 6022), both now delayed; what has not been disclosed is the miner unit count in either purchase, preventing cost-per-hash or equipment pricing comparisons.

The company announced options for three additional 500 MW mining sites by 2027-02-28 (claim 5079); what has not been stated is the per-megawatt exercise price, the trigger criteria for exercise decisions, or how expired options affect capital planning assumptions.

The company cited a $6.3M Oncor collateral posting by 2023-12-31 (claim 6567) and separately a $6.3 Oncor obligation by 2026-05-15 (claim 6562, appearing to contain a unit error); what remains unclear is whether these are one or two obligations and the actual timing of collateral posting relative to Black Pearl energization milestones.

Cites claims: #6565, #6567, #6562, #6561, #6560, #6559, #6566, #6555 +447 more
An underlying fact this analysis relied on was revised. We are reviewing.
ANALYSIS UNDER REVIEW

Customer disclosures, read

Cipher Mining's disclosed customer and partnership base reveals a capital-intensity profile rather than recurring revenue model. Material agreements span three categories: definitive operational arrangements with explicitly-named counterparties (Fluidstack, Amazon, Google, Luminant, Bitmain), minority co-investments in infrastructure (three 40 MW facilities with 49% stakes alongside WindHQ), and vendor relationships (Quanta Services, AEP). Critically, no material agreements are characterized as MOUs, discussions, frameworks, or pilots. All primary counterparties are specifically identified: Fluidstack USA II Inc. for the Barber Lake data center development (claims 3700, 3810, 3811), Amazon Web Services for a 15-year 300 MW lease (claim 3707), Bitmain for mining equipment supply (claims 4871, 4906), Luminant for power through July 2027 (claim 5046), and Google for financial backstop arrangements (claim 3701). The WindHQ joint venture, signed June 10, 2021 (claim 5071), anchors the company's co-investment structure.

Counterparty concentration has consolidated significantly. Earlier diversification across three WindHQ co-investments (Chief, Alborz, Bear facilities, all 49% stakes, claims 5056, 5058, 5060) has been augmented by two anchoring customer relationships: Fluidstack's long-term HPC lease commitment at Barber Lake targeting approximately 300 MW across two phases (claims 3810, 3811), backstopped by Google's financial guarantee (claim 3737), and Amazon's separate 15-year turnkey capacity agreement, also approximately 300 MW (claim 3707). This represents material concentration risk around two hyperscaler relationships.

Revenue reconciliation is opaque. Disclosed capital commitments are substantial: $108.2 million in early payments to Bitmain (claim 4871), plus a Bitcoin purchase option at equivalent value (claim 4872). However, lease agreements with Fluidstack and Amazon lack disclosed fee structures, phase-in schedules, or revenue recognition timelines. Power purchase agreements specify electricity cost (~2.7 c/kWh per claims 5046, 5078) but not capacity commitments or volume estimates. The absence of revenue guidance tied to facility energization milestones (Barber Lake Phase I by September 2026, claim 3810; Phase II by January 2027, claim 3811; Colchis by 2028, claim 3820) limits bottom-line visibility into the translation of capacity deployment into customer revenue.

Cites claims: #5804, #5806, #5805, #5149, #5078, #5071, #5060, #5056 +42 more
An underlying fact this analysis relied on was revised. We are reviewing.
ANALYSIS UNDER REVIEW

Capital & dilution trajectory

Cipher Mining's capital raising has tracked two distinct phases. From 2023 through early 2025, the company pursued opportunistic patching—modest equity offerings ($7M to Trinity Mining, claim 6564) and collateral deposits interspersed with an S-3 shelf registration. By May 2025, the approach shifted to systematic leverage: $150M convertible senior notes announced May 19 (claim 4896) with concurrent common stock offering of $17.5M (claim 4865). The dilution trajectory then accelerated sharply. By September–October 2025, Cipher issued $1.3B in convertible senior notes (claim 4278) alongside $120M underallotment option (claim 4304), followed immediately by $1.4B in senior secured debt (November, claim 4116). A second secured offering of $2B closed in February 2026 (claim 3859), with $232.5M of proceeds earmarked to reimburse Cipher for prior equity contributions (claim 3862). Most recently, an $810M senior secured offering at 6% coupon closed June 2026 (claim 6920).

The financing mix reveals coherent strategy overlaid on leverage opportunism. Equipment procurement drove early needs—Bitmain purchase commitments totaled $108M (claims 4883, 4837), with bitcoin purchase options embedded at original price (claim 4885). Convertible notes explicitly supported capex (claim 4852), while secured debt funded facility construction for Black Pearl, Stingray, and Odessa (claims 3859, 195, 228). Power agreements with Luminant locked operating cost structure (claims 3774, 3832).

Yet deployment reveals structural tension. Q2 2026 revenue reached $25M (claim 1682), yet quarterly interest expense stood at $67M with a $268M GAAP net loss (claims 1907, 6923). Warrant remeasurement charges of $150M (claim 1908) indicate stock-price sensitivity. Total debt approximated $6B by June 2026 (claim 1906). Insider behavior shifted abruptly: Q2 2026 insider sales totaled $120.6M across 27 transactions versus $4.7M in Q1, suggesting either confidence in valuation or urgency to liquify before convertible dilution.

Covenant risk merits attention. A $200M revolving credit facility carries a $3B minimum market capitalization covenant (claims 2223, 2227). Debt service coverage improvement, stock performance relative to that threshold, and conversion-trigger dynamics as the $1.3B convertible (claim 1841) approaches maturity require close monitoring.

Cites claims: #6562, #6567, #6564, #6415, #6333, #6146, #6019, #6022 +89 more
View earlier analyses (330 superseded)

Every analysis block we've ever published for this company is preserved here as an append-only ledger. Each row is a prior take on the same topic (same computation_key) that was replaced by the current block above.

capital_arc

SUPERSEDED

Capital & dilution trajectory

2026-10-17

Cipher's record describes a company that has changed funding regimes about every eighteen months, with the size of each step growing sharply. The 2021 business combination was sized at a $400,000,000 closing-cash minimum (claim #14577). The PIPE commitment was revised from $375,000,000 (claim #14466) to $322,350,000 (claim #14433), and stated net proceeds landed at $383,900,000 (claim #14383). How that minimum was satisfied or waived requires explanation in the filings. Bitfury's commitment moved the other way, from $50,000,000 (claim #14565) to $60,000,000 (claim #14452). Less than five months later, $10,000,000 of Bitfury shares were cancelled to settle debt (claim #14047), alongside a lock-up waiver for pledging (claim #14001). That suggests the anchor investor's position was being restructured early.

From 2022 through 2024, dilution ran through at-the-market programs: a $250,000,000 H.C. Wainwright agreement (claim #13574), a second $250,000,000 facility (claim #12303), and an amended agreement recorded only as "$726" (claim #5803), with remaining capacity of 125,678,380 shares (claim #5807). This was steady, price-sensitive issuance. It reads as a deliberate funding channel rather than emergency patching.

The pivot to convertibles in 2025 escalated quickly. The $150,000,000 notes upsized to $172,500,000 (claim #4864). Their stated use was the $108,192,218 Bitmain prepayment (claim #4883), which tracks the deployment closely. A later description ties the offering to Black Pearl Phase I at $168,000,000 (claim #25945), however, and the two descriptions are not reconciled. Net proceeds are also recorded inconsistently, at $144,100,000 (claim #4836) and $145,875,000 (claim #4870). Four months later, an $800,000,000 deal (claim #22449) priced at $1,100,000,000 (claim #22437) and closed at $1,300,000,000 with the option exercised (claim #4278). Capped-call cost rose from an estimated $70,000,000 (claim #22444) to $82,700,000 (claim #4281). The Google warrants for 24,178,576 shares (claim #4311) and the $1.4 billion lease backstop (claim #22464) add a further layer. The record then shows a $1.4 billion senior secured notes offering (claim #4150), which marks a move from equity-linked to secured debt.

A reader should watch four things. The first is the stockholder approval on which share settlement depends (claim #22454). The second is the October 2029 noteholder put (claim #22442). The third is the security package and covenants of the secured notes. The fourth is whether the Fortress joint-venture term sheet for Barber Lake (claim #30387), which is no longer discussed in later claims, materializes. The record contains no insider transactions, and the claim list provided is truncated at claim #4150, so this read covers financings only.

SUPERSEDED

Capital & dilution trajectory

2026-10-17

Cipher's capital history falls into two regimes. From 2021 through 2024 it relied on equity. After that it moved to large-scale convertible and secured debt, and the pace of the second regime is much faster than the first. The SPAC era set a pattern of revised figures. The PIPE was repeatedly stated at $375M (claim 14466) but later appears as a $322.35M commitment (claim 14433). Net combination proceeds of $383.9M (claim 14383) fell below the $400M closing-cash condition cited earlier (claim 14624). How that condition was satisfied or waived is not reflected in the record. The Bitfury placement grew from $50M to $60M (claims 14467, 14452), and then partially reversed when $10M of shares were cancelled to satisfy debt (claim 14047) and pledging restrictions were waived (claim 14001). From 2022 to 2024 the company used at-the-market programs rather than discrete raises. The $250M H.C. Wainwright agreement (claim 13574) was followed by a separate $250M program (claim 12303), later amended to permit up to roughly 129.7M shares (claim 5808). That reads as ongoing equity issuance, not a planned sequence. A 16.1M-share distribution was later withdrawn (claim 6333). The 2025 convertibles are where use of proceeds can actually be checked. The $172.5M upsized notes (claim 4864) were tied to a Bitmain prepayment of about $108.2M, which is verified (claim 4837), so that deployment tracks. A later description, however, attributes $168M of the same offering to Black Pearl Phase I (claim 25945). Reconciling the two requires explanation. September's notes went from $800M (claim 22449) to $1.1B priced (claim 22437, verified) to $1.3B with the option exercised (claim 4278). The capped-call cost was estimated at about $70M (claim 22444) and ended at $82.7M (claim 4281). Share settlement remains contingent on stockholder approval (claim 22454). Google warrants of about 24.2M shares (claim 4311) were attached to a $1.4B lease backstop (claim 22464). A $1.4B senior secured offering (claim 4150) then followed within weeks, which places secured creditors ahead of the convertible holders. No open-market insider sales appear in this record, and the dataset ends in November 2025, so recent activity may be missing. Readers should watch for four things. First, whether stockholders approve the share authorization the convertibles depend on. Second, how the conversion price of about $16.03 and the $23.32 cap (claims 22440, 22445) compare with trading levels. Third, the October 2028 redemption window and the October 2029 put (claims 22441, 22442). Fourth, whether disclosed spending on HPC sites matches the purposes stated at issuance.

SUPERSEDED

Capital & dilution trajectory

2026-10-16

Cipher's capital history falls into three distinct phases, and the shift between them matters more than any single raise. The 2021 SPAC phase was built on committed private capital. The PIPE was revised downward from $375M (claim 14466) to $322.35M (claim 14433), while Bitfury's commitment rose from $50M (claim 20789) to $60M (claim 14467). Net combination proceeds of $383.9M (claim 14383) closed below the $400M minimum cash condition cited earlier (claim 14577), and how that condition was satisfied or waived is not explained in the record. The 2022 cancellation of Bitfury shares in debt settlement (claims 14047, 14003) was an early sign that the sponsor relationship was being restructured rather than simply sustained.

From 2022 through 2024 the company funded itself mainly through at-the-market equity: a $250M H.C. Wainwright program (claim 13574), a second $250M agreement (claim 12303), a $500 shelf (claim 6415) and an amended sales agreement recorded only as 726 (claim 5803). The units on those last two need confirmation before they can be compared. Dilution in this period was continuous and incremental, and it lined up with miner purchases such as the $134.3M Bitmain order (claim 6022). That coherence is reasonable for a self-mining operator.

The 2025 phase replaces equity with leverage at a sharply higher scale. The $172.5M convertible (claim 4864) was followed within four months by convertibles that grew from an initial $800M (claim 22449) to $1.3B (claim 4278), and then by $1.4B of senior secured notes (claim 4150). The stated use of the first convertible is partly corroborated by the $108.2M Bitmain prepayment (claim 4883). However, a later claim attributes $168M of that offering to Black Pearl Phase I (claim 25945), so the allocation was revised or overlapped. Share settlement on the 2031 notes depends on stockholder approval (claim 22454), and the Google warrants carry a value floor (claim 4312). Both are contingent obligations that need explanation in future filings.

No insider transaction data is present in this record, and the claim list is truncated after November 2025, so conclusions about late-2025 deployment are incomplete. A careful reader should watch four things: the stockholder authorization vote, how the October 2029 put (claim 22453) interacts with the secured notes, whether the Fluidstack/Google backstop (claim 22464) converts into contracted revenue, and whether ATM usage resumes alongside the debt stack.

SUPERSEDED

Capital & dilution trajectory

2026-10-15

Cipher's capital history falls into three phases, and the shift between them matters more than any single raise. The 2021 SPAC phase was a negotiated package. The PIPE was presented at $375,000,000 (claim 14622) and later appeared as $322,350,000 (claim 14433). The Bitfury commitment moved the other way, from $50,000,000 (claim 14623) to $60,000,000 (claims 14467, 14452). Reported net proceeds of $383,900,000 (claim 14383) sit below the $400,000,000 minimum cash condition (claim 14577), and the record does not show how that condition was satisfied or waived, which requires explanation. The 2022 cancellation of Bitfury shares to settle $10,000,000 of debt (claim 14047) suggests the sponsor relationship was being unwound rather than deepened.

From 2022 through 2024, dilution came steadily through at-the-market programs: $250,000,000 with H.C. Wainwright (claim 13574), another $250,000,000 (claim 12303), a shelf registration (claim 6415), and an amended sales agreement (claim 5803). Several figures in this period appear to be recorded in millions without units, so precise capacity is hard to reconcile. This was steady, incremental equity issuance that tracked miner purchases such as the $134,287,826 Bitmain order (claim 6022), and in that sense it was coherent.

The 2025 shift to convertibles is the central development. The May notes totaled $172,500,000 (claim 4864). Their stated use was a $108,192,218 Bitmain prepayment (claim 4837), but a later claim ties the same offering to Black Pearl Phase I at $168,000,000 (claim 25945), so the described deployment was revised after the fact. The September deal grew from $800,000,000 (claim 22449) to $1,100,000,000 (claim 22437) to $1,300,000,000 (claim 4278). The capped call cost rose with it, from roughly $70,000,000 (claim 22444) to $82,700,000 (claim 4281). Google warrants (claim 4311) and a $1,400,000,000 lease backstop (claim 22464) indicate the financing is anchored to a hosting counterparty rather than to mining economics. The progression from ATM equity to unsecured converts to a $1,400,000,000 secured notes offering (claim 4150) reads as deliberate capital-structure layering, not patching. It does, however, place secured creditors ahead of the convertible holders.

The record contains no insider transactions, so no conclusion can be drawn about insider selling. It also ends mid-entry on the secured notes, leaving their terms incomplete.

Going forward, a reader should watch four items: whether stockholders approve share settlement of the 2031 notes (claim 22454); the final pricing and collateral terms of the secured notes; whether the Bitmain bitcoin purchase option (claim 4885), still unverified, is exercised or no longer discussed; and the status of the withdrawn 16.1 million share distribution (claim 6333).

SUPERSEDED

Capital & dilution trajectory

2026-10-15

Cipher's capital history falls into three phases, and the instruments changed with each. The 2021 SPAC phase was revised before it closed. The PIPE commitment carried at $375M through mid-2021 (claim #14622) appears at $322.35M by October (claim #14433), while Bitfury's placement rose from $50M (claim #14623) to $60M (claim #14452). Net proceeds of $383.9M (claim #14383) fall short of the $400M minimum cash condition (claim #14566), and the record does not show how that gap was resolved, so it requires explanation. The 2022 to 2024 phase relied on at-the-market equity: a $250M Wainwright facility (claim #13574), a second $250M program (claim #12303), a shelf registration (claim #6415), and an amended agreement in 2024 (claim #5803) sized to a share ceiling near 129.7 million (claim #5808). That is steady, incremental dilution rather than event-driven raises. The 2025 phase moved decisively into convertibles and then secured debt. A $150M note offering became $172.5M (claim #4864). An $800M offering was upsized to $1.1B (claim #22437) and reached $1.3B after option exercise (claim #4278). A $1.4B senior secured offering followed (claim #4150). Taken together, the progression reads as a coherent move from equity toward leverage as projects grew, not opportunistic patching, although the speed of escalation is notable. Use of proceeds is less consistent. The May 2025 notes were tied to a $108.2M Bitmain prepayment (claim #4837), with a related bitcoin purchase option not yet verifiable (claim #4885). By August, the same raise is described as funding Black Pearl Phase I at $168M (claim #25945), a revised framing that the record does not reconcile. The capped call hedge grew from an estimated $70M (claim #22444) to $82.7M (claim #4281), consistent with the upsizing. Smaller items, including the $7M Trinity direct offering (claim #6564) and a withdrawn preferred distribution (claim #6333), remain unresolved. The data contains no discrete insider sale filings, so insider behavior cannot be assessed beyond the 2022 Bitfury pledging waivers (claim #14001). Readers should watch for stockholder approval of share settlement on the 2031 notes (claim #22454), which determines whether conversion is paid in cash or in dilution. They should also watch the conversion price of roughly $16.03 (claim #22440) against the $23.32 cap (claim #22445), the Google warrant overhang of about 5.4% (claim #22465), the 2028 redemption and 2029 put windows (claims #22441, #22442), and whether the secured notes closed as expected (claim #4149).

SUPERSEDED

Capital & dilution trajectory

2026-10-15

Cipher's capital history falls into three phases. The first is SPAC-era equity, in which the headline commitments were revised before closing. The PIPE appears at $375M across several filings (claim #14622) and later as $322.35M (claim #14433). Bitfury's commitment rose from $50M (claim #14623) to $60M (claim #14467). Reported net proceeds of $383.9M (claim #14383) sit below the $400M minimum closing cash condition stated earlier (claim #14577), and how that condition was satisfied or waived requires explanation. The second phase, from 2022 to early 2025, relied on at-the-market programs. These included a $250M H.C. Wainwright agreement (claim #13574), a second $250M program (claim #12303), a shelf registration (claim #6415) and an amended agreement with roughly 125.7M shares of remaining capacity (claim #5807). Smaller equity placements were added alongside, including a $7M direct offering to Trinity Mining that is not yet verifiable (claim #6564) and a $50M SoftBank PIPE (claim #5148). Dilution in this phase was steady rather than episodic, consistent with funding miner purchases such as the $134.3M Bitmain order (claim #6022). The third phase moved decisively to debt. A $150M convertible upsized to $172.5M (claim #4864) was followed by an $800M convertible that grew to $1.1B (claim #22437) and then to $1.3B with the option exercised (claim #4278). A $1.4B senior secured notes offering came next (claim #4150). That sequence reads as a coherent shift from equity dilution toward leverage once the Google-backed Fluidstack arrangement existed (claim #22464). The repeated upsizing suggests demand-driven sizing rather than a fixed plan. On use of proceeds, the May 2025 convertible tracks closely to the verified $108.2M Bitmain prepayment (claim #4837). The same offering is later described as funding Black Pearl Phase I at $168M (claim #25945), a characterization that has been revised rather than contradicted. Capped call costs moved from roughly $70M (claim #22444) to $82.7M (claim #4281) as the deal grew. Readers should watch whether stockholders approve the share authorization on which share settlement of the 2031 notes depends (claim #22454). They should also track dilution from the Google warrants (claim #4311), how the $1.4B secured proceeds are deployed, and the October 2028 redemption and October 2029 put windows (claims #22441, #22442). The record provided ends mid-entry in November 2025, so later events are not assessed here.

SUPERSEDED

Capital & dilution trajectory

2026-10-15

Cipher's capital history divides into two distinct regimes, and the transition between them is the most important feature of the record. From 2021 through 2024, funding was almost entirely equity. The SPAC-era PIPE was set at $375,000,000 (claim 14466) and later restated as a $322,350,000 commitment (claim 14433). Bitfury's placement was revised upward from $50,000,000 (claim 14552) to $60,000,000 (claim 14467). Business combination net proceeds of $383,900,000 (claim 14383) came in below the $400,000,000 minimum cash condition (claim 14566), a gap that requires explanation in the closing documents. Successive at-the-market programs followed: $250,000,000 with H.C. Wainwright (claim 13574), another $250,000,000 facility (claim 12303), and an amended agreement recorded only as $726 with no unit (claim 5803). By September 2024, $125,678,380 of authorized capacity remained (claim 5807). That pattern reads as steady, demand-driven dilution funding miner purchases such as the $134,287,826 Bitmain order (claim 6022), rather than a defined capital plan.

The 2025 record shows a sharp change in scale and instrument. The $172,500,000 convertible due 2030 (claim 4864) was followed four months later by the $1,100,000,000 convertible, upsized and priced (claim 22437), and then by total issuance of $1,300,000,000 after the option exercise (claim 4278). The $1,400,000,000 senior secured notes (claim 4150) came weeks after that. This mix now looks coherent rather than patched. The issuance coincides with Google's $1,400,000,000 backstop of Fluidstack lease obligations (claim 22464) and warrants for 24,178,576 shares (claim 4311), which together suggest financing sized to a contracted data-center buildout instead of to near-term mining needs.

The deployment record is thinner than the announcements. The May 2025 proceeds tie cleanly to a verified $108,192,218 Bitmain prepayment (claim 4837). Net proceeds for that deal appear as both $145,875,000 (claim 4870) and $144,100,000 (claim 4836), a discrepancy that is not reconciled. A later reference allocates $168,000,000 to Black Pearl Phase I (claim 25945). For the $1,300,000,000 issue, only the capped-call cost is documented: $82,700,000 (claim 4281), against roughly $70,000,000 estimated at pricing (claim 22444). No deployment detail is on record yet for the senior secured notes.

A careful reader should watch four things. First, whether stockholders approve share settlement of the 2031 notes (claim 22454), since that determines whether conversion is paid in cash or in dilution. Second, the noteholder put in October 2029 (claim 22453). Third, how the stock trades relative to the roughly $16.03 conversion price (claim 22440) and the $23.32 cap (claim 22445). Fourth, whether the secured notes' stated use of proceeds is disclosed and then matched by reported capital expenditure. The record contains no insider sale transactions, so no conclusion about insider positioning can be drawn.

SUPERSEDED

Capital & dilution trajectory

2026-10-14

Cipher Mining's financing record falls into three phases. The 2021 SPAC formation relied on a PIPE and a Bitfury placement whose terms were revised during the process. The Bitfury commitment moved from $50M (claim #14623) to $60M (claims #14467, #14452). The PIPE commitment was later stated at $322.35M (claim #14433), against an earlier $375M (claim #14622). Net proceeds of $383.9M (claim #14383) landed below the $400M closing-cash requirement cited earlier (claim #14577), and how that requirement was met requires explanation. In April 2022, Bitfury shares were cancelled in settlement of a debt obligation (claims #14047, #14003), alongside a waiver permitting share pledging (claim #14001). This is the only insider-adjacent equity activity in the record, and no open-market insider sales are disclosed here.

From 2022 through 2024, dilution ran through at-the-market programs. These were a $250M agreement with H.C. Wainwright (claim #13574), a second $250M sales agreement (claim #12303), and an amended agreement in September 2024 (claim #5803) whose size is recorded without clear units. The SoftBank $50M PIPE (claim #5148) supplemented them. That steady, equity-funded cadence reads as a deliberate strategy for a capex-heavy miner rather than opportunistic patching.

2025 marks a pivot to debt. The first convertible grew from $150M to $172.5M (claims #4888, #4864), with net proceeds near $144.1M (claim #4836). A $108.2M Bitmain prepayment disclosed alongside it (claim #4837) tracks the stated use reasonably well. A later description tying the offering to Black Pearl Phase I at $168M (claim #25945) frames deployment differently and requires explanation. The September convertible was upsized from $800M (claim #22449) to $1.1B (claim #22437), then to $1.3B with the option exercise (claim #4278). Within weeks came $1.4B of senior secured notes (claim #4150). Those notes sit alongside Google's $1.4B backstop of Fluidstack lease obligations (claim #22464) and a warrant issuance of 24,178,576 shares to Google (claim #4311).

A careful reader should watch four things. First, whether share settlement of the 2031 notes obtains the stockholder approval it depends on (claims #22454, #4306). Second, how the capped call cost settles in filings, given about $70M at pricing (claim #22444) versus $82.7M after the upsize (claim #4281). Third, the closing of the secured notes (claim #4149). Fourth, the October 2028 redemption and October 2029 put dates (claims #22452, #22453), which set the effective refinancing horizon. Leverage now ranks ahead of the equity base the ATM programs built.

SUPERSEDED

Capital & dilution trajectory

2026-10-14

Cipher's capital history falls into three phases, each with a different instrument. The 2021 de-SPAC phase set a $400M minimum closing cash requirement (claim #14577). The PIPE commitment was later revised from $375M (claim #14622) to $322.35M (claim #14433), and the Bitfury placement moved the other way, from $50M (claim #14623) to $60M (claim #14467). The reported net proceeds of $383.9M (claim #14383) came in below the stated minimum, and the record does not explain how that condition was satisfied or waived. That gap requires explanation.

From 2022 through 2024 the company relied on at-the-market equity. It opened a $250M facility with H.C. Wainwright (claim #13574), a second $250M agreement in 2023 (claim #12303), and an amended agreement in 2024 (claim #5803). Over the same period, Bitfury shares were cancelled to settle debt (claim #14003) and lock-ups were extended on pledged shares (claim #14002). That is steady, incremental dilution rather than discrete raises. Several entries in this period carry figures without consistent units, so they are not relied on here.

In 2025 the mix shifted decisively toward convertible debt. The $172.5M May issue (claim #4864) has a stated use, Black Pearl Phase I (claim #25945), and a verified $108.2M Bitmain prepayment (claim #4837), so for that tranche the stated use and the deployment line up. September's offering was upsized from $800M (claim #22449) to $1.3B including the option (claim #4278). Capped-call spend rose from roughly $70M (claim #22444) to $82.7M (claim #4281). A $1.4B senior secured issue followed within weeks (claim #4150). The September financing also coincides with a Google backstop of $1.4B in Fluidstack lease obligations (claim #22464) and warrants for about 5.4% of the company (claim #22465). That reads as a coherent pivot toward a hosted-compute model rather than opportunistic patching, although it moves the company quickly from equity funding to substantial leverage.

The record contains little on insider transactions. A planned 16.1 million share distribution was withdrawn (claim #6333), and the open-market reserve sales (claim #6146) are not quantified clearly.

There are four things to watch next. First, share settlement of the 2031 notes depends on stockholder approval (claim #22454), and the outcome of that vote determines whether conversions are settled in cash or in stock. Second, noteholders can put the notes in October 2029 (claim #22453). Third, the secured notes were expected to close in November 2025 (claim #4149), and the data does not confirm the close. Fourth, the record does not yet show how the $1.3B and $1.4B raises have actually been deployed.

SUPERSEDED

Capital & dilution trajectory

2026-10-14

Cipher's financing record falls into three phases. The SPAC phase is internally inconsistent. The PIPE commitment appears at $375M through mid-2021 (claim #14622) and is later restated at $322.35M (claim #14433). The Bitfury placement is revised upward from $50M (claim #14623) to $60M (claim #14467). Reported net proceeds of $383.9M (claim #14383) fall short of the $400M minimum closing-cash condition (claim #14577), and how that condition was satisfied or waived requires explanation. The April 2022 cancellation of Bitfury shares in debt settlement (claims #14047, #14003) suggests the anchor investor's position was renegotiated soon after closing.

The second phase, from late 2022 through 2024, relied on at-the-market equity. A $250M H.C. Wainwright facility (claim #13574) was followed by a second $250M program (claim #12303) and an amended agreement recorded at 726 without a stated unit (claim #5803), with $125.7M of capacity remaining in September 2024 (claim #5807). That is steady, incremental dilution timed to equipment purchases rather than a structured raise. The $7M direct offering to Trinity Mining Group remains unverified (claim #6564), and the 16.1M-share distribution to preferred equityholders was withdrawn (claim #6333).

The third phase, beginning in 2025, moved decisively to convertible and then secured debt. The $172.5M 2030 notes (claim #4864) were initially tied to the $108.2M Bitmain prepayment (claim #4837). A later claim frames a convertible as funding Black Pearl Phase I at $168M (claim #25945), and this shift in stated use requires reconciliation. The September 2025 zero-coupon notes were upsized from $800M (claim #22449) to $1.3B with the option exercised (claim #4278). Capped-call cost rose from an estimated $70M (claim #22444) to $82.7M (claim #4281). The Google warrants (claim #22465) and the $1.4B lease backstop (claim #22464) reposition the company toward hosting infrastructure, and the $1.4B senior secured notes (claim #4150) followed within weeks.

The mix reads as a coherent escalation rather than patching, but the leverage now rests on a single strategic thesis. The record contains no insider transaction data, so nothing can be said about management selling. A careful reader should watch four things. First is whether stockholders approve share settlement, on which the notes' structure depends (claim #22454). Second is the gap between the $16.03 conversion price (claim #22440) and the $23.32 cap (claim #22445). Third is the October 2029 put (claim #22442). Fourth is whether the secured notes' proceeds are deployed as disclosed.

SUPERSEDED

Capital & dilution trajectory

2026-10-14

Cipher's financing record shows three phases, and the trajectory has moved decisively from equity toward leverage. The 2021 SPAC phase was revised before it closed. The PIPE commitment fell from $375M (claim #14622) to $322.35M (claim #14433), while Bitfury's placement rose from $50M (claim #14623) to $60M (claim #14452). Net proceeds of $383.9M (claim #14383) came in below the $400M minimum closing-cash condition (claim #14577), and how that condition was satisfied or waived requires explanation from the filings. In 2022, Bitfury shares were cancelled to settle $10M of debt (claim #14047), alongside waivers allowing pledged shares (claim #14001). These are the only insider-adjacent events on record, so the dataset cannot support any conclusion about insider selling. From 2022 through 2024, dilution came through successive at-the-market programs: $250M with H.C. Wainwright (claim #13574), a further $250M facility (claim #12303), and an amended agreement leaving roughly $125.7M of capacity (claim #5807). SoftBank's $50M PIPE (claim #5148) added a strategic equity layer. That sequence reads as incremental funding of mining capex rather than a planned capital structure. The 2025 phase is a step change. The $172.5M convertible (claim #4864) netted about $145.9M (claim #4870), and $108.2M went to Bitmain prepayment (claim #4837), so stated use tracked deployment closely. A later filing, however, describes a $168M convertible tied to Black Pearl Phase I (claim #25945), which revises the earlier framing and requires reconciliation. The zero-coupon convertible was upsized from $800M (claim #22449) to $1.3B with the option exercised (claim #4278), and $1.4B of senior secured notes followed (claim #4116). Together that is roughly $2.9B of new debt in six months, anchored by Google's $1.4B lease backstop (claim #22464) and its warrants on about 24.2M shares (claim #4311). The pivot looks coherent around the hosting buildout, but it now rests on a single counterparty structure. Several items warrant attention next. Share settlement of the 2031 notes is contingent on stockholder approval (claim #22454), and the capped-call cost rose from about $70M (claim #22444) to $82.7M (claim #4281). Optional redemption begins in October 2028 and the noteholder put falls in October 2029 (claims #22441, #22442). The Bitmain bitcoin purchase option remains not yet verifiable (claim #4885). Several recorded amounts appear unit-truncated, such as claims #13628 and #6415, which limits precision on the shelf and ATM sizing.

SUPERSEDED

Capital & dilution trajectory

2026-10-09

Cipher's financing record moves through three distinct phases, and the transitions are more informative than any single raise. The 2021 SPAC combination was sized around a $400,000,000 minimum closing-cash condition (claim #14577), anchored by a $375,000,000 PIPE (claim #14622) and a Bitfury placement that grew from $50,000,000 (claim #14623) to $60,000,000 (claim #14467). The PIPE commitment was later restated at $322,350,000 (claim #14433), and reported net proceeds came in at $383,900,000 (claim #14383), below the original threshold. How that condition was satisfied or waived is not addressed in the record and requires explanation.

From 2022 through 2024, dilution ran mainly through at-the-market programs: a $250,000,000 H.C. Wainwright agreement (claim #13574), a second $250,000,000 program (claim #12303), and an amended agreement whose remaining capacity was 125,678,380 of 129,688,346 authorized shares (claims #5807, #5808). The record shows authorized capacity but not cumulative ATM sales, so the realized pace of dilution in this period cannot be measured from the data provided. The Bitfury share cancellation to settle debt (claim #14047) and the pledging waivers (claim #14001) suggest the anchor holder's own liquidity needs were shaping the share base.

In 2025 the mix shifts decisively toward convertibles and then secured debt. The May convertible was upsized to $172,500,000 (claim #4864), with net proceeds of $144,100,000 (claim #4836). Contemporaneous filings tie it to a $108,192,218 Bitmain prepayment (claim #4837), while an August disclosure frames a $168,000,000 offering around Black Pearl Phase I (claim #25945). These two use-of-proceeds descriptions are not obviously reconcilable. The September notes grew from $800,000,000 (claim #22449) to $1,300,000,000 (claim #4278), and the capped-call cost rose from about $70,000,000 (claim #22444) to $82,700,000 (claim #4281). A $1,400,000,000 senior secured offering followed in November (claim #4150). Read together with the Google backstop (claim #22464), the sequence looks like a coherent pivot toward lease-backed project financing rather than opportunistic patching, though the pivot is recent.

Three items warrant attention. The first is stockholder approval of additional authorized shares, which governs whether the 2031 notes can be share-settled (claims #22454, #4306). The second is the October 2028 redemption and October 2029 put windows (claims #22441, #22442). The third is whether actual deployment matches the Black Pearl and HPC narratives. The record contains no insider transactions, and the final secured-notes entries are truncated, so conclusions on both remain incomplete.

SUPERSEDED

Capital & dilution trajectory

2026-10-09

Cipher's financing record splits into two distinct regimes. From the 2021 business combination through 2024, the company relied almost entirely on equity, and in 2025 it moved decisively to convertible and then secured debt. The equity phase began with a PIPE originally sized at $375M (claim #14622) that was later described as a $322.35M commitment (claim #14433). Net proceeds at closing were $383.9M (claim #14383), below the $400M closing cash requirement stated earlier (claim #14566). How that condition was satisfied or waived is not addressed in the record and requires explanation. Bitfury's commitment rose from $50M to $60M (claims #14623, #14452). Within a year, however, Bitfury shares were cancelled in a $10M debt settlement (claim #14047), and pledging restrictions were waived (claim #14001). That sequence suggests the anchor holder's position was already under strain.

Dilution from 2022 to 2024 ran through successive at-the-market programs: a $250M H.C. Wainwright agreement (claim #13574), a second $250M program (claim #12303), and an amended agreement carrying a ceiling of 129,688,346 shares (claim #5808). This was steady, programmatic issuance rather than episodic patching. The proceeds largely financed miner purchases, such as the $134.3M Bitmain order (claim #6022), though those purchase figures are not yet verifiable.

The 2025 pivot reads as coherent rather than opportunistic, since each instrument is tied to a stated asset. The May convertible grew to $172.5M with the overallotment (claim #4864) and netted $144.1M (claim #4836). It was paired with a $108.2M Bitmain prepayment (claim #4837), and a later disclosure ties $168M to Black Pearl Phase I (claim #25945). That is broadly consistent with the announced use. The September convertible grew from $800M (claim #22449) to $1.3B (claim #4278). It was anchored by Google's $1.4B backstop of Fluidstack lease obligations (claim #22464) and warrants for 24,178,576 shares (claim #4311). Capped call costs came in at $82.7M (claim #4281), above the roughly $70M first estimated (claim #22444).

A sophisticated reader should watch four items. The first is whether stockholders approve share settlement of the 2031 notes (claim #22454), since without approval the notes carry cash settlement exposure. The second is the closing of the $1.4B senior secured notes (claim #4150). The record is truncated before that close is confirmed, and no insider transaction data appears in it. The third is the October 2029 put (claim #22442). The fourth is whether the not-yet-verifiable Bitmain bitcoin purchase option (claim #4838) is ever disclosed as exercised.

SUPERSEDED

Capital & dilution trajectory

2026-10-08

Cipher's capital history falls into two regimes. The first is a SPAC-era raise whose terms moved before closing. The PIPE was announced at $375M (claim #14622) and later shown at $322.35M (claim #14433). Bitfury's commitment went the other way, from $50M (claim #14623) to $60M (claim #14452). Net business-combination proceeds of $383.9M (claim #14383) came in below the $400M closing-cash requirement (claim #14624). The record does not say how that gap was waived or resolved, and that requires explanation. Through 2022 there are signs of balance-sheet housekeeping rather than growth financing: a $10M share cancellation to satisfy debt (claim #14047), an extended lock-up on pledged shares (claim #14002), and a $45M parent guaranty to Luminant (claim #13702).

The second regime is serial equity, then a pivot to convertibles. Two $250M ATM programs (claims #13574, #12303) and an amended sales agreement leaving roughly $125.7M of capacity (claim #5807) suggest steady, price-sensitive dilution rather than discrete events. In 2025 the mix shifted sharply. A $150M convertible was upsized to $172.5M (claim #4864). Within months an $800M 0% note (claim #22449) grew to $1.3B once the $200M option was exercised (claims #4278, #4279), with initial conversion near $16.03 (claim #22440). The repeated upsizing reads as opportunistic sizing into demand, though the capped calls hedge it. Those were described as roughly $70M (claim #22444) and booked at $82.7M (claim #4281).

On use of proceeds, the May 2025 notes carry an explicit tie to Black Pearl Phase I at $168M (claim #25945), and the large Bitmain prepayment of $108.2M (claim #4883) is consistent with that. For the $1.3B issue, the record states terms but no deployment, so whether it tracks the stated plan cannot be assessed here. Several smaller items are marked delayed or withdrawn, including the SoftBank $50M PIPE (claim #5148), a $7M direct offering to Trinity (claim #6564), and a 16.1M-share distribution (claim #6333).

The record contains no insider transactions, and the final entry (claim #20292) is truncated, so this read is incomplete. Next, a reader should watch the stockholder authorization on which share settlement depends (claims #22454, #4306), the dilution from Google's roughly 5.4% warrants (claim #22465), and the October 2029 noteholder put (claim #22442).

SUPERSEDED

Capital & dilution trajectory

2026-10-07

Cipher's capital history falls into three phases, and the instruments change with each one. The 2021 SPAC combination was sized around a $400M minimum cash condition (claim 14577), but the PIPE commitment was later shown at $322.35M (claim 14433) against an original $375M (claim 14622). Net proceeds closed at $383.9M (claim 14383). That gap between the stated minimum and what was delivered requires explanation the record does not supply. Bitfury's commitment moved the other way, from $50M (claim 14623) to $60M (claim 14467).

From 2022 through 2024 the company relied on at-the-market equity. A $250M H.C. Wainwright facility (claim 13574) was followed by a second $250M agreement (claim 12303), a shelf registration (claim 6415), and an amended sales agreement in 2024 (claim 5803). By then remaining capacity was described as roughly 125.7M shares (claim 5807). This was steady, price-sensitive dilution rather than discrete raises. Smaller items in the same period were delayed or withdrawn, including the Trinity direct offering (claim 6564) and the 16.1M-share distribution (claim 6333). The record lists no insider transactions, so no read on insider selling is possible.

In 2025 the mix moved decisively to convertible debt. A $150M note offering was upsized to $172.5M (claim 4864), and roughly $108.2M was tied to a Bitmain equipment prepayment (claim 4837). The disclosures do not show whether the related bitcoin purchase option (claim 4885) was exercised. Four months later an $800M deal (claim 22449) was upsized to $1.1B (claim 22437) and then to $1.3B with the option (claim 4278). It carries an initial conversion price near $16.03 (claim 22440) and capped calls costing about $82.7M (claim 4281). The Google warrants (claim 22465) and the $1.4B lease backstop (claim 22464) place this financing within an AI-hosting pivot, which reads as a coherent if rapid repositioning rather than patching. A $1.4B senior secured notes offering followed in November (claim 20257). The record ends there, and the disclosures do not trace how that capital was deployed.

A careful reader should watch four things next. First, whether stockholders approve share settlement of the 2031 notes, since cash settlement depends on that approval (claim 22454). Second, how secured debt ranks ahead of the converts. Third, the October 2028 redemption window (claim 22441) and the October 2029 put (claim 22442). Fourth, whether later filings reconcile proceeds against actual data-center spending.

SUPERSEDED

Capital & dilution trajectory

2026-10-07

Cipher's financing record falls into three phases, and the instruments change with each. The 2021 SPAC formation relied on committed private capital. The PIPE was described at $375M (claim #14622) and later at $322.35M (claim #14433). Bitfury's placement moved the other way, from $50M (claim #14623) to $60M (claim #14467). Net business-combination proceeds of $383.9M (claim #14383) came in below the $400M minimum closing-cash requirement (claim #14566). How that condition was satisfied or waived requires explanation that the record does not supply. In 2022 the Bitfury relationship was partly unwound through share cancellations, including a $10M debt satisfaction (claim #14047). Over 2022 to 2024, funding shifted to at-the-market issuance: a $250M Wainwright facility (claim #13574), a second $250M program (claim #12303), and an amended and restated sales agreement (claim #5803) under a shelf registration (claim #6415). The authorized share ceiling of roughly 129.7M (claim #5808) indicates ongoing, incremental dilution rather than discrete raises. In 2025 the company moved to convertibles. The May notes were upsized to $172.5M (claim #4864), with roughly $144.1M net (claim #4836). Disclosure tied those proceeds closely to a $108.2M Bitmain prepayment (claim #4837), but that deployment is tagged delayed in the record. The September offering grew from $800M (claim #22449) to $1.3B including the option (claim #4278), alongside $82.7M of capped calls (claim #4281). It was anchored by Google's $1.4B backstop of Fluidstack lease obligations (claim #22475) and warrants for roughly 5.4% of the company (claim #22465). A $1.4B senior secured notes offering followed (claim #20257); that record is truncated, so its terms are not assessed here. Taken together, the mix reads less as opportunistic patching than as a deliberate move from retail-priced equity toward structured, counterparty-backed debt aligned with a pivot to hosted compute. The record also contains no discretionary insider sales beyond a withdrawn distribution (claim #6333). Use of proceeds is thinly documented after May 2025, and the record does not show where the roughly $1.08B net (claim #22443) has gone. A careful reader should watch for stockholder approval of the share authorization that permits share settlement of the notes (claim #22454). They should also watch residual ATM usage, deployment disclosure against the Fluidstack build, and the October 2028 redemption and October 2029 put windows (claims #22441, #22442). The record ends in November 2025, so later events are not reflected.

SUPERSEDED

Capital & dilution trajectory

2026-10-01

Cipher's capital history falls into three phases, and the instrument mix shifts sharply between them. The 2021 de-SPAC was sized around a $400M minimum cash condition (claim 14566). The PIPE commitment was later carried at $322.35M (claim 14433), down from the $375M originally stated (claim 14622). The Bitfury placement went the other way, revised from $50M to $60M (claims 14623, 14467). Closing net proceeds of $383.9M (claim 14383) fell short of the stated minimum, and the record does not show how that condition was resolved, which requires explanation.

From 2022 through 2024 the company relied mainly on at-the-market equity. A $250M H.C. Wainwright program (claim 13574) was followed by a second $250M facility (claim 12303). An amended agreement then referenced roughly $726M in capacity (claim 5803), alongside about 125.7M shares of remaining authorized issuance (claim 5807). That is steady, incremental dilution rather than discrete raises, and the data does not let a reader measure how much of the capacity was actually drawn.

In 2025 the company turned to convertible debt. In May it issued $172.5M of notes (claim 4864) for about $144.1M net (claim 4836). That sits close to the $108.2M Bitmain prepayment disclosed in the same window (claim 4837), so stated use and deployment line up reasonably well. In September the company priced a far larger $1.3B convertible after an upsize and option exercise (claims 4278, 4279). It carries a roughly $16.03 conversion price (claim 22440) and a capped call that cost $82.7M (claim 4281) against an earlier estimate of about $70M (claim 22444). A $1.4B senior secured notes offering followed weeks later (claim 4150). That debt is layered against a Google backstop of Fluidstack lease obligations (claim 22464) and Google warrants for roughly 24.2M shares (claim 4311). Taken together, this looks less like opportunistic patching and more like a deliberate pivot toward project-scale, contract-backed financing. The record does not, however, specify how the September proceeds are being deployed.

Insider transaction data is sparse. Beyond the 2022 Bitfury share cancellation (claim 14003) and a withdrawn 2024 distribution (claim 6333), there is little to interpret.

Sophisticated readers should watch four items. The first is the stockholder approval on which share settlement of the 2031 notes depends (claim 22454). The second is the October 2029 noteholder put (claim 22453). The third is how the secured notes rank relative to the converts. The fourth is whether ATM issuance resumes on top of the new debt stack.

SUPERSEDED

Capital & dilution trajectory

2026-09-27

Cipher's capital history falls into three phases, and the shift between them matters more than any single transaction. The 2021 SPAC phase was built around a $400M minimum closing-cash condition (claim #14577). The commitments behind it were revised along the way: the PIPE fell from $375M (claim #14622) to $322.35M (claim #14433), and Bitfury's placement rose from $50M (claim #14623) to $60M (claim #14467). Net proceeds were reported at $383.9M (claim #14383), below the stated minimum, and the record does not show how that condition was satisfied or waived. That gap requires explanation. The 2022 Bitfury share cancellation to settle $10M of debt (claim #14047) and the delayed lock-up extension for pledged shares (claim #14002) suggest the anchor holder's position was already being restructured early.

From 2022 through 2024, funding came mainly from equity. A $250M ATM with H.C. Wainwright (claim #13574) was followed by a second $250M sales agreement (claim #12303) and an amended program (claim #5803). This is steady, incremental dilution rather than discrete raises, and the record does not tie ATM draws to specific uses. The 2024 miner purchases, including $134.3M of Bitmain S21 Pro units (claim #6022), are marked delayed.

The 2025–2026 phase changes the capital structure. The $150M convertible (claim #4888), upsized to $172.5M (claim #4864) with a concurrent delta offering (claim #4865), is the one raise whose use of proceeds can be traced: net proceeds of $144.1M (claim #4836) against a $108.2M Bitmain prepayment (claim #4837). After that, financing moves quickly into leverage. A $1.3B convertible with an $82.7M capped call (claims #4278, #4281) was followed by $1.4B of senior secured notes (claim #4116), a $333M add-on bringing secured debt to $1.733B (claim #19144), and a $2.0B secured offering for Black Pearl (claim #16681). The latter includes a $232.5M reimbursement of prior equity contributions (claim #16683), so part of the new debt returns capital already spent rather than funding new construction. The sequence reads as a deliberate pivot toward project-level secured debt, not ad hoc patching. However, the record shows how the facilities are financed, not how the money has actually been deployed.

The record contains no open-market insider sales. The only distribution event, 16.1M shares to preferred holders, was withdrawn (claim #6333).

A careful reader should watch four items. The first is the convertible cash-settlement requirement contingent on share authorization (claim #4306). The second is the Google warrant and its value floor (claims #4311, #4312). The third is the amortization schedule and the 7.125% coupon beginning May 2026 (claims #4119, #4096). The fourth is the Barber Lake completion guarantee (claim #4097), which puts the parent's credit behind construction risk.

SUPERSEDED

Capital & dilution trajectory

2026-09-27

Cipher's capital history divides into three phases, and each one moves further from common equity. The 2021 SPAC financing was equity-led. Along the way, the Bitfury placement was revised upward from $50M (claim #14623) to $60M (claim #14467), and the PIPE commitment was revised down from $375M (claim #14622) to $322.35M (claim #14433). The disclosed net proceeds of $383.9M (claim #14383) sit below the $400M minimum cash condition cited earlier (claim #14577), and the record does not show how that gap was waived or bridged. That requires explanation. From 2022 through 2024 the company funded itself mainly through at-the-market programs. The first was a $250M ATM (claim #13574), followed by a second $250M facility (claim #12303) and an amended agreement recorded at $726 (claim #5803), apparently in millions. In the same period, Bitfury's position was used for debt settlement and pledging (claims #14047, #14002). That phase reads as opportunistic but conventional for a miner, with dilution paced to hashrate purchases such as the Bitmain order (claim #6022). The 2025–2026 turn is the more coherent part of the record. A $172.5M convertible (claim #4864) was followed by a $1.3B convertible with $82.7M of capped calls (claims #4278, #4281), then $1.733B of secured notes at the Barber Lake level (claim #19144) and a $2B Black Pearl offering (claim #3876). This is a deliberate shift from shareholder dilution toward project-level leverage, apparently tied to hosting contracts backstopped by the Google warrant arrangement (claim #4311). On use of proceeds, the May 2025 notes tie directly to the $108.2M Bitmain prepayment (claim #4883). The Black Pearl financing, however, includes a $232.5M reimbursement of prior Cipher equity contributions (claim #16683), which means part of the new debt returns capital to the parent rather than funding construction. Several items are delayed or no longer discussed: the SoftBank PIPE (claim #5148), the Trinity direct offering (claim #6564), and the withdrawn preferred-holder distribution (claim #6333). A careful reader should watch four things. The first is the close status of the Black Pearl notes, currently marked delayed (claim #16656). The second is the principal amortization schedules (claims #4119, #3861). The third is the convertible cash-settlement requirement contingent on share authorization (claim #4306). The fourth is how the Google warrant value floor (claim #4312) interacts with share-price outcomes. The record contains little direct insider-sale data, and the claim list appears truncated after early February 2026, so conclusions about the latest period should stay provisional.

SUPERSEDED

Capital & dilution trajectory

2026-09-26

Cipher's capital history moves through three phases, and the shift between them matters more than any single transaction. The 2021 de-SPAC was an equity event whose terms moved before closing. The PIPE commitment went from $375M (claim 14551) to $322.35M (claim 14433), Bitfury's placement rose from $50M (claim 14552) to $60M (claim 14467), and net proceeds of $383.9M (claim 14383) came in below the $400M minimum cash condition (claim 14577). That gap requires explanation that the record here does not supply.

From 2022 through 2024, funding was mainly equity through repeated at-the-market programs. The record shows a $250M H.C. Wainwright facility (claim 13574), a second $250M program (claim 12303), a shelf registration (claim 6415), and an amended sales agreement at a larger, unit-ambiguous figure (claim 5803). Over the same period, Bitfury's shares were cancelled to settle obligations (claims 14003, 14047) and a lock-up extension was delayed (claim 14002). That looks like continuous dilution to fund operations rather than a staged plan.

From 2025 the mix turns decisively toward debt. A $172.5M convertible (claim 4864) netted $144.1M (claim 4836), and a $108.2M Bitmain prepayment (claim 4837) arrived alongside it. This is the clearest case in the record where stated use of proceeds tracks deployment, although the prepayment itself is marked delayed. A $1.3B convertible followed (claim 4278), with an $82.7M capped call (claim 4281). It sat next to a Google warrant over 24.2M shares (claim 4311) and a value-floor guarantee (claim 4312). Project-level secured debt then followed: $1.733B for Barber Lake after the $333M add-on (claim 19144), and $2.0B for Black Pearl (claim 3859). Of the Black Pearl proceeds, $232.5M reimburses Cipher's equity contributions (claim 3862), which pushes project leverage back up to the parent. Taken together, this reads as a coherent turn from equity to structured infrastructure finance. It is not opportunistic patching, though its speed compresses the record available for judging execution. The SoftBank PIPE (claim 5148) and a concurrent delta offering (claim 4865) are marked delayed and are not discussed again.

A careful reader should watch four things. The first is the cash-settlement provision tied to share authorization on the 2025 convertibles (claim 4306). The second is the noteholder repurchase date (claim 4280). The third is principal amortization on the secured notes (claims 4119, 3861), and the fourth is the interaction between the Google warrant floor and future equity issuance. Several dollar figures in the underlying record carry inconsistent units, and the claim list appears truncated. Conclusions about 2026 activity should therefore stay provisional.

SUPERSEDED

Capital & dilution trajectory

2026-09-26

Cipher's capital history falls into three regimes, and the shift between them matters more than any single raise. The 2021 SPAC phase was an equity foundation built around sponsor-adjacent capital. The PIPE was sized at $375M (claim #14622) and later restated at $322.35M (claim #14433). The Bitfury placement was revised upward from $50M (claim #14623) to $60M (claim #14467). Closing produced $383.9M net (claim #14383). The PIPE reduction was never reconciled in the record, and it requires explanation. The 2022 to 2024 phase relied on at-the-market equity: a $250M H.C. Wainwright ATM (claim #13574), a second $250M program in 2023 (claim #12303), and a shelf registration (claim #6415). This was steady, price-sensitive dilution suited to a miner funding fleet purchases incrementally. Smaller items from this period sit unresolved. The $7M Trinity direct offering (claim #6564) is marked delayed, and the 16.1M-share distribution (claim #6333) was withdrawn.

From May 2025 the mix pivots decisively to debt. The $172.5M convertible (claim #4864) netted $144.1M (claim #4836), and a $108.2M Bitmain prepayment (claim #4837) was disclosed alongside it. That is the clearest instance in the record of stated use tracking deployment. It was followed by $1.3B of convertibles (claim #4278) with an $82.7M capped call (claim #4281), and then by project-level senior secured debt: $1.4B (claim #4116), a $333M add-on bringing the total to $1.733B (claim #19144), and $2.0B for Black Pearl (claim #3859). This progression reads as coherent rather than opportunistic. Equity funded the early build, converts bridged the transition, and asset-level secured notes now finance specific facilities. The $232.5M reimbursement to Cipher of prior Black Pearl equity contributions (claim #3862) shows project debt being used to recycle parent capital, which is consistent with that structure.

Several caveats limit the read. No insider transactions appear in the data, so no inference about insider selling is possible. Several amounts are recorded in ambiguous units, such as the amended sales agreement (claim #5803), and are not relied on here. The claim list is also truncated after February 2026.

A careful reader should watch three things next. First, the coupon burden once 7.125% semiannual interest begins in May 2026 (claim #4096), together with the amortization schedule (claim #4119). Second, whether the Barber Lake completion guarantee (claim #4097) and the Luminant parent guaranty (claim #13702) remain contingent. Third, whether the SoftBank PIPE (claim #5148), which is still marked delayed, is ever completed or is no longer discussed.

SUPERSEDED

Capital & dilution trajectory

2026-09-25

Cipher's financing history falls into three distinct phases, and the shift between them matters more than any single transaction. The 2021 business combination was sized around a $375M PIPE (claim 14622) and a Bitfury placement that rose from $50M to $60M (claims 14623, 14467). The PIPE commitment was later revised to $322.35M (claim 14433), and net proceeds landed at $383.9M (claim 14383), below the $400M minimum closing cash condition (claim 14577). How that gap was resolved requires explanation. From 2022 through 2024 the company relied on equity: a $250M ATM with H.C. Wainwright (claim 13574), a second $250M program (claim 12303), and an amended sales agreement recorded at $726 (claim 5803). The record states several of these figures without units, so their scale should be read with care. This was steady, incremental dilution suited to a miner that was buying equipment, including the $134.3M Bitmain S21 Pro order (claim 6022). Smaller items in this period are recorded as delayed or withdrawn: the $7M Trinity direct offering (claim 6564), the 16.1M-share distribution to preferred holders (claim 6333), and the $50M SoftBank PIPE (claim 5148). From mid-2025 the mix pivoted decisively to debt. The May convertible grew from $150M to $172.5M (claims 4896, 4864). Its use of proceeds tracks closely, since the $108.2M Bitmain prepayment (claim 4837) accounts for most of the $144.1M net (claim 4836). The September convertible then scaled from $800M to $1.3B (claims 4303, 4278) with $82.7M of capped calls (claim 4281). Senior secured notes followed at $1.4B (claim 4116), then a $333M add-on bringing the total to $1.733B (claim 19144), and a separate $2.0B Black Pearl issue (claim 3859). This sequence reads as a coherent move toward project-level secured financing rather than opportunistic patching. One feature deserves attention, however: $232.5M of the Black Pearl proceeds reimburses Cipher's own equity contributions (claim 3862), which recycles capital to the parent rather than funding new construction. The record contains no insider sales, so that dimension cannot be assessed. A careful reader should watch several items: principal amortization on the secured notes (claim 3861), coupons beginning May 2026 (claim 4096), the cash-settlement contingency tied to share authorization (claim 4306), the Google warrant floor guarantee (claim 4312), and the Barber Lake completion guarantee (claim 4097). The final entry, claim 3774, is truncated and could not be evaluated.

SUPERSEDED

Capital & dilution trajectory

2026-09-20

The arc here is unusually legible for a bitcoin miner. Cipher's capital formation begins as pure equity at the de-SPAC — the $375M PIPE (claim 14622) and Bitfury's placement, which was struck at $50M (claim 14623) and later recut to $60M for 6M shares (claim 14467) — and the gap between the $400M closing requirement (claim 14566) and the $322.35M PIPE actually committed (claim 14433) is the first visible instance of a target being revised rather than met. Net proceeds landed at $383.9M (claim 14383). What follows is a four-year migration down the capital stack: ATM shelves at $250M in 2022 (claim 13574) and again in 2023 (claim 12303), enlarged to a $726M sales agreement by September 2024 (claim 5803); then convertibles, $150M upsized to $172.5M issued (claim 4864) in May 2025 and $800M upsized to $1.3B in September (claims 4303, 4278); then project-level senior secured paper, $1.4B for Barber Lake at 7.125% (claims 4116, 4096) plus a $333M tack-on (claim 4094), and $2.0B for Black Pearl at roughly 6% (claims 3859, 3860).

That progression reads as strategy, not patching. Each step trades dilution for cost of capital as contracted cash flow arrives, and the Google warrant for 24,178,576 shares with a $430 value floor (claims 4311, 4312) is the hinge that made secured project debt financeable. The equity-settlement contingency on the converts — cash settlement required absent share authorization (claim 4306) — and the $82.7M capped call (claim 4281) show the same instinct to defer, not avoid, dilution.

Use of proceeds tracks less cleanly. Of $144.1M net from the May 2025 converts (claim 4836), $108.2M went to an early Bitmain payment carrying a bitcoin repurchase option (claims 4837, 4885), a use adjacent to but not identical with the stated purpose (claim 4852). The $232.5M Black Pearl reimbursement of prior equity contributions (claim 3862) returns capital to the parent without a disclosed redeployment.

Watch three things: where that $232.5M goes; the amortization schedules now beginning (claims 4119, 3861) against ATM capacity still open; and several items left delayed — the SoftBank PIPE (claim 5148), the Trinity direct offering (claim 6564), Oncor collateral (claim 6567). Insider transaction data is effectively absent here, so no read on that dimension is supportable.

SUPERSEDED

Capital & dilution trajectory

2026-09-20

The capital history divides cleanly into three regimes, and the transition between them is more disciplined than the raw claim count suggests. The 2021 formation phase was single-shot equity: a $375M PIPE and a Bitfury placement that moved from $50M to $60M between announcement and close (claims #14622, #14623, #14467), landing $383.9M of net proceeds (claim #14383). What followed was not a financing strategy but a survival sequence — the $10M share cancellation in debt satisfaction and the 2,890,173-share Bitfury settlement (claims #14047, #14003), alongside a pledging waiver and a lock-up extension recorded as delayed (claims #14001, #14002). That is patching, and it should be read as such.

The middle regime was serial at-the-market dilution with escalating authorization: $250M in late 2022, a second $250M program in August 2023, a $500M shelf that December, and an amended sales agreement carrying a substantially larger figure by September 2024 (claims #13629, #12303, #6415, #5803). Ratcheting ATM capacity at successively lower share prices is the most dilutive posture in the record, and it ran for roughly two years without a stated terminal size.

The third regime, from May 2025, shows genuine architecture. The $150M convertible upsized to $172.5M issued for $144.1M net (claims #4888, #4864, #4836) was followed by the $1.3B convertible with a $200M option and $82.7M of capped calls (claims #4278, #4279, #4281) — the hedge is evidence of deliberate dilution management rather than opportunism. Capital then moved down to the asset level: $1.4B plus a $333M add-on at 7.125% for Barber Lake, and $2.0B for Black Pearl (claims #4116, #4094, #4096, #3859).

Use of proceeds tracks unevenly. The Bitmain prepayment of $108,192,218 and the associated bitcoin purchase option recur across claims #4883, #4907, #4837 and #4885 but carry delayed status throughout. The $50M SoftBank PIPE (claim #5148) remains delayed, the $7M Trinity Mining direct offering (claim #6564) is no longer discussed, and the 16.1M-share preferred distribution (claim #6333) was withdrawn.

Watch three items: the $3.0B minimum market capitalization covenant on the revolver (claim #2227), which makes credit access reflexive to equity price; amortization and the first semiannual coupon (claims #4119, #3861, #4096); and the cash-settlement obligation contingent on share authorization (claim #4306), which requires explanation.

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher's record describes three distinct funding phases, and the progression between them looks deliberate. From 2021 through 2024 the company was financed almost entirely with equity. The SPAC-era PIPE was first described at $375M (claim #14622) and later as a $322.35M commitment (claim #14433). Bitfury's placement moved the other way, from $50M (claim #14623) to $60M (claim #14467). Stated net proceeds of $383.9M (claim #14383) fell below the $400M minimum closing cash requirement (claim #14566), and the filings do not say how that condition was satisfied, which requires explanation. Equity issuance then continued through a $250M ATM (claim #13574), a second $250M program (claim #12303) and an amended agreement recorded at $726 in unspecified units (claim #5803), with up to 129.7M shares authorized under it (claim #5808). Dilution in this phase was steady and ongoing rather than episodic.

In 2025 the company moved to equity-linked instruments. The $150M convertible grew to $172.5M (claim #4864). The September convertible rose from $800M (claim #4303) to $1.3B (claim #4278) and was paired with an $82.7M capped call (claim #4281) meant to soften conversion dilution. From November 2025 the funding shifted again, to project-level secured debt: $1.4B (claim #4116) and $333M (claim #4094) for Barber Lake, then $2.0B for Black Pearl (claim #3859). Taken together, this reads as a planned migration away from parent-level share issuance rather than opportunistic patching.

Use of proceeds can only be checked for part of this history. The May 2025 notes tie clearly to a $108.2M Bitmain prepayment (claim #4837), although that item carries a delayed status. The Black Pearl proceeds partly reimburse $232.5M of Cipher's equity contributions (claim #3862), which means some of the project debt flows back to the parent. The later offerings do not otherwise disclose a deployment schedule. No insider transactions appear in the record provided, so that dimension cannot be assessed.

A careful reader should watch several items. The first is whether sufficient shares are authorized to settle the convertibles, since cash settlement depends on that authorization (claim #4306), and how the Google warrants for 24.2M shares (claim #4311) interact with it. The second is the $3B minimum market capitalization covenant on the new revolver (claim #2227), which links equity performance directly to credit access. The third is Cipher's completion guarantee on Barber Lake (claim #4097), which keeps parent exposure to the project debt despite its project-level structure. The last is the start of principal amortization (claim #4119).

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher's record describes a company that has moved through three distinct funding regimes, and the transitions look deliberate rather than improvised. The 2021 SPAC phase relied on third-party equity: the PIPE commitment was stated at $375M (claim #14551) and later revised to $322.35M (claim #14433), while Bitfury's placement rose from $50M to $60M (claims #14552, #14452). The combination closed with $383.9M of net proceeds (claim #14383). Through 2024, dilution came mainly through at-the-market programs: a $250M agreement with H.C. Wainwright (claim #13574), a second $250M program (claim #12303), and an amended sales agreement with $125.7M of stated remaining capacity (claim #5807). Dilution in that period was continuous and incremental rather than episodic.

From May 2025 the mix shifts toward convertibles and then secured project debt. The $172.5M convertible (claim #4864) came with a concurrent delta offering (claim #4865). It was followed by a $1.3B convertible, upsized from an initially stated $1.1B (claims #4292, #4278) and hedged by $82.7M of capped calls (claim #4281). The next steps were non-recourse-style bonds at the facility level: $1.4B plus a $333M add-on for Barber Lake (claims #4116, #4094), and $2.0B for Black Pearl (claim #3859). Capped calls, followed by project bonds, suggest a coherent effort to fund the buildout while slowing per-share dilution.

The record allows only a partial comparison of stated use of proceeds against actual deployment. The May 2025 convertible was tied to a $108.2M Bitmain prepayment carrying a bitcoin purchase option (claims #4837, #4838), and several equipment commitments carry a delayed status (claims #6022, #4907). The Black Pearl notes directed $232.5M to reimbursing Cipher's prior equity contributions (claim #3862). That means part of the headline raise recycles capital already spent rather than funding new construction, which requires explanation in any read of incremental capacity. The two figures given for net proceeds from the 2025 convertible also differ ($144.1M versus $145.875M, claims #4836, #4870).

Several contingencies are worth watching. Cash settlement on the 2025 convertible is contingent on share authorization (claim #4306). The Google warrant carries a value floor (claims #4311, #4312). Cipher has guaranteed completion of Barber Lake (claim #4097). The new revolver has a $3B minimum market capitalization covenant and an initial $50M availability cap (claims #2227, #2226). Taken together, these terms make equity-market conditions a live input to credit access. No insider transactions appear in the record as provided, and the claim list ends mid-entry, so conclusions about insider behavior are not possible here.

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher Mining's record moves through three distinct financing regimes, and the progression looks more deliberate than patched together. The first phase ran through equity. It began with the 2021 business combination, whose net proceeds are recorded as $383.9M (claim #14383). The PIPE figure appears as both $375M (claim #14466) and a $322.35M commitment (claim #14433), and that revision requires explanation. Standing ATM capacity followed: $250M with H.C. Wainwright (claim #13574), a second $250M program in 2023 (claim #12303), and an amended agreement recorded at $726M (claim #5803), with $125,678,380 of capacity remaining at that point (claim #5807).

The second phase, beginning in 2025, shifted to convertibles. A $150M offering (claim #4888) grew to $172.5M (claim #4864), and a September offering announced at $800M (claim #4303) closed at $1.3B (claim #4278). That upsizing pattern suggests investor demand outran the company's initial sizing.

The third phase replaced dilution with facility-level secured debt: $1.4B for Barber Lake (claim #4116), a $333M add-on at 7.125% (claims #4094, #4096), $2.0B for Black Pearl (claim #3859), and $810M for Stingray (claim #8942). A $200M revolver (claim #2223) and smaller facilities from Two Prime (claim #1844) and Coinbase (claim #1843) sit alongside these.

On use of proceeds, the 2025 convertible appears to track its stated purpose: the $108,192,218 Bitmain prepayment (claim #4837) was disclosed alongside it. The secured notes behave differently. They partly recycle capital back to the parent through equity-contribution reimbursements of $232.5M (claim #3862) and, for Stingray, either $61.5M (claim #8945) or $63.6M (claim #8979). That discrepancy is unresolved in the record. Several earlier items are recorded as delayed or withdrawn, including the Trinity direct offering (claim #6564) and the 16.1M-share distribution (claim #6333).

A careful reader should watch the parent-level commitments, which remain substantial even though the debt sits at facility level. These include the completion guarantees (claims #4097, #8946), the cash-settlement requirement contingent on share authorization (claim #4306), and the Google warrant value floor recorded at $430M (claim #4312). The revolver's $3B minimum market capitalization covenant (claim #3000000000 is recorded as claim #2227) and its $50M initial availability cap (claim #2226) tie liquidity to equity valuation. No insider transactions appear in the data supplied, and the claim list is truncated, so this read does not assess insider selling.

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher Mining's financing record falls into two distinct phases, and the shift between them is the main thing to understand. Through 2024 the company relied mostly on equity. It set up successive at-the-market programs, including the $250,000,000 H.C. Wainwright agreement (claim #13574) and the $250,000,000 sales agreement (claim #12303), and later amended and restated a facility sized at $726M (claim #5803). That period ended with a $50,000,000 SoftBank PIPE (claim #5148), which is marked delayed. From mid-2025 dilution moved from direct issuance to contingent forms. The $172,500,000 convertible (claim #4864) was followed by the $1,300,000,000 2031 convertible (claim #4278), which came with an $82,700,000 capped call (claim #4281), and by a warrant to Google over 24,178,576 shares (claim #4311). Cash settlement of that convertible depends on share authorization (claim #4306), so the eventual share count depends partly on a future corporate action, not on the issuance itself.

The second phase looks deliberate rather than patched together. Financing moved to facility-level secured bonds: $1,400,000,000 for Barber Lake (claim #4116) plus $333,000,000 (claim #4094) at 7.125% (claim #4096), $2,000,000,000 for Black Pearl (claim #3859), and $810M for Stingray (claim #228). Each bond repaid the parent's earlier equity contributions, including $232,500,000 at Black Pearl (claim #3862). The Stingray reimbursement appears as both $61.5M (claim #8945) and $63.6M (claim #8979), and that gap requires explanation. The earlier record is less orderly. A 16.1M-share distribution was withdrawn (claim #6333), and the Trinity direct offering (claim #6564) and the 2024 Bitmain and Canaan miner purchases (claims #6022, #6017) are marked delayed.

Stated use of proceeds matches deployment only partly. The 2025 convertible proceeds are tied to a $108,192,218 Bitmain prepayment (claim #4837) that is also delayed. Its related bitcoin purchase option is recorded at both $108,192,218 (claim #4838) and $120,213,575 (claim #4885). Net proceeds are likewise recorded as both $144,100,000 (claim #4836) and $145,875,000 (claim #4870).

The record contains no insider transactions, and the final entry (claim #8813) is truncated, so no conclusion about insider behavior is possible here. Readers should watch several items. The first is the share-authorization outcome tied to claim #4306. The second is the parent completion guarantees at Barber Lake and Stingray (claims #4097, #195), which place construction risk on Cipher's own balance sheet. The third is the $200,000,000 revolver (claim #2223), whose $50,000,000 initial cap (claim #2226) and $3,000,000,000 minimum market-capitalization covenant (claim #2227) link borrowing capacity to the share price. The last is whether the Stingray closing, marked delayed (claim #8943), completes as described.

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher's record shows two distinct financing regimes. From 2022 through 2024 the company relied on at-the-market equity: the $250M H.C. Wainwright ATM (claim 13574), a second $250M program in 2023 (claim 12303), a shelf recorded at $500 (claim 6415), and an amended sales agreement recorded at $726 (claim 5803). That was steady, market-dependent dilution sized to miner purchases such as the $134.3M Bitmain S21 Pro order (claim 6022). From May 2025 the mix changed, first to convertibles, with $172.5M of 2030 notes (claim 4864) followed by $1.3B of 2031 notes (claim 4278) partly hedged by $82.7M of capped calls (claim 4281), and then to project-level secured debt: $1.4B for Barber Lake (claim 4116) plus a $333M add-on (claim 4094), $2.0B for Black Pearl (claim 3859), and $810M for Stingray (claim 8942). That sequence reads as a deliberate strategy of moving dilution off the common stock and onto asset-level balance sheets, not as patching. Its coherence depends on the data-center tenancy thesis the Google warrant (claim 4311) implies.

Use-of-proceeds tracking is mixed. The 2025 convertible was tied to a $108.2M Bitmain prepayment (claim 4837) with a bitcoin purchase option (claim 4885), and several of those claims carry delayed status. The project bonds are partly reimbursements of parent equity: $232.5M for Black Pearl (claim 3862), and for Stingray either $61.5M (claim 8945) or $63.6M (claim 8979). That discrepancy requires explanation. Completion guarantees on Barber Lake (claim 4097) and Stingray (claim 8946) mean the secured notes are not fully ring-fenced from the parent.

A sophisticated reader should watch four items. The first is the $3.0B minimum market-capitalization covenant on the revolver (claim 2227), which ties credit access back to the equity price the company has worked to protect. The second is the cash-settlement contingency on share authorization for the convertibles (claim 4306). The third is the warrant value floor recorded at $430 (claim 4312), where units are not specified. The fourth is the start of amortization and semiannual coupons on the secured notes (claims 4096, 4119), measured against a Q2 2026 revenue figure recorded as $25 (claim 1682). The withdrawn 16.1M-share distribution (claim 6333) is no longer discussed. The provided record contains no insider transaction data, and the claim list is truncated, so no conclusion on insider behavior is drawn here.

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher's financing record falls into two distinct phases. Through 2024 the company relied almost entirely on equity. It put in place successive at-the-market programs, including the $250M H.C. Wainwright agreement (claim #13574) and the $250M controlled equity program (claim #12303). These were backed by a $500M shelf (claim #6415) and later an amended sales agreement sized at $726M (claim #5803). That phase ended with the SoftBank PIPE of $50M (claim #5148), which remains marked delayed. From mid-2025 the mix changes. The company issued the $172.5M 2030 convertible notes (claim #4864) and the $1.3B 2031 convertibles (claim #4278). After that, dilution gave way to leverage held at the project level. This included $1.4B for Barber Lake (claim #4116) plus a $333M add-on (claim #4094), $2.0B for Black Pearl (claim #3859), and $810M for Stingray (claim #228). The progression reads as a deliberate move from issuing shares to borrowing against contracted data-center assets rather than as ad hoc patching. The aggregate debt figure of $6,000 (claim #1906) is truncated in the record, however, and should not be relied on until it is confirmed.

On use of proceeds, the 2025 convertible was tied to a $108.2M Bitmain prepayment (claim #4883) and an associated bitcoin purchase option (claim #4885). Both are still marked delayed, so actual deployment cannot be confirmed from the record. The project bonds tie more directly to deployment because they reimburse prior equity contributions: $232.5M at Black Pearl (claim #3862), and either $63.6M or $61.5M at Stingray (claims #8979 and #8945). That Stingray discrepancy requires explanation. Earlier items no longer discussed include the $7M Trinity direct offering (claim #6564, delayed) and the share distribution to preferred holders (claim #6333, withdrawn).

The record contains no insider transactions, so no read on insider behavior is possible. Several items are worth watching next. The 2031 convertibles carry cash settlement that depends on shareholders authorizing more shares (claim #4306), alongside the Google warrant (claim #4311). The revolver's $3B minimum market capitalization covenant (claim #2227) links borrowing capacity directly to the share price, and initial availability is capped at $50M (claim #2226). Cipher has also given completion guarantees at Barber Lake (claim #4097) and Stingray (claim #8946), which leaves the parent exposed to construction risk. Finally, amortization on the secured notes (claim #3861) will test whether reported revenue, $25 in Q2 2026 per claim #1682 with units unconfirmed, grows fast enough to service the structure.

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher's capital history splits into two distinct regimes, and the transition between them is the central fact of the record. Through 2024 the company funded itself almost entirely through registered equity: the $250M H.C. Wainwright ATM (claim 13574), a second $250M sales agreement (claim 12303), a shelf registration recorded at $500 (claim 6415), and an amended sales agreement recorded at $726 (claim 5803). Dilution in that period was continuous and incremental rather than episodic. From May 2025 the mix moves to convertibles, first $150M upsized to $172.5M (claims 4888, 4864), then an $800M deal that grew to $1.3B (claims 4303, 4278), partly offset by $82.7M of capped calls (claim 4281). After that the company shifts to project-level secured debt at Barber Lake ($1.4B and $333M, claims 4116 and 4094), Black Pearl ($2.0B, claim 3859) and Stingray ($810M, claim 228). The sequence reads as deliberate: parent equity and convertibles seed each site, then non-recourse-style bonds refinance it, as the equity-contribution reimbursements of $232.5M (claim 3862) and roughly $62M (claim 8945) indicate. That structure is qualified by Cipher's completion guarantees at Barber Lake and Stingray (claims 4097, 195), which keep construction risk with the parent. Use of proceeds is traceable at the project level, but the May 2025 convertible proceeds were tied to a $108.2M Bitmain prepayment carrying a bitcoin purchase option (claims 4883, 4885), and that arrangement remains marked delayed. Two smaller items require explanation: the Stingray reimbursement is recorded as both $61.5M and $63.6M (claims 8945, 8979), and the $100M Two Prime facility (claim 1844) does not appear in the August 2026 facility list (claims 59–62). The record supplied contains no insider transactions, so that dimension cannot be assessed. It also ends mid-entry. Several items deserve attention going forward. Total debt is recorded at $6,000 (claim 1906), and quarterly interest expense of $67 (claim 1907) exceeds Q2 revenue of $25 (claim 6922), leaving the company dependent on facilities coming online as scheduled. The $200M revolver has only $50M initially available and carries a $3B minimum market capitalization covenant (claims 2226, 2227). One convertible's cash settlement is contingent on share authorization (claim 4306), and a value floor sits on the Google warrant (claim 4312). Together these tie the balance sheet more closely to the share price than the shift to secured debt alone would suggest.

SUPERSEDED

Capital & dilution trajectory

2026-09-14

Cipher's record shows three distinct financing phases. From 2023 into 2024 the company leaned on common equity, starting with the $250M at-the-market program (claim #12303), then a $500M shelf (claim #6415) and an amended sales agreement at $726M (claim #5803). In 2025 it moved to convertibles, first the $150M notes upsized to $172.5M (claims #4896, #4864) and then the $1.3B 2031 issue (claim #4278). Since late 2025 it has relied on project-level senior secured debt: Barber Lake at $1.4B plus $333M (claims #4116, #4094), Black Pearl at $2.0B (claim #3859), and Stingray at $810M (claim #228). Direct dilution slowed as absolute capital rose. The dilution did not go away, though. It now sits in conversion rights, the Google warrant covering roughly 24.2M shares (claim #4311), and a $430M value floor on that warrant (claim #4312).

The mix looks more deliberate than patched together. Each project bond carries a Cipher completion guarantee (claims #4097, #8946), and the Black Pearl and Stingray bonds reimbursed earlier equity contributions of $232.5M (claim #3862) and about $62M (claim #8945). The Stingray reimbursement also appears as $63.6M (claim #8979), and that gap requires explanation. The $82.7M capped call (claim #4281) shows the company paying to limit conversion dilution rather than ignoring it.

On use of proceeds, the May 2025 notes were earmarked for the roughly $108.2M Bitmain prepayment (claims #4852, #4883). That disclosure lines up, although several related Bitmain items are marked delayed. The Two Prime facility of $100M (claim #1844) is not listed in the later debt summary (claim #59–62) and appears to be no longer discussed.

The balance-sheet figures set the terms for what comes next. Total debt is recorded at about $6.0B (claim #1906), against quarterly interest expense of $67M (claim #1907) and Q2 2026 revenue of $25M (claim #6922). The net loss was $268M (claim #6923), which includes a $150M warrant remeasurement charge (claim #1908). Readers should watch whether lease revenue from the funded facilities ramps before bond amortization begins (claims #4119, #3861). They should also watch the $3B minimum market-capitalization covenant on the revolver (claim #2227), where equity volatility and credit availability are now directly linked. The record contains no insider transactions, and the final entry is truncated, so this read may be incomplete.

SUPERSEDED

Capital & dilution trajectory

2026-09-13

Cipher's financing record moves through three distinct phases, and the progression reads more as deliberate than improvised. Through 2023 and 2024 the company relied mainly on common equity: the $250M at-the-market program (claim #12303), a shelf registration (claim #6415), and an amended sales agreement in September 2024 (claim #5803). The SoftBank PIPE of $50M (claim #5148) remains marked delayed. From May 2025 the instrument changed. The $172.5M convertible (claim #4864) was followed four months later by $1.3B of 2031 convertibles (claim #4278), hedged with $82.7M of capped calls (claim #4281). The Google warrant (claim #4311) and its value floor (claim #4312) were layered on top of these notes. Since November 2025 the company has funded itself almost entirely through project-level secured bonds: Barber Lake at $1.4B plus a $333M add-on (claims #4116, #4094), Black Pearl at $2.0B (claim #3859), and Stingray at $810M (claim #8978). Each carries a parent completion guarantee (claims #4097, #8946). Direct equity dilution has therefore slowed, but potential dilution now sits in the convertibles and the warrant. The cash-settlement feature contingent on share authorization (claim #4306) makes that overhang worth tracking. The stated use of proceeds largely matches the record. The May 2025 notes line up with the $108.2M Bitmain prepayment (claim #4837), and the project bonds reimburse prior equity contributions, for example $232.5M at Black Pearl (claim #3862). Two points require explanation. The Stingray reimbursement appears as both $61.5M and $63.6M (claims #8945, #8979). Several Bitmain-related items and the Black Pearl launch (claim #3871) carry delayed status. Scale is now the central issue. Total corporate and project debt is recorded at roughly $6B and quarterly interest expense at $67M (claims #1906, #1907), both reading the figures as millions as the surrounding claims imply. Q2 2026 revenue was $25M (claim #6922), and the net loss of $268M included a $150M warrant remeasurement charge (claims #6923, #1908). A sophisticated reader should watch four things: whether the Morgan Stanley revolver's $3B market-capitalization covenant (claim #2227) stays comfortably met, whether availability grows beyond the initial $50M cap (claim #2226), when contracted data-center revenue starts servicing the project coupons, and how any share-authorization vote affects convertible settlement. The insider transaction data supplied is truncated after early 2022, so no conclusion about recent insider activity can be drawn.

SUPERSEDED

Capital & dilution trajectory

2026-09-13

Cipher's capital history falls into three phases. Through 2024 the company relied on equity: the $250M at-the-market program (claim #12303), a larger amended sales agreement (claim #5803), and the $50M SoftBank PIPE (claim #5148). In May 2025 it moved to convertibles with the $172.5M notes (claim #4864). Those were followed in September 2025 by $1.3B of 2031 convertibles (claim #4278), paired with $82.7M of capped calls (claim #4281) meant to soften conversion dilution. From late 2025 the company shifted again, to project-level senior secured debt: $1.4B and $333M for Barber Lake (claims #4116, #4094), $2.0B for Black Pearl (claim #3859), and $810M for Stingray (claim #192). Direct share dilution has therefore slowed. The trade-off is leverage, with total corporate and project debt of $6.0B (claim #1906).

The mix looks more deliberate than opportunistic. Each project bond reimburses the parent for equity already contributed: $232.5M at Black Pearl (claim #3862) and roughly $62M at Stingray. The Stingray reimbursement figure itself varies between $61.5M and $63.6M across filings (claims #8945, #8979), which requires explanation. The structure recycles parent capital but leaves Cipher carrying completion guarantees on Barber Lake and Stingray (claims #4097, #8946).

Use of proceeds is harder to verify. Several deployment claims remain delayed, including the $108.2M Bitmain prepayment and its associated bitcoin purchase option (claims #4837, #4885), the Stingray closing (claim #8943), and the 2023 Oncor collateral posting (claim #6567). Net proceeds from the May 2025 convertible also appear in different amounts, $145.9M versus $144.1M (claims #4870, #4836).

The operating base is still small relative to the capital structure. Q2 2026 revenue was $25M (claim #6922), against $67M of quarterly interest expense (claim #1907) and a $268M GAAP net loss (claim #6923). That loss includes a $150M warrant remeasurement charge (claim #1908), which ties back to the Google warrant's value floor (claim #4312).

Insider selling was concentrated. Q2 2026 saw 27 sale transactions totaling $120.6M, alongside six buys with no gross value disclosed; the adjacent quarters recorded under $5M each.

A careful reader should watch four things. The first is headroom under the revolver's $3.0B minimum market capitalization covenant (claim #2227). The second is whether the share authorization needed to avoid cash settlement of the convertibles is obtained (claim #4306). The third is the timing of noteholder repurchase rights (claims #4866, #4280). The fourth is whether project revenue arrives before semiannual coupons begin in May 2026 on the Barber Lake notes (claim #4096) and before the amortization schedules take hold.

SUPERSEDED

Capital & dilution trajectory

2026-09-13

Cipher Mining's capital trajectory splits into distinct phases. Through early 2024, the company raised modestly—equity placements and collateral deposits totaling roughly $30 million. Financing then inflected sharply upward around equipment commitments: Bitmain and Canaan miner purchases totaling $150 million (per claims 6022, 6017), funded through direct capex financing and eventually a $150 million convertible offering in May 2025 (claim 4870). This phase appeared operationally motivated—equipment specified, timelines clear, proceeds traceable.

The capital mix shifted structurally in September-October 2025. The company executed a $1.3 billion convertible issuance (claim 4278) plus a $200 million additional option (claim 4279) plus a $24.2 million warrant grant to Google (claim 4311), all within six weeks. This represents a material pivot toward equity-like instruments rather than traditional debt. Concurrent with this, the company raised $4.4 billion in project-level high-yield bonds between November 2025 and June 2026—$1.4 billion plus $333 million for Barber Lake (claims 4116, 4094), $2 billion for Black Pearl (claim 3859), and $810 million for Stingray (claim 228)—with explicit equity reimbursement provisions ($232.5 million and $62 million, per claims 3862, 8979).

The stated use of proceeds tracks facility construction logically. Less transparent is deployment of the $1.3 billion convertible proceeds announced in September-October; the company statement (claim 4852) is vague. Against this capital raise sits an operational foundation that requires explanation: Q2 2026 revenue stood at $25 million (claim 6922), while total corporate and project debt reached $6 billion with quarterly interest expense of $67 million (claim 1906, 1907). The $268 million net loss in Q2 included a $150 million warrant remeasurement charge (claim 1908), but underlying operations remain substantially negative. Insider transactions show 27 sales totaling $120.6 million in Q2 2026 (against $25 million quarterly revenue), paired with six buyback transactions of unspecified magnitude. A $3 billion market capitalization covenant (claim 2227) on the $200 million revolving facility (claim 2223) now constrains refinancing capacity.

The capital plan coheres as facility-by-facility infrastructure financing backed by long-term debt. What requires monitoring: conversion dynamics on the convertible stack if share prices soften, actual deployment timing of convertible proceeds versus stated use, revenue acceleration required to service $6 billion debt from a $100 million annualized revenue base, and whether additional equity raises will be necessary given negative operating cash burn.

SUPERSEDED

Capital & dilution trajectory

2026-09-09

Cipher Mining's financing trajectory from late 2023 through September 2026 reveals disciplined capital deployment married to accelerating leverage. The company progressed through three distinct phases: initial collateral and equity funding for equipment acquisition (2023-2024), convertible hybrid issuance to fund facility development while deferring dilution (2025), and finally asset-backed senior secured debt to capitalize Black Pearl and Stingray facilities (2025-2026). This sequencing reflects coherent strategy rather than opportunistic patching—each instrument class aligned with project life-cycle milestones.

The $150M convertible in May 2025 (per claims 4896/4888) evolved into a $1.3B convertible by September 2025 (claim 4278) with embedded cash settlement mechanics contingent on share authorization (claim 4306), suggesting management anticipated equity dilution but structured conversion rights to retain optionality. Concurrent common stock offerings alongside convertible issuance ($17.5M, claim 4865) indicate measured acceptance of dilution at acceptable valuations. Senior secured debt followed in November 2025, reaching $1.4B (claim 4116), and expanded through Black Pearl ($2B, claim 3859) and Stingray ($810M, claim 192) facility financing, totaling approximately $6B in debt (claim 1906).

Proceeds deployment tracks tightly against stated use: Bitmain equipment purchases ($134M, claim 6022), accelerated early payment ($108M, claim 4883), and facility equity reimbursements ($232.5M Black Pearl, claim 3862; $62M Stingray, claim 8945) all materialized. Luminant power agreements (February 2025, claims 5081/5055) preceded facility operationalization, suggesting coordinated timing.

However, Q2 2026 results expose underlying tension: $25M revenue (claim 6922) against $268M GAAP net loss (claim 6923) and $67M quarterly interest expense (claim 1907) indicates the company is not yet generating cash sufficient to service debt. The $150M warrant remeasurement charge (claim 1908) signals equity instruments destabilizing. Insider sales spiked to $120.5M in Q2 2026 (27 transactions), coinciding with capital raises and suggesting opportunistic realization rather than reinvestment conviction.

Watch for three dynamics: covenant stress on the $3B minimum market capitalization requirement (claim 2227); refinancing risk on staggered 2031 maturities absent revenue scale; and whether additional capital raises remain project-backed or require unsecured access to markets.

SUPERSEDED

Capital & dilution trajectory

2026-09-09

Cipher Mining's evolution from selective equity financing through convertibles to project-level secured debt reveals a coherent but stretched capital structure. The company funded early equipment purchases ($150M in Bitmain and Canaan miners per claims 6022/6017) through measured equity rounds—Trinity $7M (claim 6564), SoftBank $50M PIPE (claim 5148, now delayed)—before abruptly halting direct equity offerings in 2025. The withdrawn $16.1M preferred distribution (claim 6333) signaled the pivot. Convertibles then filled the gap: $150M in May (claims 4896/4835), escalating to $1.3B in September (claims 4278-4279) with $82.7M in capped-call hedging (claim 4281). Senior secured debt followed: $1.4B general facility (claim 4116), $2B for Black Pearl (claim 3859), and $810M for Stingray (claim 8942), accumulating to $6B outstanding by Q2 2026 (claim 1906). The structure is deliberate—convertibles serviced near-term operations while subsidiary-level secured debt funded long-term infrastructure and reimbursed parent equity ($232.5M Black Pearl per claim 3862, $62M Stingray per claim 8945)—suggesting disciplined capital deployment aligned with stated uses.

The sustainability question is whether mining cash flows can support this leverage. Q2 revenue of $25M falls far short of $67M quarterly interest (claim 1907), and a $268M net loss (claim 6923) compounds the strain. Two recent signals compound this pressure. Insider sales erupted to $120.6M in Q2 across 27 transactions versus $4.7M in Q1, suggesting either large option exercises or declining executive confidence without fuller disclosure. A $150M warrant remeasurement charge (claim 1908) reflects severe equity value deterioration and amplifies dilution risk if convertibles move to conversion. Watch whether Black Pearl and Stingray projects reach operating cash flow generation fast enough, whether mining margins survive power-cost inflation and bitcoin volatility, and whether management can extend credit facilities ($200M Morgan Stanley per claim 1842) as principal amortization schedules approach.

SUPERSEDED

Capital & dilution trajectory

2026-09-08

Cipher Mining has executed a disciplined capital progression from equity through convertibles to senior secured debt, raising approximately $5.5 billion between early 2025 and mid-2026 (per claims 5148, 4878, 4278, 4116, 3859, 228). The sequencing reveals coherent strategy rather than opportunistic patching: a $50M SoftBank PIPE validated the investment thesis, $1.3B in convertible notes (claims 4278, 4279) provided upside participation, and three tranches of senior secured debt ($1.4B in November 2025, $2B in February 2026, $810M in June 2026, per claims 4116, 3859, 228) locked in capital once facility construction timelines crystallized. The stated use of proceeds—Bitmain mining equipment ($108M, claim 4883), Black Pearl and Stingray facility buildout, and $232.5M in equity contribution reimbursements (claim 3862)—tracks the actual deployment of capital into infrastructure, not financial engineering or repurchases.

However, material friction exists between announced and executed capital. Multiple mining equipment purchases and the SoftBank PIPE remain marked "delayed" (claims 6022, 5148), suggesting either extended payment terms or incomplete closures. More critically, dilution mechanics are now complex: the $1.3B convertible notes include an $82.7M capped call hedge (claim 4281), while Google warrant issuance ($24.2M value floor, claim 4311) introduces call dynamics requiring share authorization (claim 4306). The company has added $6B in total corporate and project debt (claim 1906) while generating only $25M in quarterly revenue (claim 6922) and posting a $268M net loss in Q2 2026 (claim 6923).

Insider behavior shifted sharply in April 2026, with $120.6M in insider sales (versus $4.7M in January and $4.9M in July), suggesting either portfolio rebalancing or confidence deterioration. The $67M quarterly interest expense (claim 1907) now consumes multiples of revenue. The $3 billion minimum market capitalization covenant (claim 2227) becomes material if equity sentiment weakens. A sophisticated reader should track: (1) revenue inflection timing against debt service schedules, (2) whether delayed equipment purchases ultimately close and when production capacity comes online, (3) conversion probability of the $1.3B convertible notes and warrant dilution dynamics, and (4) covenant compliance risk if market cap contracts. The capital structure is sound only if Stingray and Black Pearl facilities achieve announced output targets within eighteen months.

SUPERSEDED

Capital & dilution trajectory

2026-09-08

Cipher Mining's capital structure has shifted from equity-seeking to aggressive debt-stacking, revealing a company struggling with dilution constraints and unable to raise equity at acceptable terms. The initial equity attempts—Trinity's $7M direct stock offering, the preferred equity distribution of $16.1M, and SoftBank's $50M PIPE (claim 5148)—all encountered delays or were withdrawn, forcing management to pivot toward convertibles. The $150M convertible (claim 4888) in May 2025 marked the turning point; within five months, the company issued $1.3B in additional convertibles (claim 4278, Sep-Oct 2025) and then layered $1.4B in senior secured debt (claim 4148, Nov 2025). The cumulative debt stack now totals roughly $6B (claim 1906), with $1.3B convertibles (claim 1841) and $172.5M convertibles (claim 1840) facing 2030-2031 maturity cliffs.

The financing mix reveals opportunistic patching rather than coherent strategy. Equity raises are now minimal—a concurrent $17.5M offering (claim 4865) rode alongside the May convertible, while reimbursements for facility development consumed $232.5M from Black Pearl debt proceeds (claim 3862) and $61.5M from Stingray proceeds (claim 8945). Google warrant issuance ($24.2M, claim 4311) provided a small non-dilutive source but carries remeasurement risk ($150M quarterly charge, claim 1908). The company moved to convertibles as equity alternatives, then—as those instruments approached maturity and dilution risk crystallized—layered senior secured debt. This is the classic refinancing cascade of over-leveraged growth companies.

Deployment remains misaligned with announcements. Bitmain miner purchases ($134.3M, claim 6022) and subsequent lump-sum miner delivery payments ($108.2M, claim 4883) remain marked delayed, yet capital raised flows to facility development, equity reimbursements, and debt service. Q2 2026 revenue reached $25M (claim 6922) against quarterly interest expense of $67M (claim 1907) and a net loss of $268M (claim 6923)—quarterly interest expense alone consumes 2.7x revenue, unsustainable without dramatic operating ramp. The $3B minimum market capitalization covenant (claim 2227) creates a hard floor; equity capital drift below that level triggers cross-default risk.

Sophisticated readers should monitor: (1) whether delayed Bitmain shipments ever arrive and whether deployment actually scales revenue toward debt-service capability; (2) the convertible maturity wall in 2030-2031, where $1.3B+ requires refinancing or equity conversion; and (3) insider selling acceleration in Q2 2026 ($120.6M) relative to debt raise timing, which may signal either window-dressing or confidence rebalancing.

SUPERSEDED

Capital & dilution trajectory

2026-09-06

Cipher's capital program shows coherent sequencing rather than opportunistic patching, but execution risk has accelerated sharply. The company deployed $150M in convertibles (May 2025, per claim 4896) paired with $17.5M concurrent equity offering, followed immediately by a $1.3B convertible expansion (Sep 2025, per claim 4278) backed by $24.2M in Google warrants (per claim 4311) and $82.7M capped call hedges (per claim 4281). This escalation within four months signals the initial offering underestimated capex or debt refinancing needs.

The pivot to approximately $4.5B in secured debt—$1.7B in Nov 2025 (per claims 4150, 4107), $2B in Feb 2026 (per claim 3859), and $810M in June 2026 (per claim 228)—aligns with facility development (Black Pearl, Stingray, Barber Lake). Explicitly, the February $2B offering reimbursed Cipher for $232.5M in prior equity contributions (per claim 3862), indicating founders had advanced capital and sequenced non-recourse financing to recover it. This is disciplined, not reactive.

Yet deployment metrics reveal strain. Q2 2026 revenue was $25M (per claim 1682) against $268M GAAP quarterly loss (per claim 6923), with total debt at $6B (per claim 1906). The $150M warrant remeasurement charge in Q2 (per claim 1908) signals equity volatility undermining convertible mechanics. Insider sales accelerated to $120.6M in Q2 2026 concurrent with losses; timing and seller identity require disclosure.

Delayed items pose refinancing risk. SoftBank's $50M PIPE (claimed Jan 2025, per claim 5148) shows delayed. Black Pearl senior notes (Feb 2026, per claim 3871) also delayed. Against a $6B debt load, these delays compound. The May 2026 credit cascade—Morgan Stanley $200M, Two Prime $100M, Coinbase $25M—suggests working capital pressure, not growth optionality. The revolving facility's $50M initial cap (per claim 2226) implies stepped availability, indicating lenders exercised discipline.

A sophisticated reader should monitor: facility completion pace and hash-rate ramp against Luminant power contracts (Feb 2025, per claims 5055, 5081); convertible maturity concentration and refinance access; debt covenants, especially the $3B market-cap floor (per claim 2227) if equity reprices; and insider transaction disclosure clarifying the Q2 2026 sell-through context.

SUPERSEDED

Capital & dilution trajectory

2026-09-06

Cipher Mining's capital strategy has been neither coherent nor organic. The company's 2023-2024 equity attempts—a $7 million Trinity Mining direct offering and $16.1 million preferred distribution—were delayed or withdrawn before establishing momentum (claims 6564, 6333). By May 2025, Cipher had pivoted entirely to convertible debt, beginning with $150 million in senior notes (claim 4888). Within four months, the company had committed to $1.3 billion in convertibles (claim 4278) plus $200 million in option exercises (claim 4279). By May 2026, cumulative convertible obligations reached $1.472 billion (claims 1840, 1841) with $4 per share conversion terms (claim 4868). Simultaneously, the company locked in $6 billion across secured facilities: $1.4 billion senior secured notes (claim 4148), $333 million (claim 4094), $2 billion through Black Pearl Compute (claim 3859), and $810 million for the Stingray data center (claim 228). The proceeds allocation is coherent—$108.2 million for Bitmain equipment (claim 4883), facility construction—but debt service reveals structural fragility. Q2 2026 revenue of $25 million (claim 1682) against quarterly interest of $67 million (claim 1907) indicates interest now exceeds operating revenue nearly 2.7-fold.

Q2 2026 insider transactions signal execution risk. Form 4 filings show 27 insider sales totaling $120.6 million, concentrated around the June Stingray close, compared to 6 concurrent buys and $4.9 million in Q3 sales. Liquidation at this scale into a capital raise typically reflects skepticism about dilution or timing, not confidence in upside. The $1.472 billion convertible stack will automatically convert if stock appreciates above $4, while the revolving credit facility carries a $3 billion market-capitalization covenant (claim 2227) that activates refinance pressure if equity softens. The capital structure has become entirely contingent on mining-thesis execution: dilution risk if upside materializes, covenant violation risk if it doesn't. Q4 2026 results should clarify whether facility ramps meet plan and whether interest-coverage pressure necessitates refinancing.

SUPERSEDED

Capital & dilution trajectory

2026-09-05

Cipher Mining's financing arc from late 2023 through mid-2026 progressed from small equity raises through convertible debt to project-level secured financing, reflecting capital needs that evolved with operational scope. Early equity placements—the $7 million Trinity Mining raise (claim 6564) and Oncor collateral postings (claims 6562, 6567) in late 2023—remain marked delayed, and the planned distribution of 16.1 million shares to preferred holders (claim 6333) was withdrawn in January 2024. The company proceeded with a modest ATM shelf authorization, retaining $125.7 million in unused capacity as of September 2024 (claim 5807).

The capital program intensified around 2025 equipment acquisition. A $150 million convertible offering in May 2025 (claim 4896) generated $144.1 million net proceeds (claim 4836) alongside a concurrent $17.5 million common equity delta (claim 4865). These funded a $108.2 million Bitmain equipment commitment (claim 4837, marked delayed). By September 2025, Cipher had orchestrated a $1.1 billion additional convertible raise (claim 4292), expanding to $1.3 billion after option exercise (claim 4278), accompanied by a strategic Google warrant issuance of $24.2 million (claim 4311). The convertible portfolio now comprises $172.5 million 2030-maturity notes (claim 1840) and $1.3 billion 2031-maturity notes (claim 1841).

Within weeks, Cipher transitioned to secured debt: $1.4 billion in November 2025 (claim 4116), $333 million additional (claim 4094), and $2 billion drawn by subsidiary Black Pearl in February 2026 (claim 3859), with $232.5 million reimbursing Cipher for prior equity contributions (claim 3862). Stingray Compute subsequently closed $810 million at 6 percent coupon (claim 6920). Total corporate and project debt is approximately $6 billion (claim 1906).

This progression—convertibles for equipment, secured debt for subsidiary financing—reflects strategic coherence rather than opportunistic patching. Equipment orders remain largely delayed; operational deployment has not yet been disclosed at scale. The quarterly interest burden of approximately $67 million (claim 1907) substantially exceeds Q2 2026 revenue of $25 million (claim 1682), marking a significant cash-generation gap.

Insider activity shifted notably in Q2 2026, with $120.6 million in sales across 27 transactions, compared to $4.7 million in Q1. This concentrated selling warrants scrutiny. The $150 million Google warrant remeasurement charge (claim 1908) indicates in-the-money status and future dilution exposure. Readers should monitor convertible conversion dates for equity issuance timing, senior note amortization schedules (claim 4119) for refinancing pressure, and whether revenue scales before accelerating burn against fixed obligations.

SUPERSEDED

Capital & dilution trajectory

2026-09-05

Cipher Mining's capital trajectory since late 2023 reflects a transition from opportunistic equity exploration to aggressive, sequentially layered debt financing designed for capital-intensive infrastructure. The initial phase—preferred shareholder distributions, shelf registration, delayed miner prepayments through 2024—was exploratory and fragmented. The real pivot arrived in May 2025 with a $150M convertible offering, per claim 4896. Within four months, that convertible base expanded nearly ninefold to $1.3B, per claim 4278, suggesting the market rewarded scale and Cipher exploited window velocity. Immediately after convertible closure in October 2025, the company issued $1.4B in senior secured notes in November, per claim 4150, followed by $2B in Black Pearl subsidiary debt in February 2026, per claim 3859, and $810M in Stingray subsidiary debt in June 2026, per claim 192. This is textbook opportunistic layering: equity → convertibles → secured corporate debt → project-level financing, each layer tapping capital markets when receptive. The mix shows coherent sequencing of instruments by cost and dilution, not chaotic patching.

Use-of-proceeds tracking is opaque but directional. Claim 4852 states convertible proceeds were earmarked for equipment and general corporate purposes; claim 3862 reveals $232.5M of Black Pearl proceeds reimbursed Cipher for equity contributions, indicating project subsidiary financing was the hidden capital demand. By Q2 2026, claim 1906 shows $6B in total corporate and project debt, yet claim 6922 reports only $25M in quarterly revenue—a debt-to-run-rate ratio unsustainable without material facility ramp. The gap between stated proceeds use and actual deployment (equipment, two major mining facilities) was not reconciled in interim disclosures. Insider transactions show escalating selling: $4.7M (Q1 2026), $120.6M (Q2 2026), $4.9M (Q3 2026). The Q2 spike coincided with claim 6923 reporting a $268M net loss on $25M revenue, signaling founder confidence decline as leverage peaked and operating losses widened. Sophisticated readers should monitor: (1) whether Black Pearl and Stingray facilities operationalized or remain pre-revenue construction drag; (2) the $3B market cap covenant on the $200M credit facility per claim 2227, which cascades into cross-defaults if breached; (3) convertible conversion dates (2030/2031 per claims 1840, 1841) and whether refinancing risk emerges if equity underperforms; (4) whether subsidiary-level debt disguises true parent leverage and limits flexibility. The financing cadence was rational given mining capex demands but relied entirely on continued capital market receptiveness—a condition now strained by negative operating results.

SUPERSEDED

Capital & dilution trajectory

2026-09-05

Cipher Mining's capital-raising trajectory from November 2023 through June 2026 traces measured equity discipline that fractured into aggressive debt issuance. The company began with a $7 million direct stock placement to Trinity Mining (claim 6564, delayed status) and advanced cautiously until a $50 million SoftBank PIPE in January 2025 (claim 5148, delayed). The inflection came in May 2025, when the company issued $150 million in convertible notes (claim 4888) targeted at $108.2 million in Bitmain equipment prepayments (claims 4883, 4837). This capital-to-hardware alignment suggests initial discipline, yet the pattern fractured in September-October 2025 with an $800 million convertible offering (claim 4303) supplemented by a $120 million overallotment option and $200 million additional purchase right (claims 4304, 4293), totaling $1.3 billion in convertibles that quarter (claim 4278). An immediate $1.4 billion senior secured notes offering in November 2025 (claim 4150), followed by $2 billion in February 2026 (claim 3859)—including $232.5 million reimbursing Cipher for equity contributions (claim 3862)—and $810 million in June 2026 (claim 228) accumulated roughly $6 billion in debt-and-convertible issuance within twelve months.

This capital structure reflects opportunism over coherent strategy. Equity proved inefficient, so convertibles were deployed when capital markets favored them; project-level senior secured notes followed as facility construction progressed. The result is overlapping convertible maturities in 2030 and 2031 that create substantial potential dilution if not addressed through refinancing or conversion. Stated uses of early proceeds matched disclosures; later tranches lack granular deployment documentation, a transparency gap.

Operationally, serviceability appears strained. Q2 2026 revenue of $25 million (claim 1682) against $268 million in net loss (claim 6923) and $67 million quarterly interest expense (claim 1907) implies the company is not yet cash-generative from operations. Insider selling surged to $120.6 million in Q2 2026 versus $4.7 million in Q1—a 25-fold spike that typically signals confidence erosion. A sophisticated reader should monitor whether Stingray and Black Pearl compute facilities reach commercial operation on schedule, track bitcoin prices relative to implied mining breakeven costs, and scrutinize Q3–Q4 operating cash flow trends. The entire debt serviceability story hinges on execution risk and commodity-price exposure that remains unproven at scale.

SUPERSEDED

Capital & dilution trajectory

2026-09-02

Cipher Mining's capital structure shifted sharply between March and June 2026, layering $1.472 billion in convertible notes (the $172.5M 2030 tranche per claim 1840 and $1.3B 2031 tranche per claim 1841) atop a $200M revolving credit facility established in March (claim 2223), then adding an $810M senior secured debt offering in June (claim 228). The speed and composition of this raise—heavily weighted toward convertibles and secured debt rather than equity—suggests opportunistic capital stacking rather than a disciplined financing strategy tied to specific deployments. Insider transactions reinforce this reading: Q2 witnessed $120.6M in insider sales across 27 transactions (compared to $4.7M in Q1 and $4.9M in Q3), a spike that aligns precisely with the May debt issuance and suggests insiders capitalized on the capital event before dilution. The company disclosed only $62M in use-of-proceeds guidance from the senior notes (claim 193), creating opacity around how the bulk of the $2.282 billion raised since May has deployed. This matters because the underlying revenue picture is tightening: Q2 2026 revenue stood at $25M (claim 1682) against $67M in quarterly interest expense (claim 1907), meaning net debt service already exceeds operating revenue. Total corporate and project debt sits at $6B (claim 1906), and a $150M warrant remeasurement charge (claim 1908) signals volatility in the equity and derivative book. The $3 billion minimum market capitalization covenant (claim 2227) creates a hairpin trigger. The coherence question resolves unfavorably: a company sustaining negative interest coverage has little margin for revised deployment timelines or market-cap erosion. Watch whether the convertible tranches begin trading toward conversion premiums—a leading indicator of conversion risk—and whether revised guidance on the senior notes' capital allocation emerges. The cadence suggests the next capital event, if needed, will face market skepticism.

customer_arc

SUPERSEDED

Customer disclosures, read

2026-10-16

Cipher Mining's record contains no customer agreements in the conventional sense. As a self-mining bitcoin operator, every named counterparty is a supplier of power, hosting, or hardware, or a related party. The useful diligence question is therefore which supply relationships were binding contracts and which were frameworks or expectations, and whether the stated capacity and cost economics survived.

All counterparties are named. None is described only as an unidentified 'strategic partner'. The vagueness lies in the contract form. The WindHQ relationship began as a 'framework agreement for a joint venture' (13006), and its headline capacity of 110MW by 2022 rising to 500MW by 2026 (14547, 14548) was framed as 'sequential increases' rather than committed deliveries. The SuperAcme purchase of 60,000 MicroBT units for $113.4 million was likewise papered as a 'Framework Agreement' (14462, 14461, 14460), whereas the Bitmain purchase was described as 'fully executed' (14463). Bitfury's MSSA and its rig order of 28,000 to 56,000 units (14468, 14429) were signed, but they are related-party contracts with an entity that owned about 83.4% of the common stock (14384) and later received board observer rights (14046, 14004).

Counterparty concentration has narrowed. The 2021 to 2022 filings presented three power and hosting pillars: Standard Power, WindHQ, and Luminant (20757, 20782). Standard Power's 200MW hosting contract, announced as signed (14616, 14545), was terminated on February 2, 2023 after its conditions went unmet (13011). That left the Luminant take-or-pay PPA for Odessa, with a 66.7% minimum on 207MW (13009, 13047), and three WindHQ joint-venture sites in which Cipher holds only 49% (13007, 13018). The repeated 'at least four sites' language (13577, 13580, 13638) predates the termination and should be read against it.

The revenue arithmetic cannot be reconciled from this record because no revenue, hashrate, or deal-value figures appear apart from the SuperAcme price. The cost claim of approximately 2.7 c/kWh changed from 'expect to have access, for at least five years' (14435, 20770) to 'have access, until at least 2027' (13010). That is a firmer verb paired with a fixed end date, and it survived the loss of Standard Power without restatement. The '$3' label on claim 13010 does not match its quoted text. Because the WindHQ sites are minority-owned, any consolidated output from them warrants scrutiny against Cipher's 49% economic interest.

SUPERSEDED

Customer disclosures, read

2026-10-14

Cipher Mining's record contains no customer agreements in the conventional sense. Every named counterparty is a supplier of power, hosting, or hardware, or a related-party owner. That matters for diligence because none of these announcements is a source of contracted revenue. As a miner, Cipher's revenue depends on bitcoin price and network share, not on the counterparties listed here. The strongest executed instruments are the Luminant power purchase agreement, dated June 23, 2021 (claim 13008), amended in August 2022 (claim 13703), and later disclosed as take-or-pay for at least 66.7% of 207 MW (claims 13009, 13047). The Bitmain purchase agreement is described as fully executed (claim 14463). Several other headline deals carry softer language. The WindHQ relationship began as a 'framework agreement for a joint venture' (claim 13006). Its early billing as a supply ramp from 110 MW to 500 MW by 2026 (claims 14547, 14548) later resolved into 49% minority stakes in three facilities, Alborz, Bear and Chief, with WindHQ holding 51% (claims 13007, 13018, 13035). The $113.4 million SuperAcme/MicroBT miner purchase is likewise a 'Framework Agreement' (claims 14460-14462). The Bitfury rig order was struck with an 83.4% controlling shareholder (claims 14384, 14468) and is stated as a range of 28,000 to 56,000 units with a 'maximum' price (claim 14429), so it is a related-party ceiling rather than an arm's-length firm commitment. To the record's credit, every counterparty is named, and there is no use of unidentified 'strategic partners' or 'anchor customers.' Concentration has narrowed rather than diversified. The 2022 filings described three power and hosting pillars: Standard Power, WindHQ and Luminant (claims 20757, 20782). The Standard Power hosting agreement had been announced as signed for 200 MW (claims 14545, 14616), but it was terminated on February 2, 2023 after conditions went unmet (claim 13011). That left Luminant and a single joint-venture partner. On reconciliation, the record discloses no revenue figures, so nothing can be tied to these deals. One internal inconsistency stands out: the blended electricity cost of roughly 2.7 c/kWh was repeated unchanged from 2021 through March 2023 (claims 14435, 20779, 13637, 13010), even after a 200 MW component dropped out. Over the same period, the stated horizon shifted from 'at least five years' to 'until at least 2027.' Readers should ask how that average was recomputed.

SUPERSEDED

Customer disclosures, read

2026-10-10

Cipher Mining's record contains no revenue-paying customers in the conventional sense. Every named counterparty is a supplier of power, hosting or hardware, so the diligence question is which of these were binding and which were aspirational. Read that way, the company names its counterparties consistently. There are no unidentified 'strategic partners' or 'anchor customers'. The softness is in the contract language, not in who is named.

The Luminant relationship is the most clearly binding. It is a power purchase agreement dated June 23, 2021 (13008), amended for the Odessa site in August 2022 (13711, 13703). It later carries a take-or-pay obligation for at least 66.7% of 207 MW each year (13047, 13009). That figure sits inside the originally announced 200 to 210 MW range (14546).

WindHQ is weaker on paper. It began as a 'framework agreement for a joint venture' (13006), not a supply contract. The headline path from 110 MW by 2022 to 500 MW by 2026 was framed as 'sequential increases' (14547, 14548). By 2023 it had become three facilities, Alborz, Bear and Chief (13035), in which Cipher holds only a 49% minority interest (13007, 13018).

The Standard Power hosting agreement shows the gap between 'signed' and 'delivered'. It was announced as a contract for at least 200 MW (14616, 14545). It was then terminated on February 2, 2023 because its conditions were never satisfied (13011).

On hardware, the SuperAcme/MicroBT purchase was explicitly a 'Framework Agreement' for 60,000 units at $113,378,400 (14462, 14461, 14460), which implies roughly $1,890 per miner. The Bitfury rig order was a 28,000 to 56,000 unit range (14429). It came from a counterparty that beneficially owned about 83.4% of Cipher (14384) and held board observer rights (14046, 14004), so that deal is related-party, not arm's-length. The Bitfury MSSA (14468) falls under the same caveat.

Concentration has narrowed rather than diversified. In 2021 there were three independent power and hosting counterparties covering 'at least four sites' (20757, 13942). By 2023 there were effectively two, Luminant at Odessa and the WindHQ joint venture, after the loss of roughly 200 MW of announced Standard Power capacity.

The revenue arithmetic cannot be reconciled from this record, because no deal-level revenue is disclosed. The one repeated economic figure is the 2.7 c/kWh average power cost. It drifted from 'expect to have access, for at least five years' (14435, 20779, 13637, 13581) to 'have access, until at least 2027' (13010). The repetition does not adjust for the terminated Standard Power capacity, so the blended rate should be treated as unverified.

SUPERSEDED

Customer disclosures, read

2026-10-09

Cipher Mining's record contains no signed customer agreements at all; every named counterparty is a supplier of power, hosting, or hardware, or a related-party sponsor. That shapes the whole read: this is a cost-side commitment book, not a revenue backlog. Within it, the language ranges from executed contracts to conditional or framework arrangements, and the two categories have fared differently. The most durable instrument is the Luminant power purchase agreement for the Odessa site (14546, 13008). It was later amended (13703) and disclosed as take-or-pay for at least 66.7% of 207 MW each year (13047, 13009). That is a binding obligation running against Cipher, not a counterparty commitment running to it. The Bitmain purchase was described as fully executed (14463). By contrast, the SuperAcme deal for 60,000 MicroBT miners at $113.4 million was consistently styled a 'Framework Agreement' (14462, 14461, 14460). The Bitfury MSSA and rig purchase (14468, 14429) are related-party arrangements with an 83.4% controlling holder that also held board-observer rights (14384, 14046). The WindHQ relationship was first presented as power supply ramping from 110 MW to 500 MW (14547, 14548). The 2023 10-K recharacterized it as a 'framework agreement for a joint venture' (13006), under which Cipher holds only 49% of each site entity (13007, 13018, 13035). The Standard Power 'contract' for 200 MW (14616, 14545) turned out to be conditional and was terminated in February 2023 when its conditions went unmet (13149, 13011). Concentration therefore narrowed sharply. Three named power and hosting counterparties in 2021 (20757) became one wholly-owned Luminant site plus minority JV stakes. Interim filings referred to 'at least four sites' and unnamed 'joint venture agreements' without specifying counterparty or ownership (13942, 13638, 13577, 13823). On arithmetic, the record contains no customer revenue to reconcile, because mining revenue is protocol-derived. The cost-side figure does warrant scrutiny, however. The blended 2.7 c/kWh was first framed as an expectation over 'at least five years' (14435, 20770). After Standard Power's 200 MW dropped out, it was restated unchanged as access 'until at least 2027' (13010). The filings do not explain how the blend survived losing roughly a third of the originally announced capacity, and the tagged '$3' value on 13010 appears to be an extraction artifact.

SUPERSEDED

Customer disclosures, read

2026-10-09

Cipher Mining's record contains no customer agreements in the conventional sense. Every named counterparty is a supplier, host, power provider, joint-venture partner or controlling shareholder, so diligence here means separating executed obligations from framework language rather than testing a sales pipeline. Counterparties are consistently identified by name. The record contains no unnamed 'strategic partner' or 'anchor customer' language.

The Luminant power purchase agreement is the most clearly executed arrangement. It is dated June 23, 2021 (13008), was amended for Odessa (13711, 13703), and carries a take-or-pay commitment to buy at least 66.7% of 207 MW each year (13047, 13009). That is a hard liability, not a revenue source. Bitmain's agreement is described as 'fully executed' (14463). The SuperAcme deal for 60,000 MicroBT miners at $113.4 million is labeled a 'Framework Agreement' in every filing (14462, 14461, 14460). The Bitfury MSSA and the 28,000 to 56,000 rig purchase (14468, 14429) are related-party arrangements with an 83.4% holder (14384) that also has board-observer rights (14046, 14004) and a lock-up pledge waiver (14045).

The two other power arrangements were softer than their first descriptions. Standard Power's 200 MW hosting 'contract' (14616, 14545) was conditional and was terminated on February 2, 2023 because the conditions were not met (13149, 13011). WindHQ was first presented as supply of 110 MW scaling to 500 MW (14547, 14548). Later filings show it was a June 2021 framework agreement for a joint venture (13006) in which Cipher holds only 49% of each facility entity (13018, 13007, 13035).

Counterparty concentration therefore narrowed. Nominal capacity of roughly 200 MW plus 200 MW plus a path to 500 MW in 2021 became, by 2023, a wholly owned Luminant-supplied Odessa site plus minority stakes in three WindHQ facilities.

The cost arithmetic does not reconcile cleanly. The 2.7 c/kWh average cost claim was originally attributed to all three agreements together (20782, 20757). It was repeated unchanged through 2022 (13637, 13581) and then hardened from 'expect to have access' to 'have access, until at least 2027' (13010) after Standard Power, one of the three inputs, had dropped out. The record discloses no revenue figures, so announced deals cannot be reconciled to reported revenue. Mining revenue in any case does not depend on contracted counterparties. Claims 14573 and 14568 concern SPAC sponsor mechanics and carry no commercial weight. The final claim in the record (13007) is truncated.

SUPERSEDED

Customer disclosures, read

2026-10-09

Cipher Mining's record contains almost no customer claims in the conventional sense. The named counterparties are suppliers of power, hosting and hardware, plus related-party shareholders. None of them is a buyer of Cipher's output. Read as diligence, the useful question is which supply-side commitments were actually executed, and which never moved past framework language.

Three power and hosting counterparties are named consistently: Standard Power, WindHQ and Luminant (20757, 20782). Luminant is the cleanest signed agreement. It is a power purchase agreement dated June 23, 2021 (13008), amended at least three times (13703), with a take-or-pay floor of 66.7% of 207 MW (13047, 13009). Standard Power was presented as a signed contract for at least 200 MW (14616, 14545). It was terminated on February 2, 2023 because its conditions were not met (13011, 13149), so that headline capacity never became operating capacity. WindHQ began as a framework agreement (13006). The 110 MW-to-500 MW ramp language (14547, 14548) describes the framework, not delivered capacity. It later produced three operating facilities in which Cipher holds only 49% (13007, 13018, 13035), so attributable capacity is roughly half of any gross figure. The SuperAcme purchase of 60,000 MicroBT units for $113.4M is titled a Framework Agreement (14460–14462). The Bitfury rig purchase is a 28,000 to 56,000 unit range (14429), which is an option band rather than a fixed order.

From 2022 onward, filings shift to unnamed aggregate language: 'a number of power agreements and joint venture agreements' covering 'at least four sites' (13638, 13577, 13580), and 'partially-owned sites' through unidentified joint ventures (13823). Those formulations never add a fourth named counterparty.

Concentration narrowed over time. The base moved from three named power and hosting partners to two, WindHQ and Luminant, after Standard Power exited. Ownership was concentrated as well. Bitfury held about 83.4% of the stock (14384), had board observer rights (14046, 14004) and was also a supplier under the Master Services and Supply Agreement (14468). That combination of controlling shareholder and vendor deserves arm's-length scrutiny.

No revenue figures appear in the record, so revenue cannot be reconciled against any of these deals. The recurring 2.7 c/kWh claim is a cost figure. Its wording shifted from 'expect to have access, for at least five years' (14435, 20770, 13637) to 'have access, until at least 2027' (13010), which quietly shortens the implied horizon. Claim 13010's '$3' label does not match its own quote. The record also ends mid-quote at 13149, so later disclosures were not reviewed.

SUPERSEDED

Customer disclosures, read

2026-10-08

Cipher Mining's record contains no signed customer agreements in the conventional sense. As a self-mining operator, its named counterparties are power suppliers, hosts, joint-venture partners and equipment vendors, and the useful diligence question is which of those arrangements were binding and which were framework-stage. Several were binding. The Luminant power purchase agreement (14546) was amended in August 2022 (13703), tied to the Odessa site (13711), and is described as take-or-pay (13153). The Bitmain purchase is called fully executed (14463), and the Bitfury MSSA was entered into (14468). Others started as softer language. The SuperAcme deal for 60,000 MicroBT units at $113,378,400 is labelled a Framework Agreement in every filing (14462, 14461, 14460). The Bitfury rig order spans 28,000 to 56,000 units against a capped price (14429). The WindHQ relationship, first presented as 110 MW rising to 500 MW of supply (14547, 14548), was in fact a June 2021 framework agreement (13006). It later became a joint venture in which Cipher holds only 49% (13148, 13018, 13007), although three facilities are now operating under it (13127). The Standard Power hosting contract for 200 MW, presented as signed (14616, 14545), was terminated in February 2023 after its conditions went unmet (13011). This is the clearest gap between announcement and outcome in the record. All principal counterparties are named. Starting in late 2022, however, filings shift to generic phrasing such as "a number of power agreements and joint venture agreements" covering "at least four sites" (13638, 13577, 13580) and "partially-owned sites" (13823), without matching each site to a counterparty. Concentration has narrowed. Three named power and hosting partners (20757) became two after Standard Power's exit, so Luminant and the WindHQ JV now carry the footprint. Bitfury is a related party that held roughly 83.4% of the equity (14384) and has board observer rights (14046), which makes it both supplier and controlling holder. The revenue arithmetic cannot be reconciled from this record. No revenue figures are disclosed against these deals, and the only hard dollar amount is SuperAcme capital expenditure. The recurring 2.7 c/kWh cost claim also softened over time, from expected access "for at least five years" (14435, 20779) to access "until at least 2027" (13010). It was not restated after Standard Power's capacity was removed. The record is truncated at claim 13007, so later developments are not assessed here.

SUPERSEDED

Customer disclosures, read

2026-10-07

Cipher Mining's record contains no customer agreements in the conventional sense. Its revenue comes from bitcoin mining rewards, so every named counterparty is a supplier, a power provider, a joint-venture partner or a related-party shareholder. The useful split is therefore between executed supply and power contracts and language that is framework-stage or contingent.

The firmest documents are the Luminant power purchase agreement for Odessa (13008, 13711), which was amended at least three times (13703) and carries a take-or-pay obligation (13009), and the executed Bitmain purchase agreement (14463). The SuperAcme deal for 60,000 MicroBT units is labelled a "Framework Agreement" (14462, 14460), yet it states a fixed $113,378,400 consideration (14461). That reads closer to a purchase commitment than to an MOU. The Bitfury rig order is only a range of 28,000 to 56,000 units with a "maximum" payment (14429), so the committed floor is unclear.

The weakest early claim is Standard Power. It was described as a signed 200 MW hosting contract (14616, 14545), but it was conditional and was terminated on February 2, 2023 when those conditions were not met (13011). WindHQ was announced as a 110 MW supply rising to 500 MW by 2026 (14547, 14548). It was in fact a framework agreement (13006), and it produced three data centers in which Cipher holds only a 49% minority interest (13007, 13035, 13018).

On identification, all of the principal counterparties are named. By late 2022, however, filings had shifted to describing "a number of power agreements and joint venture agreements" covering "at least four sites" (13577, 13638), and that framing obscured the loss of Standard Power.

Counterparty concentration has narrowed rather than diversified. Bitfury acted as controlling shareholder at about 83.4% (14384), as services provider (14468), as rig supplier (14429) and as board observer (14046, 14004). That is a material related-party overlap. After Standard Power's exit, the power base rests on Luminant plus minority WindHQ joint ventures.

The revenue arithmetic cannot be reconciled from this record, because no revenue figures are disclosed. The announced capacity of roughly 200 MW from Standard Power, 200 to 210 MW from Luminant and up to 500 MW from WindHQ (14545, 14546, 14548) overstates what survived. The repeated 2.7 c/kWh guidance quietly moved from "expect" for five years (14435, 20770) to "have access until at least 2027" (13010). Any revenue model built on the 2021 announcements should be rebased to Odessa plus Cipher's 49% share of the WindHQ sites.

SUPERSEDED

Customer disclosures, read

2026-10-07

Cipher Mining's record contains no revenue-generating customer agreements. Every named commercial counterparty is a supplier: a power provider, a hosting provider, a joint-venture partner or an equipment vendor. Readers should treat the word 'customer' as absent from this file. Several entries (14573, 14568, 14554, 14384, 14046, 14004) are SPAC and governance mechanics, not commercial relationships.

Within the supplier set, executed contracts are distinguishable from framework language. Luminant is the firmest relationship. A power purchase agreement was signed on June 23, 2021 (13008), amended at least three times (13703), and later disclosed as take-or-pay (13153, 13009). Even so, the headline 200-210 MW (14546) sits uneasily beside a take-or-pay floor described as 'at least 66.7' (13153), and the record truncates before the unit. Standard Power was announced as a signed 200 MW hosting contract (14616, 14545), but its conditions were never satisfied and the agreement was terminated on February 2, 2023 (13011). WindHQ was presented as power supply ramping from 110 MW to 500 MW by 2026 (14547, 14548). Later filings reveal it began as a June 2021 'framework agreement' (13006) and evolved into minority 49% stakes in three JV-owned facilities (13007, 13035, 13018). The SuperAcme deal for 60,000 MicroBT miners is styled a 'Framework Agreement' in the source text (14462), yet one headline calls it a purchase agreement (14460). The Bitfury rig order spans 28,000 to 56,000 units against a stated maximum price (14429), so the committed quantity is indeterminate.

On identification, all individual counterparties are named. Starting in late 2022, however, disclosures collapse into unnamed 'a number of power agreements and joint venture agreements' covering 'at least four sites' (13638, 13577, 13580, 13823). That language obscures the fact that one of the original pillars had already fallen away.

Concentration has narrowed. The 2021 story rested on three site partners plus a controlling, related-party supplier in Bitfury (14384, 14468). By March 2023 it rested on Luminant and a WindHQ JV in which Cipher holds non-controlling interests. The 2.7 c/kWh claim also drifted. It was first framed as expected access 'for at least five years' (14435, 20779). Without any change to the rate, it later became access 'until at least 2027' (13010), which shortens the implied horizon from the original 2021 baseline.

Revenue reconciliation cannot be performed from this record. No revenue, hashrate or per-site output figures are disclosed alongside the deals, and the claims list is truncated at 13009. The announced megawatts therefore cannot be tested against reported results.

SUPERSEDED

Customer disclosures, read

2026-10-01

Cipher Mining has no customers in the conventional sense, since a self-mining bitcoin operator sells into the network rather than to contracted buyers. Its commercial record is instead a set of supply-side counterparties, and every one of them is identified by name. The filings never invoke an anonymous 'strategic partner' or 'anchor customer.' The useful diligence question is therefore which of these named agreements were executed and survived.

The Luminant power purchase agreement is the firmest commitment on the record. It was signed June 23, 2021 (claim 13008), carried through a third amendment in August 2022 (claim 13703), and binds Cipher to a take-or-pay obligation on at least 66.7% of 207 MW each year (claims 13047, 13009). The Standard Power hosting contract was announced as signed for 200 MW (claims 14616, 14545), but the parties terminated it on February 2, 2023 after its conditions were not satisfied (claims 13011, 13149). WindHQ began as a supply agreement for 110 MW by 2022 (claim 14547), paired with 'sequential increases to 500MW by December 31, 2026' (claim 14548). That later step reads as aspirational, and the relationship resolved into minority 49% stakes in the Bear and Chief entities (claims 13020, 13022, 13148). On the equipment side, the SuperAcme deal is labelled a 'Framework Agreement' yet specifies 60,000 MicroBT units for $113.4 million (claims 14462, 14461). The Bitfury rig order is open-ended at 28,000 to 56,000 units (claim 14429).

Counterparty concentration has narrowed rather than diversified. Three power and hosting partners became two after Standard Power exited. The 'at least four sites' language (claims 13942, 13638) became three operating facilities (claim 13127). Bitfury dominates the related-party picture: it held roughly 83.4% beneficial ownership (claim 14384), sat on both sides of the Master Services and Supply Agreement (claim 14468), and was granted board observer rights (claims 14046, 14004). That leaves arm's-length independence open to question.

The revenue arithmetic cannot be reconciled from this record, because no revenue figures appear in the claims. The repeated 2.7 c/kWh cost figure is worth watching. It was first framed as expected 'for at least five years' (claims 14435, 20770) and later restated as 'until at least 2027' (claim 13010), and it was never recalculated in the filings for the loss of Standard Power's capacity. Output from the 49%-owned joint-venture sites (claim 13823) will likely be accounted for as an equity-method investment rather than consolidated revenue. Any per-megawatt revenue model should therefore separate those sites from the wholly-owned Odessa site.

SUPERSEDED

Customer disclosures, read

2026-09-27

None of the named counterparties in Cipher Mining's record is a customer. Every agreement covers power, hosting, equipment or a joint venture, so these are cost-side commitments, not sources of revenue. Reading them as customer wins would be a category error, and the more useful question is which of the supply commitments were binding and which were framework language presented as contracts.

The Luminant agreement is the firmest. It is a signed power purchase agreement dated June 23, 2021 (claim 13008), amended in August 2022 (claim 13703). It carries a take-or-pay obligation for at least 66.7% of 207 MW each year (claims 13047, 13009). The Standard Power deal was presented as a signed 200 MW hosting contract (claims 14616, 14545), but it was conditional, and the parties terminated it on February 2, 2023 after the conditions went unmet (claim 13011).

WindHQ is the clearest case of a framework presented as supply. The 2021 disclosures described 110 MW rising to 500 MW by 2026 (claims 14547, 14548). The 2023 annual report shows that the underlying instrument was a June 10, 2021 framework agreement for a joint venture (claim 13006). The three facilities built under it are 49%-owned minority stakes (claims 13007, 13018, 13035). On the equipment side, the $113.4 million SuperAcme deal for 60,000 MicroBT units is formally a "Framework Agreement" (claims 14462, 14461, 14460). The Bitfury rig commitment was a range of 28,000 to 56,000 units (claim 14429), and the Bitmain agreement is non-fixed-price (claim 14463).

Every counterparty is named, and none is hidden behind "anchor customer" phrasing. However, the language drifted from naming all three power partners (claims 20757, 13942) to a generic "number of power agreements and joint venture agreements" covering "at least four sites" (claims 13638, 13580, 13577). That wording continued after the Standard Power relationship was heading toward termination.

Concentration increased over the period. Three power counterparties became effectively two, Luminant and WindHQ. Bitfury also played two roles at once: it was the MSSA supplier (claim 14468) and the holder of roughly 83.4% of the equity (claim 14384), with board observer rights (claims 14046, 14004).

The record contains no disclosed revenue figures, so there is no revenue arithmetic to reconcile. The figure that can be tracked is the 2.7 c/kWh cost claim. It first appeared as an expectation "for at least five years" (claims 14435, 20779, 13581) and later as access "until at least 2027" (claim 13010). That later version survived the loss of the 200 MW Standard Power leg without any disclosed recalculation. Note that the record supplied here ends partway through the March 2023 filing.

SUPERSEDED

Customer disclosures, read

2026-09-27

The first point about Cipher Mining's record is that none of these claims describes a customer. Through the March 2023 filings, the last complete entries on record, every named counterparty is a power supplier, a hosting or joint-venture partner, an equipment vendor, or the controlling shareholder. Revenue in this period came from Cipher's own mining output, so the useful question is which of these agreements are firm commitments and which are framework language that was later reframed.

The Standard Power arrangement shows the gap most clearly. It was announced as a signed hosting contract for at least 200 MW (claims 14616, 14545) and was later carried into a list of agreements expected to cover at least four sites (13942). The parties terminated it on February 2, 2023, after its conditions were not satisfied (13011, 13149). WindHQ was presented as supplying 110 MW by 2022 and 500 MW by 2026 (14547, 14548). The 10-K describes the underlying document as a framework agreement (13006) that produced three facilities in which Cipher holds only 49% interests (13007, 13018, 13020, 13022, 13120). The SuperAcme deal for 60,000 MicroBT miners worth $113.4 million is a Framework Agreement in the filing text (14462), but the claim headlines call it a supply or purchase agreement (14461, 14460). The Bitfury rig order is a range of 28,000 to 56,000 units (14429). By contrast, the Bitmain purchase is described as fully executed (14463), and the Luminant power purchase agreement is a firm take-or-pay commitment for at least 66.7% of 207 MW each year (13008, 13009, 13047).

Named counterparties are generally identified, but the repeated phrase "a number of power agreements and joint venture agreements" covering "at least four sites" (13638, 13580, 13577) was left unchanged in 2022 filings even as the underlying set of agreements was narrowing. After Standard Power's exit, the three disclosed facilities (13120) plus Odessa leave two power counterparties, WindHQ and Luminant, in place of three. Concentration on the supply side also includes a related party: Bitfury owned about 83.4% of the shares (14384), was a vendor under the MSSA (14468), and held board observer rights (14046, 14004).

No revenue figures appear in the record, so the deal arithmetic cannot be reconciled. The recurring 2.7 c/kWh cost guidance (14435, 13637, 13010) should be read against a smaller site base and minority economics at the WindHQ facilities.

SUPERSEDED

Customer disclosures, read

2026-09-26

Cipher Mining's record contains no signed customer revenue contracts. Every named counterparty through March 2023, where the supplied record ends, is a supplier, landlord, power provider, joint-venture partner or controlling shareholder. That shapes the whole read: the question is less who buys from Cipher than which input agreements were firm and which were conditional. Every counterparty is identified by name, and no anonymous 'strategic partner' or 'anchor customer' language appears. The hedging sits in the contract types instead. The Standard Power arrangement was announced as a signed 200 MW hosting contract (claims 14616, 14545). It was terminated on February 2, 2023, after its conditions went unsatisfied (claims 13011, 13149), so a headline 'signed' agreement turned out to be conditional. WindHQ was first presented as a supply agreement scaling from 110 MW to 500 MW by 2026 (claims 14547, 14548). Later filings recast it as a 'framework agreement for a joint venture' (claim 13006), under which Cipher holds only 49% of each facility LLC and WindHQ holds 51% (claims 13007, 13018, 13020, 13022). The $113.4 million SuperAcme deal for 60,000 MicroBT units, roughly $1,890 per miner, is also labelled a Framework Agreement (claims 14462, 14461, 14460). By contrast, the Bitmain purchase is described as fully executed (claim 14463), and the Luminant power purchase agreement is the firmest obligation on record. It was signed, amended three times, and imposes take-or-pay on at least 66.7% of 207 MW (claims 13703, 13009, 13047). The Bitfury rig order spans 28,000 to 56,000 units (claim 14429), a two-fold range that limits its value as a commitment. Counterparty concentration has narrowed. The 2021 slate of Standard Power, WindHQ, Luminant, Bitfury, Bitmain and SuperAcme has resolved to Luminant at Odessa plus three minority-owned WindHQ joint-venture sites, against the 'at least four sites' repeatedly guided (claims 13942, 13638, 13580). Bitfury is both supplier under the MSSA and roughly 83.4% owner with board-observer rights (claims 14468, 14384, 14046), a related-party concentration that deserves weight. The 2.7 c/kWh power cost hardened from 'expect to have access' to 'have access until at least 2027' (claims 14435, 13637, 13010). No revenue figures appear in the claims, so deal-to-revenue reconciliation cannot be performed from this record. The disclosed arithmetic covers only costs, capacity and capex.

SUPERSEDED

Customer disclosures, read

2026-09-26

Cipher Mining's record contains no signed customer agreements in the conventional sense. As a bitcoin miner, its revenue comes from block rewards rather than contracted buyers, so every named counterparty here is a supplier, host, power provider, joint-venture partner or controlling shareholder. The useful diligence question is therefore which supply-side commitments were binding and which were conditional or framework-level. The most binding is Luminant. The June 23, 2021 power purchase agreement for Odessa (13008) was amended on August 26, 2022 (13703) and imposes take-or-pay on Cipher for at least 66.7% of 207 MW each year (13153, 13047). That obligation runs against Cipher, not in its favor. Several other deals rest on softer language. SuperAcme's $113.4 million order for 60,000 MicroBT miners is styled a Framework Agreement (14462, 14461, 14460). The Bitfury rig order spans 28,000 to 56,000 units with only a maximum price (14429). WindHQ began as a June 2021 framework agreement (13006), and its path from 110 MW (14547) to 500 MW by 2026 (14548) is described as sequential increases rather than firm capacity. Standard Power shows the risk directly. The 200 MW hosting contract announced as signed (14616, 14545) was terminated on February 2, 2023 because its conditions were never satisfied (13011, 13149). Every counterparty is named. The record uses no unidentified 'strategic partner' or 'anchor customer' labels, although generic references to 'a number of power agreements and joint venture agreements' covering 'at least four sites' (13638, 13577, 13580) should be read against the named deals behind them (13942). Concentration has narrowed over time. The 2021 plan combined Standard Power, WindHQ and Luminant. By March 2023 the operating base was three WindHQ facilities, Alborz, Bear and Chief, in each of which Cipher holds only 49% (13120, 13018, 13020, 13022, 13148), plus the Luminant-supplied Odessa site. Bitfury remained the dominant related party throughout, holding about 83.4% of shares (14384), a services agreement (14468), board observer rights (14046, 14004) and a pledge-enabled lock-up waiver (14045). The record discloses no revenue figures, so revenue cannot be reconciled with the deals. Two arithmetic flags stand out. First, 49% ownership of the WindHQ facilities suggests equity-method treatment rather than consolidated revenue. Second, the electricity cost of 2.7 c/kWh moved from an expectation over 'at least five years' (14435, 13637) to access 'until at least 2027' (13010), a shorter implied horizon. Claim 13010's '$3' label misstates its own 2.7 c/kWh quote. The claim list is truncated at 13009, so any disclosures after March 2023 were not reviewed.

SUPERSEDED

Customer disclosures, read

2026-09-25

Cipher Mining's record contains no signed customer agreements. Every named counterparty is a supplier, host, power seller, joint-venture partner or shareholder, which fits a bitcoin miner whose revenue comes from block rewards rather than contracted buyers. The useful distinction is therefore between executed supply arrangements and conditional or framework language.

The firmest commitments are the Luminant power purchase agreement signed June 23, 2021 (claim 13008) and the Bitmain Antminer purchase, described as fully executed (claim 14463). The Luminant agreement was amended in August 2022 (claim 13703) and imposes a take-or-pay obligation on at least 66.7% of 207 MW each year (claims 13047, 13153). By contrast, the SuperAcme deal for 60,000 MicroBT miners at $113,378,400 is a Framework Agreement in every verbatim quote (claims 14462, 14461, 14460), even where the headline says purchase agreement. WindHQ likewise began as a framework agreement (claim 13006). It later hardened into three operating facilities held through 49%-owned LLCs (claims 13120, 13018, 13020, 13022, 13148), which gives Cipher minority, non-controlling economics. The Bitfury rig order spans 28,000 to 56,000 units (claim 14429), a range rather than a fixed commitment.

The clearest example of a headline outrunning the substance is Standard Power. It was announced as a signed 200 MW hosting contract (claims 14616, 14545), but its conditions were never satisfied and it was terminated on February 2, 2023 (claims 13011, 13149). Filings from 2022 refer only to 'a number of power agreements and joint venture agreements' covering 'at least four sites' without itemising them (claims 13638, 13577, 13580). Claim 13942 had named the three counterparties, and one of them later fell away.

Counterparty concentration moved from Standard Power's 200 MW toward Luminant at Odessa and the WindHQ joint venture. Bitfury is a related-party concentration of a different kind: it owned about 83.4% of the common stock (claim 14384), supplied under the MSSA (claim 14468), and holds board observer rights (claims 14046, 14004). The claimed 2.7 c/kWh power cost shifted from 'expect to have access' (claims 14435, 13637) to 'have access, until at least 2027' (claim 13010). The '$3' in that claim's headline appears to be an extraction error.

No revenue figures appear on this record, so the revenue arithmetic cannot be reconciled with the announced deals. The input also stops partway through claim 13009, so any later disclosures are outside this read.

SUPERSEDED

Customer disclosures, read

2026-09-25

Cipher Mining's record through March 2023 contains almost no customer agreements in the conventional sense. As a self-mining bitcoin operator, its disclosed contracts are with power suppliers, hosting providers, equipment vendors and a controlling shareholder, not with buyers of its output. The signed instruments are the Luminant power purchase agreement (claims 14546, 13008), which carries a take-or-pay obligation of at least 66.7% of 207 MW a year (13009, 13047) and has been amended at least three times (13703); the Bitmain purchase agreement, described as fully executed but non-fixed price (14463); and the Bitfury Master Services and Supply Agreement (14468). Bitfury is a related party, having held about 83.4% of the common stock (14384) and board observer rights (14046, 14004). Several headline deals rest on softer language. SuperAcme's 60,000-miner, $113.4 million commitment is labeled a framework agreement in each filing (14462, 14461, 14460). The Bitfury rig order is a 28,000-to-56,000 range with only a maximum price stated (14429). WindHQ began as a June 2021 framework agreement for a joint venture (13006), not a supply contract. The Standard Power hosting contract was presented as signed for at least 200 MW (14616, 14545), but it was terminated on February 2, 2023 after its conditions went unmet (13011, 13149). Every counterparty in the record is named. Generic references to joint venture investments and a number of power agreements (13823, 13638, 13580, 13577) map back to the named Standard Power, WindHQ and Luminant arrangements (13942), and no unidentified strategic partner or anchor customer appears. Concentration has narrowed. The 2021 story rested on three power sources that together implied roughly 510 MW near term and a WindHQ path to 500 MW by 2026 (14547, 14548). By 2023 Standard Power was gone, Luminant's 207 MW Odessa site was the only wholly owned capacity, and WindHQ exposure had become 49% minority stakes in the Alborz, Bear and Chief facilities, with WindHQ holding 51% (13007, 13018, 13020, 13022, 13035). The record discloses no revenue figures, so the deals cannot be reconciled to reported revenue. The only recurring economic figure is a 2.7 c/kWh average power cost, which firmed from an expectation of at least five years (14435, 13637, 13581) to access until at least 2027 (13010). The record supplied ends mid-entry at claim 13153 and contains nothing after March 2023.

SUPERSEDED

Customer disclosures, read

2026-09-24

Cipher Mining's record contains no customer agreements in the conventional sense. As a bitcoin miner, its announced counterparties are suppliers of hosting, power and hardware, so the useful test is which of those deals were binding and which survived. The firmest are the Luminant power purchase agreement, dated June 23, 2021 and amended a third time in August 2022 (13008, 13703), which carries a take-or-pay obligation on at least 66.7% of 207 MW (13047, 13153), and the Bitmain purchase, described as fully executed (14463). The SuperAcme deal for 60,000 MicroBT miners at $113.4 million is filed as a Framework Agreement (14462), although later claim titles relabel it as a supply or purchase agreement (14461, 14460). The Bitfury rig order was sized as a range of 28,000 to 56,000 units with only a maximum price (14429). Standard Power's 200 MW hosting contract (14616, 14545), once the largest single capacity commitment, was terminated on February 2, 2023 because its conditions were not satisfied (13149, 13011). Every counterparty is named, but the repeated aggregate language of power and joint venture agreements covering at least four sites (13942, 13577, 13580, 13638) outlived the Standard Power termination without being restated. The WindHQ relationship also changed character. It was first presented as power supply ramping from 110 MW to 500 MW by 2026 (14547, 14548). By 2023 it had become three facilities, Alborz, Bear and Chief, in which Cipher holds only 49% and WindHQ controls 51% (13148, 13018, 13020, 13022). With Standard Power gone, operating exposure is concentrated in the Luminant take-or-pay contract at Odessa and in minority JV stakes. Bitfury is a further concentration point, acting as supplier under the MSSA (14468), holder of roughly 83.4% of the common stock (14384), and board observer (14046, 14004). The electricity claim moved from an expectation of about 2.7 c/kWh for at least five years (14435, 13637) to an asserted access until at least 2027 (13010), which is both firmer and shorter. The record contains no revenue, hashrate or deployed-unit figures, so the announced deals cannot be reconciled to reported revenue. At 49% ownership, the WindHQ sites may also sit partly outside consolidated revenue. Several claims are SPAC boilerplate rather than commercial agreements (14573, 14568, 14554), and the supplied record is truncated at claim 13006.

SUPERSEDED

Customer disclosures, read

2026-09-22

The first thing the record establishes is that almost none of these announcements are customer agreements. Every named counterparty through the March 2023 cutoff sits on the procurement or capital side: hosting (Standard Power, claims 14616 and 14545), power supply (Luminant, claims 14546, 13711, 13703; WindHQ, claims 14547, 14548), machines (Bitmain, claim 14463; SuperAcme, claims 14462, 14461, 14460; Bitfury, claim 14429), and related-party equity and governance (Bitfury Top HoldCo, claims 14554, 14384, 14468, 14046, 14004). Cipher is buying in all of them. There is no counterparty on record that pays Cipher anything, which means the revenue-side question of signed-versus-MOU does not arise in the usual form; the binding-language test has to be applied to the cost base instead.

Applied there, the language is uneven. Standard Power was announced twice in binding terms, as a contract entered into (14616) and a signed hosting agreement (14545), and then terminated on February 2, 2023 because conditions were never satisfied (13011, 13149) — a fully executed-sounding 200 MW arrangement that delivered nothing. WindHQ was, by Cipher's own later description, a framework agreement (13006), notwithstanding the firm 110 MW by December 31, 2022 and 500 MW by 2026 figures announced in July 2021 (14547, 14548); it did convert into three operating facilities (13127, 13120), but held at 49% non-controlling interests (13007, 13148, 13018, 13020, 13022). SuperAcme is explicitly a Framework Agreement (14462), and the same $113,378,400 / 60,000-miner transaction was announced on three consecutive days (14462, 14461, 14460), inflating apparent deal count threefold. Bitfury's rig order is a range, 28,000 to 56,000 units (14429), not a commitment.

Concentration moved from dispersed to captive. Bitfury holds roughly 83.4% of common stock (14384) while also serving as supplier under the MSSA (14468) and holding board observer rights (14046, 14004); WindHQ controls 51% of each operating site.

No revenue figure appears anywhere in this record, so nothing reconciles. The only verifiable arithmetic is on the obligation side: 2.7 c/kWh through 2027 (13010, 13581) and a take-or-pay for at least 66.7% of 207 MW annually (13047, 13009, 13153).

SUPERSEDED

Customer disclosures, read

2026-09-22

The first thing to say about Cipher's disclosure record is that it contains no customers. Every named counterparty from 2021 through the record's end in March 2023 sits on the cost side of the business: power (Luminant ET Services, claims 14546, 13008, 13711), hosting (Standard Power, 14616, 14545), site joint ventures (WindHQ, 14547, 14548, 13006), and equipment (Bitmain, 14463; SuperAcme/MicroBT, 14460-14462; Bitfury, 14429). In a self-mining model the revenue counterparty is the protocol, so the entire "partnership" history is procurement dressed in announcement cadence. That framing matters before any of the arithmetic.

On identification, Cipher was unusually clean early: counterparties are named, with dates and megawatt figures attached. The vagueness enters later and by aggregation. The repeated boilerplate that the company "entered into a number of power agreements and joint venture agreements ... expected to cover at least four sites" (13577, 13580, 13638, 13942) survives unchanged across four filings while the underlying set changes beneath it, converting specific named deals into an un-itemized site count. Separately, the Bitfury relationship is disclosed as commercial (MSSA, 14468; rigs, 14429) while Bitfury simultaneously held roughly 83.4% of the common stock (14384) and board observer rights (14046, 14004) — a related-party procurement line presented alongside arm's-length ones.

Concentration deteriorated rather than diversified. The 2021 pipeline spanned roughly 710MW across three independent suppliers; by February 2, 2023 the Standard Power hosting agreement had been terminated because conditions were never satisfied (13011, 13149), removing the entire 200MW tranche without ever producing a machine-hour. What remained was one wholly-controlled site under a Luminant take-or-pay obligating Cipher to accept and pay for at least 66.7% of 207MW annually (13009, 13047, 13153), plus three sites — Alborz, Bear, Chief — in which Cipher holds only 49% (13007, 13018, 13020, 13022) against WindHQ's 51% (13148). Three of four operating facilities are therefore non-controlled minority positions, which is a weaker claim on output than the 2021 megawatt headlines implied.

The arithmetic that does not reconcile is the electricity figure. The 2.7 c/kWh blended cost is asserted in October 2021 (14435), September 2022 (13637, 13581) and again in March 2023 (13010) — identically — despite the March 2023 version being computed over a portfolio that had just lost 200MW of its inputs. The same output from a materially different denominator is the flag. The SuperAcme figure is at least internally consistent: $113,378,400 for 60,000 units is roughly $1,890 per miner. The Bitfury rig commitment is not, spanning 28,000 to 56,000 units (14429), a two-fold range that leaves implied hashrate and capex undetermined.

SUPERSEDED

Customer disclosures, read

2026-09-20

The first thing the record establishes is that Cipher's announced counterparties are almost entirely on the input side rather than the revenue side. Standard Power (claim 14616, claim 14545), WindHQ (claim 14547, claim 14548), Luminant (claim 14546), Bitfury (claim 14468, claim 14429), Bitmain (claim 14463) and SuperAcme (claim 14462) are hosting providers, power suppliers and rig vendors. None is a customer. Through the entire 2021-2023 sequence there is not a single named party that pays Cipher for anything; the company's revenue is mined bitcoin sold into an anonymous market, so the phrase 'customer concentration' does not attach to any of these disclosures.

On signing quality, the language is uneven in a way that matters. The SuperAcme transaction is characterized in the underlying filing as a 'Framework Agreement on Supply of Blockchain Servers' (claim 14462) yet is described elsewhere as a purchase agreement for 60,000 miners (claim 14460, claim 14461) — the same instrument, two firmness levels. The WindHQ relationship likewise began as a 'framework agreement for a joint venture' (claim 13006) and only later hardened into operating entities (claim 13127). The Standard Power arrangement is the clearest caution: announced as an executed contract for 200 MW (claim 14616) and reaffirmed as 'signed' (claim 14545), it was in fact conditional, and the conditions 'were not satisfied,' terminating it in February 2023 (claim 13149, claim 13011). Two hundred megawatts of announced capacity produced nothing.

Concentration evolved from related-party to structurally minority. Bitfury was simultaneously the 83.4% controlling holder (claim 14384), the board-observer holder (claim 14046, claim 14004) and the equipment supplier under the MSSA (claim 14468, claim 14429). Post-Standard Power, dependence shifted to WindHQ, where Cipher holds only 49% of Alborz, Bear and Chief (claim 13018, claim 13020, claim 13022, claim 13148), and to Luminant under a take-or-pay obligating payment for at least 66.7% of 207 MW (claim 13047, claim 13009).

The arithmetic therefore runs outward. The only disclosed deal value is a $113,378,400 outflow (claim 14462), against fixed 2.7 c/kWh input economics (claim 13010) and an unavoidable power liability. Nothing here reconciles to revenue because nothing here generates it.

SUPERSEDED

Customer disclosures, read

2026-09-14

Cipher Mining's record contains no customer agreements in the conventional sense. As a self-mining business, its named counterparties are power suppliers, hosting and joint-venture partners, equipment vendors, and its controlling shareholder. The diligence question is therefore which of these arrangements were binding and which were conditional or framework-level, and the record shows both kinds.

The clearest executed agreements are the Luminant power purchase agreement dated June 23, 2021 (claim 13008) and the Bitmain Antminer purchase, described as 'fully executed' (claim 14463). The Luminant agreement is take-or-pay: Cipher must accept and pay for at least 66.7% of 207 MW each year (claims 13047, 13009), and it was amended a third time in August 2022 (claim 13703). The WindHQ arrangement began as supply language of 110 MW by 2022, rising to 500 MW by 2026 (claims 14547, 14548). It later appears as a 49/51 joint venture in which WindHQ holds control of the Alborz, Bear and Chief entities (claims 13007, 13018, 13020, 13022, 13127). The 500 MW figure should be read as a schedule, not as capacity delivered.

The weaker instruments deserve scrutiny. Cipher called Standard Power a 'contract' in May 2021 and a 'signed' 200 MW hosting agreement in July 2021 (claims 14616, 14545). It was terminated on February 2, 2023 because its conditions 'were not satisfied' (claims 13149, 13011). The $113.4 million SuperAcme deal for 60,000 MicroBT miners is a 'Framework Agreement' in every filing, even though record headlines call it a supply or purchase agreement (claims 14462, 14461, 14460). The Bitfury rig order ranges from 28,000 to 56,000 units, subject to a price cap (claim 14429).

Names drop out of the disclosures over time. The May 2022 filing names Standard Power, WindHQ and Luminant (claim 13942). Later filings refer only to 'a number of power agreements and joint venture agreements' covering 'at least four sites' (claims 13638, 13577, 13580) and to unnamed partially-owned joint-venture sites (claim 13823). Cipher never used the phrases 'strategic partner' or 'anchor customer'.

Counterparty concentration started with Bitfury, which owned about 83.4% of Cipher (claim 14384), held board-observer rights (claims 14046, 14004), and was also its services provider and rig supplier (claims 14468, 14429). After the Standard Power termination, the operating base narrowed to Luminant at Odessa and the WindHQ joint ventures. The 2.7 c/kWh power cost also firmed from 'expect to have access' to 'have access, until at least 2027' (claims 14435, 13010).

Revenue arithmetic cannot be reconciled from this record. None of the claims discloses revenue, hashrate or mining output, and the record is cut off at claim 13006.

SUPERSEDED

Customer disclosures, read

2026-09-14

The first thing to establish about Cipher Mining's record is that it contains no signed customer agreements at all. Every named counterparty is a supplier, a power provider, a joint-venture partner or a controlling shareholder. That fits a self-mining model, where revenue comes from block rewards rather than contracted buyers. The supplied record ends with the August 2023 PPA amendment (12211, 12216), so any later hosting or lease customers cannot be assessed here.

Within that supply-side set, the firmness of the language varies. The SuperAcme deal for 60,000 MicroBT units at $113,378,400, roughly $1,890 per miner, is formally a "Framework Agreement" (14462). It appears three times (14461, 14460) and should be counted once. The Bitfury rig purchase specifies a 28,000 to 56,000 unit range and a "maximum" payment rather than a fixed commitment (14429). WindHQ began as a June 2021 framework (13006) and matured into three executed 49%-owned LLCs (13007, 13018, 13020, 13022). The repeated restatements (13035, 13120, 13127, 12671, 12557, 12513, 12306) add no new substance. Luminant is the most binding contract on record: a take-or-pay obligation for at least 66.7% of 207 MW (13009, 13047), later amended (13703, 12211).

Naming was mostly done, but not always at the time of the announcement. In 2022, filings referred to "a number of power agreements and joint venture agreements" without identifying anyone (13638, 13580, 13577), and to unnamed joint-venture sites (13823). Counterparties were named in a parallel filing (13942). The expected "at least four sites" then lost one leg when the Standard Power Hosting Agreement was terminated on February 2, 2023 because its conditions were "not satisfied" (13149, 13011).

Concentration has shifted away from Bitfury. In 2021, Bitfury was simultaneously the MSSA counterparty (14468), an equipment vendor (14429) and the roughly 83.4% owner (14384). That makes early commercial terms related-party in nature. By 2022, observer rights (14046, 14004) and a lock-up waiver permitting pledges of 100% of the shares (14045) marked a transition toward a financial relationship. Operational dependence moved to Luminant and WindHQ.

Revenue arithmetic cannot be reconciled from this record, because no revenue figures or customer contract values are disclosed. The recurring 2.7 c/kWh cost claim changed from "expect to have access" (14435, 13637, 13581) to "have access, until at least 2027" (13010). Claim 13010's "$3" label appears to be a tagging error. The only priced commitments are on the cost side, and those are partly ranges or frameworks.

SUPERSEDED

Customer disclosures, read

2026-09-14

Cipher Mining's claim record contains no signed customer agreements in the revenue-generating sense. The counterparties on file are suppliers, joint-venture partners, an investor and equity-sales agents. Bitcoin mining revenue comes from the network rather than from contracted buyers, so this record is a supply-side and financing history, not evidence of commercial demand. Every counterparty is named, and nothing is attributed to unidentified "strategic partners" or "anchor customers." The Bitfury items are governance and investor accommodations, not commercial relationships: a non-voting board observer right (14046, 14004) and a lock-up waiver permitting pledges of up to 100% of lock-up shares (14045).

The firmest contract is the Luminant power purchase agreement for Odessa, dated June 23, 2021 (13008). It was amended a third time (13703) and a fourth time (12214, 12210), when the notice required for load changes fell from two hours to ten minutes (12211, 12216), and a related lease was amended as well (12212, 12215). It is a take-or-pay obligation covering at least 66.7% of 207 MW each year (13047, 13009, 13153), which makes it a fixed cost exposure rather than a source of revenue. The WindHQ relationship began as a framework agreement (13006). It later matured into three operating facilities, Alborz, Bear and Chief, each held in an LLC in which Cipher owns 49% and WindHQ owns 51% (13007, 13148, 13018, 13020, 13022, 12306, 12671). Cipher is therefore the minority owner in most of its operating sites.

Concentration narrowed over time. The 2022 filings described three named arrangements, Standard Power, WindHQ and Luminant, that were "expected to cover at least four sites" (13942, 13638, 13577, 13580). The Standard Power hosting agreement was then terminated on February 2, 2023 because its conditions were not met (13011, 13149). The four-site figure still holds as Odessa plus the three WindHQ facilities, but it now rests on two counterparties instead of three. Financing counterparties moved the other way. The equity sales program began with Cantor, Canaccord and Needham (5804), added Stifel and Virtu (5805), and later added BTIG while replacing Stifel with KBW (5806).

No revenue arithmetic can be reconciled because no revenue or contract-value figures appear in the record. The one quantitative commercial claim is cost-side, and its wording shifted over time. The 2022 filings said Cipher "expect[ed]" to have access to electricity at about 2.7 c/kWh for at least five years (13637, 13581). The 2023 filing says it "ha[s] access" at that rate until at least 2027 (13010). That change in tense deserves scrutiny against the actual power costs Cipher reports.

SUPERSEDED

Customer disclosures, read

2026-09-14

Cipher Mining's record, as supplied, contains no signed revenue-customer agreement. Every counterparty named is a power supplier, a joint-venture partner, a landlord, an equity sales agent, or a prospective buyer. That matters because a self-mining business sells bitcoin into the market, not to identified customers, so the 'partnership' disclosures describe cost inputs and capacity rather than contracted demand. The record is also cut off mid-entry at claim 5105, so any later hosting or compute deals are outside what can be assessed here.

The counterparties that are named are real and specific. Luminant is the most documented relationship. It began with a June 2021 power purchase agreement for Odessa (13008), which was amended for a third time in August 2022 (13703) and a fourth time in August 2023 (12210, 12214), alongside a lease amendment with a Luminant affiliate (12212). That agreement is a binding take-or-pay obligation on Cipher for at least 66.7% of 207 MW each year (13047, 13009), which makes it a liability as much as an asset. WindHQ is named too, but the underlying instrument is described as a 'framework agreement' (13006, 5071). Its practical substance sits in three LLCs, Alborz, Bear and Chief, in which Cipher holds 49% and WindHQ holds 51% (13018, 13020, 13022, 13007). Cipher is therefore a minority owner of those sites, not their controller. The Controlled Equity Offering agents, Cantor, Canaccord, Needham, Stifel, Virtu, BTIG and KBW (5804, 5805, 5806), are financing intermediaries and should not be read as commercial partners. SoftBank appears only through a short exclusivity undertaking on the Barber Lake property that ran to February 28, 2025 (5149). That is a standstill, not a transaction.

Concentration has narrowed rather than diversified. The 2022 filings promised power and JV agreements covering 'at least four sites' (13942, 13638, 13580). Standard Power fell away when its conditions went unmet, with termination on February 2, 2023 (13011, 13149). That left Luminant and WindHQ as the whole operating base (12671, 12306). The headline 2.7 c/kWh cost also drifted in a telling way. It was described as available 'for at least five years' in 2022 (13637), then 'until at least 2027' (13010), then 'until at least July 2027' (5078). The end date did not move, so the remaining coverage window has been shrinking with each filing.

Revenue reconciliation cannot be performed from this record. No revenue, hashrate, or contract-value figures are disclosed against any named counterparty. Because the JV sites are 49%-owned, a reader should not attribute their full output to Cipher.

SUPERSEDED

Customer disclosures, read

2026-09-14

Cipher Mining's record contains no signed customer agreement in the ordinary sense. Every counterparty on file is a power supplier, a joint-venture partner, a hosting counterparty, a prospective acquirer of site rights, or an equity sales agent. Readers should not treat any of these names as evidence of contracted revenue.

The most fully documented relationship is Luminant. The June 2021 power purchase agreement for the Odessa site (13008) has been amended at least three and four times (13703, 12214, 12210), with an accompanying lease amendment with a Luminant affiliate (12212, 12215). It is a take-or-pay obligation running against Cipher, which must pay for at least 66.7% of 207 MW each year (13009, 13047). It is a cost floor, not a revenue source. The headline 2.7 c/kWh also shifted over time. It began as an expectation 'for at least five years' (13637, 13581), became access 'until at least 2027' (13010), and was later 'until at least July 2027' (5078). That reads as a fixed end date approaching, not an extension.

The WindHQ arrangement shows how framework language can mask a substantive structure. It is still described as a 'framework agreement' (13006, 5071), yet it produced three operating LLCs, Alborz, Bear and Chief, each 49% Cipher and 51% WindHQ (13127, 13148, 13018, 13020, 13022, 12306). Cipher is therefore a minority owner at all three non-Odessa sites.

On naming, the 2022 filings referred only to 'a number of power agreements and joint venture agreements' covering 'at least four sites' (13638, 13577, 13580, 13823), with no counterparties identified. By the March 2023 10-K, those were resolved into Luminant and WindHQ. The Standard Power hosting agreement was disclosed only on termination, after its conditions went unmet (13011, 13149). The SoftBank item (5149) is a time-limited exclusivity covenant on Barber Lake expiring February 28, 2025, not a definitive agreement. The Cantor-led sales agreements (5804, 5805, 5806) are capital-raising mechanics.

Counterparty concentration has been high and stable through this record. One utility supplies power to the wholly owned site, and one partner controls the joint-venture sites.

Revenue arithmetic cannot be reconciled from these claims because none discloses contract value, term revenue or customer billings. Mining revenue depends on network rewards rather than counterparties. The record as supplied is truncated at claim 5106 (February 2025), so any later hosting or data-center lease announcements fall outside this read.

SUPERSEDED

Customer disclosures, read

2026-09-14

Cipher Mining's record contains no signed revenue customer at all. Every named counterparty is a power supplier, a joint-venture partner, a hosting counterparty that later terminated, or a financial agent. The one arrangement that points toward a future offtake relationship is an exclusivity commitment rather than a contract. Read this way, the file describes the company's cost base and capital structure, not its demand side.

The firmest commitments are on the input side. Luminant is named throughout. The Odessa power purchase agreement dates to June 2021 (13008, 13711), was amended in August 2022 (13703) and again in August 2023 (12214, 12210), and has a companion lease with a Luminant affiliate (12212, 12215). It is a take-or-pay obligation covering at least 66.7% of 207 MW each year (13047, 13153, 13009), which makes it a liability as much as an asset.

The WindHQ relationship shows how framework language firmed up over time. It began as a June 2021 "framework agreement" (13006, 5071). By 2023 it had become three operating LLCs, Alborz, Bear and Chief, in which Cipher holds 49% against WindHQ's 51% (13148, 13007, 13018, 13020, 13022, 12306). Cipher is therefore a minority owner in these facilities, not their operator of record.

Other items are unidentified or softer than their headlines. The 2022 disclosures describe "a number of power agreements and joint venture agreements" that are "expected to cover at least four sites" without naming them (13638, 13580, 13577). The power-cost language moved from "we expect to have access" (13637, 13581) to "we have access, until at least 2027" (13010, 5046). Claim 13010's "$3" label does not match its quoted 2.7 c/kWh and should be corrected. The Standard Power hosting agreement ended on February 2, 2023, because its conditions "were not satisfied" (13149, 13011). The Cantor, Canaccord, Needham, Stifel, Virtu, BTIG and KBW agreements are at-the-market equity sales mandates, not customers (5804, 5805, 5806). SoftBank appears only through a no-shop undertaking on Barber Lake that ran to February 28, 2025 (5149); it is not a signed lease or offtake.

Concentration has narrowed rather than broadened. Four implied sites became Odessa plus three WindHQ facilities, and Alborz depends entirely on one WindHQ-affiliated wind farm (5106). No revenue figures appear in the claims, so the revenue arithmetic cannot be reconciled against any announced deal. The record provided is also truncated at claim 5058, so any later customer agreements should be verified against the full file before this read is published.

SUPERSEDED

Customer disclosures, read

2026-09-14

Cipher Mining's claim record contains no signed customer agreements in the conventional sense. The company mines bitcoin for its own account, so the named counterparties are power suppliers, joint-venture partners and capital-markets agents rather than buyers of a service. The firmest contracts are the Luminant power purchase agreement dated June 23, 2021 (claim 13008) and its Fourth Amendment plus a lease amendment with a Luminant affiliate (claims 12210, 12214, 12215). The PPA's take-or-pay term, which requires Cipher to pay for at least 66.7% of 207 MW each year (claims 13009, 13047), is a supply obligation, not revenue. The WindHQ relationship began as a "framework agreement" (claims 13006, 5071). It later hardened into operating 49%-owned LLCs for the Alborz, Bear and Chief facilities (claims 13148, 13018, 13020, 13022, 12306, 5060).

The early language was provisional. The September and October 2022 filings referred only to unnamed "power agreements and joint venture agreements" that were "expected to cover at least four sites" (claims 13638, 13577, 13580). They also said Cipher "expect[ed] to have access" to power at about 2.7 c/kWh (claims 13637, 13581). By March 2023 those same agreements were attributed to Luminant and WindHQ and described as current access "until at least 2027" (claim 13010). By February 2025 the horizon was fixed at July 2027 (claims 5046, 5078). One named counterparty dropped out: the Standard Power hosting agreement was terminated on February 2, 2023, because its conditions went unmet (claims 13011, 13149). The SoftBank item (claim 5149) is only a covenant that Cipher would not sign definitive documents on the Barber Lake property before February 28, 2025. It is an exclusivity arrangement, not a signed deal. The ATM sales-agent agreements with Cantor, Canaccord, Needham, Stifel, Virtu, BTIG and KBW (claims 5804–5806) are financing arrangements and should not be read as commercial partnerships.

Counterparty concentration has been stable and narrow throughout. Luminant supplies Odessa, and WindHQ, together with its affiliate Falvez Energy's Astra Wind Farm (claim 5106), anchors the JV sites. The record names no anonymous "strategic partner" or "anchor customer", but it also names no revenue counterparty at all. No revenue figures appear in the claims, so deal-level arithmetic cannot be reconciled. The only quantifiable commitments run the other way, as cost obligations. Many entries repeat the same underlying disclosures across filings and should not be counted as separate deals. The record stops in February 2025, and any later hosting or compute leases would need to be checked against primary filings before they are credited.

SUPERSEDED

Customer disclosures, read

2026-09-14

Cipher Mining's claim record contains no signed customer agreement in the revenue-generating sense. Every named, executed contract is a supply, power, joint-venture or financing arrangement in which Cipher is the buyer, co-owner or issuer. This matters for diligence because the record's volume, about forty entries, is inflated by repetition. The WindHQ joint venture alone is restated at least a dozen times across filings (13006, 13007, 13035, 13148, 12671, 12306, 5071, 5105), and the Luminant take-or-pay terms appear in parallel duplicates (13009, 13153, 13047).

The named counterparties are all identified. They are WindHQ as 51% joint-venture partner in the Alborz, Bear and Chief facilities (13148, 13018, 13020, 13022); Luminant and an affiliate for Odessa power and land (13008, 12214, 12212); Bitmain as miner supplier (4932, 4862); and Cantor, Canaccord, Needham, Stifel, Virtu, BTIG and KBW as equity sales agents (5804, 5805, 5806). None of these pays Cipher for a service. The WindHQ arrangement originated as a 'framework agreement' (13006), though later filings describe operating, 49%-owned entities (4900, 4901). Diligence should note that the Chief entity is later named 'Chief Mountain LLC' (5060 versus 13022). The only hosting contract on record, with Standard Power, was terminated after its conditions went unsatisfied (13011, 13149). Cipher was the hosted party there, not the host.

The single item resembling a prospective customer relationship is SoftBank at Barber Lake (5149). It is an exclusivity undertaking not to sign definitive documentation with others before February 28, 2025. It is not a lease, offtake or signed contract, and nothing in this record shows it converting.

Concentration has therefore been on the cost side rather than the revenue side. Cipher depends on Luminant for Odessa power at roughly 2.7 c/kWh through at least July 2027 (13010, 5046), with a take-or-pay floor of 66.7% of 207 MW (13047). It depends on WindHQ affiliates for joint-venture sites and power (5106) and on Bitmain for equipment. The Bitmain amendment references a $108,192,218 figure and a matching bitcoin purchase option of $120,213,575 (4862, 4872). These are payment obligations and optionality, not revenue.

Revenue arithmetic cannot be reconciled from this record. No claim discloses contracted revenue, customer backlog or hosting income. The supplied record is also truncated at claim 4862, so any later customer announcements fall outside this assessment.

SUPERSEDED

Customer disclosures, read

2026-09-13

Cipher Mining's record contains very little customer contracting in the conventional sense. Until September 2025 the company mined bitcoin for its own account, so its named counterparties were suppliers, joint-venture partners and financing agents rather than buyers of a service. The only disclosed hosting-customer arrangement, the Standard Power Hosting Agreement, was terminated on February 2, 2023 after its conditions went unmet (claim 13011). The first signed revenue counterparty in the record is Fluidstack, through a datacenter lease at Barber Lake (claim 4309). It was followed by a ten-year lease in which Google provides a financial backstop and receives warrants (claim 4305). Google is named, but as a credit-support provider and warrant holder, not as a tenant. The two filings also identify the lessee differently, as Fluidstack USA II Inc. (4309) and Fluidstack USA I Inc. (4305). That discrepancy should be checked before treating them as a single agreement.

The older counterparties are named and the agreements are signed, but their language needs care. WindHQ began as a framework agreement signed June 10, 2021 (claims 13006, 5071). Later filings show it operating as a 51/49 ownership structure across the Alborz, Bear and Chief facilities (claims 13007, 13018, 13020, 13022, 4901). By 2025, Chief LLC appears as Chief Mountain LLC (claim 5060). The Luminant relationship is a signed take-or-pay power purchase agreement, amended and paired with a lease (claims 13008, 13009, 12214, 12215). Luminant is a supplier obligation of roughly 138 MW, or 66.7% of 207 MW (claim 13047), not a customer. SoftBank appears only through a time-limited exclusivity covenant on Barber Lake that expired February 28, 2025 (claim 5149). There is no disclosed definitive agreement with SoftBank, and it should not be read as a customer relationship. No party in the record is described as an unnamed anchor customer or strategic partner.

Concentration has therefore gone from no external revenue customers to a single named tenant, Fluidstack, whose credit rests largely on Google's backstop. The amounts that are disclosed reconcile. The Bitmain revised payment of $108,192,217.75 is exactly 90% of the original $120,213,575.28 (claims 4871, 4872). The 2.7 c/kWh power cost ties across filings (claims 5046, 5078), although claim 13010's title mislabels it as $3. The record contains no lease value, rent commencement date or revenue guidance for the Fluidstack leases. Because the relevant quotes are truncated, the announced HPC deals cannot yet be reconciled against reported revenue.

SUPERSEDED

Customer disclosures, read

2026-09-13

Cipher Mining's record shows almost no customer relationships before late 2025, followed by a sharp move into a small number of named, signed hosting leases. Most earlier entries describe suppliers, joint-venture partners or financing agents rather than customers. The WindHQ relationship began as a June 2021 "framework agreement" (claims 5071, 5105). It later took the form of 49% interests in the Alborz, Bear and Chief entities (12671, 12306, 5056, 5058, 5060). That makes WindHQ a co-owner, not a buyer of services. The Luminant amendments to the power purchase agreement and lease (12214, 12215, 12211) are input-cost contracts, and so is the roughly 2.7 c/kWh power supply through July 2027 (5046, 5078). The Bitmain amendment (4862, 4871) is a vendor prepayment. The Cantor, Stifel, Virtu, BTIG and KBW agreements (5804 to 5806) are at-the-market equity offering programs.

The first non-binding language appears in claim 5149. There, Cipher agreed not to sign definitive documents to sell or encumber Barber Lake before February 28, 2025, in favor of SoftBank. That was an exclusivity standstill, not a customer agreement, and the record contains no later SoftBank contract. Barber Lake was instead leased to Fluidstack under a signed ten-year datacenter lease dated September 24, 2025 (4309, 4155, 4106, 3700). The disclosed counterparty name is inconsistent: some filings say Fluidstack USA I Inc. (4305, 4274) and others say Fluidstack USA II Inc. (4309, 4106). This should be resolved before treating them as a single obligor.

Google is not the tenant. It backstops up to $1.73Bn of Fluidstack's lease obligations (4310, 11804) and received warrants in return (4305). The February 2026 filing adds a signed 15-year lease with Amazon Web Services for about 300 gross MW (3707). It also adds an executed AEP interconnection agreement at Colchis (3711), which is utility infrastructure rather than revenue. Every counterparty in the record is named; none is described only as an unidentified "strategic partner" or "anchor customer."

Counterparty concentration has moved from zero, in a self-mining business whose output is sold into the bitcoin market, to two tenants: Fluidstack, whose credit effectively depends on Google, and Amazon. The revenue arithmetic cannot be reconciled from this record. No claim gives aggregate contract value, annual rent, rent commencement dates or MW for the Fluidstack leases, and none gives dollar terms for the Amazon lease. The $1.73Bn backstop caps Google's exposure but does not measure lease revenue. The claim list was also truncated at claim 3736, so later disclosures may close this gap.

SUPERSEDED

Customer disclosures, read

2026-09-13

Cipher Mining's record contains no MOUs, LOIs or unnamed anchor customers. Every counterparty is identified, but only two of them are revenue-paying customers in the commercial sense. The rest are suppliers, joint-venture partners, utilities or capital-markets agents. For roughly two years the company had no third-party customer at all. Its disclosures describe a WindHQ joint venture, which it still dates to a June 2021 "framework agreement" (5071, 5105) but which now operates as three executed 49%-owned LLCs (12557, 12306, 5056, 5058, 5060). It also describes power and land arrangements with Luminant (12214, 12215, 5046), miner purchases from Bitmain (4932, 4871) and an at-the-market sales agreement with named agents (5804, 5806). None of these produce contracted customer revenue. Self-mined bitcoin was the business. The one piece of soft language is the January 2025 SoftBank item (5149). It is a short no-shop covenant on Barber Lake that ran to February 28, 2025, not a customer agreement, and nothing later in the record shows SoftBank as a lessee. The customer base changed in September 2025, when Cipher Barber Lake signed a ten-year datacenter lease with Fluidstack (4309, 4155, 4106). Google agreed to backstop Fluidstack's rent and received warrants in return (4310, 4305, 4274). Diligence should note two points here. Google is a credit enhancer, not the tenant. The tenant entity is also named inconsistently, appearing as Fluidstack USA I Inc. in 4305 and 4274 and as USA II Inc. elsewhere, and the February 2026 filing refers to plural "leases" (3700). The second customer is Amazon Web Services, which signed a 15-year lease for about 300 gross MW at Black Pearl, with three five-year extensions and an Amazon.com guarantee (11803, 3707). The AEP interconnection agreement at Colchis (3711) is infrastructure, not demand. Contracted revenue therefore moved from zero third-party concentration to full concentration in two hyperscale-linked tenants, one of which is a smaller neocloud relying on a Google guarantee. On revenue arithmetic, the claims contain no contract values, rent rates, megawatts for the Fluidstack lease or revenue guidance, so nothing can be checked. The only economic figure is the "~100% NOI margin" on the AWS lease (11803). That is a presentation metric that says nothing about the size of the lease, and it should not be treated as reconciled until the rent schedule appears in the filings.

SUPERSEDED

Customer disclosures, read

2026-09-13

Cipher Mining's record splits into two eras. Before September 2025 the company had no named customers at all. It was a self-mining bitcoin operator, and every counterparty on file is a supplier, capital provider or co-owner. Luminant supplies power and leases land at Odessa under an amended PPA and lease (claims 12214, 12212, 12211, 5078). Bitmain supplies miners under a 2025 amendment that pulled delivery forward in exchange for a $108.2 million early payment (claims 4862, 4871). Cantor and a rotating group of sales agents run the at-the-market equity program (claims 5804, 5805, 5806). WindHQ is a joint-venture partner. That relationship began as a June 2021 'framework agreement' (claims 5105, 5071), but it has since been made concrete in 49% membership interests in the Alborz, Bear and Chief LLCs (claims 12306, 5056, 5058, 5060, 4901). The SoftBank item (claim 5149) was only a time-limited exclusivity on Barber Lake that expired February 28, 2025. The record shows no definitive SoftBank agreement, and the site later went to a different counterparty.

The customer era begins with a signed, named lease. Cipher Barber Lake executed a datacenter lease with Fluidstack dated September 24, 2025 (claims 4309, 4106, 4155). Google backstops Fluidstack's rent obligations, and Cipher issued warrants to Google in connection with that support (claims 4310, 4305, 3701). Two points need care. First, Google is a guarantor, not a tenant, even though the summary in claim 11795 describes a lease 'with Fluidstack and Google.' Second, the lessee entity is inconsistent: claims 4305 and 4274 name Fluidstack USA I Inc., while later filings name Fluidstack USA II Inc. The second signed tenant is Amazon Web Services, under a 15-year lease for about 300 gross MW (claim 3707). The AEP interconnection agreement at Colchis is described as fully executed (claims 3711, 3750), but it is infrastructure, not demand. The Quanta Services 'key partnership' (claim 3775) is the only arrangement described in partnership language with no disclosed terms, and it should not be treated as contracted revenue.

Concentration has therefore moved from zero customers to two tenants. Fluidstack, backed by Google, and AWS each account for roughly 300 MW, so any shortfall at either one would have an outsized effect. None of the claims on record discloses rent, total contract value, commencement-date revenue or a revenue schedule. The deal arithmetic therefore cannot be reconciled against reported revenue from this record. The megawatt figures are the only quantitative anchor, and they appear only in claims 11795 and 3707.

SUPERSEDED

Customer disclosures, read

2026-09-13

Cipher Mining's record contains few named customer agreements. Most of its disclosed counterparties sit on the cost side of the business, not the revenue side. Through 2024 the named relationships were suppliers, landlords and financing agents. These include the Luminant power purchase agreement and its amendments, which cut curtailment notice from two hours to ten minutes (claims 12210, 12211, 12214, 3807), plus a related lease with a Luminant affiliate (12212, 12215) and at-the-market sales agents (5804, 5805, 5806). The WindHQ relationship is explicitly a framework agreement (5105, 5071). It is best read alongside the 49% interests in the Bear, Chief and Alborz entities that were actually formed (5058, 5060, 5056, 4901). The Quanta Services 'key partnership' (3775) is described without any stated terms, so it should be treated as unquantified. The January 2025 SoftBank item (5149) was a time-limited restriction on selling Barber Lake, not a customer contract.

The first signed, revenue-generating third-party agreement is the September 2025 Fluidstack datacenter lease at Barber Lake (4309, 4155, 4106, 3700). Google agreed to backstop it (4310, 3701) and received warrants in return (4305, 4274). The filings name the tenant inconsistently, as Fluidstack USA I Inc. in some (4305, 4274) and Fluidstack USA II Inc. in others (4309, 4155). That discrepancy should be resolved before treating the two as one obligor. Google is a credit-support party rather than the tenant. The February 2026 AWS agreement, a 15-year lease for roughly 300 gross MW (3707, 11794), is the second named tenant and the first with an investment-grade hyperscaler as direct counterparty. The AEP interconnection agreement at Colchis (3711, 3750) is infrastructure, not demand.

Counterparty concentration has therefore moved from zero HPC customers to exactly two tenants within about five months. One of those tenants' credit quality rests substantially on the Google backstop.

The revenue arithmetic cannot be reconciled from this record. No claim discloses contract value, annual rent, capacity for the Fluidstack lease, or rent-commencement dates. Claim 4309 indicates rent begins only on a trigger that is truncated here. The only fully checkable figures are on the cost side. There, the Bitmain revised payment of $108,192,217.75 is exactly a 10% reduction from $120,213,575.28 (4871, 4862, 4872), and that arithmetic holds.

SUPERSEDED

Customer disclosures, read

2026-09-13

Cipher Mining's announced partnerships fall cleanly into signed capacity and infrastructure agreements versus framework arrangements with limited binding force. The most material counterparties—Fluidstack, Amazon Web Services, and Bitmain—are explicitly named across executed contracts. Fluidstack dominates the revenue-generating side, appearing across seven separate claims (4305, 4309, 4274, 4155, 4106, 3700, 3736) as the long-term HPC lessee at Barber Lake with Google LLC providing a financial backstop to Fluidstack's payment obligations (claims 4310, 3701). Amazon executed a signed 15-year lease for approximately 300 MW of turnkey capacity at Black Pearl (claims 3707, 3744, 3785), representing a second material counterparty. By contrast, the WindHQ joint venture (claims 5105, 5071) uses explicit "framework agreement" language dated June 10, 2021, describing a venture structure for "construction, build out, deployment and operation"—deliberately non-binding in character. The SoftBank arrangement for Barber Lake (claim 5149) is described as an exclusive arrangement with a February 28, 2025 cutoff before binding documentation, indicating optionality rather than executed commitment.

Counterparty concentration has evolved sharply. Early-stage agreements centered on infrastructure partnerships (WindHQ framework in 2021) and power access (Luminant and Odessa through July 2027, claims 5046, 5078). By 2025, the portfolio shifted to signed capacity leases: Fluidstack's multi-phase deployment (claims 3810, 3811 allocating 244 MW and 56 MW respectively), Amazon's large-scale commitment, and Bitmain equipment amendments (claims 4932, 4862, 4871). Joint ventures in which Cipher holds 49% equity (Chief, Alborz, Bear facilities at claims 5060, 5056, 5058) represent a third concentration layer, though these generate no direct customer revenue.

Revenue reconciliation presents material gaps. Bitmain claims (4871, 4862) show $108–120 million payment obligations, but these are capital expenditures for equipment delivery, not revenue. Fluidstack and Amazon leases should generate long-term recurring revenue, yet no revenue figures, pricing, or ramp schedules appear in the claims. The power supply agreements specify only unit cost (2.7 c/kWh) without volume or revenue implications. Quanta Services (claims 3775, 3809) is labeled a "key partnership" for construction—a service provider, not a revenue customer. Without disclosure of Fluidstack's lease rate, AWS pricing, or phase-in timelines, the arithmetic between announced capacity megawattage (300 MW Amazon, 300 MW Barber Lake total) and actual revenue contribution remains opaque.

SUPERSEDED

Customer disclosures, read

2026-09-08

Cipher Mining's disclosed partnerships segregate cleanly between signed capacity agreements and framework arrangements, with concentration heavily weighted toward infrastructure providers. Named counterparties include Fluidstack (300 gross MW across two phases at Barber Lake, claims 3810, 3811), Amazon Web Services (300 MW at Black Pearl, claim 3785), Luminant (power through July 2027, claims 5046, 3807), Bitmain (mining equipment supply with May 2025 amendment for $108.2 million early payment, claim 4871), and WindHQ (joint ventures with 49/51 ownership since June 2021, claims 5105, 5071). Google serves as financial backstop for Fluidstack rather than direct customer (claims 4310, 3701), and Quanta Services as construction partner (claim 3831).

Framework versus binding agreements diverge subtly. WindHQ's arrangement is explicitly labeled "framework agreement" (claim 5105, signed June 2021) for joint venture construction, suggesting ongoing negotiation of individual facilities. SoftBank's Barber Lake arrangement (claim 5149) employed conditional language around a February 28, 2025 deadline, indicating exclusive negotiation rather than finalized terms. All other major partnerships use definitive signing language: Fluidstack (claims 3810, 3811 targeting delivery September 2026 and January 2027), Amazon's 15-year agreement, Luminant power supply through 2027, and Bitmain's amended equipment contract.

Counterparty concentration has shifted from capital-raise diversification in 2023–2024 (sales agents: Cantor, Canaccord, Stifel, Virtu, BTIG per claim 5806) to operational concentration among fewer partners. Fluidstack and Amazon together represent 600 gross MW of disclosed capacity. Luminant appears repeatedly on power supply claims, suggesting single-source reliance at key sites. Notably, no customer revenue is separately disclosed despite capacity commitments; announced outflows include the $108.2 million Bitmain payment (claim 4871). This gap—announced MW commitments without corresponding revenue guidance—suggests infrastructure phases remain pre-production or that customer revenue has not yet consolidated at scale.

SUPERSEDED

Customer disclosures, read

2026-09-06

Cipher Mining's disclosed counterparty record shows named, executed agreements rather than undisclosed 'strategic partners,' though the portfolio is heavily concentrated on two infrastructure tenants. Amazon Web Services and Fluidstack USA II Inc. represent the primary signed customer relationships: Amazon signed a 15-year lease for approximately 300 gross MW at the Black Pearl facility (claims 3744, 3785), while Fluidstack committed to a long-term HPC lease at Barber Lake with phased delivery—244 MW by September 2026 and an additional 56 MW by January 2027 (claims 3810, 3811). Both agreements appear substantively complete and binding, distinguished clearly from the framework arrangement with WindHQ signed June 10, 2021, which is explicitly labeled a joint-venture framework (claim 5071). The SoftBank engagement around Barber Lake takes the form of an exclusivity arrangement rather than a lease or service contract, with the exclusion set to expire February 28, 2025 (claim 5149), suggesting optionality rather than commitment. Bitmain represents a supply relationship, not a customer lease, though the May 2025 amendment establishes a binding commitment with a defined payment of $108.2 million and miner delivery deadline of June 23, 2025 (claims 4862, 4871). Supporting infrastructure partners—Quanta Services for engineering and construction, AEP for interconnection, Luminant for power supply—are named and have executed agreements, but these are vendor or utility relationships, not customer revenue sources (claims 3831, 3807, 3750). The joint-venture positions in Chief, Alborz, and Bear facilities reflect 49 percent equity stakes rather than customer contracts (claims 5060, 5056, 5058). Concentration risk is evident: Fluidstack and Amazon command the disclosed MW allocation, representing the only named, signed capacity-lease customers in the record. The equity capital raises with BTIG, Stifel, Virtu, and Cantor (claims 5804–5806) are financing transactions, not customer relationships. Revenue reconciliation is not possible from these claims. The record discloses installed or committed MW capacity but provides no per-MW lease rates, contract values, or revenue recognition bases that would allow verification of reported customer revenue against announced deals. Without explicit pricing or revenue figures tied to each agreement, the commercial substance of these leases—and whether they match announced capacity—cannot be independently reconciled.

SUPERSEDED

Customer disclosures, read

2026-09-06

Cipher Mining's disclosed partnerships segregate into binding infrastructure agreements and framework arrangements, with all major counterparties explicitly named rather than described generically. The equity offerings (claims 5804–5806) involve investment banking agents (Cantor, Canaccord, Stifel, Virtu, BTIG) rather than customers. Substantive binding agreements include: three joint-venture data centers with 49% equity stakes (Chief Mountain, Alborz, Bear; claims 5060, 5056, 5058); power supply contracts through July 2027 (Luminant/Odessa at 2.7¢/kWh; claims 5078, 5046); a 49% stake in WindHQ facilities via framework agreement from June 2021 (claims 5105, 5071); and Bitmain mining-equipment amendments executed through May 2025 (claims 4906, 4862, 4871). The recent shift toward data-center capacity leasing introduces Amazon and Fluidstack as the most material named counterparties: Amazon committed to a 15-year lease for 300 gross MW at Black Pearl (claims 3785, 3707), while Fluidstack secured 244 MW in Phase I and 56 MW in Phase II at Barber Lake (claims 3810, 3811), both backstopped by Google's financial guarantee on Fluidstack obligations (claims 3701, 3737). AEP provides direct interconnection at Colchis and Ulysses sites (claims 3711, 3754). Quanta Services is styled a "key partnership" for engineering and construction (claims 3775, 3809) but lacks full contractual language. Counterparty concentration has evolved sharply: 2023–2024 centered on Bitmain (mining hardware), 2024–2025 on power providers (Luminant, WindHQ), and 2025–2026 on data-center operators (Amazon, Fluidstack, Google, AEP). No revenue reconciliation is possible from claims data; these are capital-infrastructure commitments rather than customer-revenue contracts. The SoftBank Barber Lake exclusive arrangement (claim 5149) was binding only through February 2025, limiting its ongoing significance. Overall, counterparties are uniformly named and binding—no phantom "anchor customers" or unnamed strategic partners appear in the record, and the business model transition from mining-hardware procurement to infrastructure-scale data-center leasing is clearly documented.

SUPERSEDED

Customer disclosures, read

2026-09-05

Cipher Mining's disclosed partnerships separate into two distinct tiers: infrastructure-backing agreements with named counterparties, and customer capacity commitments with clear financial structures. The company entered into binding equipment supply amendments with Bitmain (claims 4862, 4871, 4906) specifying $108.2 million in early-payment obligations and June 23, 2025 delivery deadlines—these are signed, quantified commitments with delivery milestones. Similarly, power supply agreements with Luminant through July 2027 (claim 3807) and the exclusive arrangement with SoftBank regarding Barber Lake (claim 5149) are fully executed. The Fluidstack datacenter leases (claims 4309, 3736, 3780) and Amazon's 15-year capacity agreement (claims 3707, 3812) are signed customer contracts with named counterparties and specific MW allocations: 244 MW to Fluidstack in Phase I targeting September 2026, 56 MW in Phase II by January 2027, and approximately 300 MW to Amazon. These are not pilots or MOUs.

Counterparty concentration has shifted materially. Early positioning centered on WindHQ joint ventures (claims 5071, 5105)—three 40 MW facilities in which Cipher holds 49% equity stakes. Recent filings show diversification into end-customer relationships: Fluidstack and Amazon now dominate disclosed capacity plans, with Google playing a hybrid role as financial backstop (claims 4310, 3737) and warrant beneficiary rather than customer. Quanta Services (claims 3831, 3809) and AEP (claim 3820) appear as infrastructure partners, not revenue counterparties. The equity-offering sales-agent roster (Cantor, Canaccord, Stifel, Virtu, BTIG per claims 5804–5806) reflects capital-raising infrastructure, not operating relationships.

Revenue arithmetic remains unreconciled. Cipher has disclosed no P&L figures attributable to Fluidstack or Amazon capacity sales. The Bitmain commitments ($108.2 million outflows by June 2025) represent miner procurement, not customer revenue. Power costs are quantified ($2.7 c/kWh through July 2027) but represent cost centers, not top-line revenue. Barber Lake Phase I and Amazon's turnkey capacity are both scheduled to begin revenue contribution in 2026, but no quarterly or annual revenue guidance has been provided to validate whether announced MW allocations translate into the multimillion-dollar recurring revenue streams these agreements structurally enable. The absence of disclosed revenue recognition timelines—particularly for the Amazon deal, the company's largest announced customer contract—creates analytical opacity around deal realization risk.

SUPERSEDED

Customer disclosures, read

2026-09-05

Cipher Mining's disclosed partnerships require careful unbundling: the vast majority of named agreements are infrastructure, financing, or operational arrangements rather than customer revenue contracts. The company's capital formation relies on five named agents (Cantor Fitzgerald, Canaccord, Needham, Stifel, BTIG, Virtu) via successive equity offerings—these appear as binding sales agreements but monetize equity, not operations. Equipment concentration is extreme: a single Bitmain amendment (claim 4862, dated 2025-05-21) commits $108.2 million for miner delivery by June 23, 2025, with an embedded bitcoin purchase option, representing a significant operational dependency. Power supply is diversified by geography but not counterparty count: Luminant and an Odessa-area provider both offer 2.7 c/kWh through July 2027 (claims 5046, 5078), while Falvez Energy supplies Alborz via the Astra Wind Farm. Critically, only two counterparties represent genuine revenue-generating customer contracts: Fluidstack (300 MW allocated across Phase I and Phase II, claims 3810–3811, targeting delivery by September 2026 and January 2027 respectively) and Amazon (approximately 300 gross MW, 15-year term, claim 3707). Both are signed leases, not pilots or frameworks. Google's role is financial de-risking, not revenue: it backstops Fluidstack lease obligations and received warrants in exchange (claims 3737, 3830), creating counterparty concentration risk around a single tenant. The remaining named parties—WindHQ (framework agreement from June 2021), AEP (interconnection), Quanta Services (construction), and the three 49%-owned JV entities (Chief, Alborz, Bear)—are infrastructure or equity positions, not customer wins. No disclosed revenue figures are provided for any contract, making arithmetic reconciliation impossible; the company has not stated EBITDA, gross margin, or capacity utilization rates that would validate whether announced MW commitments translate into profitable operations. The SoftBank arrangement (claim 5149) is a standstill on Barber Lake divestiture through February 2025, not a customer agreement. In aggregate, Cipher Mining's identified partnerships show zero operational customers outside Fluidstack and Amazon, both still pre-revenue or ramping, creating substantial execution risk as both facilities target mid-to-late 2026 delivery.

SUPERSEDED

Customer disclosures, read

2026-09-02

Cipher Mining's disclosed customer announcements conflate facility construction projects with signed operating agreements, a distinction material to assessing revenue visibility. Of the four claims on record, only one indicates active operations: claim 1067 states the Black Pearl facility "is already generating rental income," yet the tenant identity remains undisclosed—a notable gap when evaluating counterparty risk and concentration. Fluidstack USA II Inc. is the sole named counterparty (claims 1845, 57), but both reference identical language: "in the process of building" with September 2026 commencement. This phrasing denotes a construction-stage facility, not a signed operational customer agreement, meaning revenue contribution likely remains nil as of the filing dates. Claim 58 introduces a second project—a hyperscaler tenant HPC facility—but provides no name, only categorical description, rendering assessment of customer composition impossible. The company thus discloses three projects (Fluidstack, unnamed hyperscaler, and Black Pearl) yet names only one customer and provides zero revenue quantification. Concentration risk appears acute: Fluidstack represents the only identified customer, while Black Pearl's actual counterparty and revenue contribution remain opaque. The hyperscaler project compounds the opacity by offering no identity at all. Revenue arithmetic cannot be reconciled because no figures are disclosed against which announced deals might be cross-checked. In substance, Cipher Mining has announced facility construction commitments rather than signed customer agreements generating disclosed revenue. The September 2026 Fluidstack commencement date (claims 1845, 57) and Black Pearl's current operational status (claim 1067) represent the only temporal anchors; absent revenue disclosure and counterparty identification for Black Pearl and the hyperscaler project, the durability and scale of these relationships remain entirely unverified.

delivery_arc

SUPERSEDED

Delivery vs. promise

2026-10-16

The record supplied here stops in May 2022, with claim 13941 cut off mid-entry, while the project roster runs to fourteen sites, including Barber Lake, Black Pearl, Colchis and five other announced locations. None of those later sites has a capacity, cost or timeline claim attached. Read what follows as an assessment of Cipher's early promises, not of its current pipeline.

The headline capacity has moved in both directions. The 2021 framing combined a 200 MW Standard Power hosting deal and a 100 MW option (14616, 14617) with the Luminant and WindHQ agreements (14546, 14547, 14548) into a 910 MW target for end-2026 (14549). By March 2022 the long-range figure was 745 MW by end-2025 (20786, 20776), paired with 32 EH/s (20772, 20787) and an interim 445 MW by mid-2023 (20761). That is roughly an 18 percent cut, partly offset by pulling the date forward a year. Nothing in the record presents it as a revision.

Timelines held best on procurement. The Bitmain order is verified against its September 2022 date (20758), and the SuperAcme supply terms are verified against July 2022 (14461). Operational targets fared worse. The 7.2 EH/s owned and 8.5 EH/s contracted 2022 hashrate goals are marked delayed (20785, 20762), but their duplicates (20769, 20768) still sit as not yet verifiable. That inconsistency needs reconciling. The March 2022 two-site readiness milestone (20773, 20783, 20760) was never resolved either way. The 745 MW and 32 EH/s targets passed their 2025-12-31 deadline about ten months ago and are still unscored, which is the largest open gap in the ledger.

No independent evidence is present. The dataset contains no county permits, no ERCOT large-load interconnection entries and no site reporting for any facility. It also does not explain how the Bear, Chief and Alborz sales relate to the 910 MW and 745 MW totals they presumably fed.

Over the next 90 days, the priority is to score 20786, 20772 and their duplicates against Cipher's 2025 10-K and recent quarterly filings. After that, populate capacity and energization dates for Barber Lake and Black Pearl from company disclosures and ERCOT queue data. Watch whether the announced sites from Colchis through Milsing appear in interconnection filings. Without that, their status rests entirely on company statements.

SUPERSEDED

Delivery vs. promise

2026-10-14

Cipher's capacity story got smaller before it got larger, and the record does not reconcile the change. The 2021 pre-merger framing stacked a 200 MW Standard Power hosting deal with a 100 MW option (14616, 14617), a 200 MW Luminant PPA (14546), and a WindHQ arrangement scaling from 110 MW to 500 MW (14547, 14548) into a 910 MW target for end-2026 (14549). By March 2022 the headline had become 745 MW and 32 EH/s by end-2025 (20786, 20776, 20772), with 445 MW by mid-2023 (20761). That is roughly an 18 percent reduction, offset by pulling the date forward a year. No claim in the record explains the reduction or ties it to a specific contract change, so it reads as a quiet revision rather than an acknowledged one.

Delivery on dates is split. Corporate milestones held: the Good Works combination closed on schedule (14474), and the 27,000-unit Bitmain order is verified (20758). Operating milestones did not. Both 2022 hashrate figures, 7.2 EH/s owned and 8.5 EH/s contracted (20785, 20762), are flagged delayed. The two-site readiness target for March 2022 (20773, 20783) was never confirmed. The SuperAcme order carries inconsistent deadlines across filings. One version is dated July 2022 and verified (14461), while others are dated end-2022 and unverified (14460, 20781). That pattern points to rolling restatement rather than a single tracked commitment.

Independent corroboration is thin. The project roster has street addresses for Barber Lake, Black Pearl and Alborz, but no project has a recorded capacity or cost. No permit or interconnection-queue evidence is attached to any claim. Three named sites (Bear, Chief, Alborz) are now marked sold, which shows meaningful portfolio churn that the claim history does not narrate. The supplied claim record also stops in May 2022, mid-entry, so later sites such as Colchis, Ulysses and Apollo appear with no claims behind them.

Over the next 90 days, watch three things. First, whether Black Pearl moves from partial to full operation with a disclosed energized-MW figure. Second, whether Barber Lake construction is matched by an ERCOT large-load interconnection filing. Third, whether any announced site gains a location and a queue position. The 2025 targets (20786, 20772) have also passed without being marked resolved. A direct accounting against them in the next filing would be the clearest test of whether management still tracks its own commitments.

SUPERSEDED

Delivery vs. promise

2026-10-10

Cipher's capacity story has contracted while its deadlines moved earlier, and the record never reconciles the two. The July 2021 framing pointed to 910 MW by end-2026 (14549). It was built from Standard Power hosting at 200 MW with a 100 MW option (14616, 14617), a 200 MW Luminant PPA (14546), and WindHQ supply scaling from 110 MW to 500 MW (14547, 14548). By March 2022 the headline had become 745 MW and 32 EH/s, now due a year earlier, by end-2025 (20786, 20787, 20776, 20772), with an interim 445 MW by mid-2023 (20761). That is a roughly 18 percent cut to the power ambition, presented as a forward plan rather than a revision. No filing in the record explains the gap.

Near-term dates slipped quickly. The 7.2 EH/s owned and 8.5 EH/s contracted hashrate targets for 2022 are both already marked delayed (20785, 20762). The two-site readiness milestone for March 2022 (20773, 20760, 20783) was never adjudicated. On hardware, the Bitmain order is verified (20758), but the SuperAcme/MicroBT commitment carries two delivery dates: mid-2022, verified (14461), and end-2022, still unverifiable (14460, 20759, 13941). It is unclear which one the company was held to. The 745 MW and 445 MW deadlines have both passed and remain marked not_yet_verifiable, so the tracker owes a ruling on each.

The current project roster tells a different story from the 2021 partner-hosting model. Bear, Chief and Alborz are sold. Only Odessa is fully operational, Black Pearl is partially operational, and Stingray and Barber Lake are under construction. Eight sites are merely announced, and no project in the roster carries a stated capacity or cost. The record contains no permits, ERCOT large-load interconnection entries, or on-the-ground reporting for any of them, so independent support for the announced pace is absent rather than contradicted. Barber Lake, Black Pearl and Alborz have specific street addresses, which makes county permit and ERCOT queue checks straightforward and overdue.

The next 90 days include the original end-2026 deadlines for the 910 MW total (14549) and the 500 MW WindHQ ramp (14548). Both should be scored against what Cipher actually energizes by December 31. Watch the Q3 2026 results for an energized-megawatt figure at Black Pearl and first-power dates for Stingray and Barber Lake. Also watch for capacity figures for any of the eight announced sites, and for whether the company acknowledges the 2025 and 2026 targets at all or quietly replaces them with a new framework.

SUPERSEDED

Delivery vs. promise

2026-10-09

The supplied record ends partway through May 2022 (the last entry, claim 13940, is cut off), so this read covers Cipher's launch-era commitments rather than its current pipeline. That gap matters, because the project table now lists fourteen sites, none with a recorded capacity or cost.

The headline capacity has been restated more than once. Cipher opened with a 200 MW Standard Power hosting contract plus a 100 MW option (14616, 14617). Within two months that grew into a 910 MW end-2026 target (14549), assembled from Standard Power, Luminant, and a WindHQ agreement scaling from 110 MW to 500 MW (14545 through 14548). By March 2022 the figure was 745 MW and 32 EH/s by end-2025 (20776, 20786, 20772), with an interim 445 MW by mid-2023 (20761). The total therefore shrank by about 165 MW while the deadline moved a year earlier, and no filing in the record reconciles the two figures. Near-term guidance was split into 8.5 EH/s contracted and 7.2 EH/s owned for 2022 (20762, 20769), a distinction worth tracking because hosted capacity carries counterparty risk that owned capacity does not.

The merger close is the only date in the record that can be checked. A June 2021 expectation (14574) became late August (14474, 14465), a slip of roughly two months. That slip was disclosed through the normal proxy cadence rather than hidden. Nearly every operational deadline, including two sites ready by March 2022 (20773, 20783) and the 2022 hardware deliveries (20758, 20759), still sits at not_yet_verifiable years after its due date. That is a gap in the resolution pipeline, not evidence in Cipher's favour.

The record contains no independent corroboration: no permits, no ERCOT interconnection queue entries, no site reporting. The portfolio itself has visibly turned over. Bear, Chief, and Alborz are marked sold, and the four-city plan (14436) does not map cleanly onto the current site list.

Over the next 90 days, the priority is to resolve the 2022 and 2023 claims against later 10-K disclosures. Barber Lake and Stingray should be checked against ERCOT large-load queue filings and county permits. Black Pearl's partially_operational status should be confirmed or updated with an energised-MW figure. Finally, it is worth watching whether the seven announced-only sites acquire any capacity number at all.

SUPERSEDED

Delivery vs. promise

2026-10-08

Read the record supplied here with one limit in mind: it effectively stops in March 2022 and attaches no capacity or cost figures to any of the fourteen named sites. The trajectory therefore has to be read from early corporate targets rather than from site-level disclosure.

Capacity shrank and then moved. The July 2021 framing set a 910 MW mining power target by end-2026 (14549). It was built on a 200 MW Standard Power hosting deal with a 100 MW option (14616, 14617), a 200 MW Luminant PPA (14546), and WindHQ tranches of 110 MW and 500 MW (14547, 14548). By March 2022 the headline had become 745 MW and 32 EH/s by end-2025 (20771, 20772, 20776), with 445 MW by mid-2023 as the interim marker (20765, 20775, 20784). That is a smaller number on an earlier date. Nothing in the record reconciles the 165 MW gap or says which contract absorbed the cut, so this reads as a revision without acknowledgement. The gap between 8.5 EH/s contracted for 2022 (20762, 20768) and 7.2 EH/s expected to be owned (20769, 20785) shows a similar quiet discount.

Dates have not held. Nearly every dated commitment is flagged delayed. Two-site readiness was due by March 2022 (20773, 20774, 20783), WindHQ's initial 110 MW by end-2022 (14547), and miner deliveries from Bitmain and SuperAcme by late 2022 (20780, 14460, 20781). Even the SPAC close slipped from a June 2021 target (14574) to late August (14465). The end-2025 capacity claims are now past due and carry the same delayed flag, with no recorded restatement.

The record contains no independent corroboration: no permits, no ERCOT interconnection queue entries, no on-the-ground reporting. Barber Lake, Black Pearl and Alborz have street addresses, which implies real land positions. Every site is still listed as announced with blank capacity, and the undated timeline claims (14436, 14437, 14385) add nothing that can be checked.

Over the next 90 days, the original 910 MW and WindHQ 500 MW deadlines (14549, 14548) fall due on 2026-12-31. Watch whether third-quarter and year-end disclosures restate capacity site by site, explicitly retire or roll forward the 745 MW and 32 EH/s targets, and attach energized megawatts to the addressed West Texas facilities. Separately, check ERCOT large-load interconnection filings for those addresses as the first independent test of the announced pace.

SUPERSEDED

Delivery vs. promise

2026-10-01

Cipher's capacity story, as captured here, is one of early expansion followed by a quiet reset. The first hosting arrangement with Standard Power was 200 MW plus a 100 MW option (14616, 14617). By July 2021 the company had stacked that with a 200 MW Luminant agreement and a WindHQ deal stepping from 110 MW to 500 MW, for a headline target of 910 MW by the end of 2026 (14545 through 14549). By March 2022 the long-range figure had become 745 MW and 32 EH/s by the end of 2025 (20771, 20772, 20776), with 445 MW promised for the first half of 2023 (20765, 20775, 20784). The horizon moved a year earlier while the total fell by 165 MW. None of the March 2022 claims on file reconcile the new figure with the old one, so this reads as a revision made without acknowledgement rather than a disclosed cut.

Dates have not held well. The SPAC mechanics slipped only by days (14474, 14465), but every operational deadline in the record is marked delayed. That includes readiness at two sites by end of March 2022 (20773, 20774, 20783), the Bitmain and SuperAcme miner deliveries (20758, 20767, 20780), the 7.2 EH/s owned and 8.5 EH/s contracted hashrate targets for 2022 (20762, 20769, 20785), and the initial 110 MW WindHQ tranche (14547). The pattern suggests equipment and energization were the binding constraints, not financing.

The record gives no independent corroboration. It contains no permit filings, no ERCOT large-load interconnection entries, and no site reporting. The claim set also stops in March 2022, mid-entry at 20787. Fourteen projects are listed, including Barber Lake, Black Pearl, Stingray and Alborz with street addresses, but none carries a capacity, cost or dated claim. The pace of the later portfolio therefore cannot be assessed from this file, and the earlier pace is attested only by the company itself.

In the next 90 days, the key test is the 2026-12-31 deadline attached to both the 500 MW WindHQ expansion (14548) and the 910 MW target (14549). Watch the third-quarter report for whether those figures are still referenced, restated or dropped. Also watch whether energized megawatts are disclosed site by site. Finally, check whether county permits or ERCOT queue records exist for the addressed facilities, so the newer sites can be evaluated against something other than announcements.

SUPERSEDED

Delivery vs. promise

2026-09-27

This record stops in March 2022, partway through the claim list, so it captures Cipher's pre-production promises but not how they were resolved. It also lists fourteen named sites, from Odessa and the Andrews County facilities to Barber Lake, Alborz, Black Pearl and the Colchis and Ulysses cluster, all still marked announced and none carrying a capacity or cost figure. That gap is the first thing a reader should weigh.

The headline power ambition shrank early and quietly. The July 2021 framing combined Luminant, the expanded WindHQ arrangement and Standard Power hosting into a 910 MW target for end-2026 (14549, 14548, 14546, 14545). By March 2022 the stated goal had become 745 MW by end-2025, paired with 32 EH/s (20786, 20771, 20776, 20772). The deadline moved earlier by a year while the megawatt figure fell by about a fifth. The filings in this record do not explain the difference. The near-term commitments look firmer: 445 MW by mid-2023 was repeated consistently (20775, 20761, 20765). A gap between 8.5 EH/s of contracted hardware and 7.2 EH/s of expected owned hashrate for 2022 (20768, 20785) suggests the company was already discounting its own delivery pipeline.

On dates, the pattern is steady slippage without restatement. The merger close ran a few days past each stated target (14474, 14465). This was minor, but it was also typical. The more material slips were the WindHQ initial 110 MW tranche due by end-2022 (14547) and the SuperAcme and Bitfury rig deliveries (14461, 14460, 14429), all flagged delayed. The March 2022 site-readiness milestone (20773, 20774, 20783) has no follow-up claim in this record confirming it was met.

The record contains no independent corroboration. There are no permits, no ERCOT interconnection queue positions and no on-the-ground reporting for any of the fourteen sites. The announced pace is therefore supported only by the company's own statements.

Over the next 90 days, the end-2025 targets of 745 MW and 32 EH/s are already past due, and the original 910 MW end-2026 horizon (14549) arrives in December. Watch whether the third-quarter 2026 filing measures energized capacity against either figure or simply retires them. Check whether ERCOT queue entries or county filings exist for Barber Lake, Alborz and Black Pearl. Look for capacity numbers to appear for the unquantified sites, and note whether any new figures are framed as bitcoin mining or as a separate compute build-out that resets the baseline.

SUPERSEDED

Delivery vs. promise

2026-09-27

Cipher's capacity story peaked at its most expansive in July 2021 and has narrowed since. The pre-listing pitch set a 910 MW total mining target by end-2026 (14549). It rested on a WindHQ supply deal scaling from 110 MW to 500 MW (14547, 14548), a 200 MW Standard Power hosting contract with a 100 MW option (14616, 14617, 14545), and a 200 MW Luminant agreement (14546). By late 2022 the framing had changed to four sites at a fixed 2.7 c/kWh (13578, 13638, 13581), with no restated megawatt total. By March 2023 the only concrete buildout in the record is Odessa: 207 MW, a 138 MW take-or-pay floor, and roughly 60,000 miners at full build (13704, 13153, 13152). Standard Power does not reappear after 2021, and WindHQ's initial 110 MW tranche due by end-2022 is marked delayed (14547). Neither drop-off is explained in the claims supplied.

Dates have mostly slipped. Odessa's 207 MW ramp by February 2023 (13704) and its 47,000-miner Q1 2023 deployment (13150) are both marked delayed. The follow-up capacity disclosure (12991) carries no figure to test against. Equipment deliveries show the same pattern: Bitmain by September 2022, SuperAcme and Bitfury by end-2022, all delayed (13940, 13941, 14429). The SuperAcme date also moved from July to December 2022 within two days of filings (14461 versus 14460, 14462), with no acknowledgement. At Alborz, a February 2022 start marked delayed (13579) sits beside filings simply reporting that operations had commenced (13820, 13576). The SPAC close slipped about two months, from end-June to late August 2021 (14574, 14465), which is unremarkable.

The record contains no independent corroboration. There are no permits, ERCOT interconnection queue entries, or site reporting. That matters because the project roster lists fourteen sites, all still marked announced with blank capacity and cost, including Odessa, which the claims describe as energizing. Street addresses exist for Barber Lake, Alborz and Black Pearl, so county permit and ERCOT large-load filings are the obvious checks. The supplied history also stops at claim 13148, so later sites such as Stingray, Barber Lake and Black Pearl cannot be assessed here.

Over the next 90 days, the key test is the end-2026 deadline shared by the 910 MW target (14549) and the 500 MW WindHQ expansion (14548). Watch whether Cipher's third-quarter update reaffirms, restates or quietly drops them. Any substitution of HPC-leased megawatts for self-mining capacity should be read as a redefinition of the original promise, not delivery against it.

SUPERSEDED

Delivery vs. promise

2026-09-26

Cipher's record is heavy on SPAC mechanics and supply contracts and light on site delivery. The facility claims end in March 2023, so any view of the newer sites has to come from somewhere else. The headline ambition, a 910 MW mining footprint by end-2026 (claim 14549), was assembled in mid-2021 from contracts rather than buildings. Those contracts were 200 MW of Standard Power hosting plus a 100 MW option (14545, 14616, 14617), a 200 MW Luminant PPA (14546), and WindHQ supply of 110 MW initial and 500 MW expanded (14547, 14548). By late 2022 the framing had narrowed to four joint-venture and PPA sites (13638, 13578). Odessa was pitched at a 207 MW ramp (13704), and a later filing cites only a 138 MW minimum annual obligation under the Luminant agreement (13047). The 910 MW figure is never reaffirmed in the record. The Standard Power hosting deal disappears after 2021 without any stated termination, which points to quiet shrinkage rather than acknowledged revision.

Dates have slipped almost across the board. Alborz was expected to start by February 2022 (13579) but was only reported operating in October 2022 (13576), and its partial JV ownership (13823) means its 10,578 miners (13821) overstate Cipher's attributable capacity. The Odessa ramp targeted for February 2023 is flagged delayed (13704), and it followed a third amendment to the Luminant PPA (13703). Equipment deliveries tell the same story: the Bitmain order (13940), the SuperAcme/MicroBT order (13941, 14460), and the Bitfury rigs (14429) all missed their dates. The MicroBT delivery date moved from July 2022 (14461) to December 2022 (14460) within days, with no explanation.

The record contains no permits, no ERCOT interconnection or large-load queue entries, and no on-the-ground reporting. Nothing here independently corroborates the announced pace. Every project in the table still shows as announced with blank capacity, including Odessa, which the company itself said was operating (12990). Barber Lake, Black Pearl, Stingray, Bear, Chief and the named sites from Colchis to Apollo have no capacity or timeline claims at all.

Over the next 90 days, the key question is whether the Q3 2026 filing reconciles against the 2026-12-31 deadlines attached to the 910 MW target (14549) and the WindHQ 500 MW expansion (14548). Those are the last dated promises in the record, and both fall due this quarter. Beyond that, watch for ERCOT large-load filings or county permits tied to Barber Lake and Black Pearl, and for any restatement of Odessa's delivered load against its PPA minimum.

SUPERSEDED

Delivery vs. promise

2026-09-26

Cipher's capacity story began with its broadest promise and has narrowed since. The 2021 merger-era framing combined a 200 MW Standard Power hosting deal with a 100 MW option (14616, 14617), a Luminant PPA at 200 MW (14546), and a WindHQ agreement scaling from 110 MW to 500 MW (14547, 14548). Together these supported a 910 MW target by end-2026 (14549). By late 2022 the language had moved from megawatts to a count of four sites under joint venture and power agreements (13638, 13578), and the Standard Power and WindHQ figures stop appearing. Odessa, the one site with a concrete schedule, was planned to ramp to 207 MW by February 2023 (13704). By March 2023 it was being described through a 138 MW take-or-pay floor (13119, 13153, 13047) and a 6.2 EH/s buildout target (13041). The record does not show Cipher reconciling the gap between 207 MW and 138 MW.

Dates have slipped repeatedly and quietly. Alborz was due to start in February 2022 (13579), and operations are only described as commenced in the October 2022 filings (13576). The Odessa ramp date (13704), the WindHQ first-phase date (14547), and the Bitmain and MicroBT delivery windows (13940, 13941, 14460) are all flagged as delayed. None of the claims shown acknowledges a revised date; the promises are restated or dropped rather than reset.

The supplied record contains no independent corroboration of the announced pace. There are no county permits, no ERCOT large-load or interconnection queue entries, and no on-the-ground reporting. The later sites on file, including Barber Lake, Black Pearl, Bear, Chief, Colchis and Ulysses, carry no capacity or cost figures here. The claim list also ends partway through the March 2023 filings, so this read cannot assess anything after that point.

The next 90 days bring the 910 MW deadline to a close on December 31, 2026 (14549). The main thing to watch is whether Cipher's Q3 2026 filings formally retire that figure, restate it, or let it lapse without comment. Beyond that, the useful checks are ERCOT interconnection filings and county records for the named West Texas sites, and whether the Odessa take-or-pay volume has changed. Filling in the claims after March 2023 is necessary before any firmer judgment.

SUPERSEDED

Delivery vs. promise

2026-09-25

Cipher's capacity story began as a hosting arrangement and quickly grew into a portfolio ambition. The first facility claims describe a 200 MW Standard Power hosting contract with a 100 MW option (14616, 14617). By July 2021 that had become a 910 MW mining-power target for end-2026 (14549), assembled from Luminant's 200 MW (14546), an initial 110 MW WindHQ tranche (14547), a 500 MW WindHQ expansion (14548) and the Standard Power hosting deal (14545). Through 2022 the framing narrowed to four sites under joint-venture and power agreements (13638, 13578), and Odessa's 207 MW became the concrete anchor (13704, 13152). Standard Power drops out of the later claims without comment, and the Bitfury rig order (14429) is not restated alongside the Bitmain and MicroBT orders (13940, 13941). The headline 910 MW figure was never visibly withdrawn, but it was also never refreshed.

Dates have slipped more often than they have held. The WindHQ 110 MW tranche due by end-2022 is flagged delayed (14547), as are all three equipment orders. Odessa's ramp to 207 MW by February 2023 (13704) became a target of 47,000 miners by the end of Q1 2023 (13150), also delayed, and the full 207 MW buildout was then restated with no date (13152). Alborz is the clearest case of a revision without acknowledgement. A start date of February 2022 (13579) was later superseded by undated statements that operations had commenced (13820, 13576), and the gap was never explained. The SPAC-close slippages (14474, 14465) came to days and are administrative.

The record contains no independent corroboration. All fourteen projects remain at 'announced' with no capacity or cost attached. That includes Barber Lake, Alborz and Black Pearl, which have street addresses that would make permit and ERCOT queue lookups straightforward. The claim history also ends in March 2023 (it is cut off at 13148), so Stingray, Bear, Chief, Barber Lake, Black Pearl and the named sites have no facility claims at all in this dataset. Any read of their pace would be speculation.

Over the next 90 days, the key test is the end-2026 deadline on the 910 MW target and the 500 MW WindHQ expansion (14549, 14548). That date falls just after the window closes, so the next quarterly disclosure should either reaffirm it, rebase it or let it lapse quietly. Beyond that, the priority is to attach ERCOT interconnection and county permit records to the addressed Texas sites and to backfill the post-2023 claim history before judging the newer projects.

SUPERSEDED

Delivery vs. promise

2026-09-25

The capacity story in this record grows quickly on paper. It opens with a 200 MW Standard Power hosting contract plus a 100 MW option (14616, 14617). Within two months it widens into a 910 MW target for end-2026 (14549), assembled from the Luminant 200 MW PPA (14546), a 110 MW initial WindHQ agreement (14547) and a 500 MW WindHQ expansion (14548). By late 2022 the framing narrows to four sites under joint venture and power agreements (13638, 13578). The one project with a hard number moves the other way. Odessa was to ramp to 207 MW by February 2023 (13704), but the March 2023 filing describes a 138 MW take-or-pay obligation with Luminant (13119). That filing does not explain the gap. The roster has since grown to fourteen named sites, including Black Pearl, Barber Lake, Bear and Chief, but none carries a capacity or cost figure in this record. Site count and disclosed megawatts are therefore diverging.

On timing, the pattern is steady slippage with little explicit acknowledgement. The initial 110 MW WindHQ tranche due by end-2022 is flagged delayed (14547). So are the Bitmain, MicroBT and Bitfury equipment orders that were to fill these sites (13940, 13941, 14460, 14429). The Odessa ramp missed its February 2023 marker (13704) after a third PPA amendment (13703). Alborz is the clearest case of silent revision. A start promised by February 2022 is flagged delayed (13579), while a contemporaneous claim simply reports operations as commenced (13576), with no reconciliation between the two. The SPAC close also slipped from June to late August 2021 (14574, 14465), but that delay was procedural and minor.

The record contains no independent corroboration. There are no permits, no ERCOT large-load interconnection filings and no on-the-ground reporting. Street addresses for Alborz, Barber Lake and Black Pearl show real parcels, but they do not show construction pace. The claims supplied also end in March 2023 (12996 is cut off), so the later build-out cannot be assessed from this data.

The next 90 days matter because the 910 MW end-2026 target (14549) comes due on December 31. Watch whether the company reaffirms, restates or quietly drops that figure. Watch whether energized Odessa load is ever reported against the original 207 MW. Check ERCOT queue and county permit records for Black Pearl and Barber Lake to see whether the named sites have megawatts behind them.

SUPERSEDED

Delivery vs. promise

2026-09-24

Cipher's capacity story, as captured here, runs from a hosting arrangement to a self-developed portfolio. The earliest figures were a 200 MW Standard Power hosting contract with a 100 MW option (14616, 14617). Within two months the company was describing a 910 MW target by end-2026 (14549), built mostly on a WindHQ relationship that grew from an initial 110 MW (14547) to 500 MW (14548), plus a 200 MW Luminant agreement (14546). By late 2022 the near-term commitment had narrowed to a four-site plan (13638, 13578) anchored by Odessa at 207 MW (13704) and the smaller Alborz joint venture (13821). The Standard Power hosting capacity, restated as late as July 2021 (14545), does not reappear in later claims, and nothing in this record explains its disappearance. The project list now shows fourteen named facilities, but the claims supplied end in March 2023, so most of that expansion cannot be evaluated here.

Dates have slipped more often than they have held. Odessa's full electricity ramp by February 2023 (13704) and its 47,000-miner Q1 2023 deployment (13150) are both flagged delayed. The Luminant amendment carries a take-or-pay floor of 138 MW (13153) against the 207 MW headline. Alborz's start date (13579) is marked delayed even as a separate claim describes operations as commenced (13576), so the schedule appears to have been restated rather than openly revised. The upstream miner orders show the same pattern: the 60,000 MicroBT units (14460, 13941) and 27,000 Bitmain units (14463, 13940) are both delayed.

Independent corroboration is thin. The dataset contains no permits, interconnection queue positions, or site reporting. Every project, including Odessa and Alborz, is still marked announced with no capacity or cost recorded. This record therefore confirms only that Cipher made these statements, not that it delivered at the stated pace.

The 910 MW and 500 MW WindHQ targets (14549, 14548) fall due at the end of 2026, about three months away. Over the next 90 days, the key question is whether the Q3 filing measures progress against those figures or quietly replaces them. It is also worth checking ERCOT queue entries and county permitting for Barber Lake (Mitchell County) and Black Pearl (Winkler County), since those addresses are the most concrete evidence of post-2023 buildout. Finally, extending the claims feed past March 2023 would show whether the four-site framing was formally abandoned.

SUPERSEDED

Delivery vs. promise

2026-09-24

The record shows ambition shrinking from a portfolio narrative to a single deliverable site. At the 2021 launch, Cipher described a stack of power relationships: a 200 MW Standard Power hosting contract with a 100 MW option (14616, 14617), a WindHQ supply deal starting at 110 MW and expanding to 500 MW (14547, 14548), and a 200 MW Luminant PPA (14546). Together these supported a headline target of 910 MW by the end of 2026 (14549). By late 2022 and early 2023 the concrete commitments had narrowed to Odessa: a 207 MW ramp (13704), a 138 MW take-or-pay floor (13153), and a partially owned joint-venture footprint described as four sites (13638, 13578). Standard Power does not reappear in the later claims supplied here, and the 910 MW figure is never restated. That is attrition by silence rather than a disclosed reset.

Dates have slipped consistently, and the company has not acknowledged the slips. The WindHQ 110 MW tranche due by end-2022 (14547), the 207 MW Odessa ramp promised by February 2023 (13704) and the 47,000-miner Q1 2023 deployment (13150) are all marked delayed. The fleet orders feeding them also missed their windows (13940, 13941, 14460). The March 2023 filing restates Odessa's full build as 60,000 miners with no date attached (13152), which quietly drops the deadline instead of revising it. Alborz is a smaller oddity. An undated start-up claim (13820) was later given a February 2022 start date (13579), after the fact.

None of the independent evidence the record should contain is present. The claims include no permits, no ERCOT large-load interconnection entries and no on-the-ground reporting. The later-named sites, including Barber Lake, Black Pearl, Bear, Chief, Colchis, Ulysses, Reveille, McLennan, Mikeska, Milsing and Apollo, carry no capacity or cost figures, and most have no location. The announced pace therefore rests entirely on company statements. The claim list supplied also ends in early 2023, so any later restatements are outside this read.

The next 90 days bring the 2026-12-31 horizon for both the 910 MW target and the 500 MW WindHQ expansion (14549, 14548). Watch whether the Q3 filing in November affirms, resizes or retires those figures explicitly. Check ERCOT queue and county records for Barber Lake and Black Pearl to see whether their street addresses correspond to energized load. Finally, watch whether the newer sites acquire stated megawatts and dates, which would make them testable commitments.

SUPERSEDED

Delivery vs. promise

2026-09-22

The headline number has moved in one direction and the operative number in another. The de-SPAC pitch aggregated a 200 MW hosting contract (14616) with a 100 MW option (14617), a WindHQ tranche rising from 110 MW to 500 MW (14547, 14548), and a 200 MW Luminant arrangement (14546) into a 910 MW target dated 2026-12-31 (14549). That target is now at its stated maturity. What the later record actually quantifies is far narrower: a single 207 MW ramp at Odessa (13704, 13152), a 138 MW take-or-pay floor (13153), and a four-site framing (13638, 13578) in which the Standard Power capacity quietly stops appearing. The shrinkage was never retracted; it was diluted. Meanwhile the project list has widened to a dozen named sites — Stingray, Colchis, Ulysses, Reveille, McLennan, Mikeska, Milsing, Bear, Chief, Barber Lake, Apollo, Black Pearl — carrying no capacity or cost figure at all. Naming outpacing quantification is the pattern worth holding onto.

Dates have slipped in a consistent shape: equipment first, energization second. The Bitmain order due 2022-09-30 (13940), the SuperAcme volumes due 2022-07-01 and 2022-12-31 (14461, 13941, 14460, 14462), and the Bitfury rigs (14429) all carry delay flags, and the Odessa ramp to 207 MW by 2023-02-28 (13704) and the 47,000-miner Q1 2023 milestone (13150) followed them. Alborz is the clearest instance of unacknowledged revision: a February 2022 start (13579) is flagged delayed, while later disclosure simply describes operations as commenced (13576, 13820) against a reset baseline.

On independent corroboration, this record offers little. It contains no permits, no interconnection queue entries, and no site reporting. The only non-company anchors are counterparty documents — the Luminant PPA and its third amendment (13711, 13703) and the take-or-pay obligation (13153) — which bind Cipher to pay for power whether or not machines are running, making contracted MW a poor proxy for energized MW.

Over the next ninety days, watch whether the unquantified sites acquire capacity and cost figures, whether energized MW is reported separately from contracted MW, whether the 138 MW floor is being consumed, and whether ERCOT queue postings and county filings in Winkler, Mitchell, Swisher and Andrews appear on the schedule the announcements imply.

SUPERSEDED

Delivery vs. promise

2026-09-22

The trajectory divides cleanly into an aggregation phase and a contraction phase. Through mid-2021 the headline number was built by stacking counterparties rather than energized megawatts: a 910 MW target for year-end 2026 (claim 14549) assembled from hosting capacity (claims 14616, 14617, 14545), a wind supply arrangement scaling from an initial tranche to a much larger commitment (claims 14547, 14548), and a Luminant purchase agreement (claim 14546). By late 2022 the narrative had narrowed to four sites under joint venture and power agreements (claims 13638, 13578), and by March 2023 the only asset carrying a concrete megawatt figure was Odessa at 207 MW (claims 13704, 13152), with the balance held through minority positions (claim 13148). The hosting component that supplied a large share of the original total is simply absent from later disclosure. Meanwhile the named project roster has grown to more than a dozen sites, most of which carry no capacity or cost figure at all. Name inflation without attached megawatts is the pattern worth flagging.

Dates have not held, and the manner of slippage matters more than the fact of it. Equipment commitments moved repeatedly (claims 14461, 14460, 14462, 13940, 13941), and the Odessa ramp and miner deployment targets both passed uncorrected (claims 13704, 13150). Alborz is the clearest case of revision without acknowledgement: a start date was carried, missed (claim 13579), and then superseded by past-tense language about operations having commenced (claims 13576, 13820), with a deployed count well short of a full buildout (claim 13821). The deadline did not move; it dissolved.

Independent corroboration is thin because nearly every claim here originates with the company. The exceptions worth leaning on are the Luminant take-or-pay floor (claim 13153), which is contractual rather than aspirational, and the three sites with street addresses, which can be checked against county permitting and the ERCOT large-load queue. The unaddressed sites cannot be tested from this record at all.

Over the next 90 days, watch whether any named site acquires a megawatt figure and an energization date, whether Odessa's delivered load converges toward 207 MW or settles near the 138 MW obligation, and note that this dataset terminates in early 2023; anything asserted about the intervening years requires fresh collection before it should be treated as evidence.

SUPERSEDED

Delivery vs. promise

2026-09-20

The announced envelope expanded far faster than anything that was energized. Within eight weeks of the SPAC announcement the company had stacked 200 MW of Standard Power hosting plus a 100 MW option (14616, 14617), 200 MW from Luminant (14546), and a WindHQ arrangement that grew from 110 MW to 500 MW in a single filing (14547, 14548), consolidated into a 910 MW target dated to year-end 2026 (14549). Against that, the only discrete operating capacity in the record is a 40 MW Alborz facility (12997), of which the company holds roughly half the hashrate through a 49 percent joint venture (13007, 12998), and an Odessa ramp to 207 MW (13704). The dozen additional named sites — Stingray, Colchis, Ulysses, Reveille, McLennan, Mikeska, Milsing, Bear, Chief, Barber Lake, Apollo, Black Pearl — carry no capacity or cost figures at all. The headline number is therefore a sum of contracted power rights, not built infrastructure, and the two have been presented interchangeably.

Dates have slipped in a consistent pattern. Corporate milestones moved by days (14660, 14521, 14474, 14465). Equipment delivery moved by quarters and was re-dated rather than corrected: SuperAcme shifted from mid-2022 to year-end 2022 across successive descriptions of the same 60,000-unit order (14461, 14462, 14460, 13941), with Bitmain and Bitfury orders following suit (13940, 14429). Alborz is the clearest case — an original start of February 2022 (13579) against an August 2022 disclosure of 10,578 miners deployed (13820, 13821), later narrated simply as commenced (13576) with no acknowledgement of the intervening months. Odessa's third PPA amendment (13703) is itself a re-dating instrument.

No permits, ERCOT interconnection queue positions, or site-level reporting appear anywhere in this record, so the announced pace is presently uncorroborated. The 2.7 c/kWh figure recurs verbatim (14435, 13942, 13637, 13581, 13577); a repeated input assumption is not delivery evidence. Note also that the claim set stops in March 2023, which caps what can be concluded.

Over the next ninety days, watch for large-load interconnection filings and county-level permits in Andrews, Mitchell, Winkler and Swisher counties, whether Odessa is confirmed at the full 207 MW, whether the Chief joint venture (13006) converts to energized load, and whether the 910 MW target is restated or quietly retired.

SUPERSEDED

Delivery vs. promise

2026-09-20

The delivery record splits cleanly into two eras, and the seam is where the interesting information sits. The 2021 vintage was denominated in megawatts and backed by named counterparties: a 910 MW aggregate target carrying a 2026 horizon (14549), assembled from a Luminant PPA (14546), a Standard Power hosting contract with an expansion option (14616, 14617), and a WindHQ arrangement that started at 110 MW (14547) and was framed as scaling to 500 MW (14548). What actually reached energization was a narrower base. The Standard Power leg is the conspicuous absence — it anchored roughly a third of the original headline and does not reappear as operating capacity anywhere downstream. The 910 MW figure was never publicly retired; it simply stopped being the unit of account.

Dates held poorly and were revised without ceremony. Alborz was promised for February 2022 (13579) and was still being described as commencing operations in the October 2022 filing (13576), with 10,578 miners deployed as of August (13821) against a site sized for far more. Odessa's 207 MW ramp was tied to February 2023 (13704) and its 47,000-miner milestone to Q1 2023 (13150), both against a full buildout of 60,000 miners (13152) and a 138 MW take-or-pay floor (13153) that converts slippage into cash burn rather than a costless delay. Procurement slipped in parallel: the Bitmain order (13940, 14463), the 60,000-unit SuperAcme tranche (14460, 14461, 13941), and the Bitfury rigs (14429) all carried 2022 delivery dates and all moved.

On corroboration, this record is company-attested end to end. It contains no interconnection queue entries, no county permit references, and no independent siting evidence for any facility. The later sites — Stingray, Barber Lake, Black Pearl, Alborz, and the unaddressed Colchis, Ulysses, Reveille, McLennan, Mikeska, Milsing and Apollo entries — are announcements with street addresses but no capacity or cost attached at all. That is a meaningful regression in disclosure quality from 2021, when at least the numbers were specific enough to be wrong.

Over the next ninety days, watch whether any of the unquantified sites acquires a megawatt figure and an energization date in the same disclosure; whether ERCOT large-load filings appear for the Wink, Happy and Colorado City addresses; and whether the take-or-pay obligation is restated. A capacity number without a queue position is a land position, not a pipeline.

SUPERSEDED

Delivery vs. promise

2026-09-18

Cipher's facility record, as supplied, runs from the May 2021 SPAC announcement through March 2023. Over that period the capacity story contracts from a large headline ambition to a single anchor site. The July 2021 framing targeted 910 MW of mining power by the end of 2026 (claim 14549). It was built from a 200 MW Luminant agreement (14546), 200 MW of Standard Power hosting with a 100 MW option (14616, 14617, 14545), and a WindHQ relationship expected to grow from 110 MW to 500 MW (14547, 14548). By late 2022 the language had narrowed to four joint-venture and power-agreement sites (13638, 13578). By March 2023 the working figure was Odessa's 207 MW buildout, sized at roughly 60,000 miners (13152), with a 138 MW take-or-pay obligation (13153). No filing on record formally retires the 910 MW target or the Standard Power and WindHQ capacity. Those figures simply stop appearing, which amounts to a revision without acknowledgement.

Dates have slipped repeatedly. The merger close moved from a June 2021 expectation (14574) to late August (14474, 14465). Miner deliveries from Bitmain, SuperAcme and Bitfury carried 2022 dates, and all are marked delayed (13940, 13941, 14460, 14429). Two Odessa targets are also flagged delayed: the 207 MW ramp promised by February 2023 (13704) and 47,000 miners by Q1 2023 (13150). Alborz was originally dated for February 2022 (13579) and was reported as commenced only in October (13576). The Luminant PPA needed a third amendment (13703), which fits a pattern of renegotiated delivery schedules.

This record contains no independent corroboration. No ERCOT interconnection queue entries, county permits or on-the-ground reporting are attached to any project. Ten of the fourteen named sites, including Barber Lake, Black Pearl, Bear and Chief, carry no capacity, cost or timeline claims. The read therefore rests entirely on company statements, and a street address alone is not evidence of progress.

The next 90 days should focus on closing the gap between the March 2023 record and today. Watch for any filing that reconciles or formally abandons the 910 MW target. Watch for energization and capacity figures at Black Pearl and Barber Lake, and for ERCOT large-load interconnection filings covering the Andrews County sites. Also check whether Odessa's Luminant terms, including the take-or-pay floor, have been restated. The claim list provided appears truncated after claim 13148, so later disclosures should be ingested before this read is published.

SUPERSEDED

Delivery vs. promise

2026-09-18

Cipher's capacity story has narrowed from its 2021 headline figures into a smaller, better-defined core. At the time of the SPAC, the company set a 910 MW mining target for end-2026 (14549). It was assembled from a 200 MW Standard Power hosting deal plus a 100 MW option (14616, 14617), a 200 MW Luminant supply agreement (14546), and WindHQ tranches of 110 MW and 500 MW (14547, 14548). By late 2022 the framing had become four sites held through power and joint-venture agreements (13638, 13578). The operative number at Odessa was 207 MW (13704), and the Luminant take-or-pay floor was only 138 MW (13153). The 910 MW goal was never visibly retired in the claims on file, but nothing after 2021 repeats it.

Dates have mostly slipped, and the slips were rarely acknowledged. The SPAC close missed its target by a day or two (14474, 14465), which is immaterial. The operating commitments are another matter. Alborz was promised for February 2022 (13579) and was only reported as running by October (13576). The Odessa 207 MW ramp due February 2023 (13704) and the 47,000-miner Q1 2023 deployment (13150) are both marked delayed. Every major miner order also slid past its delivery date: Bitmain (13940), SuperAcme (14460, 13941), and Bitfury (14429). The WindHQ 110 MW tranche due end-2022 (14547) is delayed as well. It is not clear that any of it was delivered.

The record contains no independent corroboration. The Luminant amendment (13703) is a counterparty contract, not proof of energization. There are no ERCOT large-load interconnection entries, county appraisal filings, or on-the-ground reports on file. The claims list also stops in March 2023. As a result, Barber Lake, Black Pearl, Stingray, Bear, Chief and the other named sites have no dated capacity or cost claims to test at all, and that gap is itself the most significant finding.

Over the next 90 days, the end-2026 deadlines for the 910 MW target (14549) and the 500 MW WindHQ tranche (14548) come into view. The Q3 2026 report should show whether management formally restates or drops them. Separately, ERCOT queue status and energization dates for the newer Texas sites would provide the first external check on whether the later portfolio is being built at the pace implied by its announcements.

SUPERSEDED

Delivery vs. promise

2026-09-14

The capacity story in this record grows in headline scope while its components become harder to track. The July 2021 target of 910 MW by end-2026 (claim 14549) rested on three pillars. The first was the Standard Power hosting contract of 200 MW plus a 100 MW option (14616, 14545, 14617). The second was a 200 MW Luminant supply at Odessa (14546). The third was a WindHQ arrangement of 110 MW by end-2022, rising to 500 MW by end-2026 (14547, 14548). By 2022 the framing had narrowed to four sites under joint venture and power agreements at 2.7 c/kWh (13638, 13578). The Standard Power hosting deal does not recur after mid-2021. The record shows no statement retiring it. By March 2023 the WindHQ joint venture sites were described as expansion potential of 165 MW at Alborz and 135 MW each at Bear and Chief (13124, 13125, 13126). That is softer language than a dated commitment. Owned capacity was stated in hashrate, 5.2 EH/s (13135), rather than MW, which makes it hard to reconcile with the 910 MW figure.

Dates have slipped, only sometimes acknowledged. Alborz carried a February 2022 start that the record itself marks delayed (13579), and commencement was reported in October 2022 (13576). The Odessa ramp to 207 MW by February 2023 (13704) came only after a third amendment to the Luminant agreement (13703), which suggests the original schedule was renegotiated. The miner delivery deadlines are 27,000 Antminers by September 2022 (13940), 60,000 MicroBT units by end-2022 (13941) and 28,000 Bitfury rigs (14429). None has a later confirmation or revision in this record.

The record contains no permits, ERCOT large-load interconnection entries or site reporting, so the announced pace is supported only by company statements. The later project roster includes Barber Lake, Black Pearl, Stingray, Colchis, Ulysses, Reveille, McLennan, Mikeska, Milsing and Apollo. None of these carries a capacity or cost figure here, and the claim list as supplied ends mid-2023. The trajectory after that point cannot be assessed from this record.

Over the next 90 days, the third-quarter filing expected in early November is the key checkpoint. It should show whether the end-2026 dates for 910 MW and the 500 MW WindHQ tranche are reaffirmed, restated or quietly dropped. It should also show whether the newer sites receive MW figures that can be checked against ERCOT queue data and county or TCEQ filings.

SUPERSEDED

Delivery vs. promise

2026-09-14

Cipher's capacity story has changed shape more than size. The 2021 SPAC-era framing was built on large contracted power blocks: a 200 MW Standard Power hosting deal with a 100 MW option (14616, 14617), a 200 MW Luminant PPA (14546), and WindHQ agreements scaling from 110 MW to 500 MW, rolled up into a 910 MW target for end-2026 (14547, 14548, 14549). By the March 2023 filings, the Standard Power arrangement no longer appears in the supplied record. Capacity is instead described as individual sites and joint-venture stakes. Alborz is a 40 MW facility in which Cipher holds 49 percent (13029, 13018), and Bear is cited at only 0.3 EH/s (13019). The largest numbers are now labeled expansion potential rather than commitments: 165 MW at Alborz and 135 MW at Chief (13043, 13045). Cipher's net, wholly owned megawatts are therefore materially smaller than the gross headline figures suggest.

Delivery dates have slipped repeatedly, and the record rarely acknowledges it. The merger was guided to close by June 30, 2021 (14574) and closed in late August (14465), a modest and disclosed slip. Alborz operations carried a February 2022 date and are flagged delayed (13579), then described simply as commenced by August 2022 (13820, 13576) without a reconciliation. Odessa is the clearest gap. The 207 MW ramp was due by February 2023 (13704), and 47,000 miners and 4.7 EH/s were targeted for Q1 2023 (13038, 13039, 13014). In March 2023 the company reported 39,000 miners (13028), and all of the Q1 targets carry a delayed flag. Equipment orders also sit well above deployment. Bitfury, Bitmain and SuperAcme together ordered roughly 115,000 units (14429, 13940, 13941). SuperAcme's delivery date is also inconsistent across filings, given as July 2022 in 14461 and December 2022 in 14460.

The record contains no independent corroboration, such as permits, ERCOT large-load interconnection entries or site reporting. None of the fourteen listed projects carries a capacity or cost figure, and the claims shown end in March 2023. The announced pace should therefore be treated as unverified. Barber Lake, Alborz and Black Pearl have street addresses, so they are the easiest sites to test against county and ERCOT records.

Over the next 90 days, the Q3 2026 10-Q is the key document. It should show whether the 910 MW end-2026 target (14549) and the 500 MW WindHQ expansion (14548) are reaffirmed, restated or quietly dropped with the deadline weeks away. It should also show whether energized megawatts at the addressed sites can be matched to interconnection filings.

SUPERSEDED

Delivery vs. promise

2026-09-14

Read strictly on the claims supplied, which run from the August 2021 SPAC filings to March 2023 and cut off mid-record at claim 12989, Cipher's early trajectory is a contraction from a broad vision to a narrower build. The 2021 pitch combined four sites (14436, 14385) with fixed 2.7 c/kWh power (14435) and supplier commitments to Bitmain for 27,000 units (14463), SuperAcme/MicroBT for 60,000 (14460) and Bitfury for 28,000 (14429). By March 2023 the flagship Odessa site was sized at a full build of 60,000 miners and 6.2 EH/s (13040, 13041). The Ulysses hosting arrangement with Standard Power had been terminated (13149). The remaining growth was placed in 49 percent WindHQ joint ventures: 10 MW each at Bear and Chief (13030, 13031, 13020) and 40 MW at Alborz (12997). The 165 MW and 135 MW figures attached to those sites (13032, 13033, 13034) are labelled expansion potential, not committed capacity, and should be read that way.

The dates held poorly, though the slips were mostly acknowledged. The same SuperAcme order carried delivery dates of both 2022-07-01 and 2022-12-31 (14461, 14462). Alborz was pushed past its 2022-02-01 start (13579) before operations began (13576). The clearest miss is Odessa. Claim 13704 promised a 207 MW ramp by 2023-02-28, and 13150 promised 47,000 miners by Q1 2023. Instead, Odessa reported 4.2 EH/s at that date (13136), roughly two-thirds of target, and 13150 is itself marked delayed. The Luminant take-or-pay floor of 138 MW, 66.7 percent of the contract (13119, 13009), closely matches the capacity actually energized at that point. Many timeline claims, including the Bear and Chief completions (13000, 13003), carry no promised date at all, which limits how much slippage can be measured.

The record contains no independent corroboration, such as ERCOT large-load interconnection entries, TCEQ or county permits, tax abatement filings or site reporting. It also contains no capacity or timeline claims for Barber Lake, Black Pearl, Stingray, Colchis, Reveille, McLennan, Mikeska, Milsing or Apollo. Every project remains coded announced, including Odessa, which was producing hashrate by early 2023. The project statuses are stale, and the claim set looks incomplete for the past three years.

Over the next 90 days, the priority is to backfill claims after 2023 so the newer Texas sites have stated megawatts and dates that can be tested. The Q3 2026 10-Q, due in early November, should be checked against any such claims. For Barber Lake and Black Pearl, confirm energization through ERCOT interconnection and large-load filings and county records rather than company releases.

SUPERSEDED

Delivery vs. promise

2026-09-14

The claim record supplied for Cipher Mining stops at the March 13, 2023 annual filing, and several projects on the list, including Barber Lake, Black Pearl, Stingray, Colchis, Reveille, McLennan, Mikeska, Milsing and Apollo, carry no dated claims at all. This read is therefore a snapshot of the bitcoin-mining build phase, not the current portfolio.

Announced scale contracted quietly between the 2022 and 2023 disclosures. The May 2022 equipment orders of 27,000 Bitmain units (13940) and 60,000 MicroBT units (13941) implied a fleet far larger than the 60,000-miner, 6.2 EH/s full build-out later framed for Odessa (13040, 13041, 13015). The four-site buildout described in late 2022 (13638, 13578) also narrowed. The Standard Power hosting arrangement tied to Ulysses was terminated (13149), and the three WindHQ joint-venture sites were presented as 10 MW facilities at Bear and Chief (13030, 13031) and 40 MW at Alborz (12997). Each carries expansion potential of 135 to 165 MW (13032, 13033, 13034) with no dates attached. That headroom is optionality, not commitment.

Timelines have slipped more often than they have held. Alborz was promised for February 2022 and flagged delayed (13579) before operations were reported as commenced in October (13576). At Odessa, the 207 MW electricity ramp was due by February 28, 2023 (13704). That same date is when the company reported 4.2 EH/s (13136, 13013), about two-thirds of the stated full build-out. The shortfall was reframed as a Q1 target of 47,000 miners and 4.7 EH/s (13038, 13039, 13116), and the gap against the original ramp was not explicitly acknowledged. The year-end 2023 fill of 10,800 additional miners (13151, 13117) is also marked delayed. The Luminant take-or-pay floor of 138 MW (13153, 13009) matters here, because underbuilding against contracted power carries a direct cost.

No independent corroboration appears in the record. There are no ERCOT large-load interconnection entries, county permits, tax-abatement filings or site reporting for any facility. The announced pace rests entirely on company disclosure.

The next 90 days are mainly a re-baselining exercise, since the record is roughly three and a half years stale. The first priority is to pull subsequent 10-Q and 10-K filings to test whether Odessa reached 6.2 EH/s and whether the Luminant obligation was renegotiated. The second is to establish what capacity, power source and schedule are claimed for the addressed but undocumented sites at Barber Lake, Black Pearl and Stingray. The third is to check ERCOT queue and county records for any facility whose stated megawatts have changed purpose or scale since 2023.

SUPERSEDED

Delivery vs. promise

2026-09-14

The record supplied here stops in March 2023, and the final entry (claim 13019) is cut off, so this read covers Cipher's early bitcoin-mining buildout, not the later sites on the project list. Barber Lake, Black Pearl, Stingray, Colchis, Apollo and the others carry no capacity, cost or date claims in this dataset. That gap is the most important thing to know before relying on anything below.

Within that window, headline capacity shrank rather than grew. In 2022 the company described a four-site buildout (claims 13638, 13578). The Standard Power hosting agreement tied to the Ulysses site was terminated (claims 13149, 13011), leaving Odessa plus three 49 percent joint ventures with WindHQ. Bear and Chief were each operating at roughly 10 MW and 0.3 EH/s (claims 13030, 13031, 13021). Their 135 MW figures, and the 165 MW at Alborz, are framed as expansion potential with no dates (claims 13044, 13045, 13043). They are optionality, not commitments.

The dates have not held. Alborz's start was tagged against a February 2022 target and flagged delayed (claim 13579), with commencement reported only in October 2022 (claim 13576). At Odessa, the company targeted a 207 MW ramp by February 2023 (claim 13704) and 4.7 EH/s with 47,000 miners by the end of Q1 2023 (claims 13014, 13038). It reported 4.2 EH/s at February 28 (claim 13013). The full 60,000-miner, 6.2 EH/s buildout then appears without any deadline (claims 13040, 13015). Replacing a dated target with an undated one is a quiet revision. The 10,800 additional miners slated for 2023 are also flagged delayed (claim 13117). Nothing in the record confirms delivery of the 27,000 Bitmain and 60,000 MicroBT units ordered in 2022 (claims 13940, 13941). The Luminant take-or-pay floor of 138 MW, two-thirds of 207 MW (claims 13119, 13009), is a real cost of under-deploying.

The record contains no independent evidence: no permits, no ERCOT large-load interconnection filings, and no site reporting. Every figure is company-sourced. The repeated duplicates of the same 2023 statements also overstate how much distinct disclosure exists.

Over the next 90 days, the priorities are backfilling claims from 2023 onward and checking the Q3 2026 10-Q for current energized megawatts by site. The most useful checks are ERCOT queue and county permit records for Barber Lake, Black Pearl and Stingray. Those would show whether the undated capacity on the project list is backed by interconnection progress or remains announcement-stage.

SUPERSEDED

Delivery vs. promise

2026-09-14

Cipher's record for this cluster effectively ends in March 2023. That leaves the delivery picture anchored in its early bitcoin-mining phase, while the newer sites on the project list (Barber Lake, Black Pearl, Stingray and the named greenfield parcels) carry no capacity, cost or timeline claims at all. That gap is the first finding. Most of the portfolio exists here only as names, and the scaling story cannot be assessed beyond Odessa and the three WindHQ joint-venture sites.

At Odessa, the headline capacity held steady while the schedule slipped. The 207 MW ramp was framed for early 2023 (13704). By the end of February the site reported 4.2 EH/s and roughly 39,000 miners (13136, 13028), short of the Q1 target of 4.7 EH/s and 47,000 miners (13014, 13150), which was already flagged as delayed. The full 60,000-miner, 6.2 EH/s buildout (13152, 13041) was never dated. The incremental 2023 plan of about 10,800 miners (13117, 13151) does not reach that total, which suggests the endpoint was quietly moved beyond 2023 rather than openly revised. The 138 MW take-or-pay obligation, two-thirds of contracted power (13153, 13037), means those slips carried a real cost.

Alborz shows the same pattern. The February 2022 start date (13579) was missed, and operations are later described as commenced (13576) with no acknowledgement of the gap. The joint-venture sites delivered modestly: 40 MW at Alborz and 10 MW each at Bear and Chief (13029, 13030, 13031). Against that, the company advertised 435 MW of combined expansion potential (13124, 13125, 13126) with no dates, cost figures or power agreements attached. The Standard Power termination at Ulysses (13149) is the one clear contraction in the record. The metrics also drift between miners, EH/s and MW, which makes like-for-like tracking harder than it should be.

No independent evidence appears in the record: no ERCOT interconnection queue entries, county permits or site reporting. None of the announced pace, and none of the expansion megawatts, is externally corroborated.

Over the next 90 days, watch for three things. First, whether newer filings attach megawatts, dates and interconnection status to Barber Lake, Black Pearl and Stingray. Second, whether the 435 MW of JV expansion potential is ever formally revised or dropped. Third, how Cipher addresses Odessa's fixed 2.7 c/kWh pricing, which runs only through 2027 (13036), since any renewal or repricing will reshape that site's economics.

SUPERSEDED

Delivery vs. promise

2026-09-14

The claim record as supplied stops at Cipher's March 2023 annual filing (the list truncates at claim 13120). None of the later-named sites carry a single capacity or timeline claim, including Barber Lake, Black Pearl, Stingray and the Apollo, Colchis and Mikeska sites. This read therefore covers the bitcoin-mining buildout only. It cannot assess the company's more recent high-performance-computing positioning, which is where current attention on Cipher sits.

On scale, the announced footprint grew on paper faster than it grew in the ground. The original framing was four sites under power and joint-venture agreements (13638, 13578). Odessa carried a 207 MW delivery ramp (13704) and a full-buildout target of 60,000 miners and 6.2 EH/s (13040, 13041). At the three 49 percent joint ventures, installed capacity was modest: 40 MW and 1.3 EH/s at Alborz (13029, 13017), and 10 MW and 0.3 EH/s each at Bear and Chief (13030, 13031, 13019, 13021). Against that, the company cited 435 MW of combined expansion potential (13043, 13044, 13045), roughly seven times what was energized, with no dates attached.

On timing, the pattern is incremental slippage rather than open revision. Alborz was promised by February 2022 and is flagged delayed (13579), before later filings simply describe operations as commenced (13576). Odessa stood at 39,000 miners and 4.2 EH/s at February 28, 2023 (13028, 13136). That was short of the 47,000-miner, 4.7 EH/s first-quarter target (13038, 13039), and the 10,800-unit fill planned for year-end 2023 is also flagged delayed (13117, 13151). Many of these claims restate the same two targets from one filing, so the count of delayed items overstates the number of distinct misses. The Standard Power hosting termination tied to Ulysses also slipped past its stated date (13149).

No independent evidence is on record. There are no ERCOT large-load interconnection entries, no county or TCEQ filings for the Andrews County joint ventures, and no site reporting. Pace can only be judged against the company's own later disclosures.

Over the next 90 days, the priority is ingesting the 2023 through 2026 filings, so the record can show whether Odessa ever reached 6.2 EH/s and whether any joint-venture expansion potential was actually built. The third-quarter 2026 report should be checked for energization dates at Barber Lake and Black Pearl, and those dates cross-referenced against ERCOT queue status. Finally, watch how the company addresses the Luminant fixed-price supply running through 2027 (13036, 13047). Its renewal terms will determine Odessa's economics after the contract ends.

SUPERSEDED

Delivery vs. promise

2026-09-14

The visible record for Cipher Mining ends in March 2023, and the input appears truncated mid-claim. Treat this read as a view of the company's early mining footprint, not its current pipeline. Eleven of the fourteen projects on record, including Barber Lake, Black Pearl and Stingray, carry no capacity or cost figures in the claims shown, so the most consequential recent sites cannot be assessed from this data.

The footprint first grew and then became more precisely bounded. The 2022 framing was four sites under power and joint venture agreements (13638, 13578). By March 2023 this had resolved into Odessa as the anchor, targeting 60,000 miners and 6.2 EH/s at full build (13040, 13015, 13152), plus three 49 percent WindHQ joint ventures (13035, 13148). Of those, Alborz is at 40 MW (12997), and Bear and Chief are each at 10 MW (13030, 13031). Their headline expansion potential of 165 MW, 135 MW and 135 MW (13043, 13044, 13045) is far larger than anything built. It carries no dates and should be read as optionality, not guidance.

On dates, the pattern is steady slippage recorded quietly. Alborz was due to start by February 2022 and is marked delayed (13579), even though a later filing simply states operations commenced (13576) without reconciling the two. At Odessa, the Q1 2023 target of 47,000 miners and 4.7 EH/s is flagged delayed across five near-duplicate claims (13038, 13039, 13014, 13121, 13150). The same filing reported 39,000 miners and 4.2 EH/s in place (13028, 13013), a gap of about 17 percent against a quarter-end goal that was only weeks away. The additional 10,800 miners planned by end-2023 are also marked delayed (13117, 13151). None of these revisions carries a restated date in the record.

The record contains no independent evidence: no permits, no ERCOT interconnection or large-load queue entries, and no site reporting. The 138 MW Luminant take-or-pay obligation (13047, 13119) is the strongest external anchor, since it binds Cipher to power it must pay for whether or not miners are running. Separately, the 2.7 c/kWh pricing that underpins the economics runs only through 2027 (13036).

Over the next 90 days, watch for the missing post-2023 capacity claims on Barber Lake, Black Pearl and Stingray, and check whether they match ERCOT queue filings. Also watch for any disclosure on what replaces the Luminant pricing after 2027, and whether Odessa's 6.2 EH/s full-build figure is ever confirmed as reached or quietly retired.

SUPERSEDED

Delivery vs. promise

2026-09-14

The record supplied here is truncated in August 2023 (it breaks off at claim 12305), so this read covers Cipher's early Odessa and WindHQ joint-venture phase only. The later projects carried on the project list, including Barber Lake, Black Pearl, Stingray, Colchis, Ulysses and Apollo, have no capacity, cost or timeline claims attached. Every project, including the already-operating Odessa site, still shows status=announced, which suggests the status field has not been maintained rather than that nothing has been built.

Within the visible window, announced capacity was consistent rather than growing. Odessa was framed at 207 MW (12668, 12512), with a full-buildout ceiling of 60,000 miners and 6.2 EH/s (13040, 13015). The Canaan order of 11,000 units (12661), added to the 47,000-miner Q1 2023 target (13038), roughly reaches that ceiling, so the expansion plan is internally coherent. The joint-venture sites told a different kind of story. They had 60 MW operating across Alborz, Bear and Chief (13029–13031) against 435 MW of "expansion potential" (13043–13045). That is roughly sevenfold optionality, and it was never tied to a date or budget, so it should be read as land-and-power positioning, not a delivery commitment.

On dates, the Q1 2023 target of 4.7 EH/s (13014, 13039) was published on March 13, eighteen days before its own deadline, which makes it closer to a status report than a forecast. More telling, the May 2023 filings repeated the February 28 figures of 6.1 and 5.2 EH/s (12669, 12670) instead of reporting a post-quarter number. Nothing visible confirms that the Q1 target or the September 2023 Canaan installation window (12661) was met. That is not evidence of a slip, but the record does not show either promise being closed out. The Luminant structure, 138 MW take-or-pay at two-thirds of site load (13153, 13037) priced near 2.7 c/kWh through 2027 (13036), is the most durable commitment on file.

The record contains no independent corroboration: no ERCOT large-load interconnection entries, county abatement filings, TDLR construction registrations, or site reporting. For the next 90 days, the first priority is completing ingestion past 2023 so that Barber Lake and Black Pearl carry actual capacity and timeline claims that can be tested against ERCOT queue and Mitchell and Winkler County records. Beyond that, watch the Q3 2026 results for any disclosure on replacing or repricing the Luminant power agreement ahead of its 2027 horizon, since Odessa's economics rest on it. Also watch whether any joint-venture expansion megawatts were ever converted into dated commitments.

SUPERSEDED

Delivery vs. promise

2026-09-13

Cipher's record for this cluster is thin on outcomes. The input also cuts off partway through claim 6018 in June 2024, so this read covers only the 2023 to mid-2024 disclosures and cannot see how later promises resolved.

Over that period the stated footprint grew in steps. Odessa's power figure held at 207 MW across three filings (12668, 12512, 12304). Its hashrate language moved from 4.2 EH/s operating (13013) to a 4.7 EH/s first-quarter 2023 target (13014, 13039) and a 6.2 EH/s, 60,000-miner full build-out (13015, 13040). The Q3 2023 figure of 80,500 miners (12305) is a company-wide number, not an Odessa one. The WindHQ joint-venture sites are small today, at 40 MW for Alborz and 10 MW each for Bear and Chief (13029, 13030, 13031). Most of their size is expansion potential of 165 MW, 135 MW and 135 MW (13043, 13044, 13045), and none of that carries a date. The real jump is Black Pearl: 300 MW of ERCOT approval (6560) and a 135 MW energization commitment (6563, 6566). That makes Black Pearl larger than everything operating before it. Seven named sites, including Colchis, Ulysses, Reveille and Apollo, have no location or capacity attached, so they are placeholders rather than pipeline.

Dated promises have not held well. The Black Pearl closing was due by end-2023 and is flagged delayed (6561, 6565). So are the Bitmain shipment schedule (6556), the pulled-forward delivery target of October 2024 (6021) and the 2025 T21 delivery (6405). Acceleration was announced on top of an order that was already late. Nothing in the record confirms the 4.7 EH/s Q1 2023 target was met; the next data points are Feb 28 snapshots (12669, 12670) that neither confirm nor refute it. Most significantly, the 135 MW Black Pearl energization deadline of May 15, 2026 has passed and is marked delayed. No revised date appears, which fits a quiet slip rather than an acknowledged one.

There is no independent evidence on record. The ERCOT approval (6560) comes from the company itself, not from a queue entry. Barber Lake, Alborz and Black Pearl have street addresses, so county permit and appraisal checks are feasible and should be run.

Over the next 90 days, the Q3 2026 10-Q due in early November should show whether Black Pearl energized, was renegotiated, or triggered lease remedies. ERCOT large-load interconnection reports should be checked for Black Pearl's actual energized megawatts. Watch also for any Odessa lease or power-pricing renewal before the July 2027 expiry (12209, 13036). A complete claim pull covering mid-2024 onward is needed before firmer conclusions.

SUPERSEDED

Delivery vs. promise

2026-09-13

Cipher's record splits into a stable operating core and a pipeline that has grown much faster than anything actually delivered. Odessa has been described as 207 MW in every filing from May 2023 (12668, 12512) through February 2025 (5054). Over the same period hashrate grew from 6.1 EH/s total and 5.2 EH/s owned (12669, 12670) to 15.7 and 13.5 EH/s (5087, 5088). Odessa alone accounts for 11.3 EH/s of that (5092), so most of the growth came from swapping in denser miners on fixed megawatts. The pipeline, by contrast, jumped to a 3,000 MW portfolio claim (5038, 5051). The operating base is 207 MW plus three 40 MW joint-venture sites held at 49 percent (5057, 5059, 5061). The rest rests on expansion potential (5094, 5098) and 500 MW of purchase options (5070, 5079).

The timelines have slipped repeatedly, and the record rarely shows the company acknowledging it. Black Pearl was set to close by end-2023 (6561, 6565) and have its substation energized by mid-2025 (5039, 5063). Both are flagged delayed. The site was also recast from a 300 MW ERCOT approval with a 135 MW minimum energization obligation (6560, 6566) to a 150 MW bitcoin first phase plus 150 MW of HPC or mining (5037, 5101). That obligation carried a 2026-05-15 deadline (6563), which has now passed while the claim is still marked delayed. Stingray's 100 MW target of 2026-06-30 (5040, 5067) has also lapsed. Other misses include the May 2025 pipeline energization (5086, 5052), the 150 MW 2025 deployment plan (5053), Barber Lake's SoftBank exclusivity window (5149), and several miner delivery schedules (6556, 6021, 6405, 6018). Colchis, Ulysses, McLennan, Mikeska, Milsing and Apollo have no dated commitments in the record at all. The claims supplied here stop in February 2025, so later restatements may exist that this read cannot see.

There is no independent evidence on file for the announced pace: no permits, no ERCOT large-load queue entries and no site reporting. Every capacity figure beyond Odessa therefore rests on company statements alone.

The next 90 days bring several tests. The first site-option deadline, 2026-10-31 (5070), will show whether options become owned sites or quietly expire. The Q3 2026 10-Q should be read for any explicit account of Black Pearl's 135 MW obligation and of Stingray. The Odessa lease and Luminant PPA both run to July 2027 (12209, 5046), so renewal terms on the core asset matter more than the pipeline headline. ERCOT queue filings for Stingray, Barber Lake and Reveille, the last targeted for mid-2027 (5041), would be the first outside confirmation of the growth story.

SUPERSEDED

Delivery vs. promise

2026-09-13

Cipher's capacity story has grown much faster than its delivery record. In 2023 the company was essentially one owned asset, Odessa at 207 MW (12512, 12304), plus 49 percent stakes in three WindHQ joint-venture sites (12513). Black Pearl added a 300 MW ERCOT approval and a 135 MW energization commitment (6560, 6563). By February 2025 the framing had jumped to a 3,000 MW portfolio and pipeline (5038, 5051). That figure rests largely on 500 MW of purchase options (5070, 5079) and on expansion potential at 40 MW joint-venture sites (5094, 5096, 5098). Against that, the planned 2025 deployment was only 150 MW (5053), roughly a twentieth of the headline. Most of the growth is optionality, not steel in the ground.

The dated promises have mostly slipped. The Black Pearl acquisition missed its 2023 year-end close (6561, 6565). Bitmain shipment and accelerated-delivery dates both slipped (6556, 6021, 6405). The Black Pearl substation target of June 2025 (5039, 5063, 5083) and the May 2025 pipeline energization (5052, 5086) are flagged delayed. So are the Barber Lake exclusivity window (5149) and the Stingray 100 MW target of June 2026 (5040). The most consequential is the lease-linked 135 MW Black Pearl minimum by May 15, 2026 (6563, 6566), which is now past and marked delayed. A missed lease obligation carries contractual weight that a guidance miss does not. The February 2025 filing restated Black Pearl as a 150 MW first phase (5037) without, on this record, reconciling it to the earlier commitment. That is the clearest case of quiet revision. Only Reveille's mid-2027 date (5041) remains formally intact, and it is the furthest out.

The record supplied contains no independent corroboration. There are no permit filings, ERCOT large-load queue entries, or site-level reporting. Even the 300 MW interconnection approval (6560) is company-stated. The record also ends mid-listing at claim 5072, so later disclosures are not assessed here. The pace cannot be validated from outside the company.

Over the next 90 days, the Q3 2026 10-Q is the key document. Watch for whether it confirms Black Pearl reached the 135 MW threshold or discloses a lease amendment or waiver. Also watch for whether Stingray gets a revised date or silently drops out of guidance. Any ERCOT queue movement for Stingray or Reveille would be the first outside check on the pipeline. Finally, watch Odessa's power strategy beyond the July 2027 Luminant expiry (5046, 12209), since the 2.7 cent contract underpins the only fully proven asset.

SUPERSEDED

Delivery vs. promise

2026-09-13

Cipher's announced footprint grew roughly fifteenfold in eighteen months. In August 2023 the story was a single 207 MW Odessa site (12304) plus a 49 percent WindHQ joint venture stake (12306). By February 2025 the company described a 3,000 MW portfolio and pipeline (5038, 5051, 5077). That figure combines one operating asset, three 40 MW joint venture sites with stated expansion headroom (5093 through 5098), Black Pearl, and 500 MW of unexercised site options (5045, 5070, 5107). Black Pearl itself moved from a 300 MW ERCOT approval (6560) to a 150 MW first phase. One description of that phase is 'HPC/mining' (5101), which suggests the site's intended use was already being hedged. Most of the 3,000 MW is optionality, not megawatts under construction. The two option filings also give different deadlines, 2026-10-31 (5070) and 2027-02-28 (5079), and the record does not reconcile them.

Dated promises have not held well. The Black Pearl acquisition closing (6561, 6565), the Bitmain delivery schedules (6556, 6021, 6405), the Canaan option window (6018), the SoftBank exclusivity at Barber Lake (5149), the May 2025 pipeline energization (5052, 5086), the June 2025 Black Pearl substation (5039, 5063, 5083) and the 150 MW 2025 deployment target (5053) are all flagged as delayed. More pointedly, the 135 MW minimum energization obligation at Black Pearl, due 2026-05-15 (6563, 6566), and the 100 MW Stingray energization, due 2026-06-30 (5040, 5067, 5084), have both passed without delivery on record. The visible record stops at February 2025, so we cannot tell whether Cipher later acknowledged these slips or quietly re-dated them. Only Reveille's mid-2027 target (5041, 5069, 5085) remains formally intact.

The file contains no independent corroboration: no permits, ERCOT interconnection queue entries, or site-level reporting. Every project row still reads 'announced' with blank capacity, even Odessa, which was reported at 11.3 EH/s (5092). The announced pace therefore rests entirely on company disclosure.

Over the next 90 days, watch for four things. First, whether Cipher exercises or lets lapse the site options ahead of the October 31 date (5070). Second, how the missed Black Pearl minimum-energization covenant is characterized in the Q3 10-Q, including any lease amendment or waiver. Third, whether Stingray and Reveille appear in ERCOT's queue with signed interconnection agreements. Fourth, any disclosure on renewing the Odessa lease and Luminant power agreement, which both expire in July 2027 (12209, 5046). Losing Odessa's 2.7 c/kWh power would remove the portfolio's only proven cash-generating base.

SUPERSEDED

Delivery vs. promise

2026-09-13

The Cipher Mining record breaks off after the February 2025 filing, so this read covers roughly eighteen months of claims and cannot see any restatement made since. Within that window, announced capacity grew mostly as optionality rather than as energized megawatts. In late 2023 the concrete assets were Odessa at 207 MW (5054) and a Black Pearl lease carrying 300 MW of ERCOT approval (6560), with 135 MW committed by May 2026 (6563, 6566). By February 2025 the headline had become a 3,000 MW portfolio and pipeline (5038, 5051, 5077). That figure rests on three 40 MW joint ventures at 49 percent ownership (5056 through 5061), expansion potential at those same sites (5094, 5096, 5098) and purchase options on three unnamed sites totaling 500 MW (5045, 5070, 5079). The 2025 deployment guidance is internally inconsistent: 477 MW in one extraction (5072) and 150 MW in another (5053). Both are now flagged delayed.

Dated promises have held poorly. The Black Pearl closing missed its 2023 year-end target (6561). The 300 MW substation energization set for June 2025 is delayed (5039, 5063, 5073, 5083). The 135 MW threshold and Stingray's 100 MW, due May and June 2026 (5040, 5075), are both past their dates and flagged delayed. The May 2025 pipeline energization (5052, 5086), the SoftBank exclusivity at Barber Lake (5149), and the Bitmain delivery schedules (6556, 6021, 6405) also slipped. Repeated extractions of the same date within one filing should not be read as reaffirmation. Because the record is truncated, it cannot show whether any revision was disclosed. Only Reveille's mid-2027 date (5041, 5069) remains undisturbed.

The supplied record contains no independent corroboration. The ERCOT approval is company-stated, and no permits, interconnection or large-load queue entries, or site reporting appear. That is an absence of evidence, not a contradiction. The street addresses given for Black Pearl, Barber Lake and Alborz make county permit and ERCOT queue checks straightforward.

Over the next 90 days, the Q3 2026 10-Q should say whether Black Pearl reached the 135 MW lease minimum and, if not, whether that obligation was amended or waived. It should also give Stingray's actual energization status and settle which 2025 deployment figure was the real target. Separately, watch for a successor to the Odessa lease and 2.7 cent power agreement, which both end in July 2027 (5046, 6209). A replacement arrangement or a wind-down plan should surface well before then.

SUPERSEDED

Delivery vs. promise

2026-09-13

Cipher Mining's stated portfolio and pipeline capacity has remained static at 3.0 GW since February 2024 (claims 5077, 5038, 5051, 4925), suggesting the company has made no material adjustments to its long-term ambition despite execution challenges. However, the delivery trajectory reveals systematic timeline deterioration across nearly every major milestone. The Black Pearl facility, initially promised to reach acquisition closing by December 2023 (claim 6561), saw its minimum energization requirement of 135 MW slated for May 2026 (claim 6566) and subsequently pushed to June 2025 (claims 5073, 5083, 5063, 5039), all now significantly overdue. The company's 2025 year-end deployment target of 477 MW (claim 5072) has not materialized, and we now stand in September 2026 with that milestone more than a year past. Bitmain equipment deliveries have cascaded through sequential delays: the original June 2024 miner shipment (claim 6556) slipped to June 2023 (claim 4929) and July 2025 (claim 4928), with only summary-level acknowledgment and no public revision of downstream capacity targets. Stingray's promised June 2026 energization of 100 MW (claims 5075, 5084, 5040) is now overdue by more than two months. The data reflects no independent verification via permits, ERCOT interconnection queue positions, or on-site construction progress. Cipher's current operational capacity stands at 15.7 EH/s aggregate and 13.5 EH/s company-owned (claim 5087, 5088 from February 2024), suggesting minimal material progress since that disclosure. Within 90 days, priority signals include whether Black Pearl achieves substantive energization progress beyond stated June 2025 targets, whether Reveille's 70 MW promised for June 2027 (claims 5076, 5085, 5041, 5069) receives a formal timeline revision, and whether the company discloses acceleration or rationalization of the 500 MW site option acquisitions promised for October 2026 (claim 5070). Any guidance revision for 2026 operational additions should be parsed against actual grid interconnection filings and real-time monitoring of Andrews and Wink area utility supply availability.

SUPERSEDED

Delivery vs. promise

2026-09-11

Cipher Mining's capacity target has been static at 3000 MW for more than two years (claims 5077, 5038, 5051, 4925), but the denominator has shifted in unfavorable ways. Current deployed capacity—15.7 EH/s aggregate, 13.5 EH/s company-owned (claims 5087, 5088)—represents roughly 15% of the throughput a full 3000 MW deployment would deliver. The stability in capacity claims masks whether the company is constrained by capital, grid access, or equipment procurement, since no revision or narrowing of the portfolio target has been public. Black Pearl's 300 MW ERCOT approval (claim 6560) paired with a 150 MW first-phase commitment (claims 5074, 5100) hints that regulatory headroom does not equal deployable capacity—a warning sign for scale trajectories.

Timeline performance has been uniformly poor, with no acknowledgment of miss patterns. Black Pearl substation energization slipped from June 2025 to beyond today without revision narrative (claims 5073, 5083, 5039, 5063). Stingray and Reveille track the same pattern: promised dates announced and then silent delays (claims 5075, 5084, 5040). Equipment procurement happened—Bitmain T21 miners secured for April 2025 delivery (claim 6405)—but no update confirms whether units were received, installed, or hashing. The last material disclosure came in May 2025; sixteen months of silence on execution, especially amid rising competition and bitcoin price increases, suggests either delays so large that communication became inexpedient or capital constraints that forced reassessment.

Independent evidence is absent. Power contracts exist (claims 5046, 5078), but confirmations of actual energization, utilization, or operating capacity have not surfaced in permits, interconnection data, or third-party reporting. The pattern differs from industry-wide construction delays; Cipher's uniform slippage across dispersed geographies argues for company-specific friction rather than market-wide constraint.

The October 2026 site option deadline (claim 5070) is weeks away. Exercise signals confidence in deploying 500 MW despite current execution delays; abandonment signals capital reallocation or revised returns. Watch this decision and any Black Pearl phase update before year-end.

SUPERSEDED

Delivery vs. promise

2026-09-11

Cipher Mining has not reduced its headline 3,000-megawatt portfolio target (claims 5077, 5038, 4925) announced February 2024, yet demonstrated capacity lags by orders of magnitude. Operational metrics as of February 2024 showed 15.7 exahashes-per-second aggregate and 13.5 company-owned (claims 5087, 5088), representing a significant gap between stated ambition and deployed infrastructure that has widened with subsequent delays.

Timeline slippage has been broad and unrevised. Black Pearl's acquisition closing, promised December 2023 (claim 6561), remains unresolved in disclosed updates. Its energization milestones have shifted: initial 135-megawatt commitment by May 2026 (claim 6566) gave way to a 300-megawatt substation target for June 2025 (claims 5073, 5083), now overdue by 15 months without public retiming. Bitmain equipment shipments promised June 2024 (claim 6556) and an acceleration pledge through October 2024 (claim 6021) both failed to materialize. T21 miner delivery dated April 2025 (claim 6405) and mining rigs promised July 2025 (claim 4928) remain delayed with no revised commitments disclosed.

Stingray's 100-megawatt energization, promised June 2026 (claims 5075, 5084, 5040), is now three months overdue. Reveille and other pipeline facilities maintain their stated dates only because they have not yet become late. The company's pattern—missing multiple major targets without publishing revised timelines—indicates challenges span the portfolio rather than isolated projects. No updated commitments have replaced the missed dates in the public record, leaving investors without clarity on actual capacity deployment timing.

This dataset contains no independent verification: no recent permitting filings, ERCOT interconnection queue updates, or ground-level energization reports to validate or contextualize the stated pace. The absence of such supporting evidence compounds the transparency concern.

Over the next 90 days, material indicators include any formal revision of Black Pearl Phase 1 and Stingray timelines, currently overdue. The site option-rights acquisition promised by October 2026 (claim 5070) will signal whether pipeline development remains on pace. Extension of major 2026 targets into 2027 would constitute a material compression of near-term capacity guidance and warrant investor reassessment of delivery risk.

SUPERSEDED

Delivery vs. promise

2026-09-09

Cipher Mining's announced capacity has expanded dramatically but its delivery cadence has contracted. In November 2023, the company flagged a 135 MW Black Pearl commitment (6566, 6563). By February 2025, this had grown into a 3000 MW portfolio and pipeline narrative (5077, 5038, 5051), with Odessa at 207 MW (5054), Black Pearl at 300 MW substation capacity plus 150 MW first phase (5073, 5074), Stingray at 100 MW (5075), and Reveille at 70 MW (5076). This represents roughly 22x capacity growth in aspirational announcements. However, this expansion masks a systematic erosion of execution credibility. Black Pearl's acquisition closing, promised for end-2023, remains unpaid (6561, 6565). Its substation energization has been promised three times since November 2023 for June 2025 (6566, 5073, 5083, 5063, 5039) and as recently as May 2025 for June (4927)—all marked delayed. Bitmain miner shipments, promised June 2024 (6556) and October 2024 (6021), then April 2025 (6405), and again June 2025 (4929), cascade delays through the pipeline. The company promised May 2025 energization of a pipeline site (5086, 5052) and 477 MW deployment by year-end 2025 (5072), both flagged delayed. The SoftBank exclusivity arrangement at Barber Lake, promised February 2025 (5149), has lapsed without public revision. No permits, interconnection queue entries, or independent ground reporting validate any of this announced pace. Current operational capacity stands at 15.7 EH/s aggregate (5087), a fraction of announced targets. Watch for the October 2026 deadline on site option acquisition (5070). This is the first near-term gate test. If delayed, the portfolio expansion narrative has shifted entirely to options and aspirations with no grounding in capital deployment. Any energization announcement at Black Pearl would halt a now 30-month-long absence of credible milestones. Absent either, Cipher Mining has repositioned from a 2-3 facility developer into a land-banking entity with hardware on backlog.

SUPERSEDED

Delivery vs. promise

2026-09-09

Cipher Mining announced its Black Pearl facility acquisition in November 2023, promising year-end 2023 closure (claim 6561). The deal remains delayed more than two and a half years from the promised closing date, with no revised timeline provided. Minimum energization of 135 MW was pledged for May 2026 (claims 6563, 6566)—a deadline now missed by four months. The facility's broader roadmap—300 MW of ERCOT-approved capacity (claim 6560) supporting 150 MW each of bitcoin and HPC (claims 5100, 5101)—depends on substation energization promised for June 2025 (claims 5039, 5063, 5073, 5083), now over a year overdue.

Equipment supply mirrors these delays. Bitmain miner shipments promised by June 2024 (claim 6556) remain unrealized nearly two years later; October 2024 acceleration pledges (claim 6021) proved unmet. The 2025 Antminer T21 purchase (promised April 2025, claim 6405) and Canaan expansion option (promised June 2025, claim 6018) both exceed one year past target dates. Capacity deployment commitments have suffered equally. Cipher promised 150 MW of pipeline site energization by May 2025 (claims 5052, 5086) and company-wide deployment of 477 MW by year-end 2025 (claim 5072)—both now over a year delayed, with the 477 MW target having passed without visible acknowledgment or revision.

Deployed capacity versus portfolio claims diverges significantly. Cipher's operational base stands at 15.7 EH/s aggregate (claim 5087), with Odessa's 11.3 EH/s (claim 5092) comprising most of the installed fleet. Total portfolio claims reach 3000 MW across operational, announced, and option-based sites (claims 5077, 5038, 5051, 4925). This tenfold gap reflects dependence on site options and joint ventures rather than company-controlled expansion. Multiple redundant capacity claims for identical facilities across separate announcements suggest either data artifacts or restatement of existing assets masked as incremental growth.

Watch for any public acknowledgment of revised Black Pearl timelines, actual delivery dates for Bitmain and Canaan equipment, and movement on the SoftBank Barber Lake partnership (promised February 2025 resolution, claim 5149). How the company addresses the missed 477 MW target and updates guidance on remaining timelines—particularly Stingray energization originally promised for June 2026 (claims 5040, 5067, 5075, 5084)—will indicate whether execution challenges are isolated or systemic to the portfolio.

SUPERSEDED

Delivery vs. promise

2026-09-08

Cipher Mining has announced a 3 GW portfolio (claims 5038, 5051, 5077, 4905, 4925) but operates a fraction of that capacity, with reported deployments reaching only 15.7 EH/s or roughly 207 MW in aggregate (claims 5087, 5054). The gap between portfolio rhetoric and actual power reflects a consistent pattern of missed energization deadlines across nearly every major facility.

Black Pearl, the flagship, exemplifies the trajectory. Approved for 300 MW ERCOT power in November 2023 (claim 6560), the facility's energization timeline has slipped repeatedly. The 135 MW minimum commitment promised by May 2026 (claims 6563, 6566) was marked delayed at that point; subsequent claims revised upward to 150 MW first phase (claims 5064, 5037) while keeping the June 2025 energization date (claims 5039, 5073), also flagged as delayed. As of September 2026, Black Pearl has missed its energization window by over fourteen months with no acknowledged revision.

The 2025 deployment roadmap collapsed entirely. Cipher promised 477 MW year-end 2025 deployment (claim 5072) and 150 MW planned for 2025 (claim 5053), along with additional facility energization by May 2025 (claim 4926) and mining rig delivery by July 2025 (claim 4928)—all marked delayed. Bitmain miner delivery, originally promised for June 2024 (claim 6556), slipped to June 2025 (claims 4906, 4884, 4929) with no reported completion.

Stingray, promised 100 MW energization by June 2026 (claims 5084, 5040, 5067, 5075), has now breached that deadline. Reveille remains on the books for June 2027 (claims 5085, 5069, 5041, 5076) at 70 MW. The record shows no independent corroboration—permits, interconnection queue positions, or third-party facility assessments do not appear in the claim history, leaving capacity and timeline assertions unverified against regulatory or infrastructure records.

Over the next ninety days, monitor Black Pearl's actual energization status and any formal revision to the Black Pearl substation timeline (still nominally June 2025). Track whether Cipher acknowledges Stingray's June 2026 slip or announces a new target. Any new capacity announcements without concurrent delay acknowledgment for existing facilities would signal continued divergence between stated and realistic deployment.

SUPERSEDED

Delivery vs. promise

2026-09-08

Cipher Mining's stated facility deployment program exhibits material timeline slippage across multiple projects, with capacity targets stable but energization milestones consistently missed. The company maintains a 3,000 MW portfolio target (claims 5038, 5051, 4925), yet current operational capacity stands at 15.7 EH/s aggregate, with 11.3 EH/s at Odessa (claims 5087, 5092). Nearly every dated milestone carries [delayed] status in the record. Stingray, promised for June 30, 2026 (claim 5084), has now passed that date by approximately 70 days. Black Pearl's Phase 1 bitcoin mining was promised for June 2025 energization (claim 4927); fifteen months later, no operational confirmation appears. The pipeline site, promised for May 2025 (claim 5086), similarly shows no completion. This pattern is endemic: facility acquisitions and equipment procurement from November 2023 forward carry consistent [delayed] marks—Black Pearl lease closing (December 2023, claim 6561), Bitmain shipments (June 2024, claim 6556), acceleration (October 2024, claim 6021), and T21 miners (April 2025, claim 6405). The SoftBank Barber Lake arrangement (February 2025, claim 5149) is similarly marked delayed. Slippage duration suggests structural rather than incident-specific challenges. Promises made in 2023 for mid-2024 fulfillment are now 24+ months overdue; claims filed in February 2025 for May-June 2025 energization are now 15 months late. Each successive cohort of commitments has inherited delay status without apparent acceleration. Independent verification is absent. Multiple claimed facilities lack location data (Colchis, Ulysses, Reveille, McLennan, Mikeska, Milsing, Apollo), precluding permit or construction verification. Black Pearl, with a stated address and claimed ERCOT approval for 300 MW (claim 6560), shows no energization evidence in available records. Over the next 90 days, watch for timeline revisions on Stingray (now overdue) and any announcements on Black Pearl operational status. The Reveille site, promised for June 30, 2027 (claim 5085), currently carries [stated] status and represents the next material test case. Downward revisions to 2026 capacity targets would indicate whether the company is recalibrating expectations.

SUPERSEDED

Delivery vs. promise

2026-09-06

Cipher Mining's delivery trajectory shows persistent slippage across both near-term and medium-term commitments, with limited independent evidence supporting accelerating capacity deployment. The company maintained a consistent 3,000 MW pipeline ambition (claims 5038, 5051, 5077) while reporting 15.7 EH/s operational aggregate capacity and 13.5 EH/s company-owned capacity as of February 2025 (claims 5087, 5088). However, the execution record reveals systemic timeline compression failures rather than capacity reductions.

Black Pearl Facility exemplifies the pattern. The acquisition closing promised for December 2023 (claim 6561) remains unresolved as of early September 2026—over two and a quarter years overdue. Energization targets have drifted across multiple claims: a 300 MW substation milestone was promised for June 2025 (claims 5063, 5073, 5083) but has not materialized. More recent guidance shifted to a 135 MW minimum energization by May 2026 (claims 6563, 6566), suggesting staged rollout, yet that date also appears to have passed without acknowledgment in current claims.

Hardware procurement has similarly underperformed. The Bitmain S21 delivery scheduled for June 2024 (claim 6556) slipped to October 2024 (claim 6021), then to April 2025 under the T21 purchase agreement (claim 6405). Equipment promised for June 2025 delivery (claim 4929) missed its window entirely. These delays cascade: Black Pearl Phase 1 energization was promised by June 2025 (claim 4927) with mining rigs arriving in July (claim 4928), neither of which materialized.

The company's 2025 deployment target of 477 MW by year-end (claim 5072) faces a credibility test over the next 90 days. Earlier pipeline site energization targets for May 2025 (claims 5052, 5086) and Stingray's June 2026 energization (claims 5040, 5075, 5084) should be cross-checked against ERCOT interconnection queue positions and county permitting records. Independent verification of Black Pearl's current energization status—whether the May 2026 deadline was actually met—is critical to evaluating remaining guidance and the plausibility of the Reveille 2027 timeline (claims 5041, 5076, 5085).

SUPERSEDED

Delivery vs. promise

2026-09-06

Cipher Mining's datacenter expansion roadmap has experienced systematic timeline erosion across its portfolio, with little evidence of course correction. Initial claims from November 2023 positioned Black Pearl's acquisition closing by end of 2023 and 135 MW energization by mid-2026 (claims 6561, 6566). These targets have slipped without public acknowledgement of revised timelines. The February 2025 outlook escalated ambition, promising 477 MW deployed by year-end and staggered energizations: Black Pearl's 300 MW substation by June 2025 (claim 5073), Stingray's 100 MW by June 2026 (claim 5075), and Reveille's 70 MW by mid-2027 (claims 5076, 5085). May 2025 claims showed no retrenchment toward realism, targeting Phase 1 bitcoin mining at Black Pearl for June 2025 (claim 4927) and mining rig delivery in July 2025 (claim 4928).

Today, September 2026, both the June 2025 Black Pearl and June 2026 Stingray targets have passed while remaining tagged as "delayed" with no reforecast. The absence of revised timelines suggests either silence on execution gaps or active portfolio re-prioritization without disclosure. The company's 3 GW portfolio target (claim 4925) persists unchanged since February, masking whether individual facility sequencing has shifted. Odessa's 207 MW capacity sits stated without an energization promise, while Black Pearl's two-phase bitcoin mining and HPC allocation (claims 5100, 5101) lacks updated completion visibility.

Independent verification is sparse. The record shows no cited grid interconnection queue positions, no ERCOT or NERC filing references, and no infrastructure permits filed for Stingray or Reveille. On-the-ground reporting from Andrews and Wink, Texas—where Black Pearl anchors the corridor—has not been appended to refresh timeline credibility. The Luminant power supply agreement (claim 5046) anchoring Odessa through July 2027 may provide execution traction, but no similar anchor exists for downstream phases.

Watch for: reforecast timelines in Q3 or Q4 2026 10-K disclosures, Bitmain equipment delivery acceptance milestones, grid interconnection queue entry dates for Stingray, and actual megawatt energization announcements at Black Pearl by Q1 2027.

SUPERSEDED

Delivery vs. promise

2026-09-05

Cipher Mining's capacity announcements expanded dramatically while actual deployment lagged. The company escalated from announcing Black Pearl's 300 MW ERCOT approval (6560) in late 2023 to a full 3000 MW portfolio and pipeline by February 2025 (5038, 5051), with Odessa positioned as flagship at 207 MW and 11.3 EH/s (5054, 4898). Yet the company claims only 15.7 EH/s current operational capacity (5087) as of September 2026, suggesting materially slower deployment than the 477 MW promised for 2025 (5072).

Timeline promises have accumulated without resolution. Black Pearl's lease closing, promised for December 2023 (6561), remains unresolved after nearly three years. The facility's minimum energization commitment shifted from 135 MW by May 2026 (6563) to a substation-energization target of 300 MW by June 2025 (5073, 5039, 5063), both now overdue by months. Equipment acquisition deadlines compounded: Bitmain S21 miners by June 2024 (6556), accelerated delivery by October 2024 (6021), T21 units by April 2025 (6405), mining equipment by June 2025 (4929), and mining rigs by July 2025 (4928) all remain marked delayed. The SoftBank exclusive arrangement for Barber Lake missed its February 2025 deadline (5149). Stingray energization, promised for June 2026 (5084, 5040, 5067), has recently passed without announced progress.

Independent verification is incomplete but documentable. ERCOT interconnection records should show whether Black Pearl's 300 MW approval survived repeated energization delays, and the Luminant power agreement for Odessa through July 2027 (5046) provides a checkable commercial commitment. Bitmain purchase agreements, material at scale ($99.5 million for T21 units, 6405), should appear in SEC filings. Permit records for Stingray and Reveille would clarify whether delays stem from regulatory friction or execution capacity.

Over the next 90 days, watch for documentation of Stingray's energization or a formal revised timeline. Monitor whether Black Pearl produces any update after twenty months of missed deadlines. Track grid operator filings to verify whether the stated 15.7 EH/s operational capacity reflects actual hash, and whether new power contracts show binding resource commitments for the pipeline.

SUPERSEDED

Delivery vs. promise

2026-09-05

Cipher Mining's announced capacity has remained remarkably stable across multiple announcement cycles. The portfolio target holds firm at 3,000 MW, with consistent breakdowns: Odessa at 207 MW, Black Pearl structured as dual 150 MW phases, and three smaller assets (Bear, Chief, Alborz) at 40 MW each with expansion optionality. This consistency across claims 5077, 5038, 5051, and 4925 from February through May 2025 suggests capacity planning has crystallized rather than inflated or contracted. However, timeline fidelity tells a markedly different story. Black Pearl's substation energization repeatedly promised by June 30, 2025—across claims 5073, 5083, 5039, 5063—now stands 14+ months overdue. The pattern extends systemwide: pipeline site energization missed its May 31, 2025 target (claims 5086, 5052); the 477 MW year-end 2025 deployment goal slipped (claims 5072, 5053); Stingray's June 30, 2026 deadline passed last quarter without announced completion (claims 5084, 5075, 5040, 5067). Equipment acquisition timelines reveal cascading delays beginning in mid-2024, with Bitmain deliveries promised sequentially at June 2024, October 2024, then June 2025, then July 2025 (claims 6556, 6021, 4929, 4928)—a pattern of compression followed by miss rather than stable forecasting. The company has not revised promised dates upward transparently; instead, earlier milestones simply vanish from later claims, replaced by new dates set further out. No independent evidence is presented here regarding permit status, utility interconnection queue position, or construction phase-gate evidence that would validate announced pacing. The February 2025 positioning of 15.7 EH/s operational capacity (claim 5087) offers a baseline against which actual delivery can be measured. Over the next 90 days, monitor whether Black Pearl Phase 1 achieves energization after 14 months of delay, what actual September 2026 deployment metrics reveal against the 477 MW promised for December 2025, and whether Stingray announces a credible revised timeline or retreats into contingent language. Reveille's 2027-06-30 promise (claims 5076, 5041, 5069, 5085) and the stated option-exercise windows for additional sites (claims 5070, 5079) will signal whether management view these as binding commitments or aspirational targets.

SUPERSEDED

Delivery vs. promise

2026-09-05

Cipher Mining's capacity and timeline announcements reveal a pattern of expansion aspirations followed by persistent delays across multiple projects with minimal public acknowledgment of revised expectations. The portfolio aspiration has remained constant—a 3000 MW pipeline established in February 2024 (claims 5038, 5051)—yet operational deployment targets have repeatedly slipped. The February 2024 guidance promised 477 MW deployed by year-end 2025 (claim 5072) and 150 MW bitcoin capacity addition in 2025 (claim 5053). Neither appears on track; we are now in early September with minimal reporting on actual energization or miner placement.

The Black Pearl facility exemplifies the pattern. Announced ERCOT approval for 300 MW in November 2023 (claim 6560) created an initial framework, but operational dates have drifted repeatedly. The company promised Black Pearl substation energization by June 30, 2025 (claims 5039, 5063, 5073, 5083)—now three months overdue with no published delay acknowledgment. Phase 1 bitcoin mining energization and concurrent Bitmain miner arrival, also promised for June 2025 (claim 4904), similarly appears unfulfilled.

Hardware commitments have slipped in parallel. Bitmain miner shipment acceleration was promised for October 2024 (claim 6021). Specific T21 delivery was promised for April 2025 (claim 6405). Miner delivery commitment to support Phase 1 energization was promised for June 23, 2025 (claim 4906) alongside a supporting amendment (claim 4932), with physical rig arrival pledged for July 2025 (claim 4928). These represent cascading bottlenecks, not isolated delays: equipment cannot arrive if facilities are not energized, yet energization requires equipment commitments.

The SoftBank arrangement for Barber Lake (claim 5149) was promised to close by February 28, 2025 and remains delayed, suggesting partnership execution challenges extend beyond operational delivery. Independent evidence is absent from the record. No published interconnection queue positions, ERCOT generation entries, utility filings, construction permits, or on-the-ground development photos have been referenced, limiting external validation of deployment pace claims.

Over the next ninety days, watch for: (1) any Black Pearl Phase 1 energization announcement with a credible new date, (2) disclosed miner delivery or installation progress, (3) revised 2025 capacity guidance in next earnings call, and (4) Stingray or secondary-site advancement evidence. Public silence on the June 2025 Black Pearl miss suggests either internal delays remain unresolved or revised expectations may not be disclosed until necessary.

SUPERSEDED

Delivery vs. promise

2026-09-02

Cipher Mining's facility trajectory shows a pattern of early retrenchment followed by aggressive compressed timelines lacking transparent baselines. The March withdrawal of both Black Pearl and Barber Lake cash flow commencement claims (2229, 2228) signals the company faced near-term execution challenges within the first quarter, a material retreat from prior guidance that went unacknowledged in subsequent announcements. This silence carries weight: the company proceeded to file nine new claims between May and August without public reconciliation of the March pullback.

Capacity guidance appears static rather than cumulative. The August 3 claims of 207 MW at Odessa (54) and 300 MW at Black Pearl (55) represent the only numerical capacity assertions in the record. Without prior published targets for these facilities, it is impossible to assess whether these figures represent scaled ambitions, conservative repricing, or initial announcements. The lack of capacity progression across multiple facilities is notable for a company typically expected to grow its footprint.

Timeline claims exhibit compressed urgency without documented baselines. Claims 1681 and 1066 from August 22 describe Black Pearl as achieving "early delivery" and operating "ahead of schedule," yet no prior public schedule is evident in the claims record. This messaging pattern—claiming acceleration without establishing the baseline—complicates independent verification. The HPC retrofit at Black Pearl was first stated as a commitment in May (1846), then a commencement date was stated for August 3 (56), then acceleration claims emerged on August 22. The velocity of these updates lacks corroborating detail on actual construction progress, equipment procurement, or power interconnection queue advancement.

The Fluidstack partnership claim (57) carries a promised verification date of September 1, 2026, marked as not yet verifiable as of the data timestamp. This represents a concrete near-term test of announcement credibility. The Stingray facility in Andrews, Texas (194) introduced in mid-June has not appeared in subsequent updates, raising questions about prioritization or setbacks.

The August 31 claim regarding Black Pearl bitcoin mining decommissioning (1905) is too recent for independent assessment. Over the next 90 days, watch for: confirmation of the Fluidstack partnership announcement; publication of actual power draw or hash rate data from Odessa; third-party validation of Black Pearl retrofit progress through permit filings or utility interconnection requests; and any revised or withdrawn guidance on the Stingray facility.

faq

SUPERSEDED

Frequently asked

2026-10-19
Q. What does Cipher Mining do?
A. Based on the claims shown here, Cipher Mining is a bitcoin mining company. It went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), in 2021 (claims 14619, 14620). Its early plans centered on securing electrical power and hosting capacity to run mining machines. These include a 200 MW hosting contract with Standard Power (claim 14616), an option for 100 MW more (claim 14617), and an initial 110 MW power supply agreement with WindHQ (claim 14547).
Q. What is the company's current strategy?
A. This dossier can't answer that yet. The claims supplied end in July 2021, around the time of the SPAC merger. The most forward-looking item shown is a target of 910 MW of total mining power capacity by 2026-12-31 (claim 14549). Nothing in this extract reflects any later change in direction. Readers should check more recent filings before describing Cipher's present strategy.
Q. Who are Cipher's customers?
A. None are named in this record. The counterparties that are named are power and hosting partners, not buyers of a product or service: Standard Power (claim 14616) and WindHQ (claim 14547). The record also names financial backers: Bitfury, expected to own about 77.66% after the merger (claims 14554, 14625), and PIPE investors committing $375M (claim 14622). As a bitcoin miner, Cipher's revenue would come from mining rewards rather than named customers, at least as of these disclosures.
Q. How was the company funded when it went public?
A. The merger was valued at about $2.0B (claim 14663). It was supported by $375M from PIPE investors (claims 14622, 14564) and a $50M private placement from Bitfury (claims 14623, 20789). The deal required at least $400M of cash at closing (claims 14577, 14624). Expected post-merger ownership was 77.66% Bitfury/Cipher stockholder, 14.2% PIPE investors, 6.44% GWAC public stockholders, 1.41% private placement holders and 0.29% sponsor (claims 14625–14629).
Q. What has actually been delivered versus only announced?
A. Only the merger itself is marked verified. That covers the GWAC merger involving 200,000,000 shares (claim 14574) and completion within the 21-month deadline (claim 14660). The capacity commitments remain unconfirmed. The WindHQ 110 MW initial supply, promised by end of 2022, is marked not_yet_verifiable (claim 14547). The Standard Power 200 MW contract (claim 14616) and the 910 MW target (claim 14549) are only 'stated'. Post-merger board and management retention promises are also not_yet_verifiable (claims 14575, 14576).
Q. Were there any accounting or control issues?
A. Yes. As of December 31, 2020, the SPAC disclosed a material weakness in its disclosure controls (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and said it planned to strengthen its accounting processes (claim 14659). Nothing in the record confirms that the weakness was later fixed.
Q. What should readers watch for next?
A. The main dated milestone is the 910 MW total mining capacity target for 2026-12-31 (claim 14549), which falls about two months after this dossier's date. Readers should look for disclosures showing how much capacity is actually energized. They should also look for confirmation that the WindHQ 110 MW (claim 14547) and Standard Power 200 MW (claim 14616) arrangements were delivered.
Q. What are the biggest open questions?
A. 1. Whether the large power and hosting commitments became operating capacity. Every capacity claim is still unverified. 2. How the company's strategy and ownership have changed since mid-2021, since this extract has no later disclosures. 3. Whether the 2020 material weakness (claim 14657) was resolved. 4. Whether there are any named commercial customers beyond the power, hosting and financing partners listed.
SUPERSEDED

Frequently asked

2026-10-17
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company. It became public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and renaming the combined entity Cipher Mining Inc. (claims 14619, 14620, 14631). Its plan, as disclosed, was to secure large amounts of electrical power and data-center hosting capacity to run mining equipment.
Q. How did it go public, and who controls it?
A. Through a SPAC merger that valued Cipher at about $2 billion (claim 14663). It was financed by a $375 million PIPE investment (claim 14622) and a $50 million private placement from Bitfury (claim 14623), with a requirement of at least $400 million in cash at closing (claims 14577, 14624). After the merger, Bitfury's holding company was projected to own about 77.66% of the company (claims 14625, 14554), PIPE investors 14.2% (claim 14627), and GWAC public stockholders 6.44% (claim 14626). Bitfury is effectively the controlling shareholder.
Q. What is its disclosed strategy?
A. In this dossier, the strategy is to build mining capacity through power and hosting contracts. The record shows a 200 MW hosting contract with Standard Power plus an option for 100 MW more (claims 14616, 14617, 14545), an initial 110 MW power supply agreement with WindHQ targeted for end-2022 (claim 14547), and an expanded WindHQ agreement of up to 500 MW targeted for end-2026 (claim 14548). The available record stops in mid-2021, so it does not show how the strategy has changed since then.
Q. Who are its named customers?
A. None are named. As a self-miner, Cipher earns bitcoin rather than selling services to clients. The named counterparties on record are suppliers and financiers: Standard Power (hosting), WindHQ (power), and Bitfury (financing and controlling shareholder). Readers should not mistake these partners for customers.
Q. What has actually been delivered versus only announced?
A. Only the merger itself is marked verified: the business combination was completed within its deadline (claims 14574, 14660). Nearly every other item is still 'stated,' meaning it was announced but has not been independently confirmed. That includes the power and hosting capacity (claims 14616, 14548) and the financing amounts. The initial 110 MW WindHQ delivery due by end-2022 is marked not yet verifiable (claim 14547), as are the promised board composition and management retention (claims 14575, 14576).
Q. What should readers watch for next?
A. The biggest near-term test is the WindHQ expanded agreement for up to 500 MW, with a target date of 2026-12-31 (claim 14548), which is about two months away. Evidence of whether that capacity is energized, and whether the earlier 110 MW tranche was ever delivered (claim 14547), would show whether the company's core capacity promises were met.
Q. What are the biggest open questions?
A. First, the record ends in mid-2021, so there are no disclosures here about operations, revenue, hashrate, or any later change in strategy. Second, none of the megawatt commitments (claims 14545, 14547, 14548, 14616, 14617) has been verified as delivered. Third, the company reported a material weakness in disclosure controls as of 2020-12-31 and reclassified its warrants as liabilities (claims 14657, 14658). Its planned fix (claim 14659) has not been confirmed. Fourth, Bitfury's roughly 77.66% stake (claim 14625) raises governance and related-party questions.
SUPERSEDED

Frequently asked

2026-10-17
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company. It became public by merging with Good Works Acquisition Corp. (GWAC), a SPAC, and the combined company was renamed Cipher Mining Inc. and planned to list on Nasdaq (claims 14619, 14631, 14630). The record shown here covers only 2021. Later strategy shifts, operating sites, and results are not in this dossier excerpt.
Q. How did Cipher go public, and who controlled it afterward?
A. Through a SPAC merger valued at about $2.0 billion (claim 14663). Cipher holders received 200 million shares (claim 14574). The deal was backed by a $375 million PIPE (claim 14622) and a $50 million private placement from Bitfury (claim 14623), targeting about $400 million of cash at closing (claim 14624). After closing, Bitfury Top HoldCo, the 'Cipher Stockholder', was expected to own about 77.66% (claims 14625, 14554). PIPE investors would hold 14.2% (claim 14627) and GWAC public holders 6.44% (claim 14626). In practice, Cipher started public life as a Bitfury-controlled company.
Q. What was the disclosed strategy at the time of the merger?
A. Secure large amounts of low-cost power and hosting capacity to run mining machines at scale. The disclosed building blocks were: a 200 MW hosting contract with Standard Power plus an option on 100 MW more (claims 14616, 14617, 14545); an initial 110 MW power supply agreement with WindHQ targeted by end of 2022 (claim 14547); and an expanded WindHQ agreement of up to 500 MW by end of 2026 (claim 14548).
Q. Who are Cipher's customers?
A. None are named in this record. As a self-mining bitcoin company, Cipher's revenue comes from bitcoin block rewards and fees, not from named commercial customers. The counterparties that are named are suppliers and partners: Standard Power (hosting), WindHQ (power supply), and Bitfury (controlling shareholder and investor).
Q. What has actually been delivered versus only announced?
A. Only the SPAC transaction itself is marked verified in this record. That covers completing the business combination within the deadline (claim 14660) and issuing the merger shares (claim 14574). Post-merger board composition and management retention are 'not_yet_verifiable' (claims 14575, 14576), as is the 110 MW WindHQ power target for 2022 (claim 14547). The Standard Power 200 MW contract (claim 14616) and the 500 MW WindHQ expansion (claim 14548) remain 'stated', meaning announced but not confirmed as delivered.
Q. Were there any accounting or control issues?
A. Yes, at the SPAC stage. GWAC disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and said it planned to enhance its accounting processes (claim 14659). These items relate to the pre-merger shell, not to Cipher's mining operations.
Q. What should a reader watch for next?
A. First, whether the WindHQ expansion reaches its stated 500 MW by the 2026-12-31 target date (claim 14548). Second, whether the 110 MW initial WindHQ capacity and the 200 MW Standard Power hosting (claims 14547, 14616) can be confirmed as energized and operating. Third, whether Bitfury's controlling stake (claim 14554) has since been reduced or sold, since that changes who governs the company.
Q. Where are the biggest open questions?
A. 1) Coverage: this dossier excerpt ends in mid-2021 and is cut off partway through. Anything after the listing, including actual hashrate, site build-outs, financing, and any strategic pivot, is not documented here. 2) Delivery: most capacity promises are still unverified (claims 14547, 14548, 14616). 3) Governance: Bitfury's roughly 78% control (claim 14625) and the unverified board and management outcomes (claims 14575, 14576). 4) Dependence on third parties: the business plan rests on power and hosting agreements with a small number of counterparties.
SUPERSEDED

Frequently asked

2026-10-16
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a large-scale crypto-mining company backed by Bitfury. It went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and then took the name Cipher Mining Inc. (claims 14619, 14620, 14631). Its disclosed plan centres on building mining power capacity measured in megawatts (MW), largely through hosting arrangements rather than operations described in detail on the record.
Q. How did it become a public company, and who owns it?
A. It merged with GWAC, a SPAC, at a stated valuation of $2.0 billion (claim 14663), with an exchange of 200,000,000 shares (claims 14550, 14574). The disclosed post-merger ownership was about 77.66% for Bitfury Top HoldCo, the Cipher stockholder (claims 14625, 14554). PIPE investors held 14.2% (claim 14627), GWAC public stockholders 6.44% (claim 14626), private placement shareholders 1.41% (claim 14629) and the sponsor 0.29% (claim 14628). The deal was backed by a $375M PIPE (claim 14622) and a $50M Bitfury private placement (claim 14623), and it required at least $400M in cash at closing (claims 14566, 14577).
Q. What is the company's disclosed strategy?
A. The headline target on record is 910 MW of total mining power capacity by 2026-12-31 (claim 14549). The first named building block is a hosting contract with Standard Power for 200 MW (claims 14616, 14545), plus an option for another 100 MW (claim 14617). The record does not show how the remaining capacity toward 910 MW would be sourced.
Q. Who are its named customers?
A. None are named. The counterparties on record are suppliers and backers, not customers. Standard Power is a hosting provider, and Bitfury is the controlling shareholder and an investor (claims 14616, 14554). For a bitcoin miner this is expected, because revenue usually comes from mining rewards rather than contracted customers. Even so, nothing on record describes revenue sources or offtake arrangements.
Q. What has actually been delivered versus only announced?
A. Only two claims are marked verified, and both concern completing the merger. One is the GWAC merger itself (claim 14574). The other is meeting the 21-month business-combination deadline (claim 14660). Everything operational is still at 'stated' status, meaning announced but not independently confirmed. That includes the 200 MW Standard Power contract, the 100 MW option and the 910 MW capacity target. Post-merger board composition and management retention are marked 'not yet verifiable' (claims 14575, 14576).
Q. What should readers watch for next?
A. The most important near-term test is the 910 MW capacity target due 2026-12-31 (claim 14549), which falls within the next few months. Disclosures to watch are actual energized megawatts and whether the 200 MW Standard Power capacity is live (claim 14616). Readers should also watch whether the extra 100 MW option was exercised (claim 14617) and whether management and the board were kept as promised (claims 14575, 14576).
Q. Were there any governance or accounting red flags?
A. The SPAC disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and promised to improve its accounting controls (claim 14659). The record has no claim confirming that the weakness was fixed after the merger.
Q. Where are the biggest open questions?
A. 1. The dossier on record is almost entirely about the 2021 merger and its financing. It has little on what happened after closing, so present-day operations, hashrate, revenue and costs are not covered. 2. There is no visible path from the 200–300 MW Standard Power arrangement to the 910 MW target (claims 14616, 14617, 14549). 3. Bitfury's roughly 77.66% control (claim 14554) raises questions about related-party dealings. 4. No customers, offtakers or power suppliers are named apart from Standard Power. Note that the claim list supplied for this FAQ appears truncated after claim 14549, so later disclosures may exist but were not reviewed.
SUPERSEDED

Frequently asked

2026-10-15
Q. What does Cipher Mining do?
A. According to the 2021 merger filings, Cipher Mining is a bitcoin mining company. It went public by merging with a blank-check company (SPAC), Good Works Acquisition Corp. (GWAC), and was renamed Cipher Mining Inc. with a planned Nasdaq listing (claims 14619, 14631, 14630). The deal valued the merger consideration at $2.0 billion (claim 14663) and was structured as an exchange of 200 million shares (claim 14550).
Q. What is the company's disclosed strategy?
A. The disclosed strategy is to build bitcoin mining capacity by locking in power and hosting. The filings name a 200 MW hosting contract with Standard Power plus an option for another 100 MW (claims 14616, 14617), a 200 MW power purchase agreement with Luminant (claim 14546), and an initial 110 MW power supply agreement with WindHQ targeted by 2022-12-31 (claim 14547). The claims on record date from 2021 and do not show whether the strategy changed later.
Q. Who are its named customers?
A. None are named. As described, Cipher mines bitcoin for its own account, so it does not disclose customers in the usual sense. The named counterparties are power and hosting providers (Standard Power, Luminant, WindHQ) and financial backers: Bitfury, the PIPE investors, and I-Bankers Securities, which is owed a $7.65M marketing fee (claim 20792).
Q. Who owns and funds it?
A. Bitfury's holding entity was expected to own about 77.66% after the merger (claims 14554, 14625). PIPE investors were expected to own 14.2% (claim 14627), GWAC public stockholders 6.44% (claim 14626), and the sponsor 0.29% (claim 14628). Financing was a $375M PIPE (claim 14622) and a $50M Bitfury private placement (claim 14623), with about $400M of cash expected at closing (claim 14624), which was also the minimum cash condition for the deal (claim 14577).
Q. What has actually been delivered versus only announced?
A. Only the corporate transaction is verified in this record. The merger with GWAC (claim 14574) and the business-combination deadline (claim 14660) are both marked verified. The operating commitments are still unconfirmed: the Standard Power, Luminant and WindHQ capacity figures are only 'stated', and the WindHQ 110 MW milestone is 'not_yet_verifiable' (claim 14547). The record has no verified figures for energized megawatts, installed miners, hashrate or bitcoin produced. The pledge to donate 750,000 founder shares to nonprofits (claim 20791) also has no confirmation on record.
Q. Were there any accounting or governance red flags?
A. Yes, at the SPAC stage. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), reclassified its warrants as liabilities (claim 14658), and said it planned to improve its controls (claim 14659). Claims about keeping Cipher's management and about the post-merger board are marked 'not_yet_verifiable' (claims 14575, 14576).
Q. What should a reader watch for next?
A. The key test is whether the contracted power became working mining capacity. Look for confirmation that the 200 MW Standard Power, 200 MW Luminant and 110 MW WindHQ arrangements were energized, and whether the 100 MW Standard Power option was used (claims 14616, 14546, 14547, 14617). Also look for disclosed hashrate and output, whether the 2020 material weakness was fixed (claim 14657), and whether the 750,000-share donation happened (claim 20791).
Q. Where are the biggest open questions?
A. First, the record shown here stops at mid-2021 claims, so it says nothing about the company's operations, finances or strategy after the merger. Second, the gap between about 510 MW of announced power and hosting arrangements and zero verified operating capacity is the central diligence question. Third, Bitfury's roughly 77.66% stake (claim 14554) raises questions about control and related-party dealings. Finally, how much of the expected ~$400M (claim 14624) actually arrived after redemptions is not confirmed in this record.
SUPERSEDED

Frequently asked

2026-10-15
Q. What does Cipher Mining do?
A. The claims on record describe a bitcoin-mining company formed by merging Cipher Mining Technologies Inc. with Good Works Acquisition Corp. (GWAC), a blank-check company (SPAC), and then listing on Nasdaq under the name Cipher Mining Inc. (claims 14619, 14620, 14631, 14630). Its early plans depend on securing large amounts of electricity and hosting capacity, measured in megawatts (MW), to run mining hardware.
Q. What is the disclosed strategy?
A. The record covers only 2021 and describes the merger stage. The strategy at that point was to raise capital through the SPAC merger and then build mining capacity. The merger valued Cipher at about $2.0B (claim 14663). It came with a $375M PIPE commitment from outside investors (claim 14622) and a $50M private placement from Bitfury (claim 14623), and it required about $400M in cash at closing (claims 14624, 14577). The money would fund power and hosting deals: a 200 MW hosting contract with Standard Power plus an option on another 100 MW (claims 14616, 14617), a 200 MW power purchase agreement with Luminant (claim 14546), and an initial 110 MW power supply agreement with WindHQ (claim 14547). The record contains no strategy disclosures after mid-2021.
Q. Who are Cipher's customers?
A. No customers are named in the record. Every named counterparty is a supplier, financier, or deal party: Standard Power (hosting), Luminant and WindHQ (power), Bitfury (investor and majority holder, with 77.66% expected after the merger, claim 14554), I-Bankers Securities (a $7.65M marketing fee, claim 20792), and GWAC (the SPAC). In a self-mining model, the bitcoin network is effectively the revenue source, so the absence of named customers is expected. Even so, the record does not show it either way.
Q. What has actually been delivered, as opposed to announced?
A. Very little has been verified. Two claims have verified status, and both concern the merger completing: the business-combination deadline (claim 14660) and the GWAC merger and 200M-share exchange (claim 14574). Everything else is 'stated', meaning it was announced but not independently confirmed. That includes the $375M PIPE, the $50M Bitfury placement, the $400M closing cash, and all the MW figures for hosting and power. The record contains no verified data on capacity built, machines deployed, hashrate, or bitcoin mined.
Q. Which promises are still unconfirmed?
A. The WindHQ 110 MW power supply, promised by 2022-12-31 (claim 14547), has status not_yet_verifiable. So do the retention of Cipher's management and the post-merger board composition, both promised by 2021-06-30 (claims 14576, 14575). All three moved through a 'delayed' status before landing on not_yet_verifiable. The deadlines have passed, but the record has no confirmation either way.
Q. Are there governance or accounting flags?
A. Yes, and they date from the SPAC stage. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), reclassified its warrants as liabilities (claim 14658), and said it planned to strengthen its accounting controls (claim 14659). These flags belong to the pre-merger shell, so they say little about the operating company, and the record contains no follow-up showing whether the weakness was fixed. Ownership was also highly concentrated: Bitfury expected 77.66% after the merger, while PIPE investors held 14.2% and GWAC public holders 6.44% (claims 14554, 14627, 14626).
Q. What should a reader watch for next?
A. Watch for evidence that the announced power and hosting capacity was actually energized: the 200 MW at Standard Power, the 200 MW from Luminant, and the 110 MW from WindHQ (claims 14616, 14546, 14547). Also check whether the $375M PIPE and $50M Bitfury commitments were funded in full at closing (claims 14622, 14623), whether the material weakness was remediated, and how Bitfury's controlling stake changed over time. Any operating metrics, such as hashrate, bitcoin produced, or cost per MW, would be the first real test of what was delivered.
Q. Where are the biggest open questions?
A. The dossier stops in mid-2021. The record available here breaks off partway through the July 2021 claims, so it covers the SPAC merger and initial power deals but nothing about what the company did afterward. The main gaps are how much of the roughly 510 MW of announced power and hosting agreements became operating capacity, what the company's current strategy is, and whether its plans changed after the merger. Anyone relying on this dossier should treat it as a record of announcements, not of operating results.
SUPERSEDED

Frequently asked

2026-10-15
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a company built to mine bitcoin. It went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and listing on Nasdaq under the Cipher Mining Inc. name (claims 14619, 14630, 14631). Most of its disclosed early commitments are about securing electricity and hosting capacity for mining sites rather than any product sold to customers. Note that the records available here stop in July 2021, so this FAQ describes the company's founding period, not its current operations.
Q. How was the company formed and funded?
A. Cipher entered a merger agreement with GWAC that valued the deal at about $2.0 billion (claim 14663) and involved a share exchange of 200 million shares (claims 14550, 14574). Funding commitments included a $375 million PIPE from outside investors (claim 14622) and a $50 million private placement from Bitfury (claim 14623). The deal required at least $400 million of cash at closing (claims 14577, 14624). Bitfury was expected to own about 77.66% of the combined company (claims 14625, 14554), PIPE investors about 14.2% (claim 14627), and former GWAC public shareholders about 6.44% (claim 14626).
Q. What was the disclosed strategy?
A. The strategy was to secure low-cost power and hosting capacity at scale. Disclosed arrangements include a 200 MW hosting contract with Standard Power, plus an option on another 100 MW (claims 14616, 14617, 14545); a 200 MW power purchase agreement with Luminant (claim 14546); and an initial 110 MW power supply agreement with WindHQ targeted for the end of 2022 (claim 14547). Together these described a pipeline of several hundred megawatts. None of these are recorded here as energized or delivered.
Q. Who are Cipher's named customers?
A. None are named in the record. The counterparties that do appear (Standard Power, Luminant, WindHQ) are power and hosting suppliers, not customers. Bitfury appears as the controlling shareholder and an investor (claims 14554, 14623), not as a buyer of services. Readers should not treat any of these as revenue customers.
Q. What has actually been delivered versus only announced?
A. Only two items are marked verified: completion of the GWAC merger and share exchange (claim 14574) and closing within the SPAC's 21-month deadline (claim 14660). Everything else, including the power and hosting megawatts, the funding commitments, and board and management retention, is recorded as 'stated' (announced) or 'not_yet_verifiable'. For example, the WindHQ 110 MW agreement (claim 14547) and the management and board retention items (claims 14575, 14576) have not been confirmed. This dossier does not establish that the PIPE or Bitfury money was fully funded at closing.
Q. Were there any accounting or governance red flags?
A. Yes, from the pre-merger SPAC filings. The SPAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657) and reclassified its warrants as liabilities (claim 14658), and it promised to improve its accounting processes (claim 14659). These problems belonged to the SPAC shell, which was common in 2021, but whether they were fixed is not verified in the record. Separately, Bitfury's roughly 77.66% stake (claim 14554) means a single shareholder held effective control after the merger.
Q. What should readers watch for next?
A. Four things. First, whether the announced megawatts were actually energized: Standard Power's 200 MW plus the 100 MW option (claims 14616, 14617), Luminant's 200 MW (claim 14546), and WindHQ's 110 MW by end-2022 (claim 14547). Second, how much of the $400 million minimum cash actually arrived at closing (claim 14624). Third, whether Bitfury's controlling stake changes over time. Fourth, whether the accounting remediation was completed (claim 14659).
Q. What are the biggest open questions?
A. The main gap is coverage: this record ends in mid-2021, so later operations, hashrate, revenue, and any strategy changes are missing and should be checked against more recent filings. Other open questions are whether the power contracts turned into working sites on time, whether the $2.0 billion merger valuation (claim 14663) held up against real output, and how Bitfury's majority control (claim 14554) affected governance and related-party dealings.
SUPERSEDED

Frequently asked

2026-10-15
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company. Its business is securing large amounts of electricity and data-center capacity to run mining machines. It went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and was renamed Cipher Mining Inc. with a planned Nasdaq listing (claims 14619, 14631, 14630). The deal valued the company at $2.0 billion (claim 14663).
Q. What is the company's disclosed strategy?
A. The disclosed plan is to scale mining capacity through power and hosting agreements rather than through customers. The headline target is 910 MW of total mining power capacity by 2026-12-31 (claim 14549). The building blocks are a 200 MW Standard Power hosting contract with an option for 100 MW more (claims 14616, 14617), a 200 MW Luminant power purchase agreement (claim 14546), and an expanded WindHQ power supply agreement of 500 MW (claim 14548).
Q. Who are Cipher's named customers?
A. None are named, and that is expected. A self-mining company sells the bitcoin it mines into the market, not to contracted customers. The named counterparties in the record are suppliers and backers. Standard Power, Luminant and WindHQ supply power or hosting. Bitfury is the controlling shareholder: Bitfury Top HoldCo was set to own about 77.66% after the merger (claims 14554, 14625) and committed a $50M private placement (claims 14623, 20789).
Q. How was the go-public deal financed, and who owns what?
A. The merger depended on a $375M PIPE (claims 14622, 14564) plus the $50M Bitfury placement. It also required at least $400M of cash at closing (claims 14577, 14624). Disclosed post-merger ownership was about 77.66% for the Cipher stockholder (Bitfury), 14.2% for PIPE investors, 6.44% for GWAC public holders, 1.41% for private placement holders and 0.29% for the sponsor (claims 14625, 14627, 14626, 14629, 14628).
Q. What has actually been delivered, versus only announced?
A. Only the merger itself has been verified. The business combination was confirmed as completed within its deadline (claims 14660, 14574). Everything else in the record is still at 'stated' status. That includes the 910 MW capacity target, the power and hosting agreements, and the financing commitments, so none of the capacity or power figures has been independently confirmed. Post-merger management retention and board composition are marked 'not yet verifiable' (claims 14576, 14575).
Q. What should readers watch for next?
A. The key date is 2026-12-31, the deadline for the 910 MW capacity target (claim 14549) and the 500 MW WindHQ agreement (claim 14548). That is about 2.5 months from now. Readers should look for disclosures of energized, operating megawatts, as opposed to contracted megawatts, at each site. They should also look for whether the Standard Power 100 MW option was ever exercised (claim 14617).
Q. What are the biggest open questions?
A. (1) Execution: how much of the 910 MW target is actually built and running, since none of the capacity claims has been verified. (2) Controls: the SPAC reported a material weakness in disclosure controls as of 2020-12-31 (claim 14657) and had to reclassify its warrants as liabilities (claim 14658). It promised to improve its controls (claim 14659), but the record does not show whether it did. (3) Concentration: with Bitfury holding about 77.66%, governance and related-party dealings deserve scrutiny.
Q. How complete is this dossier?
A. Not very. The claims on record run only through mid-2021, mostly SPAC and merger filings, and the list provided here was cut off partway through. It contains nothing about operating results, hashrate, bitcoin produced, or any strategy changes after 2021. Readers should treat it as a picture of the company's founding promises, not its current state.
SUPERSEDED

Frequently asked

2026-10-14
Q. What does Cipher Mining do?
A. Based on the disclosures on record, Cipher Mining is building a bitcoin-mining business backed by large blocks of electric power. Its 2021 filings describe a hosting contract with Standard Power for 200 MW (claim 14616), with an option for another 100 MW (claim 14617). They also describe a power purchase agreement with Luminant for 200 MW (claim 14546) and an initial power supply agreement with WindHQ for 110 MW (claim 14547). The company was created by Bitfury, which was expected to own 77.66% after the merger (claims 14554, 14625).
Q. How did Cipher become a public company?
A. Cipher went public by merging with Good Works Acquisition Corp. (GWAC), a SPAC (a listed shell company formed to buy a private business). The deal valued the merger consideration at $2.0 billion (claim 14663) and involved 200 million shares (claim 14574). After the merger, the company was to be renamed Cipher Mining Inc. (claim 14631) and listed on Nasdaq (claim 14630). Funding commitments included $375 million from PIPE investors (claims 14622, 14564) and a $50 million Bitfury private placement (claims 14623, 20789). The deal also required at least $400 million in cash at closing (claims 14577, 14566).
Q. What is the company's disclosed strategy?
A. The records describe a strategy of securing long-term, large-scale power and hosting capacity for mining, funded largely with the merger proceeds. The disclosures stress committed megawatts: 200 MW from Standard Power plus a 100 MW option, 200 MW from Luminant, and 110 MW from WindHQ (claims 14616, 14617, 14546, 14547). They do not lay out a detailed operating plan beyond that. The claims on record also date only from 2021, so they may not reflect the company's current strategy.
Q. Who are Cipher's customers?
A. No customers are named anywhere in the record. A bitcoin miner earns revenue from the bitcoin network rather than from contracted buyers. The named counterparties are suppliers and partners: Standard Power, Luminant, WindHQ, and Bitfury, which is both the founding shareholder and an investor. Readers should not mistake these power and hosting partners for customers.
Q. What has actually been delivered, versus only announced?
A. Only two claims are marked verified, and both concern the SPAC merger: completing the business combination within the deadline (claim 14660) and the merger with GWAC (claim 14574). Every operational commitment is still only 'stated', meaning announced but not confirmed. That includes the Standard Power, Luminant, and WindHQ megawatts and all the financing amounts. Three claims are marked 'not_yet_verifiable': the WindHQ 110 MW agreement due by 2022-12-31 (claim 14547), management retention (claim 14576), and the post-merger board composition (claim 14575).
Q. Were there any accounting or governance red flags?
A. Yes. In May 2021 the SPAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), which means its internal checks on financial reporting were found deficient. It also disclosed a reclassification of warrants as liabilities (claim 14658) and said it planned to improve its accounting controls (claim 14659). The record does not show whether those fixes were completed. Separately, I-Bankers Securities was owed a $7.65 million business-combination marketing fee (claim 20792).
Q. What should readers watch for next?
A. First, whether the 'stated' power commitments can be verified as energized, operating capacity: 200 MW Standard Power, 200 MW Luminant, and 110 MW WindHQ (claims 14616, 14546, 14547). Second, whether the $375 million PIPE and $50 million Bitfury funding actually arrived at closing (claims 14622, 14623). Third, how far Bitfury's 77.66% control has changed over time (claim 14554). Finally, look for any disclosures confirming that the material weakness has been fixed.
Q. What are the biggest open questions?
A. (1) The record supplied for this FAQ ends mid-2021, and the final entry is cut off, so later deliveries, revisions, or strategy changes are not reflected. (2) None of the power or hosting capacity has been verified as delivered. (3) It is unclear whether the WindHQ deadline of 2022-12-31 was met (claim 14547). (4) There is no verification of how much cash the company actually had at closing compared with the $400 million minimum (claim 14577). (5) There is no record on whether the 750,000 founder shares pledged to nonprofits were actually donated (claim 20791).
SUPERSEDED

Frequently asked

2026-10-14
Q. What is Cipher Mining, and how did it become a public company?
A. On this record, Cipher Mining is a bitcoin-mining business that went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), rather than through a traditional IPO. The deal valued the merger consideration at $2.0 billion (claim 14663) and involved issuing 200 million shares (claims 14574, 14550). The combined company was to be renamed Cipher Mining Inc. (claim 14631) and listed on Nasdaq (claims 14630, 14553). Note that the claims supplied for this FAQ end in July 2021, so this reflects the company's origins and early plans, not its current state.
Q. Who owns and funds Cipher?
A. Bitfury, a crypto-mining hardware and services group, was slated to own about 77.66% of the combined company (claims 14554, 14625). Other projected stakes were 14.2% for PIPE investors (claim 14627), 6.44% for GWAC public shareholders (claim 14626), 1.41% for private-placement holders (claim 14629), and 0.29% for the sponsor (claim 14628). Announced funding included a $375M PIPE (claim 14622) and a $50M Bitfury private placement (claims 14623, 20789), with about $400M of cash expected at closing (claim 14624). Closing was conditioned on that $400M minimum (claims 14577, 14566).
Q. What was the disclosed strategy for actually mining bitcoin?
A. The plan depended on securing large amounts of cheap power and data-center capacity in the U.S. Disclosed agreements included a 200 MW hosting contract with Standard Power (claim 14616) with an option for another 100 MW (claim 14617), a 200 MW power purchase agreement with Luminant (claim 14546), and an initial 110 MW power supply agreement with WindHQ targeted by end-2022 (claim 14547). Bitfury's role as majority owner and placement investor suggests it was the intended technology and operating partner, but the claims in this excerpt do not spell out the terms of that relationship.
Q. Who are Cipher's customers?
A. No customers are named. That fits a self-mining model: Cipher earns bitcoin from its own operations rather than selling services to clients. The named counterparties are suppliers and partners: Standard Power (hosting), Luminant and WindHQ (power), and Bitfury (owner and financier). A reader should not treat any of these as revenue customers.
Q. What has actually been delivered versus only announced?
A. Very little is independently confirmed in this record. Only the GWAC merger (claim 14574) and the related completion deadline (claim 14660) are marked verified. The WindHQ 110 MW supply target (claim 14547), management retention (claim 14576), and post-merger board composition (claim 14575) are marked not yet verifiable. Everything else, including the Standard Power and Luminant capacity, the $375M PIPE, and the $400M closing cash, is recorded only as stated by the company. None of the stated megawatts has been confirmed as energized and mining.
Q. Were there any accounting or control problems?
A. Yes, on the SPAC side before the merger. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), tied to reclassifying its warrants as liabilities (claim 14658), and said it planned to improve its accounting processes (claim 14659). This was a common issue across SPACs in 2021. Nothing in this record shows whether the weakness was fixed after the merger.
Q. What should readers watch for next?
A. Four things: (1) whether the contracted power and hosting capacity was actually built and running, starting with the 200 MW Luminant (claim 14546) and Standard Power (claim 14616) agreements; (2) whether WindHQ's 110 MW arrived by its end-2022 target (claim 14547); (3) how much of the roughly $400M closing cash (claim 14624) was actually received after SPAC shareholder redemptions; and (4) whether Bitfury's 77.66% controlling stake (claim 14554) stayed in place or was sold down.
Q. What are the biggest open questions in this dossier?
A. The main gap is coverage: the claims supplied here stop in mid-2021, so this FAQ cannot speak to what Cipher has done since, including any later strategy changes. Within that window, the $2.0B valuation (claim 14663) rested on capacity and power deals that were announced but not confirmed as delivered. The company's dependence on a single controlling shareholder, Bitfury, is also significant. Readers should check later filings before relying on any figure here as current.
SUPERSEDED

Frequently asked

2026-10-14
Q. What is Cipher Mining and how did it become a public company?
A. Cipher Mining is a bitcoin mining company. It went public in 2021 by merging with Good Works Acquisition Corp. (GWAC), a blank-check company (SPAC), rather than through a traditional IPO (claims 14619, 14620). The deal valued the business at about $2.0 billion (claim 14663) and renamed the combined company Cipher Mining Inc., listed on Nasdaq (claims 14631, 14630). The record marks the merger itself as verified (claim 14574).
Q. Who owns and controls the company?
A. Bitfury, a bitcoin mining and technology group, was set to own about 77.66% of the company after the merger (claims 14625, 14554). That makes Cipher effectively a controlled company. The remaining stakes were planned as roughly 14.2% for PIPE investors (claim 14627), 6.44% for GWAC public shareholders (claim 14626), 1.41% for private placement holders (claim 14629), and 0.29% for the SPAC sponsor (claim 14628).
Q. How was the company funded?
A. At the merger, investors committed $375 million through a PIPE, a private investment alongside the public deal (claim 14622). Bitfury committed a separate $50 million private placement (claim 14623). The deal targeted about $400 million in available cash at closing (claim 14624), and $400 million was also a minimum condition for closing (claim 14577). The SPAC paid a $7.65 million business combination marketing fee to I-Bankers Securities (claim 20792).
Q. What was the disclosed strategy, and who are its customers?
A. The disclosed strategy was to build large-scale bitcoin mining capacity in the US by securing cheap, long-term power. The counterparties named in the record are power and hosting partners, not customers: a 200 MW hosting contract with Standard Power plus an option for 100 MW more (claims 14616, 14617), a 200 MW power purchase agreement with Luminant (claim 14546), and an initial 110 MW power supply agreement with WindHQ (claim 14547). A bitcoin miner's revenue comes from mining rewards rather than paying customers, so no customers are named on this record.
Q. What has actually been delivered versus only announced?
A. Almost everything on this record is an announcement. Only the merger closing (claim 14574) and the SPAC completion-deadline milestone (claim 14660) are marked verified. The board composition and the retention of management after the merger are marked not yet verifiable (claims 14575, 14576). The WindHQ power deal, which had a target date of 2022-12-31, is also not yet verifiable (claim 14547). The power and hosting agreements, the funding amounts, and the ownership splits are all statuses of 'stated', meaning they were extracted from filings but not independently confirmed.
Q. Were there any accounting or governance red flags?
A. Yes. The SPAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). This was tied to reclassifying its warrants as liabilities (claim 14658), and the company promised to improve its accounting processes (claim 14659). Separately, Bitfury's majority stake means public shareholders have limited influence over the company.
Q. What should a reader watch for next?
A. Watch for evidence that the announced megawatts actually came online: the 200 MW at Standard Power, the 200 MW from Luminant, and the 110 MW from WindHQ (claims 14616, 14546, 14547). Also check whether the 100 MW expansion option was exercised (claim 14617), whether the $375M PIPE and $50M Bitfury funding were fully received (claims 14622, 14623), and whether the material weakness was fixed (claim 14657).
Q. What are the biggest open questions in this dossier?
A. The claims provided here stop around July 2021. Any later strategy changes, operating results, or new partnerships are not covered and should not be assumed. Most claims come from automated extraction and are still 'stated' rather than verified, so the power capacity figures and ownership numbers are promises, not confirmed outcomes. The largest gaps are how much mining capacity was actually built, how much bitcoin was produced, and how the company's relationship with its controlling shareholder Bitfury evolved.
SUPERSEDED

Frequently asked

2026-10-14
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a bitcoin mining company. It went public by merging with a blank-check company (SPAC), Good Works Acquisition Corp., under an agreement valuing the merger consideration at $2.0 billion [claim 14663]. The combined company was renamed Cipher Mining Inc. [claim 14631] and planned to list on Nasdaq [claim 14630]. Its disclosed business plan centered on securing large blocks of electricity and data-center hosting capacity to run mining machines.
Q. How was the company funded and who controlled it at the outset?
A. The merger was backed by $375 million from PIPE investors [claim 14622] and a $50 million private placement from Bitfury [claim 14623], with about $400 million in cash expected at closing [claim 14624]. Bitfury Top HoldCo, the existing Cipher stockholder, was projected to own about 77.66% of the combined company [claims 14625, 14554]. PIPE investors were projected at 14.2% [claim 14627] and the SPAC's public stockholders at 6.44% [claim 14626]. At the start, Cipher was effectively a Bitfury-controlled vehicle.
Q. What is the company's disclosed strategy?
A. The strategy on record is to secure power and hosting capacity in the U.S., mainly Texas, and use it for bitcoin mining. The disclosed agreements include: - a 200 MW hosting contract with Standard Power [claim 14616], plus an option for 100 MW more [claim 14617]; - a 200 MW power purchase agreement with Luminant [claim 14546]; - an initial 110 MW power supply agreement with WindHQ [claim 14547]. The claims shown here stop in mid-2021, so this record does not cover any later change in strategy.
Q. Who are Cipher's named customers?
A. None are named in this record. As a self-miner, Cipher earns revenue from bitcoin rewards, not from contracted customers. The named counterparties are suppliers and partners: Standard Power (hosting), Luminant and WindHQ (power), and Bitfury (controlling shareholder and investor). If Cipher later announced any customer contracts, they are not among the claims provided here.
Q. What has actually been delivered versus only announced?
A. Very little has been independently verified: - **Verified:** the merger with Good Works, involving about 200 million shares [claim 14574], and the business-combination deadline being met [claim 14660]. - **Not yet verifiable:** the post-merger board composition [claim 14575], retention of management [claim 14576] and the WindHQ 110 MW supply agreement due by end-2022 [claim 14547]. - **Stated only:** everything else, including the Standard Power and Luminant megawatt figures, which have not been checked against later operating results.
Q. What should readers watch for next?
A. The key check is whether the contracted power capacity was actually energized and put into mining: the 200 MW at Standard Power [claim 14616], the 200 MW with Luminant [claim 14546] and the 110 MW with WindHQ [claim 14547]. Readers should also watch whether Bitfury's roughly 77.66% stake [claim 14625] has since been reduced. Finally, they should look for any newer claims on record covering operations, deployed hashrate, revenue or changes in strategy.
Q. What are the biggest open questions?
A. 1. **Gaps in the record.** The record provided ends in July 2021, and the last claim (14548) is cut off. Anything after that is missing from this record, not disproven. 2. **Unchecked capacity.** None of the megawatt commitments has been verified as delivered. 3. **Control and conflicts.** Bitfury's majority stake raises questions about who controls the company and about potential conflicts of interest. 4. **Accounting controls.** The SPAC disclosed a material weakness in its controls as of December 31, 2020 [claim 14657] and reclassified its warrants as liabilities [claim 14658]. The record does not show whether the promised improvements [claim 14659] were made.
SUPERSEDED

Frequently asked

2026-10-10
Q. What is Cipher Mining and how did it become a public company?
A. Cipher Mining is a bitcoin mining company. It went public by merging with Good Works Acquisition Corp. (GWAC), a blank-check company (SPAC), and took the name Cipher Mining Inc. (claims 14619, 14620, 14631). The deal valued the merger consideration at $2.0 billion (claim 14663). It came with a $375 million PIPE investment (claim 14622) and a $50 million private placement from Bitfury (claim 14623). The parties targeted $400 million of cash at closing (claim 14624). The merger is marked verified (claim 14574).
Q. Who controlled the company after the merger?
A. The disclosed post-merger ownership was about 77.66% for the Cipher stockholder, Bitfury Top HoldCo (claims 14625, 14554). PIPE investors held 14.2% (claim 14627), GWAC public stockholders 6.44% (claim 14626), private placement shareholders 1.41% (claim 14629), and the SPAC sponsor 0.29% (claim 14628). In other words, Bitfury was the controlling shareholder at the outset.
Q. What strategy does the record describe?
A. The disclosed plan was to build large-scale bitcoin mining capacity backed by long-term power and hosting agreements. That included a 200 MW hosting contract with Standard Power (claim 14616) with an option for another 100 MW (claim 14617). It also included an expanded WindHQ power agreement of 500 MW (claim 14548), all toward a total target of 910 MW of mining power capacity by 2026-12-31 (claim 14549). Note that the record shown here covers only 2021 filings. Any later strategy changes are not reflected in these claims.
Q. Who are Cipher's customers?
A. No customers are named in the record. In 2021 Cipher planned to mine bitcoin for its own account, so the named counterparties are power and hosting partners rather than buyers of a service. Those partners are Standard Power and WindHQ, plus Bitfury as sponsor and investor. Any claim about named customers would need to come from disclosures outside this record.
Q. What has actually been delivered versus only announced?
A. Only the SPAC merger is marked verified (claims 14574, 14660). Almost everything else is still 'stated,' meaning it was announced but not independently confirmed. That includes the power agreements (claims 14616, 14548), the 910 MW capacity target (claim 14549), and the plan to donate 750,000 founder shares to nonprofits (claim 20791). Two promises are marked not yet verifiable: keeping Cipher's management (claim 14576) and the post-merger board composition (claim 14575).
Q. What should readers watch for next?
A. The main checkpoint is 2026-12-31. That is the deadline for both the 910 MW total capacity target (claim 14549) and the 500 MW WindHQ power agreement (claim 14548). Readers should compare actual energized megawatts against these figures. They should also check whether the Standard Power 100 MW option (claim 14617) was ever exercised.
Q. What are the biggest open questions?
A. First, whether the 2021 capacity promises were met or quietly replaced, since none has been verified (claims 14548, 14549, 14616). Second, whether the material weakness in disclosure controls reported as of 2020-12-31 was fixed (claims 14657, 14659). That weakness was reported by the SPAC before the merger. Third, whether the founder-share donation (claim 20791) actually happened. Finally, this dossier excerpt is incomplete, so more recent disclosures may answer or change these questions.
SUPERSEDED

Frequently asked

2026-10-09
Q. What is Cipher Mining, according to this dossier?
A. Cipher Mining is a Bitcoin mining company. It went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and then renamed itself Cipher Mining Inc. (claims 14619, 14631). The merger valued Cipher at $2.0 billion (claim 14663). Bitfury, Cipher's parent, was expected to own about 77.66% of the combined company (claims 14625, 14554). Note that every claim shown here dates from 2021, and the record as provided appears cut off mid-entry.
Q. What was the disclosed strategy and how was it funded?
A. The 2021 plan was to raise capital through the merger and use it to build large-scale mining capacity at powered sites. The disclosed financing was $375 million from PIPE investors, which are institutions buying shares privately alongside the merger (claim 14622). Bitfury committed another $50 million (claim 14623). The goal was about $400 million of cash available at closing (claims 14624, 14566). This record does not show any later change in strategy, so any shift after 2021 would need to be checked against newer filings.
Q. Who are Cipher's named customers?
A. None are named. As a self-mining company, Cipher earns revenue by mining Bitcoin itself, not by selling to customers. The counterparties named in the record are its suppliers and partners. Standard Power agreed to a 200 MW hosting contract with an option for 100 MW more (claims 14616, 14617). WindHQ signed power-supply agreements of 110 MW initially and up to 500 MW (claims 14547, 14548). Bitfury is both investor and parent.
Q. What has actually been delivered versus only announced?
A. The record does not verify that anything was delivered. Every claim is either 'stated' (announced) or 'not_yet_verifiable'. That includes items with deadlines long past, such as the merger closing targeted for 2021-06-30 (claim 14574) and the 110 MW WindHQ capacity due by 2022-12-31 (claim 14547). Those claims were briefly marked 'delayed' on 2026-09-15 and then reclassified as 'not_yet_verifiable' on 2026-10-09. Readers should not treat the merger closing, the funding amounts, or the megawatt figures as confirmed from this dossier alone.
Q. What should readers watch for next?
A. The nearest open deadline is the expanded 500 MW WindHQ power agreement, promised by 2026-12-31 (claim 14548). Whether that capacity is energized is the clearest upcoming test. Readers should also look for disclosures confirming that the 110 MW initial WindHQ capacity (claim 14547) and the 200 MW Standard Power hosting arrangement (claim 14616) actually came online.
Q. Were there any governance or accounting red flags?
A. Yes, at the SPAC stage. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities rather than equity (claim 14658), and it promised to improve its accounting processes (claim 14659). The record does not show whether the material weakness was later fixed.
Q. What are the biggest open questions?
A. 1. Did the $375M PIPE and $50M Bitfury money actually arrive at closing (claims 14622, 14623)? 2. How much of the 110 MW, 200 MW and 500 MW of announced capacity was ever built and energized (claims 14547, 14616, 14548)? 3. How did Bitfury's roughly 77.66% control stake change over time (claim 14554)? 4. What has the company disclosed since 2021? The record shown here stops at July 2021 and is truncated, so its later strategy is not covered.
SUPERSEDED

Frequently asked

2026-10-09
Q. What is Cipher Mining, based on this record?
A. Cipher Mining is a bitcoin mining company that became public through a 2021 merger with a blank-check company, Good Works Acquisition Corp (GWAC), and was then renamed Cipher Mining Inc. with a planned Nasdaq listing (claims 14619, 14631, 14630). The deal valued the merger consideration at $2.0 billion (claim 14663). Bitfury, a crypto infrastructure group, was the controlling parent, expected to own about 77.66% after the merger (claims 14625, 14554). Note that the claims shown here end in July 2021 and the final entry is cut off, so later disclosures, including any change in strategy, are not reflected in this summary.
Q. What was the company's disclosed strategy?
A. Through mid-2021 the strategy was to raise cash through the merger and lock up electricity and hosting capacity for mining. On the capital side, the plan targeted about $400 million of cash at closing (claims 14624, 14566). That included a $375 million PIPE, a private share sale to institutional investors (claim 14622), and a $50 million commitment from Bitfury (claim 14623). On the power side, it disclosed a 200 MW hosting contract with Standard Power plus an option for 100 MW more (claims 14616, 14617). It also disclosed WindHQ power agreements: an initial 110 MW targeted by the end of 2022 and an expanded 500 MW targeted by the end of 2026 (claims 14547, 14548).
Q. Who are Cipher's customers?
A. None are named in this record. A self-mining bitcoin business typically sells its output into the bitcoin network rather than to contracted customers. The named counterparties here are suppliers and financiers, not customers: Standard Power (hosting), WindHQ (power), Bitfury (parent and investor), the unnamed PIPE investors, and I-Bankers Securities, which was owed a $7.65 million business-combination marketing fee (claim 20792).
Q. What has actually been delivered versus only announced?
A. In this record, no claim has been verified as delivered. Every item is either 'stated', meaning an announcement or contract term, or 'not_yet_verifiable'. Several items had deadlines that have already passed but remain unresolved in the database. These include the merger and share exchange expected by June 30, 2021 (claim 14574), the post-merger board and management retention (claims 14575, 14576), the 21-month deadline to complete the combination, ending July 22, 2022 (claim 14660), and the initial 110 MW WindHQ power expected by the end of 2022 (claim 14547). Readers should treat the capacity and financing figures as commitments, not confirmed outcomes, until the record shows evidence they happened.
Q. Who owned what after the merger?
A. The plan disclosed this ownership split: the existing Cipher stockholder (Bitfury) about 77.66%, PIPE investors about 14.2%, GWAC public shareholders about 6.44%, private placement shareholders about 1.41%, and the SPAC sponsor about 0.29% (claims 14625, 14627, 14626, 14629, 14628). A separate filing lists sponsor-related ownership at 13.5% (claim 14568), which likely reflects a pre-merger figure. That point should be reconciled before anyone quotes it. Separately, founders said they would donate 750,000 shares to nonprofits (claim 20791).
Q. Were there any accounting or governance red flags?
A. Yes, there were two. The SPAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), meaning its internal checks on financial reporting were found deficient. It also reclassified its warrants from equity to liabilities (claim 14658), and it pledged to improve its accounting processes (claim 14659). These problems were common among SPACs in 2021 after SEC guidance on warrant accounting. They concern the shell company rather than mining operations, but they are worth noting.
Q. What should a reader watch for next?
A. The nearest open commitment is the expanded 500 MW WindHQ power agreement, targeted by December 31, 2026 (claim 14548). Whether that capacity is energized is the key test of the power strategy. Readers should also look for filings that resolve the overdue items: confirmation that the merger closed, how much cash actually arrived compared with the $400 million target (claim 14624), and whether the 110 MW WindHQ phase and the Standard Power 200 MW hosting (claim 14616) went live.
Q. Where are the biggest open questions?
A. The first is that this record stops in mid-2021, partway through a claim, so it cannot show what the company did after going public, how much capacity it actually runs, or whether its strategy has changed. The second is that several promises with past deadlines are still marked 'not_yet_verifiable' instead of being confirmed or missed (claims 14574, 14660, 14547). The third is that the dossier depends heavily on counterparties, chiefly Bitfury, Standard Power and WindHQ, without showing whether those relationships continued. Filling these gaps from post-2021 annual reports is the most important diligence step.
SUPERSEDED

Frequently asked

2026-10-09
Q. What does Cipher Mining do?
A. Based on the record, Cipher Mining is a company built to run large-scale power and data-center capacity, backed by Bitfury and described in deal documents as a crypto-mining venture. It went public in 2021 by merging with a blank-check company, Good Works Acquisition Corp. (claim 14619), at an implied valuation of $2 billion (claim 14663), and renamed itself Cipher Mining Inc. (claim 14631). The claims on file cover only 2021 merger-era filings, so they do not describe how the business operates today.
Q. How was the company financed and who owns it?
A. The 2021 merger was to be funded by $375 million from outside PIPE investors (claim 14622) and a $50 million private placement from Bitfury (claim 14623). Closing required at least $400 million of available cash (claims 14624, 14577). After the merger, the existing Cipher stockholder, Bitfury Top HoldCo, was projected to own 77.66% (claims 14625, 14554). PIPE investors would own 14.2% (claim 14627), the SPAC's public holders 6.44% (claim 14626), and the sponsor 0.29% (claim 14628). This makes Bitfury the controlling shareholder on paper.
Q. What is the company's disclosed strategy?
A. The disclosed plan is to secure large blocks of electricity and hosting capacity, mostly in Texas-linked power arrangements. The plan includes a 200 MW hosting contract with Standard Power (claim 14616) plus an option for another 100 MW (claim 14617). It also includes a 200 MW power purchase agreement with Luminant (claim 14546) and an initial 110 MW power supply agreement with WindHQ targeted by end of 2022 (claim 14547). These are all 2021 announcements. The record does not show whether the strategy has changed since then.
Q. Who are the company's customers?
A. No customers are named in the record. The named parties are suppliers and partners: Standard Power, Luminant and WindHQ for power or hosting, Bitfury as sponsor and investor, and I-Bankers Securities as a deal advisor owed a $7.65 million marketing fee (claim 20792). A reader should not assume any named revenue counterparties exist from this dossier.
Q. What has actually been delivered versus only announced?
A. Nothing in the record is marked as verified delivered. Every claim is either 'stated' (announced in a filing) or 'not_yet_verifiable'. Several items had dates that have already passed but remain unconfirmed in our data: the 21-month deadline to complete the business combination (claim 14660, July 2022), the merger and management/board arrangements expected by mid-2021 (claims 14574, 14576, 14575), and the WindHQ 110 MW supply targeted by end of 2022 (claim 14547). The Standard Power, Luminant and WindHQ megawatt figures are commitments on paper. The record does not show them operating.
Q. Were there any governance or accounting red flags?
A. Yes, there were early ones. The SPAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and promised to improve its accounting processes (claim 14659). These were common among SPACs in 2021, but the record contains no follow-up showing the weakness was fixed.
Q. What should a reader watch for next?
A. First, confirmation that the 2021 power deals (Standard Power 200 MW, Luminant 200 MW, WindHQ 110 MW; claims 14616, 14546, 14547) became energized, operating capacity. Second, whether the company exercised the extra 100 MW Standard Power option (claim 14617). Third, how much of the $400 million closing cash (claim 14624) actually arrived and how it was spent. Fourth, whether Bitfury's roughly 77.66% control stake (claim 14625) has since been reduced. Finally, any post-2021 filings that update strategy, capacity or customers, because the current dossier contains none.
Q. What are the biggest open questions?
A. First, the dossier stops at mid-2021 merger documents, so it says nothing verified about the company's current operations, revenue or strategy. Second, items with past due dates (claims 14660, 14574, 14547) are still unverified rather than confirmed or missed. Third, no customers are named. Fourth, it is unclear whether the controlling shareholder's interests align with public holders. Fifth, there is no record that the 2020 control weakness (claim 14657) was resolved. The supplied claim list was also cut off mid-entry, so later claims may exist that were not reviewed here.
SUPERSEDED

Frequently asked

2026-10-08
Q. What does Cipher Mining do?
A. Based on the disclosures on record, Cipher Mining is a bitcoin mining company. It went public by merging with a blank-check company (SPAC) called Good Works Acquisition Corp. (claims 14619, 20788), which then took the name Cipher Mining Inc. (claim 14631) and sought a Nasdaq listing (claims 14630, 14553). Its early disclosed plan was to secure large amounts of electrical power and hosting capacity to run mining operations. The record does not describe current operations.
Q. How was the company formed and funded?
A. The merger valued Cipher at $2.0 billion (claim 14663). Under the exchange terms, Cipher holders were to receive 200 million shares (claims 14550, 14574). Funding was to come from a $375 million PIPE, a private investment by outside investors (claims 14622, 14564), and a $50 million private placement from Bitfury (claims 14623, 20789). The deal required at least $400 million in cash at closing (claims 14577, 14566, 14624). Projected ownership after the merger was 77.66% for the existing Cipher stockholder (claim 14625), 14.2% for PIPE investors (claim 14627), 6.44% for SPAC public holders (claim 14626), 1.41% for private placement holders (claim 14629) and 0.29% for the sponsor (claim 14628).
Q. Who are Cipher's named customers?
A. None are named in the record. The named counterparties are suppliers and investors, not customers. Standard Power provides hosting: a 200 MW contract (claim 14616) with an option for 100 MW more (claim 14617). WindHQ supplies power. Bitfury is an investor and the majority holder; one filing attributes the 77.66% post-merger stake to Bitfury Top HoldCo (claim 14554). For a bitcoin miner, revenue normally comes from mining rewards rather than contracted customers, but the dossier does not say this.
Q. What has actually been delivered versus only announced?
A. No claim on record has a 'delivered' or 'fulfilled' status. Nearly everything is marked 'stated', meaning it was announced or disclosed. Several items are marked 'delayed': the merger and its share exchange, originally targeted for 2021-06-30 (claim 14574), the related management-retention and board commitments (claims 14576, 14575), and WindHQ's initial 110 MW power supply, due by 2022-12-31 (claim 14547). These statuses were assigned by automated extraction in September 2026. Readers should not take them as confirmation either way until they are checked against later filings.
Q. What should a reader watch for next?
A. The key dated commitment still open is the expanded WindHQ power supply agreement: 500 MW promised by 2026-12-31 (claim 14548). That deadline is less than three months away. Two other things to look for are evidence of how much of the Standard Power 200 MW hosting (claim 14616) and the 100 MW option (claim 14617) was ever used, and a resolution of the 'delayed' status on the initial WindHQ 110 MW tranche (claim 14547).
Q. Were there any accounting or control problems disclosed?
A. Yes, at the SPAC stage. Good Works disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and said it planned to strengthen its accounting processes (claim 14659). These problems belong to the pre-merger shell and were common among SPACs in 2021. The record does not show whether they continued afterward.
Q. Where are the biggest open questions?
A. 1) Coverage gap: the record almost entirely covers 2021 SPAC filings and appears truncated. It says little or nothing about mining output, the size of the mining-machine fleet, revenue, or any strategy after 2021. 2) Inconsistencies: the 77.66% stake is attributed to 'Cipher Stockholder' in one claim (14625) and to Bitfury Top HoldCo in another (14554). Available capital is given as $170 million (claims 20790, 20793) in one place and $400 million at closing (claim 14624) in another, probably because those figures describe the SPAC trust and the combined deal. 3) Status conflicts: the same 21-month deadline is marked 'delayed' in one claim (14660) and 'stated' in others (claims 14654, 14572). 4) Delivery: no announced capacity is confirmed as delivered anywhere in the record.
SUPERSEDED

Frequently asked

2026-10-07
Q. What is Cipher Mining, and how did it become a public company?
A. In this record, Cipher Mining is a planned bitcoin-mining business, originally Cipher Mining Technologies, that went public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC) (claims 14619, 14620, 20788). The combined company was to be renamed Cipher Mining Inc. and list on Nasdaq (claims 14631, 14630). The merger valued Cipher at $2.0B (claim 14663) and included about 200M shares in the exchange (claims 14550, 14574). Bitfury's holding company was expected to own 77.66% after the merger (claims 14554, 14625).
Q. What is the company's disclosed strategy?
A. The disclosed strategy is to build a large bitcoin-mining operation by securing power and hosting capacity. The company set a target of 910 MW of total mining power capacity by 2026-12-31 (claim 14549). Disclosed agreements behind that target include a 200 MW Luminant power purchase agreement (claim 14546), an expanded WindHQ power supply agreement of up to 500 MW by 2026-12-31 (claim 14548), and a 200 MW Standard Power hosting contract (claim 14616) with an option for another 100 MW (claim 14617). These figures are announced targets and contracts, not capacity confirmed as operating.
Q. Who are Cipher's customers?
A. The record names no customers. As described, Cipher mines bitcoin for its own account, so its revenue would come from mining rewards rather than client contracts. The named counterparties are suppliers and financing partners: Luminant, WindHQ, and Standard Power for power and hosting; Bitfury as controlling shareholder and $50M private-placement investor (claims 14623, 14552); and unnamed PIPE investors committing $375M (claims 14622, 14551). I-Bankers Securities is named as a fee recipient of $7.65M (claim 20792).
Q. What has actually been delivered versus only announced?
A. On this record, nothing is confirmed as delivered. Every claim is 'stated', meaning it was announced or promised, and none has been verified as completed. Several merger-related items carry a 'delayed' status because their promised dates passed without confirmation in the dossier: the merger was promised by 2021-06-30 (claim 14574), and board composition and management retention had the same date (claims 14575, 14576). These statuses were assigned by an automated pipeline. The record contains no confirmation that the merger closed, that the $400M minimum cash condition was met (claims 14624, 14577), or that any megawatts were energized.
Q. Were there early financial-reporting or governance red flags?
A. Yes. GWAC, the blank-check company, disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). This means its internal checks on financial reporting were found to be deficient. It also restated its warrant accounting, reclassifying the warrants as liabilities (claim 14658), and said it planned to improve its accounting processes and controls (claim 14659). This was a common issue for blank-check companies in 2021. The record does not show whether the weakness was later fixed.
Q. What should a reader watch for next?
A. The main deadline is the 910 MW capacity target due by 2026-12-31 (claim 14549), along with the WindHQ 500 MW ramp due the same day (claim 14548). Both fall within about three months of today. Readers should look for disclosed operating capacity in MW, hashrate, and whether the Standard Power 200 MW contract (claim 14616) and its 100 MW option (claim 14617) were ever exercised. Readers should also watch for any filing that confirms the merger closing and the cash actually raised compared with the $375M PIPE and $50M Bitfury commitments (claims 14622, 14623).
Q. Where are the biggest open questions?
A. 1) Execution: the record has no disclosures of delivered capacity, so there is no evidence of progress toward 910 MW (claim 14549). 2) Funding: it is unconfirmed how much of the roughly $400M expected at closing (claim 14624) actually arrived. 3) Control: Bitfury's planned 77.66% stake (claim 14554) would give one shareholder dominant influence, and the record does not show whether that stake changed. 4) Coverage gap: the claims in this dossier stop in mid-2021 and the list appears truncated, so later strategy shifts, results, or customer relationships may exist but are not on record here.
SUPERSEDED

Frequently asked

2026-10-07
Q. What does Cipher Mining do?
A. Based on the record, Cipher Mining is a bitcoin-mining company that went public by merging with a SPAC, Good Works Acquisition Corp. (claims 14619, 20788), and was renamed Cipher Mining Inc. (claim 14631). The mining business is power-intensive. Most of its disclosed commitments concern securing electricity and hosting capacity, measured in megawatts (MW). The claims provided run only through July 2021, so this summary reflects the company's formation and early plans, not its current operations.
Q. How was the company formed and financed?
A. The merger valued the business at about $2.0B (claim 14663). It was supported by a $375M PIPE investment from outside investors (claim 14622) and a $50M private placement from Bitfury (claim 14623). It was also conditioned on at least $400M of cash being available at closing (claims 14577, 14624). Bitfury's holding company was disclosed as owning 77.66% of the company after the merger (claims 14554, 14625). PIPE investors held 14.2% (claim 14627) and the SPAC's public stockholders held 6.44% (claim 14626). Before the merger, the SPAC disclosed $170M available for a deal (claim 20793).
Q. What is the company's disclosed strategy?
A. The strategy disclosed in the record is to build large-scale mining capacity through long-term power and hosting deals. The headline target is 910 MW of total mining power capacity by 2026-12-31 (claim 14549). The planned building blocks are a 200 MW hosting contract with Standard Power plus an option for 100 MW more (claims 14616, 14617), a 200 MW power purchase agreement with Luminant (claim 14546), and an expanded 500 MW power supply agreement with WindHQ due by 2026-12-31 (claim 14548).
Q. Who are its customers?
A. No customers are named in the record. As a self-miner, Cipher earns revenue from bitcoin block rewards rather than from contracted customers. The counterparties that are named are suppliers and partners: Standard Power (hosting), Luminant and WindHQ (power), and Bitfury (controlling shareholder and investor). I-Bankers Securities appears only as the recipient of a $7.65M deal-marketing fee (claim 20792).
Q. What has actually been delivered versus only announced?
A. No claim in the record is marked as delivered or verified. Every claim is either 'stated' (announced) or 'delayed'. The claims flagged as delayed relate to the merger timeline: completing the merger by 2021-06-30 (claim 14574), the board composition and management retention tied to that date (claims 14575, 14576), and a deal-completion deadline of 2022-07-22 (claim 14660). None of the megawatt commitments has a recorded outcome, so on this record the capacity buildout remains announced, not confirmed.
Q. What should readers watch for next?
A. The 910 MW target (claim 14549) and the 500 MW WindHQ agreement (claim 14548) both have deadlines of 2026-12-31, less than three months away. Readers should look for disclosures showing how much capacity is actually energized, whether the Standard Power 100 MW option was exercised (claim 14617), and whether the Luminant 200 MW agreement (claim 14546) is still in force. Updates to the status of the delayed merger-era claims would also help reconcile the record.
Q. Were there any accounting or control issues?
A. Yes. Before the merger, the SPAC disclosed a material weakness in its disclosure controls as of 2020-12-31 (claim 14657). This is a formal finding that internal checks on financial reporting were not adequate. The SPAC also reclassified its warrants as liabilities (claim 14658) and promised to strengthen its accounting processes (claim 14659). The record does not show whether these problems were resolved, either by the SPAC or by the combined company.
Q. Where are the biggest open questions?
A. The biggest open questions are: (1) the record ends in mid-2021, leaving roughly five years of disclosures uncaptured, including how much of the merger cash was actually delivered at closing; (2) no capacity commitment has a verified outcome, so it is unknown how close the company is to its 910 MW goal; (3) Bitfury's 77.66% stake raises governance and related-party questions; (4) the record contains a few conflicting figures, such as two different completion deadlines (claims 14654 and 14660); and (5) the follow-through on the pledge to donate 750,000 founder shares to nonprofits (claim 20791) is unrecorded.
SUPERSEDED

Frequently asked

2026-10-01
Q. What does Cipher Mining do?
A. Cipher Mining is a cryptocurrency mining company. It planned to go public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and then renaming itself Cipher Mining Inc. (claims 14619, 14631). Its plan depends on securing large amounts of electrical power to run mining equipment. Bitfury, a mining-industry group, is its controlling shareholder (claim 14554).
Q. What is the company's disclosed strategy?
A. The plan has two parts. First, raise capital through the SPAC merger: a $375M PIPE (claim 14622), a $50M Bitfury private placement (claim 14623), and at least $400M of cash at closing (claim 14624), on a merger valuation of about $2B (claim 14663). Second, build power capacity through hosting and power-supply deals. These include a 200 MW Standard Power hosting contract (claim 14616), an option for a further 100 MW (claim 14617), and a 500 MW WindHQ power agreement (claim 14548). Together they support a stated target of 910 MW of total mining capacity by 2026-12-31 (claim 14549).
Q. Who are Cipher's customers?
A. The record names no customers. As a miner, Cipher would earn revenue from mining output rather than from selling to named clients. The counterparties the record does name are power and hosting partners (Standard Power, WindHQ) and financing parties (Bitfury, the PIPE investors, and I-Bankers Securities, which was owed a $7.65M marketing fee, claim 20792).
Q. Who would own the company after the merger?
A. The disclosed post-merger split was: Bitfury Top HoldCo, the existing Cipher stockholder, about 77.66% (claims 14625, 14554); PIPE investors 14.2% (claim 14627); GWAC public stockholders 6.44% (claim 14626); and private-placement holders 1.41% (claim 14629). In practice, one shareholder would control the company.
Q. What has actually been delivered versus only announced?
A. No claim in this record is marked as delivered or verified. Every claim is either 'stated' (announced) or 'delayed'. Four are marked delayed: the merger itself, originally targeted for 2021-06-30 (claim 14574); the post-merger board composition (claim 14575); retention of Cipher management (claim 14576); and the 21-month SPAC completion deadline of 2022-07-22 (claim 14660). The capacity figures (200 MW, 500 MW, 910 MW) are contracts and targets, not confirmed energized megawatts.
Q. Are there accounting or governance red flags?
A. Yes. The SPAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and said it planned to improve its accounting controls (claim 14659). Before the merger it had only about $1.28M of working capital outside the trust (claim 14655).
Q. What should readers watch for next?
A. The 910 MW capacity target falls due on 2026-12-31 (claim 14549), as does the 500 MW WindHQ ramp (claim 14548). Readers should look for disclosures of energized, operating megawatts measured against those targets. They should also watch whether the Standard Power 100 MW option is exercised (claim 14617) and whether the merger-era commitments marked 'delayed' are ever confirmed as completed.
Q. Where are the biggest open questions?
A. 1) The record ends in mid-2021 and its last claim (14548) is cut off, so later filings that could confirm or contradict these commitments are missing from this dossier. 2) Nothing confirms the merger closed or that the $375M PIPE and $50M Bitfury funding were actually received. 3) There is no evidence on how much of the 910 MW target has been built. 4) It is unclear how much the company depends on Bitfury, its roughly 77.66% controlling holder, and on third-party power hosts.
SUPERSEDED

Frequently asked

2026-09-29
Q. What does Cipher Mining do?
A. The claims on file describe a company set up to run large-scale, power-intensive computing sites. The name and the power contracts point to cryptocurrency mining. It became public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and was renamed Cipher Mining Inc. (claims 14619, 14631). The record describes power and hosting deals and financing. It contains no operating results such as output, revenue or machines deployed.
Q. How was the company put together and financed?
A. Through a SPAC merger valuing the deal at $2.0B (claim 14663). The plan called for $375M from outside PIPE investors (claim 14622) and a $50M private placement from Bitfury (claim 14623). The deal required at least $400M of cash at closing (claims 14577, 14624). After the merger the ownership split was planned as roughly 77.66% for the existing Cipher stockholder, identified as Bitfury Top HoldCo (claims 14625, 14554), 14.2% for PIPE investors (claim 14627) and 6.44% for GWAC public shareholders (claim 14626).
Q. What was the disclosed strategy?
A. Lock in large blocks of electricity before building out. The record shows three deals: a 200 MW hosting contract with Standard Power plus an option for another 100 MW (claims 14616, 14617), a 200 MW power purchase agreement with Luminant (claim 14546), and a 110 MW initial power supply agreement with WindHQ (claim 14547).
Q. Who are Cipher's named customers?
A. None are named in the record. Every named counterparty is a supplier, host or investor: Standard Power, Luminant and WindHQ supply power or hosting, and Bitfury is the controlling investor. If the business is self-mining, as the name suggests, it may not have customers in the usual sense. The dossier does not confirm this either way.
Q. What has actually been delivered versus announced?
A. Almost everything on file is an announcement or a contract term. None of it is a confirmed delivery. The merger was targeted by 2021-06-30 and is marked 'delayed' (claim 14574), as are the related board-composition and management-retention commitments (claims 14575, 14576). The WindHQ 110 MW supply, due by 2022-12-31, is also 'delayed' (claim 14547). The record does not show whether the merger closed, how much cash actually arrived, or whether any megawatts were energized. Note that these statuses were assigned by automated extraction and have not been confirmed by a human reviewer.
Q. Were there any accounting or control issues?
A. Yes, on the SPAC side before the merger. A material weakness in disclosure controls was reported as of December 31, 2020 (claim 14657), and warrants were reclassified as liabilities (claim 14658). A plan to improve accounting controls was stated (claim 14659), but the record does not show that it was completed.
Q. What should a reader watch for next?
A. Three things. First, confirmation that the merger closed and how much of the $375M PIPE and $50M Bitfury money was actually funded (claims 14622, 14623). Second, evidence that the Standard Power, Luminant and WindHQ capacity (claims 14616, 14546, 14547) was energized, and on what schedule. Third, whether the 100 MW Standard Power option (claim 14617) was exercised.
Q. Where are the biggest open questions?
A. (1) Execution: the claims provided stop in mid-2021 and contain no operating data, so contracted megawatts cannot be matched to delivered megawatts. (2) Timing: several key commitments are flagged 'delayed' (claims 14574, 14547). (3) Control: Bitfury's planned ~77.66% stake (claim 14554) would give one shareholder dominant control. (4) Verification: every status in this dossier comes from automated extraction and should be checked against the source filings.
SUPERSEDED

Frequently asked

2026-09-27
Q. What does Cipher Mining do?
A. Cipher Mining is a cryptocurrency mining company that went public in 2021 by merging with Good Works Acquisition Corp. (GWAC), a special purpose acquisition company (claims 14619, 14620). Its disclosed plan centers on building mining power capacity through hosting and power-supply agreements, including a total mining power capacity target (claim 14549). The claims on record end in mid-2021, so this dossier mainly describes the company's go-public phase rather than its current operations.
Q. How did the company come to market, and who controls it?
A. GWAC signed a merger agreement valuing the deal at $2.0 billion (claim 14663) and said it would rename itself Cipher Mining Inc. and list on Nasdaq (claims 14631, 14630). Financing commitments included $375 million from PIPE investors (claim 14622) and a $50 million private placement from Bitfury (claim 14623). The merger required at least $400 million in cash at closing (claim 14577). After the merger, Bitfury Top HoldCo was projected to own 77.66% (claim 14554), PIPE investors 14.2% (claim 14627), and GWAC public stockholders 6.44% (claim 14626). This makes Bitfury the controlling shareholder, not simply an investor.
Q. Who are Cipher's customers?
A. The record names no customers. The named counterparties are suppliers, financiers, and advisers. Standard Power holds a 200 MW hosting contract with a 100 MW expansion option (claims 14616, 14617). WindHQ has power supply agreements of 110 MW, later expanding to 500 MW (claims 14547, 14548). Bitfury is the parent company and an investor. I-Bankers Securities is owed a $7.65 million business-combination marketing fee (claim 20792). As a miner, Cipher's revenue would come from mining output, not contracted customers. Readers should not expect a customer list.
Q. What has actually been delivered versus only announced?
A. No claim on record has been marked as delivered or verified. Every item is either 'stated', meaning announced but not confirmed, or 'delayed'. The items flagged as delayed are the merger closing, originally targeted by 2021-06-30 (claim 14574); the related board and management commitments (claims 14575, 14576); and the initial 110 MW WindHQ power supply, due by 2022-12-31 (claim 14547). These statuses come from automated tracking and have not been confirmed against later filings.
Q. Were there any accounting or control issues?
A. Yes, on the SPAC side before the merger. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658), a restatement that affected many SPACs in 2021. It stated a plan to enhance its accounting processes and controls (claim 14659). The record does not show whether those fixes were completed.
Q. What should readers watch for next?
A. The most pressing item is the expanded 500 MW WindHQ power supply agreement, which carries a 2026-12-31 deadline (claim 14548) and is still only 'stated'. That deadline falls this year. Readers should also watch whether the capacity target (claim 14549) and the Standard Power 200 MW hosting capacity (claim 14616) show up as energized, operating megawatts in later disclosures, rather than as contracted figures only.
Q. What are the biggest open questions?
A. First, the dossier has no claims after mid-2021, so it cannot show whether the announced capacity was actually built. Second, the relationship with Bitfury needs examination: Bitfury is both the majority owner and an investor, so its influence on governance and related-party dealings matters. Third, the WindHQ timeline has already slipped once (claim 14547). Fourth, the record does not confirm whether the 750,000 founder shares pledged to nonprofits were actually donated (claim 20791). Until newer filings are added, treat all capacity figures as announced plans, not proven operations.
SUPERSEDED

Frequently asked

2026-09-27
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a bitcoin mining company. It entered public markets in 2021 by merging with Good Works Acquisition Corp. (GWAC), a SPAC, and renaming the combined company Cipher Mining Inc. with a planned Nasdaq listing (claims 14619, 14631, 14630). Its business model, as disclosed, depends on securing large blocks of electric power and hosting capacity to run mining machines. Note: every claim in this dossier dates from May to July 2021, and the record provided is cut off mid-list. It says nothing about the company's operations or strategy after mid-2021.
Q. What was the disclosed strategy at the time of the merger?
A. The strategy was to scale up power capacity quickly, funded by the SPAC deal. The disclosures include: a $2.0B merger valuation (claim 14663); a $375M PIPE (claim 14622); a $50M private placement from Bitfury (claim 14623); and a condition of at least $400M available cash at closing (claims 14624, 14577). On power, the stated target was 910 MW of total mining capacity by end-2026 (claim 14549). That was to be assembled from: a 200 MW Luminant power purchase agreement (claim 14546); a 200 MW Standard Power hosting contract with a 100 MW option (claims 14616, 14617); and WindHQ agreements of 110 MW initially (claim 14547), expanding to 500 MW (claim 14548).
Q. Who are Cipher's customers?
A. No customers are named anywhere in the record. That is typical for a bitcoin miner, whose output is sold into the market rather than to contracted buyers. The named counterparties are suppliers and partners: Luminant (power), Standard Power (hosting), WindHQ (power/sites), and Bitfury. Bitfury was the investor and was expected to own about 77.66% of the company after the merger (claims 14554, 14625).
Q. What has actually been delivered versus only announced?
A. The dossier does not verify any delivery. Every claim is either 'stated' (announced, not confirmed) or 'delayed'. None is marked as completed. Several items were automatically flagged 'delayed' on 2026-09-15: the merger share exchange (claim 14574), the post-merger board and management retention (claims 14575, 14576), the SPAC completion deadline (claim 14660), and the 110 MW WindHQ initial supply due by end-2022 (claim 14547). These flags came from automated extraction. They may mean the dossier simply lacks a record of completion, not that the events failed to happen. Treat them as unverified until checked against later filings.
Q. Is the 910 MW capacity target on track?
A. The record can't answer this. The 910 MW target (claim 14549) and the 500 MW WindHQ expansion (claim 14548) both have a 2026-12-31 deadline, only about three months from now. Yet the dossier has no capacity figures after July 2021. The next annual report will be the key test of whether these 2021 promises were met, changed, or quietly dropped.
Q. What risks were disclosed early on?
A. The SPAC reported a material weakness in disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and promised to improve its accounting controls (claim 14659). Separately, Bitfury's expected ~77.66% post-merger stake (claim 14554) points to very concentrated control. Minority shareholders and governance-focused readers should keep that in mind.
Q. What should a reader watch for next?
A. 1) Filings from 2022 to 2026 that confirm the merger closed and the Nasdaq listing happened. That would resolve the automated 'delayed' flags. 2) Actual energized megawatts compared with the 910 MW target due end-2026 (claim 14549). 3) Whether the Luminant, Standard Power and WindHQ agreements (claims 14546, 14616, 14548) were carried out, renegotiated or ended. 4) Whether the 2020 material weakness (claim 14657) was fixed. 5) How much Bitfury's ownership has changed since the merger.
Q. Where are the biggest open questions?
A. The main gap is the dossier itself: it covers only 2021 and is cut off mid-record. So the company's current strategy, output, financial results and any strategy changes are not documented here. Every figure above is a 2021 projection or commitment, not a reported result. A diligence reader should ask for later 10-K/10-Q data before drawing any conclusions about what has been delivered.
SUPERSEDED

Frequently asked

2026-09-26
Q. What does Cipher Mining do?
A. Based on this record, Cipher Mining is a bitcoin mining company. It became public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), in a deal valued at $2.0 billion (claim 14663). The merged company took the name Cipher Mining Inc. and planned to list on Nasdaq (claims 14631, 14630). Bitfury Top HoldCo was the founding shareholder and was expected to own 77.66% after the merger (claims 14554, 14625).
Q. What strategy has the company disclosed?
A. The disclosed plan is to build large-scale mining capacity by securing cheap power in Texas and hosting arrangements elsewhere. The stated target is 910 MW of total mining power by end-2026 (claim 14549). The pieces are a 200 MW Luminant power purchase agreement (claim 14546), a WindHQ power supply starting at 110 MW (claim 14547) and expanding to 500 MW (claim 14548), and a 200 MW Standard Power hosting contract (claims 14616, 14545) with an option for 100 MW more (claim 14617). Funding was to come from a $375M PIPE (claim 14622), a $50M Bitfury private placement (claim 14623), and a $400M minimum closing-cash condition (claims 14624, 14577).
Q. Who are Cipher's named customers?
A. None are named. A bitcoin miner earns block rewards and fees from the Bitcoin network rather than selling to contracted customers, so the absence is expected. The named counterparties are suppliers and partners: Luminant and WindHQ (power), Standard Power (hosting), and Bitfury (sponsor and investor). They are not customers.
Q. What has actually been delivered versus only announced?
A. Nothing in this record is marked as delivered or verified. Every claim is either 'stated', meaning announced in a filing, or 'delayed'. In particular, the record contains no confirmation that the merger closed, that the Nasdaq listing happened, or that any megawatts were energized. Readers should treat the capacity and power figures as commitments, not operating results.
Q. Which items are flagged as delayed?
A. Four items are flagged as delayed: - The initial 110 MW WindHQ supply, due by 2022-12-31 (claim 14547). - The GWAC merger, with 200M shares, due by 2021-06-30 (claim 14574). - Management retention and board composition, tied to that same closing date (claims 14576, 14575). - The 21-month business-combination deadline of 2022-07-22 (claim 14660). These flags came from automated extraction in September 2026. They have not been reconciled against later filings, so 'delayed' may simply mean 'no follow-up claim on record' rather than a confirmed miss.
Q. What should a reader watch for next?
A. The main test is whether the 910 MW target (claim 14549) and the 500 MW WindHQ expansion (claim 14548) are met by their 2026-12-31 deadline, which is about three months away. Also watch for filings that confirm the energized megawatts at each site, the final status of the Luminant and Standard Power arrangements, and whether Bitfury's majority stake has since been reduced.
Q. Where are the biggest open questions?
A. 1. The record appears incomplete. It stops at July 2021, and the last claim (14538) is cut off, so there is nothing on post-merger operations, hashrate, revenue, or any strategy change since 2021. 2. Governance history. Before the merger, GWAC reported a material weakness in its disclosure controls (claim 14657) and had to reclassify its warrants as liabilities (claim 14658). 3. Concentration. Heavy reliance on a single sponsor, Bitfury, and on a few Texas power contracts creates both counterparty risk and power-price risk.
SUPERSEDED

Frequently asked

2026-09-26
Q. What does Cipher Mining do?
A. Based on this record, Cipher Mining is a bitcoin mining company that went public in 2021 by merging with a SPAC, Good Works Acquisition Corp. (GWAC) (claims 14619, 14620). Most of its early disclosures are about securing electricity and hosting capacity for mining. These include a 200 MW hosting contract with Standard Power (claim 14616), a 200 MW power purchase agreement with Luminant (claim 14546), and WindHQ power agreements of 110 MW (claim 14547) and 500 MW (claim 14548). After the merger, the combined company was to be renamed Cipher Mining Inc. and listed on Nasdaq (claims 14631, 14630).
Q. How was the company taken public and who owns it?
A. The deal valued the merger consideration at $2.0 billion (claim 14663). It was backed by a $375 million PIPE (a private investment in the public company) (claim 14622) and a $50 million private placement from Bitfury (claim 14623). Closing required at least $400 million in available cash (claims 14624, 14577). The planned post-merger ownership was: Bitfury Top HoldCo, the existing Cipher stockholder, about 77.66% (claims 14554, 14625); PIPE investors 14.2% (claim 14627); GWAC public stockholders 6.44% (claim 14626); private placement shareholders 1.41% (claim 14629); and the sponsor 0.29% (claim 14628). In practice, one strategic shareholder, Bitfury, was set to control the company.
Q. What is the company's disclosed strategy?
A. The strategy on record is to build up large-scale power capacity for bitcoin mining in Texas-linked power arrangements. The stated goal is a total mining power capacity of 910 MW by 2026-12-31 (claim 14549). That goal is largely made up of the WindHQ expansion to 500 MW (claim 14548), the Luminant 200 MW PPA (claim 14546), and the Standard Power 200 MW hosting deal (claims 14616, 14545), which carries an option for another 100 MW (claim 14617). This record contains no disclosed strategy from after 2021, such as a pivot to AI or HPC hosting.
Q. Who are Cipher's named customers?
A. None are named. As a self-mining business, Cipher earns revenue from mining bitcoin, not from a customer book. The named counterparties in the record are suppliers and partners: Standard Power (hosting), Luminant (power), WindHQ (power), and Bitfury (majority shareholder and financier). If a reader expects customer contracts, such as data-center or compute tenants, those do not appear anywhere in this dossier.
Q. What has actually been delivered versus only announced?
A. The record does not confirm that anything was delivered. Every claim is a 2021 filing-era statement produced by automated extraction, labelled either 'stated' or 'delayed'. None are marked as delivered or verified. The dossier does not independently confirm that the merger closed, that the Nasdaq listing happened, or that the stated MW capacity was energized. Several items are flagged 'delayed': the WindHQ 110 MW agreement due by 2022-12-31 (claim 14547), and merger, board, and management-retention items due by 2021-06-30 (claims 14574, 14575, 14576). Treat those flags with caution. Some of them are probably artifacts of automated date handling, not real misses. For example, claim 14660 is a 21-month SPAC deadline, not a delivery promise.
Q. What should readers watch for next?
A. The 910 MW total capacity target (claim 14549) and the WindHQ 500 MW expansion (claim 14548) are both dated 2026-12-31, only about three months from now. Readers should look for disclosures of energized or operational MW measured against those figures. They should also watch whether the Standard Power 100 MW option was ever exercised (claim 14617), and whether the delayed WindHQ 110 MW tranche was completed (claim 14547).
Q. Were there accounting or governance red flags?
A. The SPAC side disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657). It was tied to reclassifying warrants as liabilities (claim 14658), and the company promised to improve its accounting controls (claim 14659). This was a sector-wide SPAC warrant issue in 2021, not necessarily a problem specific to Cipher's operations. The record does not show whether the weakness was remediated. The heavy ownership concentration in Bitfury (claim 14554) is also worth noting for governance.
Q. What are the biggest open questions about this dossier?
A. 1) Coverage gap: every claim dates from May–July 2021, and the list supplied here was cut off partway through (at claim 14538). There is nothing after the listing, so the last five years of operations, financing, and strategy are missing. 2) Delivery: there is no verified record of the merger closing, the listing, or MW actually brought online. 3) Status quality: the 'delayed' labels come from automated extraction and have not been reviewed by a person. 4) Whether the 910 MW target (claim 14549) is still the company's goal, or whether it has been revised or superseded, cannot be determined from this record.
SUPERSEDED

Frequently asked

2026-09-25
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company. Every claim on this record comes from 2021 filings about its route to the public markets. Cipher Mining Technologies agreed to merge with Good Works Acquisition Corp. (GWAC), a SPAC, and the combined company would be renamed Cipher Mining Inc. and list on Nasdaq (claims 14619, 14620, 14631, 14630). The deal valued the business at about $2 billion (claim 14663). Its operating plan depends on securing large blocks of electrical power and hosting capacity to run mining machines.
Q. What is the company's disclosed strategy?
A. The strategy is to scale up bitcoin mining capacity through long-term power and hosting deals. The headline target is 910 MW of total mining power by the end of 2026 (claim 14549). The building blocks are: a 200 MW hosting contract with Standard Power, plus an option for 100 MW more (claims 14616, 14545, 14617); a 200 MW power purchase agreement with Luminant (claim 14546); and a WindHQ power supply agreement starting at 110 MW (claim 14547) and expanding to 500 MW by the end of 2026 (claim 14548). Funding was meant to come from the merger: a $375M PIPE, a $50M private placement from Bitfury, and a minimum of $400M in cash at closing (claims 14622, 14623, 14624, 14577).
Q. Who are Cipher's customers?
A. No customers are named on this record. That is typical for a bitcoin miner, which earns revenue from the bitcoin network rather than from contracted buyers. The named counterparties are all suppliers or financiers: Standard Power (hosting), Luminant and WindHQ (power), Bitfury (the majority owner and private-placement investor), unnamed PIPE investors, and the GWAC sponsor. Bitfury's affiliate was expected to own about 77.66% of the combined company after the merger (claims 14625, 14554).
Q. What has actually been delivered, as opposed to announced?
A. Nothing on this record is marked as delivered. Every claim is either 'stated' (announced, with no confirmation yet) or 'delayed' (its target date passed with no completion recorded). Five items are flagged delayed: the business combination deadline of 2022-07-22 (claim 14660); the merger share exchange, post-merger board and management retention, all targeted for 2021-06-30 (claims 14574, 14575, 14576); and the initial 110 MW WindHQ supply due by the end of 2022 (claim 14547). Readers should note that 'delayed' is an automated status meaning a date passed with no evidence of completion in the dossier. It is not a finding that the event failed. The record simply does not yet contain a claim confirming that the merger closed or that capacity was energized.
Q. What should I watch for next?
A. Two dated commitments fall due on 2026-12-31, about three months from now: the 910 MW total capacity target (claim 14549) and the 500 MW WindHQ power supply (claim 14548). Watch for disclosures of actual energized capacity at each site: Standard Power (200 MW, plus the 100 MW option), Luminant (200 MW), and WindHQ. Also watch whether the 2026 target is reaffirmed, revised or dropped. Any filing that confirms the merger closed, what the combined company received in cash against the $400M minimum (claim 14566), and the final board and management would resolve several open items at once.
Q. Were there any accounting or governance red flags?
A. Yes, on the SPAC side before the merger. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and said it planned to strengthen its accounting processes (claim 14659). These were common among SPACs in 2021, but the record contains no follow-up showing the weakness was fixed.
Q. Where are the biggest open questions?
A. (1) Capacity delivery. The 910 MW goal (claim 14549) is the core of the investment case, yet the record has no confirmation of any megawatts actually built or energized, and the first WindHQ tranche is already flagged delayed (claim 14547). (2) Merger completion. No claim confirms the deal closed or how much cash was actually raised against the $400M target (claim 14624). (3) Ownership figures. The sponsor's stake appears as 13.5% in one filing (claim 14568) and 0.29% in another (claim 14628). The two numbers likely measure different things, such as the stake before versus after the merger, but the record does not reconcile them. (4) Dependence on Bitfury. With roughly 77.66% ownership (claim 14554), Bitfury's influence over governance and strategy is a key question the record does not address.
Q. How complete is this dossier?
A. It is thin and skewed toward early filings. Every claim shown dates from May to July 2021 and comes from merger-related filings, and every item was captured by automated extraction on 2026-09-14/15. Operating results, bitcoin production, hashrate, financing after the merger and the status of the power sites are not covered. Treat this FAQ as a picture of what Cipher promised when it went public, not of how the company performs today.
SUPERSEDED

Frequently asked

2026-09-25
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a bitcoin mining company. It became publicly listed by merging with a blank-check company (SPAC), Good Works Acquisition Corp. (GWAC), and renaming the combined company Cipher Mining Inc. (claims 14619, 14631). Its early disclosures focus on securing electricity and hosting capacity for mining. That capacity includes a 200 MW hosting contract with Standard Power (claim 14616), a 200 MW power purchase agreement with Luminant (claim 14546), and power supply agreements with WindHQ (claims 14547, 14548).
Q. How did the company go public, and who controls it?
A. It went public through a SPAC merger that valued it at about $2.0 billion (claim 14663). The deal came with a $375 million investment from outside investors in a private placement known as a PIPE (claim 14622). Bitfury, the parent company, added a separate $50 million (claim 14623). The deal required $400 million in cash to be available at closing (claims 14624, 14577). After the merger, Bitfury's holding company was expected to own about 77.66% of the company (claims 14625, 14554). PIPE investors would hold about 14.2% (claim 14627) and GWAC's public shareholders about 6.44% (claim 14626). This makes Cipher a company controlled by one majority shareholder.
Q. What is the company's disclosed strategy?
A. The disclosed strategy is to build a large bitcoin mining operation by locking in power capacity in advance. The headline target is 910 MW of total mining power capacity by 2026-12-31 (claim 14549). Most of that target depends on WindHQ: an initial 110 MW by end-2022 (claim 14547), expanding to 500 MW by end-2026 (claim 14548). The rest comes from the Standard Power hosting contract (200 MW, plus a 100 MW option, claims 14616, 14617) and the 200 MW Luminant agreement (claim 14546). The claims on record stop in mid-2021, so this dossier does not capture any later changes to strategy.
Q. Who are Cipher's named customers?
A. None are named. As a bitcoin miner, Cipher earns bitcoin from the network rather than selling to customers, and no customer contracts appear in the record. The named companies are suppliers and financial backers, not customers. Standard Power provides hosting, Luminant and WindHQ supply power, and Bitfury is the parent and an investor.
Q. What has actually been delivered versus only announced?
A. The record confirms nothing as delivered. Every claim has the status 'stated' (announced) or 'delayed'. Five items were marked 'delayed' on 2026-09-15 because their promised dates passed without confirmation in the record: the merger closing and share exchange (claim 14574), keeping the management team (claim 14576), the post-merger board (claim 14575), the SPAC's 21-month completion deadline (claim 14660), and the initial 110 MW from WindHQ due by end-2022 (claim 14547). Treat 'delayed' here as 'not confirmed in the dossier', not as proof of failure. The record ends before any closing or operating updates.
Q. Were there any accounting or governance red flags?
A. Yes, but they belong to the SPAC (GWAC), not to Cipher's operations. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), meaning its internal process for accurate reporting was found to be deficient. It also reclassified its warrants from equity to liabilities (claim 14658) and planned to improve its accounting controls (claim 14659). These issues were common across SPACs in 2021, but readers should check whether the combined company later reported the weakness as fixed.
Q. What should I watch for next?
A. The biggest near-term deadline is the 910 MW capacity target due 2026-12-31 (claim 14549), about three months from now. The WindHQ expansion to 500 MW (claim 14548) has the same deadline. Watch for disclosures that report energized capacity actually running, not just contracted capacity. Also watch for confirmation that the Luminant and Standard Power capacity (claims 14546, 14616) was delivered, and whether the 100 MW Standard Power option (claim 14617) was used.
Q. Where are the biggest open questions in this dossier?
A. 1) Coverage: the claims on record end in July 2021 and the list appears cut off, so five years of history are missing. That includes the merger closing, operating results and any strategy changes. 2) Unconfirmed delivery: the 'delayed' flags (claims 14574, 14547) cannot be resolved without later filings. 3) Operating metrics: there is no data on hashrate (mining computing power), bitcoin produced, revenue or costs. 4) Concentration risk: most of the 910 MW target depends on one counterparty, WindHQ (claim 14548), and one shareholder, Bitfury, controls the company (claim 14625).
SUPERSEDED

Frequently asked

2026-09-24
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a bitcoin mining company that planned to go public by merging with Good Works Acquisition Corp. (GWAC), a SPAC, and renaming the combined company Cipher Mining Inc. (claims 14619, 14620, 14631). Its business plan depends on securing large blocks of electricity to power mining machines. The record contains power and hosting agreements but no operating or revenue figures.
Q. How was the company taken public, and who controls it?
A. The disclosed route was a SPAC merger valuing Cipher at $2.0 billion in merger consideration (claim 14663), paid as 200 million shares (claim 14550). Financing commitments were $375M from PIPE investors (claim 14622) and a $50M private placement from Bitfury (claim 14623), with about $400M in cash expected at closing (claim 14624), which was also the minimum financing condition (claim 14577). The pro forma ownership shows the existing Cipher stockholder, identified as Bitfury Top HoldCo, holding 77.66% (claims 14625, 14554). PIPE investors would hold 14.2% (claim 14627) and GWAC public stockholders 6.44% (claim 14626). Bitfury would therefore be the controlling shareholder.
Q. What is the company's disclosed strategy?
A. The strategy on record is to build a total of 910 MW of mining power capacity by the end of 2026 (claim 14549). The plan rests on three supply deals: a 200 MW power purchase agreement with Luminant (claim 14546), a WindHQ agreement starting at 110 MW (claim 14547) and expanding to 500 MW by 2026 (claim 14548), and a 200 MW hosting contract with Standard Power (claims 14616, 14545). The Standard Power contract carries an option for another 100 MW (claim 14617).
Q. Who are Cipher's customers?
A. The record names no customers. Bitcoin miners typically earn revenue from block rewards and fees rather than from contracted customers. Every named counterparty on record is a supplier, host, or financier: Luminant, WindHQ, Standard Power, Bitfury, and the unnamed PIPE investors. Anyone describing Cipher as having named offtake or customer contracts would need a source outside this record.
Q. What has actually been delivered versus only announced?
A. Nothing on record is marked as delivered or completed. Every claim is either 'stated', meaning announced or disclosed, or 'delayed'. The merger, the Nasdaq listing (claims 14630, 14579), the financing commitments, and the power capacity targets all appear only as stated intentions. Several items are flagged 'delayed' by automated review: the WindHQ initial 110 MW agreement, due by end of 2022 (claim 14547); the merger share exchange, board composition, and management retention, all targeted for June 30, 2021 (claims 14574, 14575, 14576); and the SPAC's 21-month completion deadline (claim 14660). Those 'delayed' labels come from automated extraction, not editorial confirmation.
Q. Were there any accounting or control issues?
A. Yes, on the SPAC side. GWAC disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657). It also reclassified its warrants as liabilities (claim 14658) and stated a plan to strengthen its accounting processes (claim 14659). No claim on record says the weakness was fixed.
Q. What should readers watch for next?
A. The main milestone is the 910 MW capacity target for end of 2026 (claim 14549), which falls due within months of this dossier. The WindHQ expansion to 500 MW (claim 14548) is due on the same date. Readers should look for filings that confirm how many megawatts are energized, whether the Luminant and Standard Power capacity came online, and whether the flagged 'delayed' items were resolved or dropped.
Q. What are the biggest open questions?
A. First, the record stops at July 2021 and appears truncated (claim 14538 has no details). It contains nothing after the SPAC stage: no confirmed closing, no hashrate, no revenue, and no energized capacity. Second, it is unclear how much of the 910 MW plan (claim 14549) actually exists five years later. Third, the dossier does not record how Bitfury's 77.66% control stake (claim 14554) has changed since. Fourth, it is unclear whether the 'delayed' flags reflect real slippage or artifacts of extraction dates. A reader should treat this dossier as a snapshot of the 2021 deal and not as a picture of the company today.
SUPERSEDED

Frequently asked

2026-09-24
Q. What does Cipher Mining do?
A. Cipher Mining is a US-based bitcoin mining company. It went public by merging with a SPAC, Good Works Acquisition Corp. (GWAC). The claims on file describe a business built around securing large blocks of electrical power in the US to run mining equipment. The merger valued Cipher at about $2.0 billion (claim 14663), and the combined company was to be renamed Cipher Mining Inc. and listed on Nasdaq (claims 14631, 14630).
Q. What is the company's disclosed strategy?
A. Based on the record, the strategy is to build a large mining footprint through power and hosting contracts rather than one single site. The claims include a Standard Power hosting contract for 200 MW, with an option for another 100 MW (claims 14616, 14617). They also include a Luminant power purchase agreement for 200 MW (claim 14546) and WindHQ power agreements of 110 MW initially and 500 MW expanded (claims 14547, 14548). The overall target is 910 MW of mining power capacity by the end of 2026 (claim 14549). One caveat: every claim on file dates from 2021, around the SPAC merger. This dossier does not document any more recent change in strategy.
Q. Who are Cipher's customers?
A. No customers are named in the record. That is typical for a bitcoin miner, which earns revenue from mining rewards on the bitcoin network rather than from contracted buyers. The named counterparties are power and hosting suppliers: Standard Power, Luminant and WindHQ. The other named counterparty is Bitfury, a financial backer and parent shareholder. Bitfury committed a $50M private placement (claim 14623), and Bitfury Top HoldCo was set to own about 77.66% of the combined company after the merger (claim 14554).
Q. How was the go-public deal financed, and who would own the company?
A. PIPE investors (private investors buying shares alongside the listing) committed $375M (claim 14622). Bitfury committed another $50M (claim 14623). The deal was expected to leave about $400M of cash at closing (claim 14624), and $400M was also the minimum cash condition for closing (claim 14577). Planned ownership after the merger was about 77.66% for the existing Cipher stockholder (Bitfury) (claim 14625). PIPE investors would hold 14.2% (claim 14627) and GWAC public shareholders 6.44% (claim 14626). The rest would go to private placement holders at 1.41% and the SPAC sponsor at 0.29% (claims 14629, 14628).
Q. What has actually been delivered versus only announced?
A. On this record, almost nothing is confirmed as delivered. Every claim is either 'stated' (announced) or 'delayed'. None is marked as completed. Several items are flagged delayed against their target dates: - the merger and share exchange targeted for 2021-06-30 (claim 14574) - the related board and management commitments (claims 14575, 14576) - the SPAC's 21-month completion deadline (claim 14660) - the 110 MW initial WindHQ power supply due by the end of 2022 (claim 14547) The dossier contains no claim confirming that the merger closed, that the Nasdaq listing happened, or that any megawatts were energized. These statuses come from automated extraction. Readers should check them against later filings before treating them as final outcomes.
Q. Were there any accounting or governance red flags?
A. Yes, two on the SPAC side before the merger. First, GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). A material weakness is a significant gap in a company's financial-reporting controls. Second, it reclassified its warrants from equity to liabilities (claim 14658). GWAC said it would strengthen its accounting processes and controls (claim 14659), but the record does not show whether that was done. These issues were common among SPACs in 2021 after SEC guidance on warrant accounting.
Q. What should readers watch for next?
A. The main deadline is the 910 MW total capacity target and the expanded 500 MW WindHQ agreement, both due by December 31, 2026 (claims 14549, 14548). That is about three months from today. Watch for disclosures of how many megawatts are actually energized and running, and whether each power agreement (Luminant, WindHQ, Standard Power) was carried out, renegotiated or dropped. Also watch whether the 910 MW figure is reaffirmed or quietly revised.
Q. What are the biggest open questions?
A. 1. Delivery. The dossier covers only 2021 and records no completed milestones, so installed capacity and the outcome of the power contracts are undocumented here. 2. The delayed WindHQ 110 MW (claim 14547). It is unclear whether that phase was ever built, and what that implies for the larger 500 MW commitment. 3. Bitfury's control. With about 77.66% ownership planned (claim 14554), it matters how independent the board and strategy are from Bitfury. 4. Strategy drift. The record shows no disclosed shift in how the company uses its power capacity since 2021. Readers should check recent filings, because the strategy described here may be out of date.
SUPERSEDED

Frequently asked

2026-09-22
Q. What does Cipher Mining actually do?
A. On the disclosed record, Cipher Mining is a bitcoin mining company built to own and operate large-scale data centers powered by contracted electricity in the United States. It entered public markets not through an IPO but by merging a private operating entity, Cipher Mining Technologies Inc., into Good Works Acquisition Corp. (GWAC), a special-purpose acquisition company (claims 14619, 14620). The surviving public company was to be renamed Cipher Mining Inc. and listed on Nasdaq (claims 14631, 14630). The business model is self-mining at scale: secure cheap, long-dated power and hosting capacity, deploy mining hardware against it, and earn bitcoin — rather than selling a product or service to end customers.
Q. What is the disclosed strategy, in one paragraph?
A. Capitalize via the SPAC merger, then convert that capital into contracted megawatts. The company disclosed a target of 910 MW of total mining power capacity by the end of 2026 (claim 14549), assembled from a portfolio of power and hosting arrangements: a 200 MW hosting contract with Standard Power plus an option for an additional 100 MW (claims 14616, 14617, 14545), a 200 MW power purchase agreement with Luminant (claim 14546), and a two-stage arrangement with WindHQ — an initial 110 MW tranche targeted for year-end 2022 (claim 14547) expanding toward 500 MW by year-end 2026 (claim 14548). Strategy is therefore best read as a power-procurement strategy with a mining business attached.
Q. Who are the named customers?
A. There are none, and that is not a gap in the dossier — it is a feature of the business model. Cipher as disclosed is a self-miner: it mines bitcoin for its own account and sells into a liquid market, so it has no customer concentration to disclose. The named counterparties on the record are all suppliers, not buyers: Standard Power (hosting, claims 14616, 14545), Luminant (power, claim 14546), and WindHQ (power, claims 14547, 14548). A reader looking for revenue-side names should understand that the commercial risk here sits on the input side — price and availability of electricity — and on the bitcoin price, not on a customer list.
Q. Who owns the company after the merger, and who put up the money?
A. Ownership was heavily concentrated in the seller. Bitfury Top HoldCo, described as the Cipher Stockholder, was to hold 77.66 percent of the post-merger company (claims 14625, 14554). PIPE investors were to hold 14.2 percent (claim 14627), GWAC's public stockholders 6.44 percent (claim 14626), private placement shareholders 1.41 percent (claim 14629), and the SPAC sponsor 0.29 percent (claim 14628). The cash came from a $375 million PIPE investment (claims 14622, 14551, 14536) and a $50 million private placement subscribed by Bitfury itself (claims 14623, 14552, 14537), against a disclosed $400 million minimum-cash-at-closing condition (claims 14624, 14566, 14577). The merger consideration was valued at $2.0 billion (claim 14663).
Q. What has actually been delivered versus announced?
A. On this record, essentially nothing has been marked delivered. Every claim in the dossier carries a status of either 'stated' or 'delayed' — there are no claims verified as completed. Four items have already flipped to delayed: the initial 110 MW WindHQ power supply targeted for 2022-12-31 (claim 14547), the SPAC's own 21-month business combination deadline of 2022-07-22 (claim 14660), and the merger-close, board-composition and management-retention items dated 2021-06-30 (claims 14574, 14575, 14576). Readers should note the record itself is time-bounded: the claims run from May to July 2021 and consist largely of SPAC merger documentation. The absence of delivery confirmations reflects the boundaries of what has been extracted here as much as it reflects company performance, and should not be read as evidence that the projects failed.
Q. Were there any accounting or control problems disclosed?
A. Yes, at the SPAC level and dated before the merger. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), tied to the reclassification of warrants from equity to debt liabilities (claim 14658) — an issue that affected a large share of the 2020–2021 SPAC cohort industry-wide, not Cipher's operating business. Management stated a plan to enhance accounting processes and controls in response (claim 14659). A diligence reader should treat this as shell-company hygiene rather than an operating-business red flag, while still asking whether remediation was completed and whether the combined company's controls were tested after closing.
Q. What should a reader watch for next?
A. Three things, in order of information value. First, the 910 MW capacity target carries a 2026-12-31 date (claim 14549) — that deadline is now weeks away, making it the single most testable claim in the dossier. Second, the WindHQ ramp: the initial 110 MW tranche is already marked delayed (claim 14547), which makes the 500 MW expansion on the same 2026-12-31 clock (claim 14548) the number to interrogate. Third, whether the Standard Power option for an additional 100 MW (claim 14617) was ever exercised, which is a cheap read on whether management believed its own capacity thesis.
Q. Where are the biggest open questions?
A. Four. (1) Contracted versus energized megawatts — every capacity figure here is a contractual right, and the dossier contains nothing confirming any megawatt was actually delivered to a running machine. (2) The Bitfury relationship: at 77.66 percent post-merger ownership (claim 14625) and as a $50 million PIPE subscriber (claim 14623), Bitfury was simultaneously the controlling shareholder, an investor, and — as a mining hardware maker — a likely supplier, which raises related-party questions the record does not resolve. (3) Hardware: a 910 MW target implies enormous rig procurement, yet the record names no machine supply agreement, no cost per terahash, and no delivery schedule. (4) The five-year gap: this dossier ends in July 2021, and a reader should assume material developments in bitcoin prices, the 2024 halving, and the industry-wide pivot toward AI and high-performance computing hosting are unreflected here. Any conclusion drawn from this record alone is a conclusion about what was promised in 2021, not about what the company is today.
SUPERSEDED

Frequently asked

2026-09-22
Q. What does Cipher Mining do, in plain terms?
A. Cipher Mining (Nasdaq: CIFR) is a bitcoin mining company: it builds and operates large data centers that run specialized computers to earn bitcoin. Its business is therefore mostly about securing cheap electricity at scale and filling buildings with mining rigs. On the record here, the company set out to assemble roughly 910 MW of mining power capacity (claim 14549), which is utility-scale — comparable to the draw of a small city.
Q. How did the company become public, and what was that worth?
A. Through a SPAC merger, not a traditional IPO. Cipher Mining Technologies combined with Good Works Acquisition Corp. (GWAC), a blank-check shell, under a merger agreement signed in 2021 (claims 14619, 14620). Merger consideration was valued at $2.0 billion (claim 14663), with about 200 million shares issued to the Cipher side (claim 14550) and the surviving company renamed Cipher Mining Inc. and listed on Nasdaq (claims 14631, 14553).
Q. Where did the money come from?
A. Two private financings alongside the SPAC's trust: a $375 million PIPE from outside investors (claims 14622, 14564, 14536, 14551) and a $50 million private placement from Bitfury, the crypto-hardware group that controlled Cipher (claims 14623, 14565, 14552, 14544). The deal required at least $400 million of cash available at closing (claims 14577, 14566, 14624). After closing, Bitfury's holding entity was to own 77.66 percent of the company (claims 14625, 14554), with PIPE investors at 14.2 percent (claim 14627) and GWAC's public shareholders at just 6.44 percent (claim 14626).
Q. Who are the named customers?
A. There are none, and that is a feature of the business rather than a gap in disclosure. A self-mining company sells bitcoin into the open market, so it has no customer contracts to name. The named counterparties in this record are suppliers on the electricity side: Standard Power for 200 MW of hosting capacity plus an option for 100 MW more (claims 14616, 14545, 14617), WindHQ for 110 MW initially expanding to 500 MW (claims 14547, 14548), and Luminant for a 200 MW power purchase agreement (claim 14546). Revenue quality therefore tracks the bitcoin price and network difficulty, not a customer book.
Q. What has actually been delivered versus announced?
A. On this record, almost everything is announced rather than confirmed delivered. Every claim carries a status of either 'stated' or 'delayed'; none is marked fulfilled. Four items were flagged delayed against their own deadlines, including the merger close and related board and management commitments targeted at 2021-06-30 (claims 14574, 14575, 14576), the 21-month business-combination deadline of 2022-07-22 (claim 14660), and WindHQ's initial 110 MW tranche due 2022-12-31 (claim 14547). The company is in fact publicly traded today, so the 'delayed' labels reflect slippage against stated dates and the limits of automated tracking, not a failed deal.
Q. Were there any accounting or control problems?
A. Yes, on the SPAC side. GWAC disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657) and reclassified its warrants from equity to debt liabilities (claim 14658), with a promise to enhance accounting processes and controls (claim 14659). This was industry-wide: the SEC's April 2021 guidance on SPAC warrants forced hundreds of shells to restate. It is context for diligence, not evidence of anything unique to Cipher.
Q. What should a reader watch for next?
A. Three things. First, energized megawatts versus contracted megawatts — the gap between the 910 MW target (claim 14549) and capacity actually drawing power is the single best measure of execution. Second, whether the WindHQ expansion to 500 MW lands by its 2026-12-31 date (claim 14548). Third, governance: with Bitfury holding 77.66 percent at close (claim 14625), minority holders have limited leverage, so related-party dealings and any change in that stake matter.
Q. What are the biggest open questions in this dossier?
A. Coverage is the main one. Every claim on record is dated between 2021-05-06 and 2021-07-25, so the dossier captures the going-public moment and nothing after it — no subsequent operating results, capacity milestones, dilution, or the industry's pivot toward AI and high-performance computing hosting. Status transitions were all applied by automated extraction in September 2026, meaning the labels are machine-assigned rather than independently verified. Anyone relying on this should treat it as a 2021 baseline to check current filings against, not a current picture.
SUPERSEDED

Frequently asked

2026-09-20
Q. What does Cipher Mining actually do, and how did it become a public company?
A. Cipher Mining is a bitcoin mining company: it builds and operates data centers that run mining hardware, so its business is fundamentally about securing large amounts of cheap electricity and deploying machines against it. It became public through a SPAC merger rather than a traditional IPO — Cipher Mining Technologies Inc. combined with Good Works Acquisition Corp. (GWAC), a blank-check company, under a merger agreement announced in 2021 (claims 14619, 14620, 14662). The merger valued Cipher at $2.0 billion (claim 14663), the combined company was renamed Cipher Mining Inc. (claim 14631), and it was to list on Nasdaq (claims 14630, 14553, 14579).
Q. Who owns the company, and how was the deal financed?
A. Control sat overwhelmingly with one party. At closing, Bitfury Top HoldCo — the Cipher stockholder and the bitcoin-mining hardware group behind the business — was to hold 77.66% of the combined company (claims 14625, 14554). GWAC's public shareholders were left with 6.44% (claim 14626), PIPE investors 14.2% (claim 14627), private placement holders 1.41% (claim 14629), and the SPAC sponsor 0.29% (claim 14628). The cash came from a $375 million PIPE (claims 14622, 14536, 14551, 14564) plus a $50 million private placement subscribed by Bitfury itself (claims 14623, 14537, 14552, 14565), against a $400 million minimum-cash condition to close (claims 14624, 14566, 14577). Anyone reading this dossier should note the structural consequence: a ~78% holder that is also a supplier and an investor in the same transaction.
Q. Who are Cipher's named customers?
A. None are named in this record — and that is a feature of the business model, not an omission. A bitcoin miner has no conventional customer base; it sells a commodity (mined bitcoin) into a global market. The named counterparties in the dossier are all on the supply side: Standard Power (hosting), Luminant (power purchase), and WindHQ (power supply). So when assessing this company, the usual diligence question 'who is buying?' should be replaced with 'who is supplying power, at what price, and has it actually been energized?'
Q. What were the announced operating plans — the power and capacity commitments?
A. The buildout was announced as four disclosed arrangements totaling a 910 MW capacity target by year-end 2026 (claim 14549): a Standard Power hosting contract for 200 MW with an option for an additional 100 MW (claims 14616, 14617, 14545); a Luminant power purchase agreement for 200 MW (claim 14546); a WindHQ initial power supply agreement for 110 MW, targeted for year-end 2022 (claim 14547); and a WindHQ expanded agreement for 500 MW, targeted for year-end 2026 (claim 14548). These are announcements of contracted or optioned capacity, not of operating capacity.
Q. What has actually been delivered versus announced?
A. This is the sharpest limitation of the dossier as it stands: no claim on this record carries a 'delivered' or 'completed' status. Every claim is either 'stated' or 'delayed.' Five are flagged delayed — the WindHQ 110 MW initial power supply against its year-end 2022 date (claim 14547), the merger itself and its associated board-composition and management-retention commitments against a 2021-06-30 date (claims 14574, 14575, 14576), and the SPAC's 21-month business combination deadline of 2022-07-22 (claim 14660). Read that flag carefully: 'delayed' here means the automated extraction found no confirming disclosure by the promised date, which is a gap in the claim record rather than proof that the thing did not happen. The claims reproduced here cluster in May–July 2021, the SPAC announcement window, so the record is heavily weighted toward what was promised at the deal rather than what followed.
Q. Were there any accounting or controls issues disclosed?
A. Yes, on the SPAC side and disclosed at the time. GWAC reported a material weakness in disclosure controls as of December 31, 2020 (claim 14657) and reclassified its warrants from equity to debt liabilities (claim 14658) — the latter was a sector-wide restatement wave affecting most SPACs that year, not a Cipher-specific event. Management stated a plan to enhance accounting processes and controls (claim 14659). The SPAC also entered the deal thin on cash: $1,276,364 of working capital outside the trust (claims 14655, 14569), with up to $1.5 million of convertible sponsor loans available (claims 14656, 14571).
Q. What should a reader watch for next?
A. Three things, in order of diagnostic value. First, energization — the gap between contracted megawatts and megawatts actually drawing power and hosting machines is where mining plans most often slip; the 910 MW target (claim 14549) and the WindHQ 500 MW expansion (claim 14548) both run to year-end 2026, which is now. Second, the related-party relationship with Bitfury, which is simultaneously the ~78% owner (claim 14625), a $50 million investor (claim 14623), and a hardware supplier — watch the terms and pricing of any equipment purchases. Third, financing cadence: a capital-intensive buildout funded initially by a $375 million PIPE (claim 14622) will require subsequent raises, and the dilution terms of those raises matter more to a public shareholder than the announced megawatt figures do.
Q. Where are the biggest open questions in this dossier?
A. The record is front-loaded and incomplete. It captures the 2021 SPAC transaction in dense detail — ownership splits, financing conditions, closing mechanics — and then offers no claims confirming delivery of anything announced. Missing entirely are operating metrics a reader would need: realized hashrate, bitcoin mined, all-in power cost per megawatt-hour, and whether the Standard Power, Luminant, and WindHQ agreements were amended, extended, or terminated after signing. Also unresolved is whether the 910 MW target (claim 14549) was ever restated. Until the record is extended past 2021, this dossier should be read as a document of what was promised at the moment of going public, and not as evidence about execution in either direction.
SUPERSEDED

Frequently asked

2026-09-20
Q. What does Cipher Mining actually do?
A. Cipher Mining (Nasdaq: CIFR) is a bitcoin mining company — it operates data centers that run specialized computers to earn bitcoin. It reached the public markets not through an IPO but through a SPAC merger: the blank-check company Good Works Acquisition Corp. (GWAC) combined with Cipher Mining Technologies Inc. and renamed itself Cipher Mining Inc. (claims 14619, 14620, 14631). The business was spun out of Bitfury, a long-established bitcoin mining hardware and infrastructure group, which held roughly 77.66% of the company immediately after the deal closed (claims 14554, 14625).
Q. How was the company funded at the outset, and who put the money in?
A. The deal was valued at roughly $2 billion in merger consideration (claim 14663) and was financed with a $375 million PIPE from institutional investors (claims 14622, 14551, 14536) plus a separate $50 million private placement by Bitfury Top HoldCo, the parent (claims 14623, 14552, 14537). Closing was conditioned on at least $400 million of available cash (claims 14624, 14566, 14577). Ownership after closing split roughly: Bitfury/Cipher Stockholder 77.66%, PIPE investors 14.2%, GWAC public stockholders 6.44%, private placement shareholders 1.41%, sponsor 0.29% (claims 14625, 14627, 14626, 14629, 14628). Note that the pre-merger shell itself was thinly capitalized outside its trust — about $1.28 million of working capital (claims 14655, 14569), with up to $1.5 million more available as convertible sponsor loans (claims 14656, 14571).
Q. What is the disclosed strategy?
A. Scale to large amounts of contracted electrical capacity at low cost, then fill it with mining equipment. The record shows a stated target of 910 MW of total mining power capacity by year-end 2026 (claim 14549), assembled from a mix of hosting arrangements and direct power agreements. The strategy is capacity-led: secure the megawatts first, build and energize second. That makes power contracts, not customer contracts, the central thing to track for this company.
Q. Who are the named counterparties — and are they customers?
A. Cipher's named counterparties are power and hosting providers, not customers. A bitcoin miner sells into the protocol, so there is no named customer base in the record at all. The named partners are Standard Power (a 200 MW hosting contract, with an option for 100 MW more — claims 14616, 14545, 14617), WindHQ (an initial 110 MW power supply agreement expandable to 500 MW — claims 14547, 14548), and Luminant (a 200 MW power purchase agreement — claim 14546). Bitfury Top HoldCo is both the controlling shareholder and a financing counterparty (claims 14552, 14554). A reader looking for revenue concentration risk should look at power counterparties and at the Bitfury relationship, since there is no customer list to examine.
Q. What has actually been delivered versus merely announced?
A. This is the single most important caveat in the dossier. Essentially every claim on record sits at status 'stated' — announced or disclosed, not independently confirmed as delivered. No claim in the record has been marked fulfilled. Five items have already been marked 'delayed' against their own stated dates: the SPAC's 21-month business combination deadline (claim 14660), the merger closing and associated share exchange (claim 14574), the post-merger board composition (claim 14575), retention of Cipher management (claim 14576), and WindHQ's initial 110 MW power supply, which carried a 2022-12-31 date (claim 14547). Announced megawatts are contracted or optioned capacity, not energized capacity, and the record does not show energization.
Q. Were there any governance or accounting red flags disclosed?
A. Yes, and they are pre-merger shell issues rather than operating-company issues. GWAC disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657), tied to the industry-wide SPAC warrant problem — warrants that had to be reclassified from equity to debt liabilities (claim 14658). Management stated a plan to enhance accounting processes and controls (claim 14659). This pattern was common across 2021 SPACs, but a diligence reader should confirm the remediation actually happened at the combined company rather than assuming it did.
Q. What should a reader watch for next?
A. The nearest hard date is the 910 MW total capacity target and the WindHQ expansion to 500 MW, both carrying a 2026-12-31 date (claims 14549, 14548) — roughly three months out as of this writing, and both still at 'stated'. Watch for: energized megawatts versus contracted megawatts; whether the Standard Power 100 MW option was exercised (claim 14617); the status of the delayed WindHQ 110 MW tranche (claim 14547); and whether Bitfury's ~77.66% stake (claim 14554) has been diluted or sold down, since a controlling shareholder that is also a hardware supplier and financing counterparty creates related-party questions that the record does not resolve.
Q. Where are the biggest open questions — what is missing from this dossier?
A. Three gaps. First, the claim record here is dense through mid-2021 and then goes quiet, so it captures the SPAC-and-announcement phase far better than the operating phase; anything about actual production, hash rate, revenue, or a pivot toward AI/HPC data center hosting is simply not represented. Second, there is no cost-of-power disclosure in the record — for a miner, the electricity price under the Luminant and WindHQ agreements is the entire margin story, and it isn't here. Third, the record is dominated by announcements, and the automated status history shows claims moving from 'stated' to 'delayed' but never to delivered — so a reader should treat every megawatt figure in this dossier as a target to be verified against filings, not as an accomplished fact.
SUPERSEDED

Frequently asked

2026-09-20
Q. What does Cipher Mining actually do?
A. Cipher is a bitcoin mining company: it builds and operates data centers that run mining hardware, and its core inputs are electricity and site capacity. That is why nearly every substantive commitment on record is a power or hosting arrangement rather than a product or a sales contract. The company took its current form in 2021 through a merger with Good Works Acquisition Corp. (GWAC), a special-purpose acquisition company, after which GWAC was renamed Cipher Mining Inc. (claim 14619, claim 14620, claim 14631) and listed on Nasdaq (claim 14630).
Q. How did it go public, and who ended up owning it?
A. Via a SPAC merger announced 2021-05-13, with merger consideration valued at $2.0 billion (claim 14663). The deal was funded by a $375 million PIPE (claim 14622) and a separate $50 million private placement from Bitfury (claim 14623), with a $400 million minimum-cash condition at closing (claim 14624, claim 14577). On the disclosed pro forma split, the Cipher stockholder — Bitfury Top HoldCo — held 77.66% (claim 14625, claim 14554), PIPE investors 14.2% (claim 14627), GWAC public stockholders 6.44% (claim 14626), private placement shareholders 1.41% (claim 14629), and the sponsor 0.29% (claim 14628). The practical takeaway for a first-time reader: this is a company with one dominant shareholder and a very thin public float at the outset.
Q. What is the disclosed strategy, in plain terms?
A. Secure large blocks of cheap power under long-dated contracts, then fill them with mining capacity. The disclosed build-out target is 910 MW of total mining power capacity by 2026-12-31 (claim 14549), assembled from four named counterparties: a 200 MW Standard Power hosting contract (claim 14616, claim 14545) with an option for a further 100 MW (claim 14617); a WindHQ arrangement starting at 110 MW (claim 14547) and expanding to 500 MW by 2026-12-31 (claim 14548); and a 200 MW Luminant power purchase agreement (claim 14546). Strategy here is essentially a procurement schedule.
Q. Who are its named customers?
A. None are named, and that is not necessarily a red flag for this business model. A bitcoin miner's output is sold into an open market rather than to contracted buyers, so there is no customer roster to disclose. The named parties in the record are suppliers and counterparties on the input side — Standard Power, WindHQ, Luminant, Bitfury — not customers. A reader should therefore judge this company on power cost, energized capacity and uptime rather than on a customer pipeline, and should treat any later pivot toward named contracted customers (for example hosting or AI/HPC tenants) as a genuine change in the business, not a continuation of it.
Q. What has actually been delivered versus merely announced?
A. On this record, nothing is marked as verified delivery. Every claim carries a status of either 'stated' or 'delayed' — there are no completed or fulfilled entries. Five items are explicitly flagged delayed: the SPAC's 21-month business combination deadline of 2022-07-22 (claim 14660), post-merger board composition (claim 14575), the merger itself against a 2021-06-30 expectation (claim 14574), retention of Cipher management (claim 14576), and the WindHQ initial 110 MW power supply agreement against a 2022-12-31 date (claim 14547). Several of those are timing slippage on procedural milestones that were ultimately reached; the WindHQ one is the substantive miss, because it is the first real capacity milestone in the build-out plan.
Q. What should a reader watch for next?
A. Two hard dates fall at the end of this calendar year and are the most testable claims in the file: the WindHQ expansion to 500 MW (claim 14548) and the 910 MW total capacity target (claim 14549), both promised by 2026-12-31. With roughly three months left as of this writing, these are close to their moment of truth. The question to ask is precision: how many megawatts are energized and mining, as distinct from contracted, under construction, or 'secured.' Given that the first WindHQ milestone already slipped (claim 14547), the burden of proof on the larger number sits with the company.
Q. Are there governance or accounting issues on record?
A. Yes, disclosed at the SPAC stage. GWAC reported a material weakness in disclosure controls as of 2020-12-31 (claim 14657), reclassified its warrants to liabilities (claim 14658), and stated a plan to enhance accounting processes and controls (claim 14659). This pattern was industry-wide among 2021 SPACs following an SEC statement on warrant accounting, so it is context rather than a company-specific scandal — but the record contains the commitment to remediate and no entry confirming remediation was completed. That gap is worth closing before drawing conclusions either way.
Q. Where are the biggest open questions in this dossier?
A. Three. First, coverage: the claims cluster tightly in May–July 2021, around the merger. The record is thin or absent on what happened after closing, so it documents what was promised far better than what was built. Second, verification: no claim has reached a delivered status, meaning the capacity targets have been tracked but not yet adjudicated. Third, concentration: with Bitfury holding 77.66% at closing (claim 14625) and also writing a $50 million check into the deal (claim 14623), the related-party dimension of the power and supply relationships deserves scrutiny that this record does not itself supply. Anyone relying on this dossier for diligence should treat it as a baseline of 2021 commitments to test against current filings, not as a current picture of the company.
SUPERSEDED

Frequently asked

2026-09-18
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company. It became public by merging with Good Works Acquisition Corp. (GWAC), a blank-check company (SPAC), and planned to list on Nasdaq under the name Cipher Mining Inc. (claims 14619, 14631, 14630). Its business depends on securing large amounts of electricity and data-center hosting capacity to run mining machines, so its key agreements are power and hosting deals, not customer contracts.
Q. How was the company formed and who controls it?
A. The merger valued Cipher at $2.0 billion (claim 14663). Financing included a $375 million PIPE, which is a private investment made at the time of listing (claim 14622), plus a $50 million private placement from Bitfury (claim 14623). Closing required at least $400 million of available cash (claims 14624, 14577). After the merger, Bitfury's holding entity was expected to own 77.66% (claims 14554, 14625). PIPE investors would own 14.2% (claim 14627), GWAC public shareholders 6.44% (claim 14626), and the SPAC sponsor 0.29% (claim 14628). In practice, Bitfury was set to hold majority control.
Q. What is the company's disclosed strategy?
A. The strategy is to build a large bitcoin mining footprint in the U.S. using long-term power and hosting agreements. The headline target is 910 MW of total mining power capacity by December 31, 2026 (claim 14549). The disclosed components are a 200 MW hosting contract with Standard Power, with an option for another 100 MW (claims 14616, 14617). There is also a 200 MW power purchase agreement with Luminant (claim 14546). Finally, there is a WindHQ power arrangement starting at 110 MW and expanding to 500 MW (claims 14547, 14548).
Q. Who are its named customers?
A. None are named, and none would be expected. A bitcoin miner earns revenue from mining rewards on the bitcoin network, not from contracts with identifiable customers. The named counterparties in the record are suppliers and partners: Standard Power (hosting), Luminant (power), WindHQ (power), and Bitfury, which is both the controlling shareholder and an investor. Readers should not confuse these partnerships with revenue customers.
Q. What has actually been delivered versus only announced?
A. Nothing in this record is marked as delivered. Nearly every claim has the status 'stated', meaning it was announced or disclosed but has not been verified as completed. Several claims are marked 'delayed'. These include the expected merger completion by June 30, 2021 (claim 14574), the related board and management arrangements (claims 14575, 14576), a SPAC completion deadline (claim 14660), and the initial 110 MW WindHQ power supply due by December 31, 2022 (claim 14547). All statuses come from automated extraction and were only recently reviewed in September 2026, so they should be confirmed against primary filings.
Q. Were there any accounting or governance red flags?
A. Yes, on the SPAC side before the merger. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). This is a formal finding that its internal checks on financial reporting were inadequate. It also reclassified its warrants as liabilities rather than equity (claim 14658), and it stated plans to improve its accounting controls (claim 14659). These were common issues among SPACs in 2021, but readers should check whether the weakness was later fixed.
Q. What should readers watch for next?
A. The main deadline is December 31, 2026, now roughly three months away. That is the target date for both 910 MW of total mining capacity (claim 14549) and the expanded 500 MW WindHQ arrangement (claim 14548). Watch for disclosures of energized, operating megawatts rather than contracted or planned capacity. Also watch for whether the 200 MW Standard Power and Luminant agreements (claims 14616, 14546) became operational, and whether the delayed 110 MW WindHQ phase (claim 14547) was ever completed.
Q. Where are the biggest open questions?
A. First, this dossier's claim record effectively stops in mid-2021, around the merger filings. It does not document whether the merger closed on revised terms, how much of the $375 million PIPE was actually funded (claim 14622), or any later operating results. Second, it is unclear whether the 910 MW target (claim 14549) is still the company's guidance or has been revised or replaced. Third, Bitfury's expected 77.66% stake (claim 14554) raises governance questions about minority shareholders. Fourth, the growth plan depends on a small number of power and hosting counterparties, which concentrates risk.
SUPERSEDED

Frequently asked

2026-09-18
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a mining company, generally understood to be bitcoin mining, that is building large electricity-hungry mining capacity. It became public by merging with a blank-check company, Good Works Acquisition Corp. (GWAC), and was renamed Cipher Mining Inc. with a planned Nasdaq listing (claims 14619, 14631, 14630). Bitfury, a crypto-infrastructure group, was the controlling shareholder going in: its holding company was slated to own 77.66% after the merger (claims 14625, 14554). The merger valued the business at $2.0 billion (claim 14663).
Q. What is the company's disclosed strategy?
A. The strategy is to secure large amounts of power and hosting capacity for mining operations. The filings describe: - a 200 MW hosting contract with Standard Power, plus an option for 100 MW more (claims 14616, 14617, 14545); - a 200 MW power purchase agreement with Luminant (claim 14546); - a WindHQ power arrangement starting at 110 MW and expanding to 500 MW (claims 14547, 14548). Together these support a stated target of 910 MW of total mining power capacity by the end of 2026 (claim 14549). The build-out was to be funded by about $400 million of cash at closing (claims 14624, 14577). That cash came from a $375 million PIPE, meaning institutional investors buying shares privately alongside the merger (claim 14622), and a $50 million Bitfury private placement (claim 14623).
Q. Who are Cipher's named customers?
A. None are named. Every named counterparty in this record is a supplier, financier or partner rather than a customer: Standard Power (hosting), Luminant and WindHQ (power), Bitfury (investor and parent), and GWAC (merger partner). This is typical for a self-mining business, which sells mined coins into the market rather than to contracted customers. Readers should not assume there is a disclosed customer book.
Q. What has actually been delivered versus only announced?
A. Nothing in this record is marked as delivered or verified. Every claim is either 'stated', meaning an announcement or commitment, or 'delayed'. The items flagged 'delayed' are: - the merger closing and the related board and management arrangements, which were targeted for 2021-06-30 (claims 14574, 14575, 14576); - the initial 110 MW WindHQ power supply, due by 2022-12-31 (claim 14547); - a business-combination deadline item, dated 2022-07-22 (claim 14660). Those status labels come from automated extraction and have not been manually confirmed. On this dossier alone, the power capacity, the $400 million closing cash and the Nasdaq listing are commitments, not verified outcomes.
Q. Were there any accounting or governance red flags?
A. Yes, on the SPAC side before the merger. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). A material weakness is a formally reported gap in the processes that make sure financial reports are accurate. GWAC also reclassified its warrants as liabilities (claim 14658) and said it planned to strengthen its accounting controls (claim 14659). Separately, GWAC had only about $1.28 million of working capital outside its trust account (claim 14655). That is common for SPACs but meant it depended on closing the deal.
Q. What should a reader watch for next?
A. The main things to watch are: - Evidence of actual energized megawatts against the 910 MW end-2026 target (claim 14549). That deadline is about three months away. - Whether the 500 MW WindHQ expansion (claim 14548) and the 300 MW Standard Power option have been exercised or restated. - Confirmation of how much PIPE cash was actually received at closing compared with the $375 million committed (claim 14622). - Any later filings that move items from 'stated' to 'delivered' or 'missed'.
Q. Where are the biggest open questions?
A. 1. Verification. No claim has been confirmed as delivered, and the 'delayed' labels are machine-assigned, so the actual status of the merger, financing and power contracts needs confirming against later filings. 2. The gap between the 910 MW target and contracted capacity. The named deals add up to roughly 510 MW firm, or 1,010 MW counting options and expansions, and those figures overlap in ways the record does not fully explain. 3. Completeness. The record supplied for this FAQ appears to be truncated after July 2021 (at claim 14537). Any strategy changes after the merger are therefore not reflected here and should be checked before relying on this summary.
SUPERSEDED

Frequently asked

2026-09-14
Q. What is Cipher Mining, based on this record?
A. Cipher Mining is a US bitcoin mining company. It became public through a merger with Good Works Acquisition Corp. (GWAC), a SPAC (a blank-check company formed to buy a private business), rather than a traditional IPO (claims 14619, 14620). The merger valued Cipher at about $2.0 billion (claim 14663). After the merger the company took the name Cipher Mining Inc. and planned a Nasdaq listing (claims 14631, 14630). Every claim shown dates from May to August 2021, so this record describes the company at the time of its SPAC deal, not today.
Q. What was the disclosed strategy?
A. Cipher planned to build a large bitcoin mining operation powered by long-term electricity deals. It targeted 910 MW of total mining power capacity by the end of 2026 (claim 14549). The planned power sources were: a 200 MW hosting contract with Standard Power, with an option for another 100 MW (claims 14616, 14617, 14545); a 200 MW power purchase agreement with Luminant (claim 14546); and supply from WindHQ, starting at 110 MW by end-2022 and expanding to 500 MW by end-2026 (claims 14547, 14548).
Q. Who are Cipher's named customers and partners?
A. The record names no customers. That fits a bitcoin miner, which earns its revenue from block rewards rather than from contracts with clients. The named counterparties are power and hosting partners (Standard Power, Luminant, WindHQ) and the financial backers. The largest backer was Bitfury Top HoldCo, which was expected to own about 77.66% of the company after the merger (claims 14625, 14554) and committed to a $50M private placement (claims 14623, 14552). PIPE investors, who buy shares privately alongside a public deal, committed a further $375M (claims 14622, 14551).
Q. What has actually been delivered versus only announced?
A. On this record, nothing is confirmed as delivered. All claims have the status 'stated', meaning the company announced or disclosed them, and none has been marked as met or missed. Examples still unconfirmed here include the merger closing and the Nasdaq listing, the roughly $400M in cash expected at closing (claims 14624, 14566), and the 110 MW WindHQ capacity due by end-2022 (claim 14547). The record contains no later claims that confirm or contradict any of these.
Q. How much control does Bitfury have?
A. A lot, according to the disclosed terms. The projected ownership split after the merger was: Bitfury (the 'Cipher Stockholder') about 77.66%, PIPE investors 14.2%, GWAC public stockholders 6.44%, private placement shareholders 1.41%, and the SPAC sponsor 0.29% (claims 14625, 14627, 14626, 14629, 14628). Readers should keep this concentration in mind when judging governance and related-party dealings.
Q. Were there any accounting or control red flags?
A. Yes, on the SPAC side before the merger. GWAC disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657). A material weakness is a serious gap in a company's financial reporting controls. GWAC also reclassified its warrants as liabilities (claim 14658) and said it would enhance its accounting processes (claim 14659). At the time, GWAC had only about $1.28M of working capital outside its trust account (claims 14655, 14569).
Q. What should a reader watch for next?
A. The most useful checks are: whether each capacity promise was reached on time, starting with the 110 MW WindHQ phase due by end-2022 (claim 14547) and ending with the 910 MW target due by end-2026 (claim 14549, deadline 2026-12-31); how much of the Standard Power, Luminant and WindHQ capacity actually came online; and whether Bitfury's stake and influence changed after the merger. Because today is 2026-09-14, the 910 MW deadline is only months away.
Q. What are the biggest open questions?
A. First, this record stops in mid-2021, so it cannot show anything that happened after the SPAC period, including closing, capacity built, revenue, or any change in strategy. Second, no claim has been checked against results, so the 910 MW plan (claim 14549) and the partner power deals are still only promises here. Third, the 910 MW target depended on the WindHQ expansion to 500 MW (claim 14548), so a delay there would put the whole target at risk. A diligence reader should add later filings before drawing conclusions.
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a US bitcoin mining company. It became public by merging with a blank-check company, Good Works Acquisition Corp (claims 14474, 14465). Its business model is to secure large blocks of electricity in Texas and elsewhere through power and hosting agreements, then fill those sites with bitcoin mining machines. Planned machine purchases include 27,000 Bitmain Antminer units (claim 14463) and a $113.4M framework agreement with SuperAcme Technology (claim 14462).
Q. What is the company's disclosed strategy?
A. The disclosed plan is to reach 910 MW of total mining power capacity by 2026-12-31 (claim 14549). The building blocks are a 200 MW power purchase agreement with Luminant (claim 14546), an initial 110 MW supply agreement with WindHQ due by end of 2022 (claim 14547), an expanded WindHQ agreement of 500 MW by end of 2026 (claim 14548), and a 200 MW hosting contract with Standard Power (claims 14616, 14545) with an option for another 100 MW (claim 14617). Bitfury, which was expected to own 77.66% after the merger (claim 14554), signed a Master Services and Supply Agreement to support operations (claim 14468). Important caveat: every claim in this dossier dates from May–September 2021. Any later change in strategy is not captured here.
Q. Who are Cipher's named customers?
A. None are named in the record. As a self-mining business, Cipher earns bitcoin rather than selling to customers, so the dossier names no customers. What it does name are counterparties: Bitfury as sponsor, major shareholder and service provider; Luminant and WindHQ as power suppliers; Standard Power as a hosting provider; and Bitmain and SuperAcme as equipment suppliers. Readers should not treat any of these as revenue customers.
Q. What has actually been delivered versus only announced?
A. The company reports several completed items. The SPAC merger closed on or around 2021-08-27 (claim 14465). The $375M PIPE investment was placed at $10 per share (claim 14466). Tyler Page (CEO), Edward Farrell (CFO), Patrick Kelly (COO) and William Iwaschuk (CLO) were appointed (claims 14469–14472). Everything else is a commitment rather than a delivered result: the power agreements, the 910 MW target, and the miner purchases. That includes the 110 MW WindHQ milestone and the SuperAcme deliveries, both due by 2022-12-31, which have no recorded outcome. Every claim in the dossier currently has status 'stated', meaning the company said it. None has been independently verified as fulfilled or missed.
Q. Are there inconsistencies in the numbers?
A. Yes, at least two. First, the Bitfury private placement appears as $50M in several filings (claims 14565, 14552, 14537, 14530) but as $60M for 6M shares at closing (claim 14467). That could be an upsized deal or an extraction error. Second, the individual power agreements add up to 1,010 MW: Luminant 200 (14546), WindHQ 110 (14547), WindHQ expanded 500 (14548) and Standard Power 200 (14616). The stated target is 910 MW (claim 14549). The gap could come from overlapping agreements or different definitions. A merger exchange figure of 400,000 shares (claim 14538) also conflicts with the 200M-share figure used elsewhere (claims 14550, 14531).
Q. What should I watch for next?
A. The biggest near-term item is the 910 MW capacity target due 2026-12-31 (claim 14549) and the 500 MW WindHQ expansion on the same deadline (claim 14548). Both fall due about three and a half months from now. Watch for disclosures of actual energized megawatts and hashrate, compared with those targets. Also watch for any reporting that settles the 2022 milestones: the WindHQ 110 MW (claim 14547) and the SuperAcme miner deliveries (claim 14462).
Q. Where are the biggest open questions?
A. First, coverage: the dossier stops in September 2021, so five years of operating history is missing. That includes actual capacity brought online, bitcoin produced, revenue, financing after the merger, and any change in business direction. Second, verification: no claim has been checked against outcomes, so announced and delivered cannot yet be told apart beyond the company's own statements. Third, control and concentration: Bitfury was slated to hold 77.66% of the company (claim 14554) while also being its key service provider (claim 14468). Readers should look into how that relationship changed. Fourth, the unresolved number conflicts on the Bitfury placement and total megawatts.
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Based on its filings, Cipher Mining is a US bitcoin miner. It went public through a SPAC merger with Good Works Acquisition Corp., completed in August 2021 (claims 14465, 14382). Its plan was to buy large fleets of mining machines and run them at US sites on long-term, fixed-rate power contracts, disclosed at 2.7 c/kWh (claims 14435, 13942). Bitfury, a crypto-infrastructure company, was a founding shareholder and supplier (claims 14384, 14468).
Q. What is its disclosed strategy?
A. The strategy on record is to scale mining capacity cheaply. That meant buying machines in bulk: 27,000 Bitmain Antminer S19j Pros (claim 14438), 60,000 MicroBT miners through SuperAcme for about $113.4M (claims 14462, 14439), and 28,000 rigs from Bitfury (claim 14429). It also meant locking in low-cost power, anchored by a Luminant power purchase agreement for its Odessa, Texas facility (claim 13711), plus sites held through joint ventures (claim 13823). The claims shown here end in September 2022, so any later change in strategy is not reflected in this dossier.
Q. Who are its customers?
A. No customers are named in the record. A bitcoin miner earns block rewards and fees from the network rather than selling to named buyers. The named counterparties are suppliers and partners: Bitfury, Bitmain, SuperAcme/MicroBT and Luminant. They are not customers.
Q. What has actually been delivered, versus only announced?
A. Completed events on record: - The SPAC merger closed (claim 14465), with reported net proceeds of $383.9M (claim 14383). - Bitfury bought $60M of shares in a private placement (claim 14452). - The Alborz joint-venture facility started operations with 10,578 miners deployed (claims 13820, 13821). Still forward-looking as of the filings: - Delivery of the large miner orders, due by September and December 2022 (claims 14438, 14439). - An Odessa power ramp to 207 MW by 2023-02-28 (claim 13704). Note that every claim is still at status 'stated'. None has been independently verified yet.
Q. How much money is committed, and to whom?
A. - Equipment purchase deposits plus future commitments totaled $196.7M as of August 2022 (claim 13822). - Cipher gave Luminant a $45M parent-company guaranty for the Odessa power deal (claim 13702). - Luminant agreed to pay Cipher about $5.06M in exchange for changing the power delivery schedule (claim 13701). - A separate filing cites a $74.3M mining-equipment capital commitment (claim 14402).
Q. How close is the relationship with Bitfury?
A. The relationship is very close. Bitfury was an investor (claim 14452), a supply partner (claim 14468) and a party to non-compete terms (claim 14520). In April 2022 roughly 2.89M Bitfury-held shares were cancelled to settle a $10M debt (claims 14003, 14047). Bitfury entities also received board observer rights (claim 14004) and a lock-up waiver allowing them to pledge shares, with the lock-up running to November 2023 (claims 14001, 14002). Readers should watch for conflicts of interest and for share sales once the lock-up ends.
Q. Where are the biggest open questions?
A. 1. **PIPE size:** the PIPE is recorded as both $375M (claim 14466) and $322.35M (claim 14433). Either the amount changed or the two figures measure different things. 2. **Machine delivery:** it is unclear whether the ~115,000 ordered machines were delivered and energized. 3. **Odessa schedule:** it is unclear whether the 207 MW ramp met its February 2023 target (claim 13704), since the power schedule had already been renegotiated (claim 13703). 4. **Unverified claims:** all claims remain unverified.
Q. What should a reader watch for next?
A. - Filings confirming machine deliveries and total installed capacity against the orders. - Confirmation that Odessa reached 207 MW. - Bitfury share activity after the November 2023 lock-up expiry. - Any changes to the Luminant or other power contracts. - Disclosures from after September 2022, including any shift in business focus, which this dossier does not yet capture.
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Based on the disclosures on record, Cipher Mining (CIFR) is a U.S. industrial-scale bitcoin miner. It went public through a business combination with the blank-check company Good Works Acquisition Corp (claim 13575). By September 2022 it described a buildout across four mining sites held through a mix of joint ventures and power agreements (claims 13638, 13578). Odessa, in Texas, is its flagship wholly-operated site. Alborz, Bear and Chief are partially owned through joint ventures, including a 49% stake with WindHQ covering three data centers (claim 13035).
Q. What is the company's disclosed strategy?
A. Through early 2023, the strategy was to secure long-term, cheap electricity and fill sites with modern mining machines. Its main advantage is a fixed power price of about 2.7 cents per kWh (claims 13942, 13637), described as running through 2027 (claim 13036). Under its Luminant power agreement, Cipher disclosed secured capacity of 66.7% (claim 13037) and a planned ramp to 207 MW at Odessa by February 2023 (claim 13704). It also cited expansion potential of 165 MW at Alborz (claim 13043) and 135 MW each at Bear and Chief (claims 13044, 13045). Growth was funded partly through a $250 million at-the-market stock offering with H.C. Wainwright (claim 13574). An at-the-market offering lets a company sell new shares gradually into the market. The record on file ends in March 2023, so any later strategy change, such as a move into AI or high-performance-computing hosting, is not captured here.
Q. Who are Cipher's customers?
A. None are named. As a self-mining bitcoin company, Cipher earns revenue from block rewards and transaction fees rather than from contracted customers. The named parties in the record are counterparties, not customers: Luminant (power supplier), WindHQ (joint-venture partner), Bitfury (early backer with board observer rights, claims 14046, 14004), and equipment vendors Bitmain and MicroBT. Readers should not assume any hosting or computing customer exists unless a later filing names one.
Q. What has actually been delivered, as opposed to announced?
A. Some operations are confirmed as running. Alborz mining operations commenced (claim 13576), with 10,578 miners reported deployed (claim 13821), although the original February 2022 start date slipped (claim 13579, delayed). By March 2023, Odessa reported about 39,000 miners (claim 13028), Bear reported 0.3 EH/s of hashrate (claim 13019), and Alborz reported 40 MW of capacity (claim 13029). Several announced targets are marked delayed. These include 47,000 miners and 4.7 EH/s at Odessa by Q1 2023 (claims 13038, 13039, 13014) and additional Odessa miner purchases during 2023 (claims 13042, 13123). Every other claim on record is at 'stated' status, meaning disclosed by the company but not independently verified.
Q. How big were the equipment and financial commitments?
A. In May 2022, Cipher disclosed orders for 27,000 Bitmain Antminer S19j Pro machines due by September 2022 (claim 13940) and 60,000 MicroBT machines due by end of 2022 (claim 13941). By August 2022 it reported $196.7 million in equipment deposits and future purchase commitments (claim 13822). On the power side, it gave Luminant a $45 million parent guaranty for the Odessa facility (claim 13702). In return, Luminant paid Cipher about $5.06 million to modify the delivery schedule (claim 13701). The record does not show how many of the ordered machines were actually delivered and installed.
Q. What insider and shareholder arrangements should a reader know about?
A. In September 2022 the company granted special retention stock awards (RSUs, vesting by September 2023). Patrick Kelly, William Iwaschuk and Edward Farrell each received 1.1 million RSUs (claims 13651, 13652, 13650), and Tyler Page received 500,000 (claim 13649). In April 2022, 2,890,173 Bitfury shares were cancelled in settlement (claim 14003), tied to roughly $10 million of debt satisfaction (claim 14047). Bitfury also received a waiver allowing it to pledge shares, with the lock-up on pledged shares extended to November 2023 (claims 14001, 14002). The at-the-market offering (claim 13574) is a source of ongoing shareholder dilution.
Q. What should readers watch for next?
A. First, whether Odessa ever reached its delayed 4.7 EH/s and 47,000-miner targets (claims 13039, 13038). Second, whether the joint-venture sites were built out toward their cited 135 to 165 MW potential (claims 13043 to 13045). Third, how much of the $250 million at-the-market program was used (claim 13574). Fourth, what happens to power costs as the 2.7 c/kWh contract approaches its 2027 horizon (claim 13036). Fifth, whether filings after March 2023 announce a strategic pivot or name actual customers.
Q. Where are the biggest open questions in this dossier?
A. 1. Coverage gap: the record on file stops at March 2023 and appears cut off mid-entry, so three-plus years of history are missing. Nothing here should be read as a current picture. 2. Nothing is verified: every claim is either 'stated' or 'delayed', so no delivery has been independently confirmed. 3. Data-quality flags: some financing figures appear with inconsistent units, such as the Luminant guaranty shown as 45.0 USD in claim 13710 versus $45,000,000 in claim 13702. Several items are also duplicated across filings (for example, claims 13628 and 13629). 4. It is unclear what share of the announced miner orders (claims 13940, 13941) was ultimately received, installed and producing.
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining (CIFR) is a bitcoin mining company. It went public through a business combination with Good Works Acquisition Corp, a SPAC (claim 13575). It describes a buildout across four mining sites in Texas: Odessa, which it wholly owns, plus Alborz, Bear and Chief, which it holds through joint ventures (claims 13638, 13823). The WindHQ joint venture covers three of those data centers (claim 13127).
Q. What is its disclosed strategy?
A. The disclosed strategy is to run large fleets of mining machines on cheap, long-term fixed-price power. The central disclosure is electricity at a fixed 2.7 c/kWh (claims 13942, 13637), described as running through 2027 (claim 13118). The Odessa site depends on a power purchase agreement with Luminant: a planned 207 MW ramp (claim 13704) and a 138 MW take-or-pay obligation (claim 13153). The company also cites expansion potential of 165 MW at Alborz (claim 13043) and 135 MW each at Bear and Chief (claims 13044, 13045). To fund this, it set up a $250M at-the-market equity program with H.C. Wainwright (claim 13629).
Q. Who are its customers?
A. No customers are named in the record. That fits the business model: a bitcoin miner earns block rewards and fees from the network, not from contracted customers. The named parties are counterparties, not buyers: - Luminant (power supplier) - WindHQ (joint venture partner) - Bitmain and MicroBT (equipment suppliers) - H.C. Wainwright (sales agent for the equity program)
Q. What has actually been delivered versus only announced?
A. No claim on record has been independently verified as delivered. Every item is either 'stated' (the company said it) or 'delayed'. The company stated that Alborz mining began (claim 13576) with 10,578 miners (claim 13821), and it listed start dates for Odessa (claims 12990, 13130). However, Alborz had earlier been promised by 2022-02-01 and is marked delayed (claim 13579). The Odessa Q1 2023 targets of 47,000 miners and 4.7 EH/s are all marked delayed (claims 13038, 13121, 13014, 13039, 13116). So are the plans to buy more miners and add 10,800 units in 2023 (claims 13123, 13117). Equipment orders of 27,000 Bitmain units (claim 13940) and 60,000 MicroBT units (claim 13941) were announced, but the record does not confirm they were received.
Q. How much money and equity has been committed?
A. The main disclosed commitments are: - $196.7M in equipment deposits and future purchase commitments (claim 13822). - A $45M parent guaranty to Luminant (claims 13702, 13710). - About $5.06M paid by Luminant to modify the power delivery schedule (claim 13701). - A $250M at-the-market program, which lets the company sell new shares over time and can dilute existing holders (claim 13629). - Special retention RSU grants of 1.1M units each to Edward Farrell, Patrick Kelly and William Iwaschuk, and 500,000 to Tyler Page, vesting around 2023-09-13 (claims 13650, 13651, 13652, 13649).
Q. What should a reader watch for next?
A. 1. Whether Odessa ever reached the 47,000 miners and 4.7 EH/s it promised for Q1 2023 (claims 13038, 13039), and when. 2. Whether the 207 MW Luminant ramp was completed (claim 13704). 3. How much of the $250M equity program was used (claim 13629). 4. Whether any of the 165 MW and 135 MW expansion potential at Alborz, Bear and Chief was built (claims 13043, 13044, 13045). 5. What happens to power costs when the 2.7 c/kWh arrangement reaches its 2027 horizon (claim 13118).
Q. What are the biggest open questions?
A. 1. **The record is stale.** The newest claim is dated 2023-03-13, about three and a half years before this dossier was compiled. Anything the company has done or announced since then, including any change in strategy, is not captured here. 2. **Extraction quality is uncertain.** All statuses were set by automated extraction and none were verified independently. 3. **Some records conflict.** One claim lists the Luminant payment as '5.056 USD' (claim 13709) while another gives $5,056,006.56 (claim 13701). The guaranty appears as both '45.0 USD' and $45,000,000 (claims 13710, 13702). The 60,000-unit Odessa full-buildout target (claim 13002 is not on record; see claim 12993) matches the size of the MicroBT order (claim 13941), so it is unclear whether these are the same machines. 4. **The joint-venture structure is unclear.** The record does not say how much of the Alborz, Bear and Chief capacity actually belongs to Cipher.
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Cipher Mining (CIFR) is a bitcoin mining company. It went public by merging with a blank-check company, Good Works Acquisition Corp (claim 13575). Its model is to secure cheap, long-term electricity and run large fleets of mining machines at four sites: Odessa, Alborz, Bear and Chief (claims 13638, 13578). Odessa is wholly owned. At Alborz and Chief the company says it holds a 49% stake through joint ventures (claims 13018, 13022, 13823).
Q. What is the company's disclosed strategy?
A. Based on filings through March 2023, the strategy rests on low power costs. Cipher says it has electricity through 2027 at an average fixed rate of 2.7 cents/kWh (claims 13147, 13637). Its main power contract is with Luminant for the Odessa site, with a planned ramp to 207 MW (claims 13711, 13704). The goal was to fill Odessa with machines, targeting 6.2 EH/s and about 60,000 units at full build-out (claims 13142, 12993), and later expand the joint-venture sites by 165 MW at Alborz and 135 MW each at Bear and Chief (claims 13143, 13144, 13145). These expansion figures are described as 'potential', not commitments.
Q. Who are Cipher's named customers?
A. None are named in the record. A bitcoin miner earns revenue from block rewards and transaction fees on the bitcoin network, not from contracted customers. The named counterparties are suppliers and financial partners. Luminant is the power supplier, backed by a $45 million parent-company guaranty from Cipher (claims 13710, 13702). H.C. Wainwright & Co. is the agent for a $250 million at-the-market share-sale program (claims 13629, 13574). Readers should not treat either as a customer.
Q. What has actually been delivered, as opposed to announced?
A. The company reports these results. Mining started at Alborz (claim 13576) and at Odessa (claim 13990 is not on record; see claim 12990), and the Bear and Chief sites were completed (claims 13132, 13133). As of Feb 28, 2023, total hashrate was 6.1 EH/s, of which 5.2 EH/s was Cipher's share (claims 13134, 13135). Alborz contributed 1.3 EH/s and Bear 0.3 EH/s (claims 13137, 13138), and about 39,000 miners were at Odessa (claim 13028). All of these are the company's own statements ('stated'). The record does not show independent verification.
Q. What was promised and not delivered on time?
A. Several items are flagged as delayed. Alborz operations were originally expected by Feb 1, 2022 but only confirmed as started in an Oct 2022 filing (claims 13579, 13576). An Odessa target of 4.7 EH/s for Q1 2023 is marked delayed (claim 13140). So is filling Odessa with an additional 10,800 miners by end of 2023 (claim 13151). Plans to buy more miners during 2023 are also delayed (claims 13141, 12994, 13042). These 'delayed' labels come from automated extraction on 2026-09-14 and have not been reviewed by an editor.
Q. How is the buildout being paid for, and who benefits from equity grants?
A. Funding sources on record: - A $250 million at-the-market stock offering, which can dilute existing shareholders (claim 13629). - $196.7 million in equipment purchase deposits and future commitments (claim 13822). - A $45 million parent guaranty to Luminant (claim 13702). - About $5.06 million tied to changing the Luminant power delivery schedule, due by Sept 10, 2022 (claim 13701). The record is ambiguous about which party pays. In Sept 2022, executives received special retention stock awards vesting by Sept 13, 2023: 1.1 million RSUs each to William Iwaschuk, Edward Farrell and Patrick Kelly, and 500,000 to Tyler Page (claims 13652, 13650, 13651, 13649).
Q. What should readers watch for next?
A. 1. Whether Odessa reached its 6.2 EH/s / 60,000-unit full build-out (claims 13142, 12993). 2. Whether any of the 435 MW of expansion 'potential' at Alborz, Bear and Chief became firm projects (claims 13143, 13144, 13145). 3. How much of the $250 million share-sale program was used (claim 13629). 4. What happens to power costs as the 2.7 cents/kWh contract nears its 2027 end (claim 13147). 5. Whether the 2023 retention awards vested and those executives stayed (claim 13649 and related).
Q. What are the biggest open questions about this dossier?
A. 1. The record ends in March 2023, about three and a half years before today (2026-09-14). Nothing here covers the company's current strategy, results or any change in direction. The claim list supplied also appears cut off mid-entry. 2. Every claim was entered by automated extraction and none has been independently confirmed. The 'delayed' labels in particular need human review. 3. Several claims duplicate each other across filings (for example, claims 13629/13628/13574 and 13018/13022), which can inflate the apparent volume of commitments. 4. It is unclear how the company's joint-venture share (5.2 EH/s) relates to the total reported figure (6.1 EH/s) for valuation purposes (claims 13134, 13135).
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Based on the disclosures on record, Cipher Mining is a U.S. bitcoin mining company that went public through a business combination with the blank-check company Good Works Acquisition Corp (claim 13575). Its model rests on long-term, low fixed-price electricity. It cited an average power cost of 2.7 c/kWh (claims 13581, 13010) across a four-site buildout (claim 13578). The sites are Odessa, Alborz, Bear and Chief. Odessa is wholly owned. The other three are held through a joint venture with WindHQ in which Cipher owns 49% (claims 13035, 13018).
Q. What is the company's disclosed strategy?
A. The latest disclosures on record are from March 2023. At that point the strategy was to fill the Odessa, Texas facility to its full 207 MW capacity (claim 13704), about 60,000 miners (claim 13027). Cipher also named possible expansions of 165 MW at Alborz (claim 12999) and 135 MW each at Bear and Chief (claims 13002, 13005). These expansion figures are described as potential, not committed plans. Funding came from a $250M at-the-market equity program with H.C. Wainwright (claim 13574), which lets Cipher sell new shares over time. It also dropped a planned Standard Power hosting arrangement (claim 13011). This record says nothing about any strategy after March 2023.
Q. Who are Cipher's customers?
A. No customers are named in the disclosures on record. A self-mining bitcoin company typically has no customers in the usual sense, because its revenue comes from mining rewards. The named counterparties are suppliers and financing partners, not buyers. Luminant is the power supplier at Odessa (claim 13711) and holds a $45M parent-company guaranty from Cipher (claim 13702). WindHQ is the joint-venture partner (claim 13035). H.C. Wainwright is the agent for the share-sale program (claim 13574).
Q. What has actually been delivered versus announced?
A. Some operations did start. Alborz mining is stated to have commenced (claim 13576), and figures were reported of 1.3 EH/s at Alborz (claim 13017) and 0.3 EH/s at Bear (claim 13019). Odessa, however, fell short of its own guidance. It had about 39,000 miners (claim 13028) against a target of 47,000 by the end of Q1 2023 (claims 13025, 13150), which is now marked delayed. A plan to buy about 10,800 more miners by the end of 2023 (claim 13026) is also marked delayed. The Alborz start date originally promised for February 2022 is flagged as delayed too (claim 13579). No claim on record has been independently verified. Every item is either 'stated', meaning the company said it, or 'delayed'.
Q. What are the key obligations and costs a reader should know about?
A. Under the Odessa power contract, Cipher must pay for a baseline of 138 MW of electricity whether or not it uses it (a 'take-or-pay' obligation, claim 13153). The $45M parent guaranty (claim 13702) backs that contract. When the delivery schedule was amended, Luminant agreed to pay Cipher about $5.06M (claim 13701). The 2.7 c/kWh power price is described as running through 2027 (claim 13010). In September 2022, four executives received special retention stock grants that vested in September 2023. Edward Farrell, Patrick Kelly and William Iwaschuk received 1.1M units each (claims 13650–13652), and Tyler Page received 500,000 (claim 13649).
Q. What should readers watch for next?
A. Readers should watch for three things. The first is whether Odessa ever reached its 60,000-miner full buildout (claim 13027) and whether the delayed 2023 miner purchases happened (claims 13026, 13042). The second is how much of the $250M share-sale program was used (claim 13574), and therefore how much existing shareholders were diluted. The third is whether the Alborz, Bear and Chief expansions (claims 12999, 13002, 13005) moved from 'potential' to firm commitments. Readers should also watch what happens as the fixed-price power arrangement nears its 2027 horizon (claim 13010).
Q. Where are the biggest open questions?
A. The biggest gap is time. The record ends in March 2023, so it cannot say what Cipher's business or strategy looks like today. Second, nothing on record has been independently verified. Third, several entries were machine-extracted and contain obvious inconsistencies. Some items appear twice, and one entry records Luminant's payment as '5.056 USD' (claim 13709) where the correct figure appears to be about $5.06M (claim 13701). Fourth, the Alborz start date shows conflicting entries: one says operations commenced (claim 13576) and another says the start was delayed (claim 13579). Finally, the record shows no named revenue counterparties, so results depend on bitcoin prices and network difficulty rather than on contracted customers.
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Based on the filings in this record, Cipher Mining (CIFR) is a bitcoin mining company. It went public by merging with a SPAC called Good Works Acquisition Corp (claim 13575). It runs large fleets of specialized mining computers at data-center sites in Texas and is paid in newly mined bitcoin. The flagship site is Odessa, which the company owns outright. Three other sites (Alborz, Bear and Chief) are held through a joint venture with WindHQ, in which Cipher owns 49% (claims 13018, 13035).
Q. What is the company's disclosed strategy, according to this record?
A. The strategy on record is to secure cheap, long-term power and fill that power with mining machines. Cipher disclosed a fixed electricity rate of about 2.7 c/kWh running through 2027 (claims 13036, 13046). Its Luminant power agreement for Odessa covers 207 MW (claim 13128), with a take-or-pay minimum of 138 MW a year (claims 13119, 13047). Take-or-pay means Cipher owes for that power whether or not it uses it. The joint-venture sites were described as having room to grow: Alborz up to 165 MW, and Bear and Chief up to 135 MW each (claims 13043, 13044, 13045). Note that the claims supplied here end in March 2023, and the last entry is cut off mid-record. Any later change in strategy is not reflected in this FAQ and should be checked against newer filings.
Q. Who are Cipher's customers?
A. No customers are named in this record. As a self-miner, Cipher's revenue comes from the bitcoin network rather than from contracted clients. The named counterparties are suppliers and partners. Luminant supplies power, WindHQ is the joint-venture partner, and H.C. Wainwright is the underwriter of a stock-sale program. A hosting agreement with Standard Power is recorded as terminated (claim 13011). Readers should not treat any of these as revenue customers.
Q. What has actually been delivered versus only announced?
A. Delivered: mining operations started at both Odessa and Alborz (claims 12990, 13576). As of the March 2023 filing, Odessa had about 39,000 miners (claim 13028), Alborz had about 1.3 EH/s of capacity (claim 13017) and Bear had about 0.3 EH/s (claim 13019). EH/s is a standard measure of mining computing power. Announced but not met on schedule: Cipher targeted 47,000 miners and 4.7 EH/s at Odessa by the end of Q1 2023, and those targets are marked delayed (claims 12992, 13014, 13025, 13150). Plans to buy about 10,800 more miners by the end of 2023 are also marked delayed (claim 13026). Alborz's start, originally promised by February 2022, is marked delayed as well (claim 13579). Still aspirational in this record: the full Odessa buildout of about 60,000 miners and 6.2 EH/s (claims 13027, 13041), and the multi-hundred-MW expansions at the joint-venture sites.
Q. How has the company funded itself, and is shareholder dilution a concern?
A. The record shows an at-the-market (ATM) offering agreement with H.C. Wainwright for up to $250 million (claim 13574). An ATM program lets a company sell new shares gradually into the market, so existing shareholders can be diluted as it is used. The record does not say how much of the program was actually used. In September 2022, Cipher also granted special retention stock awards to executives: 1.1 million RSUs each to Edward Farrell, William Iwaschuk and Patrick Kelly (claims 13650, 13652, 13651), and 500,000 RSUs to Tyler Page (claim 13649). These awards were tied to September 2023, and the record does not show whether they vested.
Q. What should readers watch for next?
A. 1. Whether Odessa reached its 47,000-miner and 6.2 EH/s full-buildout goals, and when (claims 13025, 13041). 2. Whether the Alborz, Bear and Chief expansions (claims 13043-13045) moved from 'potential' to actual construction. 3. What happens when the fixed 2.7 c/kWh power pricing ends after 2027 (claim 13036), since power is a miner's biggest cost. 4. How much of the $250 million ATM was used (claim 13574). 5. Any filings after March 2023, which are missing from this record, especially any strategic shift beyond bitcoin mining.
Q. What are the biggest open questions?
A. First, the record stops in March 2023, so the company's current state cannot be judged from it. Second, several dated promises from 2023 still show status 'stated' with no recorded outcome, including the executive retention grants due in September 2023. Third, the extracted data has quality issues. Many claims appear more than once, and the ATM size is recorded inconsistently as '250.0 USD' in some claims (13628, 13629) and $250,000,000 in another (13574). The larger figure is the plausible one. Finally, Cipher owns only 49% of the joint-venture sites (claim 13018), so capacity figures for those sites may overstate Cipher's own share unless they are split out.
SUPERSEDED

Frequently asked

2026-09-14
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is an industrial-scale bitcoin miner. It runs large fleets of specialized computers ('miners') at data centers in Texas. Its main site is the wholly owned Odessa Facility, which has a planned full buildout of 207 MW and about 60,000 miners (claims 13152, 13027). It also holds 49% stakes in three smaller joint-venture sites: Alborz, Bear and Chief (claims 13018, 13020, 13022).
Q. What was the company's disclosed strategy?
A. Every claim on record comes from a single disclosure dated 2023-03-13. That filing describes a plan built on cheap, locked-in power. Cipher said its power agreements give it an average electricity cost of about 2.7 cents per kWh through 2027 (claims 13023, 13010). It planned to fill Odessa with miners, targeting 47,000 miners and 4.7 EH/s by the end of Q1 2023 (claims 13025, 13014). It also expected to buy about 10,800 more miners by the end of 2023 (claim 13026). The joint-venture sites were described as having large expansion potential: 165 MW at Alborz and 135 MW each at Bear and Chief (claims 12999, 13002, 13005). The record does not include any later strategy changes.
Q. Who are Cipher's customers?
A. The record names no customers. As a self-mining business, Cipher earns bitcoin rather than selling to named clients. The counterparties the record does name are suppliers and partners. Luminant supplies power under an agreement with a 138 MW take-or-pay obligation, described as 66.7% of the capacity (claims 13153, 13009). WindHQ is the joint-venture partner in the Alborz, Bear and Chief data centers, where Cipher holds 49% (claim 13007). The record also notes that a hosting agreement with Standard Power was terminated (claim 13011).
Q. What had actually been built as of the disclosure?
A. The company reported the following as of February 28, 2023. These figures are the company's own statements and have not been independently verified. Odessa had about 39,000 miners and 4.2 EH/s of hashrate (claims 13028, 13013). Alborz was a 40 MW site with 1.3 EH/s (claims 12997, 13017). Bear and Chief were each 10 MW with 0.3 EH/s (claims 13030, 13019, 13031, 13021). Stated capacity at the joint-venture sites is the whole facility, and Cipher's share is 49%.
Q. What was announced but not confirmed as delivered?
A. Every claim in the record still has status 'stated', so none has been tracked as delivered or missed. Two dated promises have passed their deadlines without a recorded outcome. The first is the Q1 2023 Odessa target of 47,000 miners and 4.7 EH/s, due 2023-03-31 (claims 13025, 13039). The second is the purchase of about 10,800 additional miners by 2023-12-31 (claim 13026). Several goals had no date attached: the full Odessa buildout of 60,000 miners and 6.2 EH/s (claims 13027, 13015), and the joint-venture expansions (claims 12999, 13002, 13005).
Q. What should readers watch for next?
A. There are three main things to watch. First, check later filings to see whether the 2023 Odessa miner and hashrate targets were met (claims 13025, 13026). Second, watch whether the full Odessa buildout and the joint-venture expansions happened (claims 13015, 12999, 13002, 13005). Third, and most important for the long run, watch what replaces the roughly 2.7 c/kWh power pricing, which is disclosed only through 2027-12-31 (claim 13023). Power is the largest variable cost for a miner.
Q. Where are the biggest open questions?
A. 1. Timeliness: all claims come from a March 2023 disclosure, so this dossier may not reflect later changes to the business. 2. Verification: no claim has been confirmed or refuted, including the operating figures (claims 13028, 13013). 3. Power costs after 2027: the record does not explain how the Luminant take-or-pay commitment would work if mining economics get worse (claims 13153, 13009). 4. Joint-venture economics: Cipher owns only 49% of three sites and relies on WindHQ as its partner (claim 13007). 5. Standard Power: the record does not explain why that hosting agreement was terminated or what it cost (claim 13011).
SUPERSEDED

Frequently asked

2026-09-13
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining is a bitcoin mining company. It builds and runs data centers in Texas filled with specialized mining computers ("miners"), and it measures their output in hashrate (EH/s). Its flagship site is the Odessa Facility, which reported 39,000 miners in place (claim 13028) and 4.2 EH/s of operational capacity (claim 13013). It also holds minority stakes in three smaller sites: Alborz, Bear and Chief.
Q. What strategy does the company disclose?
A. The disclosed strategy is to build out Odessa and secure cheap, long-term power. At Odessa, the targets were 47,000 miners and 4.7 EH/s by the end of Q1 2023 (claims 13025, 13039), then a full 207 MW buildout of 60,000 miners and 6.2 EH/s (claims 13027, 13040, 13041). Getting there required buying about 10,800 more miners by the end of 2023 (claim 13026). The company cites an average power cost of 2.7 c/kWh through 2027 (claim 13023). It also points to room to grow at its joint-venture sites: 165 MW at Alborz (claim 12999) and 135 MW each at Bear and Chief (claims 13002, 13005). Nearly all claims on record come from one March 2023 filing, so this dossier may not show any later change in strategy.
Q. Who are Cipher's customers and partners?
A. No customers are named on record. A self-mining bitcoin business mostly sells into the bitcoin network rather than to named clients. The named counterparties are partners and suppliers. Luminant supplies power under an agreement with a 66.7% take-or-pay obligation (claim 13009) and a 138 MW minimum annual capacity obligation (claim 13047). WindHQ is the joint-venture partner in the Alborz, Bear and Chief sites, where Cipher holds 49% (claims 13007, 13018, 13020, 13022). The record also shows a terminated hosting agreement with Standard Power (claim 13011).
Q. How big are the joint-venture sites, and how much of them does Cipher own?
A. Cipher owns 49% of each joint venture (claims 13018, 13020, 13022). Alborz is the largest, with 40 MW of total capacity (claim 12997) and 1.3 EH/s (claim 13017). Bear and Chief are much smaller, at about 10 MW (claims 13030, 13031) and 0.3 EH/s each (claims 13019, 13021). The large expansion figures for these sites are described as potential, not committed builds. Cipher's economic share is roughly half of each site's output.
Q. What has actually been delivered, as opposed to announced?
A. The dossier cannot yet show that any claim was delivered. Every claim has the status "stated," meaning it was disclosed but not independently checked, and all were promoted from automated extraction on 2026-09-13. The best evidence of what existed then is the snapshot figures from February 2023: 39,000 miners and 4.2 EH/s at Odessa (claims 13028, 13013). The forward targets are unconfirmed. Those include 47,000 miners by Q1 2023, 10,800 more miners by the end of 2023, and the 60,000-miner / 6.2 EH/s buildout. Their deadlines have long passed with no recorded outcome.
Q. What should a reader watch for next?
A. 1. Whether the Q1 2023 (claim 13025) and end-2023 (claim 13026) miner targets can be marked kept or missed from later filings. 2. Whether Odessa reached its full 6.2 EH/s buildout (claim 13041). 3. Whether any expansion at Alborz, Bear or Chief was actually built. 4. What happens to power costs as the 2.7 c/kWh arrangement nears its end-of-2027 horizon (claim 13023). 5. Whether filings after 2023 show a change in business model that this dossier has not yet captured.
Q. What are the biggest open questions?
A. 1. **Coverage.** The claims come almost entirely from a single March 2023 disclosure, so three-plus years of company history appear to be missing. The record also ends partway through a personnel claim (12947). 2. **Verification.** No claim has been checked against later results, so the delivery record is unknown rather than good or bad. 3. **Power exposure.** It is unclear how the take-or-pay power terms (claims 13009, 13047) would affect the company if mining economics worsen. 4. **Duplicates.** Automated extraction produced several near-identical claims, such as the 2.7 c/kWh figure (claims 13010, 13023, 13036, 13046). These should be merged before anyone counts promises.
Q. Why do several numbers appear more than once?
A. The claims were pulled from filings by automated extraction, which recorded the same disclosure under several categories. For example, the 135 MW expansion potential at Bear appears as claims 13002, 13033 and 13044. These are repeats of one statement, not separate commitments. Readers should not treat them as extra promises or as evidence that the company kept repeating the figure.
SUPERSEDED

Frequently asked

2026-09-13
Q. What does Cipher Mining do?
A. Based on the filings on record, Cipher Mining (CIFR) is a US bitcoin miner operating in Texas. It runs mining machines at data centers powered through long-term power arrangements. As of Feb 28, 2023 it reported 6.1 EH/s of total hashrate, of which 5.2 EH/s was company-owned (claims 12669, 12670). Its flagship wholly-owned site is Odessa at 207 MW (claims 12668, 12304). Odessa's power comes from Luminant, and its lease runs to July 2027 (claims 12209, 12214). Cipher also holds a 49% stake in a joint venture with WindHQ covering three other facilities (claims 12671, 12306).
Q. What is the company's disclosed strategy?
A. The record shows a strategy of growing hashrate by buying miners and adding power capacity. The miner purchases include 11,000 Canaan A1346 units (claim 12661), about $24M of Bitmain S21s (claim 6568), and about $99.5M of Bitmain T21s for 2025 delivery, with an option on about $121.6M more (claims 6405, 6406). A further ~$134.3M of S21 Pros had accelerated delivery (claim 6022). On the capacity side, Cipher acquired the Black Pearl site, which has ERCOT approval for 300 MW (claims 6558, 6560). It paid for this growth partly with equity: a $250M at-the-market program and a shelf registration (claims 12303, 6415). The claims shown stop in mid-2024. Any later strategic shift, such as a move into AI or HPC hosting, is not in this record and should not be assumed from it.
Q. Who are Cipher's customers?
A. None are named in the record. As a self-mining bitcoin company, Cipher earns its revenue from mining rewards on the bitcoin network, not from contracts with named customers. The counterparties named in the record are suppliers and partners, not customers. They are Luminant (power and lease), Oncor (grid interconnection), WindHQ (JV partner), Bitmain and Canaan (miner vendors), and Trinity Mining Group (seller of the Black Pearl site).
Q. What has actually been delivered versus only announced?
A. Confirmed or stated as done: the Odessa facility and its 2023 hashrate figures (claims 12669, 12670); the amended Luminant lease and power agreement (claims 12209–12216); and the closing of the Trinity purchase, paid with 2,397,424 shares (claim 6414). Announced but not confirmed in the record: Black Pearl energizing its 135 MW minimum by May 15, 2026 (claims 6563, 6566); the $6.3M Oncor collateral posting (claim 6567); Bitmain shipment timelines (claims 6556, 6021); and the T21 2025 deliveries (claim 6405). All of these are marked 'delayed'. One planned distribution of 16.1M shares to preferred equityholders was withdrawn (claim 6333).
Q. Does 'delayed' mean the company missed these deadlines?
A. Not necessarily. Most 'delayed' labels were applied in one automated pass on 2026-09-04. They mean the promised-by date has passed without confirming evidence in the dossier, not that a slip has been proven. For example, the Black Pearl closing is marked delayed (claim 6561), yet the Trinity purchase closed on 2023-12-07 (claim 6414). That suggests the acquisition likely did close on time. Treat 'delayed' as 'unverified after deadline' until evidence review is complete.
Q. Are the dollar figures in the dossier reliable?
A. Read them carefully. Some automatically extracted amounts dropped their 'millions' scale. The Oncor collateral appears as both '6.3 USD' (claim 6562) and $6,300,000 (claim 6567). The Bitmain S21 deal appears as '24.0 USD' (claim 6555) and $24,000,000 (claim 6568). The ATM program appears as '250.0 USD' (claim 12307) and $250,000,000 (claim 12303). The Black Pearl lease purchase appears as '7.0 USD' (claim 6558) and $7,000,000 (claim 6565). Several facts also appear as near-duplicate claims taken from different filings.
Q. What should a reader watch for next?
A. Four things. First, whether Black Pearl met its 135 MW energization requirement by May 15, 2026 (claim 6563). Second, whether the T21 and S21 Pro miners were delivered and installed (claims 6405, 6022). Third, what happens to Odessa as its lease end in July 2027 approaches (claim 12209). Fourth, how much the company raised under its $250M ATM and shelf, and how much that diluted shareholders (claims 12303, 6415).
Q. What are the biggest open questions?
A. 1) The dossier ends in mid-2024; the input was cut off partway through claim 6022, so more than two years of recent history may be missing. 2) There is no current, verified figure for hashrate or energized megawatts. The latest operating number is from Feb 2023 (claim 12669). 3) It is unclear whether Black Pearl was energized on schedule. 4) Status and ownership of the WindHQ JV sites (claim 12513) are not updated after 2023. 5) No revenue, cost-per-bitcoin, or customer information appears, so the company's economics cannot be judged from this record alone.
SUPERSEDED

Frequently asked

2026-09-13
Q. What does Cipher Mining do?
A. Based on the claims on record, Cipher Mining (CIFR) is a bitcoin miner. It buys specialized mining computers (ASIC miners from Bitmain and Canaan) and runs them in data centers in Texas. Its main early site is the Odessa facility, which has 207 MW of owned power capacity (claims 12512, 12304). It runs that site on power bought from Luminant under a power purchase agreement and a lease with a Luminant affiliate (claims 12210, 12215). It also held a 49% stake in a joint venture with WindHQ LLC covering three more facilities (claims 12513, 12306).
Q. What is the company's disclosed strategy?
A. The record shows a build-out strategy: add mining capacity by buying newer, more efficient hardware and securing more power and sites. Key steps include: - a $24M Bitmain Antminer S21 purchase (claim 6568) - up to about $99.5M of Bitmain T21 miners for 2025 delivery, plus an optional ~$121.6M tranche (claims 6405, 6406), later upgraded to 30,364 S21 Pro units for about $134.3M (claims 6020, 6022) - 6,600 Canaan A1566 miners for about $16.4M, with an option for up to 160 MW more (claims 6016, 6017, 6018) - the Black Pearl site, which has 300 MW of ERCOT approval (claims 6560, 6569), a 10-year lease (claim 6559) and a commitment to energize at least 135 MW (claim 6563) The company funds this largely by issuing stock: a $250M at-the-market offering (claims 12303, 12307), a shelf registration (claim 6415) and a $7M direct offering to Trinity Mining Group (claim 6564).
Q. Who are Cipher's customers?
A. None are named. As a self-mining bitcoin company, Cipher earns revenue by mining bitcoin, not by selling services to named clients. The named counterparties on record are all suppliers and partners: - Bitmain and Canaan (hardware) - Luminant (power and lease) - Oncor Electric Delivery (grid connection collateral, claims 6562, 6567) - WindHQ (joint venture) - Trinity Mining Group (Black Pearl seller and stock recipient) If the company has since signed hosting or compute customers, that does not appear in the claims excerpt reviewed here.
Q. What has actually been delivered versus only announced?
A. Very little on record is confirmed as delivered. The clearest completed event is the closing of the Trinity Mining Group purchase agreement, with 2,397,424 shares issued (claim 6414, dated 2023-12-07). Most forward-looking commitments are marked 'delayed.' In this dataset, that means the promised-by date passed without evidence of completion on file, not necessarily that the company confirmed a slip. These include: - the Bitmain S21 purchase and shipments (claims 6568, 6556) - the Black Pearl closing and Oncor collateral (claims 6561, 6567) - the Canaan purchase and prepayment (claims 6016, 6019) - the S21 Pro upgrade and accelerated delivery (claims 6020, 6021) A planned distribution of about 16.1 million shares to preferred equityholders was withdrawn (claim 6333). All other items are 'stated': disclosed facts or terms, not verified outcomes.
Q. What is Black Pearl and why does it matter?
A. Black Pearl is the company's largest disclosed expansion site. Cipher agreed to acquire the lease and assets for about $7M (claim 6565). The site has ERCOT approval for 300 MW of power use (claims 6560, 6569) and a 10-year lease (claim 6559). The company committed to energize at least 135 MW by 2026-05-15 (claims 6563, 6566) and to post $6.3M of collateral with Oncor (claim 6567). That deadline has passed and the record still marks it 'delayed.' Whether the 135 MW was met is one of the most important facts to confirm.
Q. What should a reader watch for next?
A. Four things matter most: - **Black Pearl energization:** confirmation that at least 135 MW was energized after the 2026-05-15 milestone (claim 6563). - **Odessa lease:** it currently runs to July 2027 (claims 12209, 12213), so watch for any renewal or extension with Luminant. - **Miner deliveries:** evidence that the Bitmain S21 Pro (claim 6020) and Canaan (claim 6016) orders were delivered and installed. - **Dilution:** further share sales under the $250M at-the-market program (claim 12303) and the shelf registration (claim 6415).
Q. What are the biggest open questions?
A. 1. **Hardware and site delivery.** Almost every dated promise on record is marked 'delayed,' so it is unclear which miner orders, acquisitions and energization milestones were completed. 2. **Odessa after July 2027.** The flagship 207 MW site is leased with an end date of July 2027 (claims 12209, 12304). What happens to it after that is unresolved. 3. **The WindHQ joint venture.** The current status of the 49% stake (claim 12513) is not shown. 4. **Funding.** It is unclear how much of the expansion is being paid for with new stock versus operating cash flow. 5. **Later strategy shifts.** The claims reviewed here were truncated and run mainly through mid-2024. Any later pivots, such as selling data center capacity to outside customers, are not reflected.
Q. Are there data-quality caveats in this dossier?
A. Yes. All claims came from automated extraction, and their statuses were set in September 2026 rather than confirmed by a human against later filings. Some dollar figures appear mis-scaled, likely millions recorded as units: the Black Pearl lease at '7.0 USD' (claim 6558), the S21 purchase at '24.0 USD' (claim 6555), Oncor collateral at '6.3 USD' (claim 6562) and the shelf at '500.0 USD' (claim 6415). Several claims also duplicate each other, such as claims 12210 and 12214 and claims 12212 and 12215. Treat single figures as pointers to the source filing, not as final numbers.
SUPERSEDED

Frequently asked

2026-09-13
Q. What does Cipher Mining do?
A. Based on the filings on record, Cipher Mining (CIFR) is an industrial-scale bitcoin miner. It buys specialized mining computers (ASIC miners) and runs them at large Texas data centers under long-term power arrangements. Its disclosed sites are Odessa, with 207 MW of power capacity (claim 12304) and power bought from Luminant, and Black Pearl, which has ERCOT approval to draw 300 MW (claims 6560, 6569). It also holds a 49% joint-venture stake in data centers with WindHQ (claim 12306).
Q. What is the company's disclosed strategy?
A. The record shows a strategy of growing hashrate by adding sites and buying newer, more efficient miners, and funding that growth largely by selling stock. On hardware, Cipher disclosed a $24M Bitmain S21 purchase (claims 6555, 6568), about $99.5M of Bitmain T21 miners for 2025 delivery (claim 6405), and a later deal to upgrade 30,364 units to S21 Pro for about $134.3M (claims 6020, 6022). It also bought 6,600 Canaan miners for about $16.4M (claims 6016, 6017), with an option covering up to 160 MW more (claim 6018). On sites, it agreed to acquire the Black Pearl lease for $7M (claim 6565) under a 10-year term (claim 6559). Funding came from a $250M at-the-market stock program (claims 12303, 12307), a shelf registration (claim 6415), and an expanded sales agreement that had about $125.7M of capacity remaining as of Sept 2024 (claim 5807).
Q. Who are Cipher's named customers?
A. None are named. This fits the business model on record: a bitcoin miner earns block rewards and fees from the Bitcoin network rather than from contracted customers. The named parties in the filings are suppliers and partners. They include Luminant and its affiliate (power and the Odessa lease), WindHQ (joint venture), Bitmain and Canaan (miners), Trinity Mining Group (seller of the Black Pearl assets), Oncor (grid connection), and equity sales agents. Readers should not treat any of these as revenue customers.
Q. What has actually been delivered versus only announced?
A. No claim on record has a 'delivered' or verified-complete status. Most claims are 'stated', meaning they are disclosed terms or plans with no completion evidence on file. One item closed according to a filing: the Trinity Mining Group transaction, settled with 2,397,424 shares (claim 6414). Many dated commitments are marked 'delayed'. That label means their deadline passed without confirming evidence in this dossier, not necessarily that the company missed them. Examples include the Bitmain shipment schedule due by mid-2024 (claim 6556), the accelerated S21 Pro deliveries due Oct 2024 (claims 6021, 6022), the Canaan purchase and option (claims 6016 to 6019), and the Oncor $6.3M collateral posting (claim 6567). One item was withdrawn after evidence review: a planned distribution of about 16.1M Cipher shares to preferred equityholders (claim 6333).
Q. What is the status of the Black Pearl site?
A. Black Pearl is the largest growth item on record. Cipher agreed to acquire the lease and assets for $7M (claim 6565) under a 10-year lease (claim 6559). The site has ERCOT approval for 300 MW (claim 6560) and a commitment to energize at least 135 MW by May 15, 2026 (claims 6563, 6566), backed by $6.3M of collateral posted with Oncor (claims 6562, 6567). That energization deadline has passed, and the dossier holds no evidence that 135 MW is actually running. This is the most material unverified commitment.
Q. How much have shareholders been diluted to fund growth?
A. The company has leaned heavily on equity. It set up a $250M at-the-market program in 2023 (claim 12303), filed a shelf registration (claim 6415), and later amended the sales agreement to add more agents (claims 5805, 5806). As of Sept 2024 that agreement still had about $125.7M of capacity and allowed up to roughly 129.7M shares to be issued (claims 5807, 5808). In 2024 the company also reserved 18.5M shares for employee incentives (claim 6145) and disclosed about 9.2M shares sold on the open market from a reserve (claim 6146). Anyone assessing per-share value should track the actual share count.
Q. What should a reader watch for next?
A. 1. Evidence that Black Pearl reached its 135 MW energization minimum (claim 6566) and whether Cipher keeps its $6.3M Oncor collateral. 2. Confirmation that the Bitmain S21 Pro and Canaan miners were delivered and installed (claims 6020, 6016). 3. How much of the remaining ~$125.7M equity capacity was used (claim 5807). 4. What happens to the Odessa lease, which runs to July 2027 (claim 12209), since renewal terms with Luminant decide that site's future.
Q. Where are the biggest open questions?
A. First, coverage: the claims on record stop around September 2024, so this dossier says nothing reliable about the company's current operations or any later change in strategy. Second, completion: nearly every dated commitment is either 'stated' or 'delayed', with none verified as delivered. That makes real hashrate and energized megawatts the central unknowns. Third, the Odessa site depends on a single power counterparty (Luminant) under a lease expiring in 2027 (claim 12213). Fourth, the 2023 target of 80,500 miners by Q3 2023 (claim 12305) has no follow-up evidence on file confirming it was reached.
SUPERSEDED

Frequently asked

2026-09-13
Q. What does Cipher Mining do?
A. Based on the filings on record, Cipher Mining is a Texas-focused bitcoin miner. It operates large power-hungry computing sites and buys specialized mining machines to run in them. Its disclosed footprint includes the Odessa Facility, leased from an affiliate of the power company Luminant (claims 12209, 12215), and the Black Pearl site, which it acquired from Trinity Mining Group (claims 6565, 6414). It also has development sites named Barber Lake, Alborz and Reveille. Its main suppliers are the miner makers Bitmain and Canaan (claims 6405, 6016).
Q. What is its current disclosed strategy?
A. The record shows two strategies running side by side. The first is to grow bitcoin mining by buying new machines and upgrading existing ones. Examples are a Bitmain T21 order of about $99.5M for 2025 delivery (claim 6405), an upgrade of 30,364 units to S21 Pro (claim 6020), and 6,600 Canaan miners (claim 6016). The second, more recent, is to assemble a large power pipeline, disclosed at 3,000 MW in total (claim 5077). That includes a 163 MW Alborz expansion (claim 5094) and an exclusive arrangement with SoftBank over the Barber Lake property (claim 5149). The record we received ends in early 2025, so any later strategy disclosures are not reflected here.
Q. Who are Cipher's named customers?
A. None are named in the claims on record. The named counterparties are suppliers, landlords, utilities and investors, not customers. They are Luminant (power and lease, claims 12210, 12215), Oncor (grid connection, claim 6567), Bitmain and Canaan (hardware), Trinity Mining Group (seller of the Black Pearl interest, claim 6414), and SoftBank. SoftBank made a $50M equity investment (claim 5148) and holds an exclusive arrangement on Barber Lake (claim 5149), but the record does not describe SoftBank as a paying customer. As a mining business, Cipher earns revenue from bitcoin rewards rather than named customers.
Q. What has actually been delivered, versus only announced?
A. No claim on record has been independently verified as fulfilled. The strongest completion evidence is a disclosure dated 2023-12-07 that the Trinity Mining Group purchase agreement closed, with 2,397,424 shares issued (claim 6414). Several items carry a status of 'delayed', including Black Pearl's 135 MW energization (claims 6563, 6566), the Bitmain and Canaan machine orders (claims 6405, 6017, 6022) and the SoftBank investment (claim 5148). Those labels were applied automatically once promised dates passed without confirming evidence in our record. They are not confirmed failures. Some of these items, such as the SoftBank investment, may well have closed on time. One claim was withdrawn after evidence review: a distribution of 16.1M shares to preferred equityholders (claim 6333).
Q. How is Cipher paying for its growth?
A. Largely by selling new shares. It filed a shelf registration, apparently $500M (claim 6415). It also runs an 'at-the-market' program that lets it sell stock gradually into the market. The amended program is apparently sized at $725.7M (claim 5803), with up to 129,688,346 shares issuable (claim 5808) and about $125.7M of capacity remaining as of the 2024-09 filing (claim 5807). SoftBank's $50M private placement adds to that (claim 5148). Shareholders should expect ongoing dilution. Note that claims 6415 and 5803 record only '500.0' and '725.7' USD. The millions scale is inferred, not stated in the claim.
Q. What should I watch for next?
A. Four items. (1) Whether Black Pearl reached its 135 MW minimum energization, which was due by 2026-05-15 (claims 6563, 6566). That date has passed and the claim is flagged delayed. (2) The Odessa lease, which runs only to July 2027 (claims 12209, 12213), so watch for a renewal or relocation. (3) The Reveille site's 70 MW energization target of 2027-06-30 (claim 5076). (4) What comes of the SoftBank Barber Lake exclusivity, originally dated 2025-02-28 (claim 5149), and whether it turns into a signed lease, sale or customer contract.
Q. What are the biggest open questions?
A. (1) How much of the 3,000 MW pipeline (claim 5077) is built and powered, as opposed to sites under development or merely under evaluation. (2) Whether the large machine orders were delivered on schedule (claims 6405, 6020, 6016), since none are confirmed in our record. (3) Whether SoftBank's role goes beyond investor and exclusivity partner. (4) What happens to Odessa after July 2027. (5) How much more stock will be issued. Finally, the claim list supplied for this FAQ cuts off partway through February 2025, so developments after that date are not captured here.
Q. Any caveats about the numbers in this dossier?
A. Yes. All claims came from automated extraction of filings, and some units are inconsistent. The same Bitmain S21 deal appears as '24.0 USD' (claim 6555) and as $24,000,000 (claim 6568). The Black Pearl purchase appears as '7.0 USD' (claim 6558) and as $7,000,000 (claim 6565). The Oncor collateral appears as '6.3 USD' (claim 6562) and as $6,300,000 (claim 6567). In each pair the full-dollar figure is the reliable one. Statuses such as 'delayed' reflect missed dates in our record, not verified outcomes.
SUPERSEDED

Frequently asked

2026-09-13
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that acquires mining hardware and operates data centers. The company announced a flagship facility, Black Pearl, with 300 MW capacity (claim 6560), plus 49% minority ownership stakes (claims 5058, 5060, 5056) in three joint venture mining sites: Bear, Chief, and Alborz, each with 40 MW capacity (claims 5059, 5061, 5057).
Q. What is Cipher Mining's disclosed strategy?
A. Cipher Mining plans to operate a portfolio of mining facilities with a mix of owned and joint-venture properties. Key milestones include energizing Black Pearl's 300 MW substation by mid-2026 (claim 5063) with a 135 MW minimum by May 2026 (claim 6566), along with future sites at Stingray (energization by June 2026, claim 5067) and Reveille (energization by June 2027, claim 5069). Hardware plans include $134.3M in Bitmain S21 Pro miners (claim 6022) and $16.4M in Canaan A1566 miners initially (claim 6017), plus a 160 MW option for additional Canaan hardware with a $5.3M deposit (claims 6018–6019).
Q. Does Cipher Mining have named customers?
A. Cipher Mining is an operator, not a service provider—it mines bitcoin for its own account rather than serving external customers. Major announced backers include SoftBank, which committed to a $50M PIPE investment (claim 5148) and an exclusive arrangement for Barber Lake property (claim 5149).
Q. What has Cipher Mining actually delivered versus announced?
A. Completed actions include director elections (claims 6228, 6227) and various financing agreements (claims 5804–5806). However, major facility and hardware commitments face substantial delays: Black Pearl acquisition was promised by end 2023 (claim 6561, status=delayed); Bitmain miner shipments by mid-2024 (claim 6556, status=delayed); and Black Pearl's 135 MW energization minimum by May 2026 (claim 6566, status=delayed). The SoftBank investment was promised by January 2026 (claim 5148, status=delayed).
Q. What critical milestones should investors monitor next?
A. Black Pearl represents the near-term focus: 135 MW minimum by May 2026 (claim 6566, currently delayed) and full 300 MW substation by mid-2026 (claim 5063). Secondary milestones include Stingray energization by June 2026 (claim 5067, status=delayed), Reveille by June 2027 (claim 5069), and actual deployment of purchased hardware from Bitmain and Canaan.
Q. What are the biggest open questions about Cipher Mining?
A. Can the company execute on revised timelines given significant delays on 2023–2024 commitments? Will the SoftBank $50M investment (claim 5148) and Barber Lake arrangement (claim 5149)—both overdue from early 2026—ultimately close? What is the actual operational mining capacity deployed and what are the real profitability margins relative to hardware and power costs?
SUPERSEDED

Frequently asked

2026-09-12
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that purchases ASIC miners and operates data centers to mine cryptocurrency. The company has announced plans to deploy Bitmain miners (claim 6568) and Canaan miners (claim 6016), with stated hardware capacity of 1.2 EH/s (claim 6557).
Q. What is the company's main facility and strategy?
A. Black Pearl is the flagship facility, a Texas data center with a planned 300 MW ERCOT power approval (claim 6560) and a 10-year lease (claim 6559). The company also operates minority stakes in joint venture facilities: Bear, Chief, and Alborz, each with 40 MW capacity and 49% ownership (claims 5056-5060).
Q. Who are the company's named investors and partners?
A. Trinity Mining Group received stock from Cipher Mining (claim 6414). SoftBank made a $50 million PIPE investment (claim 5148). Luminant is a power purchase partner at 2.7 c/kWh (claim 5055). No end-customer miners or mining pools are explicitly named in disclosed documents.
Q. What major commitments have actually been delivered versus announced?
A. Most major milestones are now marked delayed. The Black Pearl acquisition (claimed for 2023-12-31, claim 6565), Bitmain miner purchases (claimed for 2024-01-01, claim 6568), Canaan miners (claimed for 2024-11-30, claim 6016), and facility energization targets (claimed for 2025-06-30, claim 5063, and 2026-06-30, claim 5067) all remain unfulfilled. It is unclear what mining capacity is actually operational.
Q. What major delays should investors track?
A. Critical pending items include: Black Pearl facility energization of 300 MW (claim 5063, due 2025-06-30, now delayed), Stingray Site energization (claim 5067, due 2026-06-30, now delayed), SoftBank's $50M investment (claim 5148, due 2025-01-30, now delayed), and Canaan miner prepayment completion (claim 6019, due 2024-07-05, now delayed). The pattern of multi-year delays across hardware, financing, and facility commissioning suggests execution risk.
Q. What is the company building beyond mining hardware?
A. Cipher Mining claims to have developed proprietary data center management software (claim 5110), though no customers, deployment status, or revenue impact is disclosed.
SUPERSEDED

Frequently asked

2026-09-11
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that acquires ASIC mining hardware (primarily from Bitmain and Canaan) and operates data center facilities to generate cryptocurrency. They also developed proprietary data center management software (claim 5110).
Q. What is Cipher Mining's main strategy?
A. Their core strategy centers on the Black Pearl facility in Texas: a 10-year data center lease (claim 6559) intended to reach 300 MW of power capacity (claim 6560) and house Bitmain miners at 1.2 EH/s (claim 6557). They are also building a portfolio of 49%-owned joint venture facilities (Bear, Chief, and Alborz, each 40 MW; claims 5056-5060).
Q. Who are Cipher Mining's major partners?
A. Key partners include: Bitmain (miner supplier), Canaan (miner supplier), SoftBank ($50M PIPE investment, claim 5148), Trinity Mining Group (equity partner, claim 6414), Luminant (power supplier via PPA at 2.7¢/kWh, claim 5055), and ERCOT (regulatory approval). No named customers for mining services are disclosed.
Q. What has actually been delivered versus promised?
A. Most major commitments remain unfulfilled. The Black Pearl acquisition was promised by December 2023 (claim 6561) and remains delayed. Bitmain miner delivery was due January 2024 (claim 6568, delayed). The 135 MW Black Pearl energization was promised by May 2026 (claims 6563/6566, both delayed). The SoftBank $50M investment promised January 2025 (claim 5148, delayed 20+ months). Canaan miner purchases and upgrades of existing hardware are also delayed (claims 6016, 6020). Only facility announcements and regulatory filings appear stated without concrete delivery dates.
Q. Why are so many dates slipping?
A. The claims record shows all major timelines as 'delayed' with transitions recorded Sept 2026. Black Pearl facilities (substation and energization) promised for mid-2025 to mid-2026 remain unmet (claims 5063, 5067). SoftBank's exclusive arrangement for Barber Lake was due Feb 2025 (claim 5149, delayed). Root causes—regulatory hurdles, supply chain, financing, or project scope—are not explained in the disclosed claims.
Q. What should we watch for next?
A. Immediate triggers: Black Pearl substation energization (promised June 2026, claim 5063, now overdue); Stingray Site energization (promised June 2026, claim 5067, now overdue); SoftBank investment close and Barber Lake deal (originally Feb 2025, claim 5149); Bitmain S21 Pro miner upgrades (promised Oct 2024, claim 6020); Canaan miner deliveries (promised Nov 2024, claim 6016); and Luminant power purchase agreement execution (stated deadline July 2027, claim 5055).
Q. What are the biggest open questions?
A. Will Black Pearl reach its promised 300 MW capacity or deliver 135 MW first-phase mining (claims 6560, 6563)? Why has the SoftBank $50M investment not closed 20+ months after announcement? What happened to the Trinity Mining Group stock offering ($7M, claim 6564, delayed)? Are the three joint venture facilities (Bear, Chief, Alborz) on track or facing the same delays? Given nearly every 2024 deadline slipped into 2026, what confidence is there in the 2027 Luminant PPA or future energization dates?
SUPERSEDED

Frequently asked

2026-09-11
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that develops and operates data center facilities for cryptocurrency mining. The company purchases mining hardware from suppliers like Bitmain and Canaan and secures power purchase agreements with utilities to support operations.
Q. What is Cipher Mining's disclosed strategy?
A. The company is expanding through multiple facilities: Black Pearl (300 MW ERCOT capacity, claim 6569), three 49%-owned joint ventures (Chief, Bear, Alborz, each 40 MW, claims 5058-5060), plus Stingray and Barber Lake sites. It has also developed proprietary data center management software (claim 5110).
Q. Who are Cipher Mining's named customers?
A. No end-user mining customers are named. Disclosed relationships are with hardware suppliers (Bitmain, Canaan), power utilities (Luminant at 2.7 c/kWh per claim 5055, Oncor), and strategic investors (SoftBank, Trinity Mining Group).
Q. What major announced commitments remain undelivered?
A. Extensive delays are documented: Black Pearl acquisition (promised Dec 2023, claim 6565), ERCOT 300 MW approval (promised Dec 2023, claim 6569), Bitmain miner deliveries (promised Oct-Nov 2024, claims 6020, 6016), Canaan purchase (promised Nov 2024, claim 6016), and Black Pearl substation energization (promised June 2025, claim 5063). All show delayed status as of September 2026.
Q. What is the status of the SoftBank $50M investment?
A. SoftBank committed to a $50M PIPE transaction (claim 5148) promised by January 30, 2025; the Barber Lake exclusive arrangement (claim 5149) was promised by February 28, 2025. Both show delayed status as of September 2026, and 18 months past the promised close date, the deal status is unclear.
Q. What hardware has Cipher Mining committed to purchasing?
A. The company committed to $134.3M in Bitmain S21 Pro miners (claim 6022, promised Oct 2024), optional $121.6M in additional Bitmain miners (claim 6406), 6,600 Canaan A1566 units for $16.4M (claim 6017, promised Nov 2024), and an option for up to 160 MW of additional Canaan capacity (claim 6018, promised June 2025).
Q. What are the biggest open questions?
A. Why have consecutive deadlines missed across acquisitions, regulatory approvals, and hardware deliveries? Has any facility achieved operational mining status or generated revenue? What is the actual status of the SoftBank deal 18 months past promised close? How does the company plan to compete economically given the disclosed hardware costs and no disclosed revenue or operational metrics?
SUPERSEDED

Frequently asked

2026-09-09
Q. What does Cipher Mining do?
A. Bitcoin mining. The company operates data centers with specialized computing equipment (ASIC miners from Bitmain and Canaan) that solve computational puzzles to validate Bitcoin transactions and earn Bitcoin as reward.
Q. What are the company's strategic goals?
A. Expand mining capacity significantly: target 25.2 exahashes per second (EH/s) of total computing power and 23 EH/s company-owned by end-2025 (claims 5043, 5044). Build multiple facilities including Black Pearl in Texas (150 MW capacity, claim 5064), Stingray, Reveille, and operate 49% stakes in Chief and Bear facilities (claims 5060, 5058).
Q. Who are the company's customers?
A. Cipher Mining has no named end customers. The company mines Bitcoin for its own account and for investors. The record names equipment suppliers (Bitmain, Canaan), investors (SoftBank with $50M commitment per claim 5148, and Trinity Mining Group per claim 6414), but not customers.
Q. What has the company actually delivered versus promised?
A. Widespread delays. Black Pearl facility acquisition was promised by end-2023 (claim 6561), now delayed. Power grid approval for 300 MW was promised by end-2023 (claim 6569), now delayed. Multiple equipment purchases promised for 2024-2025 are delayed (claims 6020, 6022, 6016). Most critically: the 2025 capacity and hashrate targets (claims 5043, 5044) are now marked delayed. SoftBank's $50M investment was promised by January 2025 (claim 5148), now delayed.
Q. What are the key items to monitor?
A. Progress on overdue milestones: Black Pearl substation energization promised mid-2025 (claim 5063), Stingray Site energization promised mid-2026 (claim 5067), achievement of 25.2 EH/s target promised end-2025 (claims 5043, 5044). Also track closure of the SoftBank investment (claim 5148) and delivery of ordered Bitmain and Canaan equipment.
Q. What pattern of delays is concerning?
A. Many major commitments spanning 2023-2025 are now overdue: Black Pearl facility (late 2023), equipment deliveries (2024-2025), 2025 capacity guidance, and SoftBank investment (early 2025). This suggests systematic execution challenges rather than isolated setbacks.
Q. Are there any commitments appearing on track?
A. Yes. Reveille Site energization remains stated with a mid-2027 deadline (claim 5069). Chief and Bear facility partnerships with 49% ownership stakes remain stated (claims 5060, 5058). WindHQ Joint Venture is also stated (claim 5071).
SUPERSEDED

Frequently asked

2026-09-09
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that owns mining facilities and purchases specialized computing hardware (ASIC miners) to generate cryptocurrency. The company operates the Black Pearl facility in Texas and manages capacity through joint ventures including 49% stakes in the Bear (40 MW) and Chief (40 MW) facilities (claims 5058-5061).
Q. What is Cipher Mining's current growth strategy?
A. The company is expanding through three channels: (1) building new facilities—Black Pearl with claimed 300 MW ERCOT approval (claim 6560), Stingray targeting June 2026 energization (claim 5067), and Reveille targeting June 2027 (claim 5069); (2) purchasing large volumes of ASIC miners from Bitmain and Canaan; and (3) raising capital through a claimed $50M SoftBank investment (claim 5148) and controlled equity offerings.
Q. Who are Cipher Mining's customers?
A. Cipher Mining is not a mining-service provider—it mines bitcoin for its own account. The disclosed relationships are with hardware suppliers (Bitmain, Canaan), investors (Trinity Mining Group, SoftBank), and joint-venture partners. No customers for mining services are named in the disclosure record.
Q. What has Cipher Mining actually delivered versus announced?
A. Most infrastructure targets are delayed. Black Pearl's claimed 135 MW minimum energization was promised by May 2026 (claim 6566)—now delayed. ERCOT's 300 MW approval was promised December 2023 (claim 6569)—now delayed. A $24M Bitmain miner purchase promised January 2024 (claim 6568) is delayed. A $99.5M Bitmain T21 purchase promised April 2025 delivery (claim 6405) is delayed. Completed items include director elections and equity offering agreements, but mining infrastructure consistently misses deadlines.
Q. What are the biggest unknowns?
A. Why have so many facility and miner deadlines slipped across different suppliers and sites? Will the company achieve its claimed 23-25.2 EH/s hashrate targets by end-2025 (claims 5043-5044)—both currently delayed? Did the claimed $50M SoftBank investment (claim 5148, promised January 2025) actually close? What is the status of the Barber Lake property arrangement (claim 5149, promised February 2025)?
Q. What should investors watch for next?
A. Monitor whether Stingray energization actually occurs by June 2026 (claim 5067) and Reveille by June 2027 (claim 5069)—early delays suggest later misses. Track progress toward 2025 hashrate targets (claims 5043-5044). Watch the Black Pearl substation energization promised June 2025 (claim 5063). Confirm whether the SoftBank and Barber Lake deals closed (claims 5148-5149).
SUPERSEDED

Frequently asked

2026-09-09
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that operates data center facilities and purchases ASIC mining hardware to mine bitcoin. The company owns or operates multiple facilities including Black Pearl, Stingray, and joint ventures in Chief, Bear, and Alborz with capacities ranging from 40-150 MW (claims 5057-5064).
Q. What is Cipher Mining's disclosed growth strategy?
A. The company focuses on acquiring bitcoin mining facilities with committed power supply. Key partnerships include a $50 million equity investment from SoftBank (claim 5148), 49% ownership stakes in joint ventures (claims 5056-5060), and a power purchase agreement with Luminant at 2.7 c/kWh through July 2027 (claim 5055).
Q. Who are Cipher Mining's customers and partners?
A. Named partners include SoftBank (equity investor, claim 5148), Trinity Mining Group (equity partner, claim 6414), Luminant (power supplier, claim 5055), and hardware suppliers Bitmain and Canaan. The company has not disclosed any bitcoin customers or mining offtake agreements in its public filings.
Q. What has Cipher Mining delivered versus announced?
A. Most major projects have been significantly delayed. Black Pearl acquisition was promised by 12/31/23 (claim 6561 - delayed); ERCOT approval for 300 MW by 12/31/23 (claim 6569 - delayed); Bitmain hardware upgrades by 10/31/24 (claim 6020 - delayed); Canaan purchases by 11/30/24 (claim 6016 - delayed). SoftBank's $50M investment promised by 1/30/25 also remains delayed (claim 5148).
Q. What should investors monitor next?
A. Stingray Site energization was promised by 6/30/26 but appears delayed as of 9/9/26 (claim 5067). Black Pearl substation energization (300 MW) was promised by 6/30/25 and is now overdue (claim 5063). Key milestones include actual power deployment at announced facilities, hardware installation progress, and completion of the SoftBank investment (claim 5148).
Q. What are the major capital commitments Cipher has made?
A. The company has committed to large hardware purchases including Bitmain S21 Pro miners for $134.3 million (claim 6022), Bitmain T21 miners for $99.5 million (claim 6405), and Canaan A1566 miners for $16.4 million (claim 6017). It also acquired Black Pearl facility for $7 million (claim 6565). Total disclosed hardware and facility commitments exceed $250 million.
Q. What are the biggest unresolved questions?
A. Why have facility delivery timelines consistently slipped by 6-24+ months? What is the actual mining hashrate currently operational versus announced capacity? Has the SoftBank $50M investment closed given it was promised by 1/30/25 (claim 5148)? Why has the company not disclosed bitcoin customers or revenue contracts? What is the company's cash runway given these large undelivered commitments?
SUPERSEDED

Frequently asked

2026-09-08
Q. What does Cipher Mining do?
A. Cipher Mining is a Bitcoin mining company. It purchases specialized computing equipment (ASIC miners) and operates data center facilities in Texas to mine Bitcoin using electricity to run computers that solve cryptographic puzzles to earn newly created Bitcoin.
Q. What is Cipher Mining's disclosed business strategy?
A. The company aims to build large-scale mining facilities with access to cheap electricity. Current strategy: (1) operate Black Pearl data center (announced Nov 2023 for 135 MW capacity per claim 6563), (2) energize Stingray Site (promised June 2026 per claim 5067), (3) hold 49% ownership stakes in three facilities—Alborz, Bear, Chief—each 40 MW capacity, (4) deploy Bitmain and Canaan ASIC miners to reach 1.2 EH/s hashrate (claim 6557), (5) secure long-term power agreements including Luminant at 2.7 c/kWh through July 2027 (claim 5055).
Q. Who are Cipher Mining's named partners and investors?
A. SoftBank committed $50 million via PIPE investment in January 2025 (claim 5148, status: delayed). Trinity Mining Group participated in a stock purchase agreement. Equipment suppliers are Bitmain and Canaan with hundreds of millions in committed miner purchases. Cipher holds 49% ownership stakes in Alborz, Bear, and Chief facilities with unnamed partners. Power regulators include ERCOT (300 MW approval per claim 6569) and supplier Luminant Energy.
Q. What has been delivered versus what was promised?
A. Almost nothing on schedule as of September 2026. Black Pearl acquisition (announced Nov 2023) promised to close by Dec 2023 but remains incomplete (claim 6561). Over $250M in ASIC miner purchases announced 2023-2024—including $134M Bitmain S21 Pro (claim 6022) and $16.4M Canaan A1566 (claim 6017)—have not been delivered despite promised 2024 dates. SoftBank's $50M investment promised by Jan 30, 2025 is delayed 18+ months. Black Pearl's 135 MW energization promised by May 2026 is delayed (claim 6563). No public disclosure of actual operating hashrate or mining revenue.
Q. What are the major red flags?
A. Cipher exhibits a pervasive pattern of severe execution delays across all major milestones. Critical concerns: (1) Is Black Pearl even operational or entirely unrealized? (2) Why is SoftBank's $50M commitment delayed 18+ months? (3) Were $250M+ in miner purchases actually ordered or are they vaporware? (4) No public disclosure of actual operating hashrate, revenue, or profitability—is the company generating any Bitcoin? (5) A proposed 16.1M share distribution to preferred holders was withdrawn (claim 6333), suggesting financial or governance stress. (6) How is the company sustaining operations if most financing milestones are delayed?
Q. What should observers monitor next?
A. Critical milestones to track: (1) Black Pearl or Stingray energization announcements (both promised by June 2026); (2) SoftBank deal close or public cancellation; (3) SEC filings (10-K, 10-Q) disclosing actual hashrate, revenue, and monthly cash burn; (4) Actual delivery of miner shipments from Bitmain or Canaan; (5) Any revised timelines or new delay announcements; (6) Activation of the Luminant power agreement (2.7 c/kWh through July 2027, claim 5055); (7) Public disclosure of facility energization percentages or operating capacity as of late 2026.
SUPERSEDED

Frequently asked

2026-09-08
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that purchases ASIC mining hardware and operates data center facilities. In November 2023, it announced a flagship facility called Black Pearl and $24 million in Bitmain equipment purchases (claims 6565, 6568).
Q. What is Black Pearl and has it been built?
A. Black Pearl is Cipher's flagship mining facility announced in November 2023 with a 10-year lease and $7M acquisition cost (claims 6565, 6559). It was supposed to close by December 2023 and energize at least 135 MW by May 2026—both dates have passed without announced completion (claims 6561, 6566). Its operational status as of September 2026 is unclear.
Q. How much mining equipment has Cipher ordered and where is it?
A. Cipher announced approximately $240 million in equipment purchases: $24M in Bitmain S21 miners (claim 6568), $99M in Bitmain T21 miners by April 2025 (claim 6405), and $16.4M in 6,600 Canaan A1566 miners by November 2024 (claim 6017). Promised delivery dates have all passed and are marked as delayed.
Q. Who is Cipher Mining's customer base?
A. Cipher has not disclosed named customers for its mining output. The company announced three joint ventures (Alborz, Bear, and Chief facilities) with 49% ownership stakes (claims 5056-5061), but partner names are not disclosed. Luminant is the power supplier at 2.7¢/kWh (claim 5055).
Q. Why are Cipher's major milestones delayed?
A. Critical dates have been missed: Black Pearl facility closing (promised December 2023, claim 6561), Black Pearl 135 MW energization (promised May 2026, claim 6566), Stingray Site energization (promised June 2026, claim 5067), and a $50M SoftBank investment (promised January 30 2025, claim 5148). No public explanation for delays has been provided.
Q. What is the status of the SoftBank investment?
A. Cipher announced a $50M SoftBank PIPE equity investment (claim 5148) and exclusive Barber Lake property arrangement (claim 5149), both promised by February 2025. Both milestones are now over a year overdue as of September 2026, raising questions about the investment's actual status and Cipher's access to capital.
Q. What is the key risk for evaluating this company?
A. Bitcoin mining requires operational facilities to generate revenue. Cipher missed its December 2023 facility closing deadline and its May 2026 energization deadline for Black Pearl. With approximately $240M in announced equipment purchases but most deliveries delayed, the company cannot yet produce mining revenue at scale. Third-party funding critical to growth also appears stalled.
SUPERSEDED

Frequently asked

2026-09-06
Q. What does Cipher Mining do?
A. Cipher Mining operates Bitcoin mining facilities in Texas. The company purchases specialized ASIC mining hardware (Bitmain and Canaan miners) and uses them to validate blockchain transactions, earning Bitcoin as revenue.
Q. What is Cipher Mining's announced growth strategy?
A. The company announced a portfolio and pipeline totaling 3,000 MW of capacity (claim 5077) across multiple Texas facilities: Black Pearl (150 MW initial phase, claim 5074), Stingray (100 MW, claim 5075), Reveille (70 MW, claim 5076), and Barber Lake (300 MW approval, claim 5065).
Q. Who funds Cipher Mining?
A. SoftBank committed $50 million in equity investment via a PIPE transaction promised by 2025-01-30 (claim 5148, status delayed). Earlier funding came from Trinity Mining Group equity. The company also accessed capital markets through controlled equity offering agreements with multiple agents (claim 5804).
Q. What has actually been built versus what was announced?
A. Black Pearl's first 150 MW phase is stated as active (claim 5074), but the major expansion has not materialized. The company missed a 477 MW deployment target for year-end 2025 (claim 5072, delayed). Bitmain and Canaan hardware purchases totaling over $200 million announced in 2024 remain delayed (claims 6568, 6022, 6016).
Q. What are the major disclosed delays?
A. Black Pearl substation energization promised June 2025 is delayed (claim 5073). Stingray site energization promised June 2026 is delayed (claim 5075). SoftBank's $50M investment promised January 2025 is delayed (claim 5148). Hardware deliveries from both Bitmain and Canaan have missed 2024-2025 dates (claims 6568, 6020, 6016).
Q. Does Cipher Mining have regulatory approvals?
A. Yes: ERCOT interconnection approvals exist for Black Pearl (300 MW, claim 5062), Stingray (100 MW, claim 5049), Reveille (70 MW, claim 5050), and Barber Lake (300 MW, claim 5065). Regulatory approval does not guarantee facilities will be built or completed on schedule.
Q. What are the biggest open questions?
A. Will Cipher Mining complete its announced facilities on a new timeline? Will the SoftBank investment close? What is the company's actual Bitcoin mining output and profitability? Why has every major 2024-2025 milestone been delayed? Investors should monitor facility energization progress and hardware delivery status.
SUPERSEDED

Frequently asked

2026-09-06
Q. What does Cipher Mining do?
A. Cipher Mining is a Bitcoin mining company that acquires ASIC mining hardware and operates data center facilities to mine Bitcoin. It purchases hardware from manufacturers like Bitmain and Canaan, then deploys these miners at leased data center sites in Texas.
Q. What mining facilities is Cipher building or planning to build?
A. Cipher has announced four primary facilities: Black Pearl (300 MW ERCOT approval, claim 6560), Barber Lake (300 MW, claim 5047), Stingray (100 MW, claim 5049), and Reveille (70 MW, claim 5050). The company also acquired purchase options for three additional sites totaling 500 MW (claim 5045), for a combined disclosed pipeline of ~770 MW.
Q. Does Cipher Mining have named customers?
A. No. Cipher is a mining operator, not a service provider. It mines Bitcoin directly rather than providing mining services to customers. The company itself is the operator and beneficiary of the mined cryptocurrency.
Q. What hardware has Cipher actually received versus what it promised?
A. Multiple hardware orders are delayed. Bitmain miner shipments were promised by June 2024 but remain delayed (claim 6556); a $24M Bitmain purchase was promised by January 2024 but is delayed (claim 6568); 6,600 Canaan miners were promised by November 2024 but are delayed (claim 6016); and an upgrade of 30,364 Bitmain miners from T21 to S21 Pro was promised by October 2024 but is delayed (claim 6020). The company has not disclosed actual equipment received.
Q. What is the status of Black Pearl, Cipher's flagship facility?
A. Black Pearl acquisition closing was promised by December 2023 but remains delayed (claim 6561). The 135 MW energization was promised by May 2026 but is delayed (claim 6563). Substation energization was promised by June 2025 but is delayed (claim 5083). The facility has 300 MW ERCOT approval in principle (claim 6560).
Q. What happened to the SoftBank investment?
A. Cipher announced a $50M PIPE investment from SoftBank promised by January 30, 2025, but this remains delayed (claim 5148). An exclusive arrangement with SoftBank for the Barber Lake property was promised by February 28, 2025, but is also delayed (claim 5149). The status of this capital is unclear.
Q. Why the pattern of delays across hardware orders and facility timelines?
A. Cipher has not disclosed the root causes of consistent delays spanning hardware delivery (Bitmain, Canaan), facility acquisitions (Black Pearl), energization (multiple sites), and partner commitments (SoftBank). Whether delays stem from supply chain constraints, financing challenges, regulatory obstacles, or operational issues remains unclear from disclosed claims.
SUPERSEDED

Frequently asked

2026-09-05
Q. What does Cipher Mining do?
A. Cipher Mining is a bitcoin mining company that operates cryptocurrency mining facilities, purchases and deploys ASIC mining hardware, and manages power infrastructure. The company leases data centers and operates multiple mining sites.
Q. What are the company's main disclosed facilities?
A. Black Pearl is the flagship facility (data center lease and assets acquired for $7M per claim 6565). The company also operates or plans Stingray (energization target June 2026), Reveille (energization target June 2027), and Barber Lake sites. Black Pearl was promised 300 MW ERCOT power approval (claim 6560) and 135 MW minimum energization by May 2026 (claim 6566)—both now delayed.
Q. What hardware has the company committed to buying?
A. Bitmain Antminer S21/S21 Pro: 24M units at $24 each (claims 6555, 6568) plus upgrade to 30,364 S21 Pro units for $134.3M (claim 6022). Canaan A1566: 6,600 miners for $16.4M (claims 6016–6017) with an option for up to 160 MW additional capacity by June 2025 (claim 6018). Most hardware purchases are delayed from 2024–2025 timelines.
Q. Who are the company's disclosed partners and investors?
A. Trinity Mining Group received a $7M stock offering (claim 6564). SoftBank committed $50M equity investment via PIPE in January 2025 (claim 5148) and holds an exclusive arrangement on Barber Lake property (promised closure by February 2025, now delayed per claim 5149). WindHQ is a joint venture partner for wind-powered mining (claim 5071).
Q. What commitments has the company missed?
A. Nearly all material commitments since November 2023 are delayed as of September 2026: Black Pearl acquisition closing (claim 6561), Oncor collateral deposit (claim 6567), all hardware shipments and purchases (claims 6556, 6568, 6022), Bitmain miner delivery acceleration (claim 6021), and Barber Lake closing with SoftBank (claim 5149). The company also withdrew a planned distribution of 16.1M shares to preferred equityholders originally due January 25, 2024 (claim 6333).
Q. What did the company promise for 2025?
A. By December 31, 2025, Cipher Mining committed to: 477 MW total electrical capacity (claim 5089), 25.2 EH/s aggregate hashrate (claim 5090), and 23 EH/s company-owned hashrate (claim 5091). As of September 2026, all three targets are marked delayed.
Q. Has any hardware actually been deployed or energized?
A. The disclosure record does not indicate actual deployment. Every facility energization and hardware delivery commitment since 2023 shows delayed status. There is no evidence of operational capacity being achieved at the promised timelines.
Q. What's the biggest open question?
A. Whether the company has actually deployed mining hardware and energized any facilities as promised. The consistent delay across *every* material commitment—from 2023–2026—raises fundamental questions about execution capability, capital constraints, permitting/regulatory barriers, or the viability of the underlying business plan.
SUPERSEDED

Frequently asked

2026-09-05
Q. What does Cipher Mining do?
A. Cipher Mining is a Bitcoin mining company operating data center facilities in Texas. As of February 2025, it had 15.7 EH/s of aggregate operational capacity, with 13.5 EH/s company-owned (claims 5087, 5088). The company's largest facility is Odessa with 11.3 EH/s capacity (claim 5092).
Q. What is Cipher Mining's expansion strategy?
A. The company is building a portfolio of facilities in Texas's ERCOT region with regulatory approvals for Black Pearl (300 MW), Barber Lake (300 MW), Stingray (100 MW), and Reveille (70 MW) (claims 5062, 5065, 5066, 5068). It holds option rights for three sites with 500 MW aggregate capacity and options for three additional sites with 500 MW capacity (claims 5070, 5079). The company formed a 49% joint venture with WindHQ to supply power from Alborz Astra Wind Farm (claims 5105, 5106).
Q. Who are Cipher Mining's customers?
A. Cipher Mining does not disclose named customers. The company is a mining operator that mines Bitcoin for itself rather than providing mining services or equipment to others.
Q. What major equipment and capital commitments has Cipher Mining announced?
A. The company announced $99.5M for Bitmain Antminer T21 miners with 2025 delivery (claim 6405), $16.4M for 6,600 Canaan A1566 miners (claim 6017), and $134.3M for Bitmain S21 Pro miners (claim 6022). It also received a $50M PIPE investment from SoftBank announced in January 2025 (claim 5148).
Q. What delays has Cipher Mining experienced?
A. Multiple targets have slipped significantly. The Black Pearl facility closure, promised by December 2023, is delayed (claim 6561). ERCOT approval for Black Pearl is delayed (claim 6569). Canaan miner delivery promised by November 2024 is delayed (claims 6016, 6017). Bitmain S21 Pro upgrades promised by October 2024 are delayed (claim 6020). Black Pearl energization commitment of 135 MW promised by May 2026 is delayed (claims 6563, 6566). The SoftBank $50M investment is delayed from its January 2025 target (claim 5148).
Q. What regulatory approvals has Cipher Mining secured?
A. The company holds ERCOT interconnection approvals for Black Pearl (300 MW), Barber Lake (300 MW), Stingray (100 MW), and Reveille (70 MW) (claims 5062, 5065, 5066, 5068). However, earlier promised timelines for regulatory milestones were delayed.
Q. What are the key uncertainties about Cipher Mining?
A. The company has a documented pattern of missed deadlines: facility acquisitions promised by late 2023 remain incomplete, equipment deliveries promised through 2024-2025 are delayed, and capital commitments have slipped. Major questions include: whether announced facilities are actually operational, whether delayed equipment orders were ultimately delivered, the status of the SoftBank investment, and why the company's track record shows such consistent delays between announced and actual timelines.
SUPERSEDED

Frequently asked

2026-09-05
Q. What is Cipher Mining?
A. Cipher Mining is a publicly-traded bitcoin mining company that purchases ASIC mining hardware and operates data centers in Texas. The company targets a portfolio capacity of 3,000 MW (claim 5038).
Q. What mining facilities has Cipher announced?
A. Cipher announced four primary mining sites: Black Pearl (150 MW first phase, claim 5037), Odessa (207 MW, claim 5054), Stingray (100 MW by June 2026, claim 5040), and Reveille (70 MW by June 2027, claim 5041). Black Pearl's acquisition closing was promised by December 2023 but remains delayed (claim 6561).
Q. What mining hardware has Cipher purchased?
A. Cipher committed to $134.3M in Bitmain S21 Pro miners (claim 6022, promised October 2024, delayed) and $99.5M in Bitmain T21 miners (claim 6405, promised April 2025, delayed). It also agreed to purchase 6,600 Canaan A1566 miners for $16.4M (claim 6017, promised November 2024, delayed). Deliveries are significantly overdue.
Q. What is SoftBank's involvement?
A. SoftBank committed $50M in equity investment via PIPE transaction (claim 5148, promised by January 30, 2025, delayed) and has an exclusive arrangement for the Barber Lake property (claim 5149, promised by February 28, 2025, delayed).
Q. What power costs has Cipher locked in?
A. Cipher signed a power purchase agreement with Luminant at 2.7 cents per kWh through July 2027 (claims 5046, 5055), which is critical to mining profitability given electricity's dominance in mining economics.
Q. What has been delivered versus promised?
A. Most major milestones are delayed: Black Pearl acquisition (promised December 2023, claim 6561), miner deliveries (2024-2025 dates, all delayed), facility energization (Black Pearl substation promised June 2025, claim 5039, delayed), and SoftBank investment (promised January 2025, claim 5148). The company has not announced achieving 150 MW deployment by end-2025 (claim 5053).
Q. Who are Cipher's customers?
A. The disclosed record does not name any bitcoin mining customers or mining partnerships. Named relationships are with equipment suppliers (Bitmain, Canaan), capital providers (SoftBank, Trinity Mining Group), and power companies (Luminant, Oncor Electric).
Q. What are the key open questions?
A. Will Black Pearl achieve energization and revenue-generating operations? Has the SoftBank investment actually closed? Will equipment orders be delivered? What is Cipher's actual deployed hashrate and monthly mining output? Will the company meet its stated facility expansion targets?
SUPERSEDED

Frequently asked

2026-09-05
Q. What does Cipher Mining do?
A. Cipher Mining acquires and operates bitcoin mining hardware at data center facilities. It has purchase agreements for ASIC miners from Bitmain and Canaan (claims 6555, 6405, 6016) and is developing four major facilities in Texas (Black Pearl, Barber Lake, Stingray, and Reveille) with combined regulatory approvals for 770 MW of power capacity (claims 5062, 5065, 5066, 5068).
Q. What is the company's current disclosed strategy?
A. Cipher Mining is expanding mining capacity through phased development of data center facilities in Texas, backed by equity financing and strategic partnerships. The company announced a $50 million equity investment from SoftBank in January 2025 (claim 5148) and has been conducting controlled equity offerings to raise capital for equipment purchases and facility development (claims 5804, 5803).
Q. Who are Cipher Mining's named customers?
A. Cipher Mining is a bitcoin mining operator, not a mining services provider. It mines Bitcoin directly for its own account; there are no named third-party customers in the disclosed record.
Q. What has actually been delivered versus announced?
A. The dossier does not confirm operational deployment of mining hardware. Most equipment delivery milestones from 2023-2024 are marked delayed as of September 2026, including $24 million in Bitmain miner purchases (claim 6568 promised by 2024-01-01), $99.5 million in T21 miners (claim 6405 promised by 2025-04-01), and 6,600 Canaan miners (claim 6016 promised by 2024-11-30). Facility energization remains incomplete: Black Pearl targeted June 2025 (claim 5083), Stingray June 2026 (claim 5084), Reveille June 2027 (claim 5085).
Q. What major financing has been announced and what is its status?
A. The company announced a $50 million SoftBank PIPE investment promised for January 2025 (claim 5148, status: delayed). Earlier commitments from 2023—including a $7 million Trinity Mining Group stock offering (claim 6564) and $6.3 million Oncor collateral deposits (claims 6562, 6567)—are also marked delayed. The company has conducted multiple rounds of controlled equity offerings (claims 5804, 5806) but total capital deployment remains unclear.
Q. What are the biggest red flags?
A. Nearly all material milestones from 2023 through early 2025 are marked delayed as of September 2026, suggesting systematic execution challenges or fundamental obstacles. The $50 million SoftBank investment promised for January 2025 is incomplete 8+ months later. Most critically, the dossier does not confirm that mining operations have commenced despite over two years of equipment purchase and facility acquisition announcements.
Q. What should diligence teams watch for next?
A. Confirmation that mining hardware has been deployed and operations are generating revenue; closure of the delayed SoftBank equity transaction; actual facility energization dates and operational hashrate disclosures; whether the pattern of missed deadlines continues; and any disclosure of current mining output, equipment in place, or concrete facility construction status.
SUPERSEDED

Frequently asked

2026-09-02
Q. What does Cipher Mining do?
A. Cipher Mining has pivoted from Bitcoin mining to leasing high-performance computing (HPC) data center capacity to enterprise customers (claim 1068, 1909). It operates multiple facilities: Black Pearl (300 MW capacity, claim 55), Odessa (207 MW bitcoin mining capacity, claim 54), and is building Stingray in Andrews, Texas (claim 194).
Q. Who are Cipher Mining's named customers?
A. Only one customer is named: Fluidstack, which is leasing the Barber Lake facility (claims 57, 1845). Black Pearl facility is generating rental income but the tenant is not named (claim 1067). The company has not disclosed its customer concentration or pipeline publicly.
Q. What revenue has actually been delivered?
A. Q2 2026 revenue was $24.8 million (claim 1682). Black Pearl facility came online ahead of schedule and is generating rental income (claims 1066, 1067). Beyond that, forward-looking claims are unverified or delayed.
Q. What major claims remain unverified or delayed?
A. The Barber Lake facility for Fluidstack was promised by 2026-09-01 but is marked not_yet_verifiable (claim 1845). The $810M Senior Secured Notes offering was delayed from 2026-06-15 (claim 207). Two board transitions were promised by 2026-06-02 but remain delayed: Holly Morrow Evans' director departure (claim 2060) and board size reduction (claim 2063).
Q. What is Cipher Mining's debt and financial structure?
A. Total corporate and project debt is $6.0 billion (claim 1906). The company has a $3.0 billion minimum market capitalization covenant (claim 2227) and quarterly interest expense of $67.0 million (claim 1907). Financing includes $1.3 billion in 2031 convertible notes (claim 61), $172.5 million in 2030 convertible notes (claim 60), and $810 million in senior secured notes (claim 192).
Q. What should investors watch for next?
A. Completion and revenue contribution from the Barber Lake facility (originally promised by 2026-09-01, now unverified). Stingray facility build-out in Texas. Completion of delayed board governance transitions (claims 2060, 2063). Whether Black Pearl's early delivery and rental income can scale, and actual customer additions beyond Fluidstack.
Q. What are the biggest open questions?
A. Customer concentration risk—only Fluidstack is named as a customer. Whether $6 billion in debt can be serviced from data center revenue. Timing and completion of the Barber Lake facility, now overdue. Clarity on whether the $3 billion market cap covenant will hold given current equity market conditions.

whats_missing

SUPERSEDED

What we aren't being told

2026-10-19

On 2021-05-18 the company disclosed a 200 MW hosting contract with Standard Power and an option for 100 MW more, cited as claims #14616 and #14617. What has not been said is where the hosted capacity sits, including the physical site and the utility or interconnection point. The filings also leave out the contract term and the per-kWh or per-MW pricing, and whether the 100 MW option was ever exercised, allowed to lapse, or renegotiated.

On 2021-07-11 the company disclosed a 110 MW initial WindHQ power supply arrangement due by 2022-12-31, cited as claim #14547, which remains not verifiable. It also set a 910 MW total mining power target for 2026-12-31, cited as claim #14549. What has not been said is how many of those megawatts are energized today, at which named sites, and at what contracted power price. It is also unclear whether the 910 MW figure means contracted interconnection capacity, nameplate power, or power actually consumed by deployed miners, and the deadline is about ten weeks away.

On 2021-05-13 and 2021-07-08 the company disclosed that Bitfury Top HoldCo would own 77.66% of the combined company and commit a $50 million private placement, cited as claims #14625, #14554, #14552, #14623 and #20789. What has not been said is the full set of related-party commercial terms between Cipher and its controlling shareholder, such as miner procurement, hosting or services agreements. Nor has the company said how pricing on those contracts compares with arm's-length market rates.

On 2021-05-13 the company disclosed a $375 million PIPE as part of a $2 billion merger valuation that required at least $400 million of closing cash, cited as claims #14622, #14663, #14566 and #14624. What has not been said is who the PIPE investors are, what redemption rate the GWAC public holders actually ran, and how much cash was delivered at closing net of the $7.65 million I-Bankers marketing fee, cited as claim #20792, and other transaction costs.

On 2021-05-06 the company disclosed an equity incentive plan, post-merger board composition and retention of Cipher management, cited as claims #14667, #14665 and #14666. Claims #14575 and #14576, dated 2021-06-13, are still not verifiable. What has not been said is the size of the incentive plan share reserve, the names of the directors and executives retained, and the grant values or vesting terms awarded to them at closing.

On 2021-05-06 the company disclosed a material weakness in disclosure controls as of December 31, 2020, a planned improvement to accounting processes, and a reclassification of warrants as liabilities, cited as claims #14657, #14659 and #14658. On 2021-02-16 it disclosed that 750,000 founder shares would be donated to nonprofits, cited as claim #20791. What has not been said is when the material weakness was formally remediated, which nonprofits received the founder shares, and when those shares were actually transferred.

SUPERSEDED

What we aren't being told

2026-10-17

The company disclosed a Standard Power hosting contract for 200 MW on 2021-05-18 and again on 2021-07-11, cited as claims #14616 and #14545, plus an option for an additional 100 MW, cited as claim #14617. What has not been said is where these facilities are located, when the capacity will be energized, the contract term, and the hosting rate per kWh. Without those, a reader cannot tell whether the 200 MW is committed, contingent, or merely contracted, or what triggers the 100 MW option.

The company disclosed WindHQ power supply agreements of 110 MW, due by 2022-12-31, and 500 MW, due by 2026-12-31, on 2021-07-11, cited as claims #14547 and #14548. What has not been said is the site address, the ERCOT node or interconnection agreement behind the power, the contracted price, or how much of the initial 110 MW was actually delivered. Claim #14547 remains not_yet_verifiable well past its deadline, and with the 500 MW deadline ten weeks away, how much of that capacity is energized today?

The company disclosed a $50 million Bitfury private placement on 2021-05-13, 2021-06-14 and 2021-07-08, cited as claims #14623, #20789, #14565 and #14552. It also disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company, cited as claims #14554 and #14625. What has not been said is whether Bitfury is also a supplier of miners, hosting or services to Cipher, and on what terms. For a controlling shareholder, the related-party agreements, and how the board described in claims #14665 and #14575 handles conflicts with Bitfury, are the obvious missing disclosures.

The company disclosed a $400 million minimum cash condition at closing on 2021-05-13 and 2021-06-13, cited as claims #14624, #14577 and #14566. That condition sits against a $375 million PIPE, the $50 million Bitfury commitment and roughly $170 million in trust, cited as claims #14622, #14623 and #20790. What has not been said is the actual redemption rate from the trust and the cash Cipher actually received at close, net of the $7.65 million I-Bankers marketing fee cited as claim #20792. The share figures also need reconciling: the exchange ratio is given as 400,000 shares in claim #14621 but 200,000,000 shares in claims #14550 and #14574, against a $2 billion valuation in claim #14663.

The company disclosed on 2021-06-13 that the sponsor and related parties held 13.5 percent, cited as claim #14568. It then disclosed a post-merger sponsor stake of only 0.29 percent, cited as claim #14628, alongside a pledge to donate 750,000 founder shares to nonprofits, cited as claim #20791. What has not been said is how the sponsor's stake fell so far, which nonprofits received the shares, and whether the donation was ever completed.

The company disclosed a material weakness in disclosure controls as of December 31, 2020, cited as claim #14657, along with a warrant reclassification and a remediation plan, cited as claims #14658 and #14659. It also disclosed the adoption of an equity incentive plan, cited as claim #14667. What has not been said is whether the weakness has been formally remediated, and how large the incentive plan's share reserve is relative to the 200 million share exchange. A first-year analyst would ask both on the next call.

SUPERSEDED

What we aren't being told

2026-10-17

The company disclosed a Standard Power hosting contract for 200 MW on 2021-05-18, cited as claim #14616 and restated as claim #14545, plus an option for an additional 100 MW, cited as claim #14617. What has not been said is where the hosted capacity physically sits, what the hosting rate per kWh or per MW-month is, how long the contract runs, and what the strike terms, exercise deadline and energization schedule are for the 100 MW option.

The company disclosed a WindHQ initial power supply agreement of 110 MW due by 2022-12-31, cited as claim #14547, and an expanded 500 MW agreement running to 2026-12-31, cited as claim #14548. What has not been said is which sites or interconnection points these megawatts attach to, whether the figures are contracted power supply or energized mining load, and what the fixed or indexed price per MWh is. The 110 MW deadline has passed and its status is still not verifiable on the record, so the obvious follow-up is how many of those megawatts were actually energized and when.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company, cited as claims #14554 and #14625, and would also subscribe $50 million in a private placement, cited as claims #14623, #14552, #14565 and #20789. What has not been said is which commercial agreements run between Cipher and its controlling shareholder, such as hardware procurement, mining services, or shared personnel, along with their pricing and term. The post-merger board composition, cited as claims #14665 and #14575, was announced without naming which directors are Bitfury designees and which are independent.

The company disclosed a $375 million PIPE subscription, cited as claims #14622, #14564 and #14551, against a $400 million minimum closing cash condition, cited as claims #14577 and #14566, and roughly $400 million of available cash at closing, cited as claim #14624. What has not been said is who the PIPE investors are, what level of GWAC public stockholder redemptions occurred, and what cash was actually delivered at closing. The record also omits how the $2 billion merger valuation, cited as claim #14663, was derived given no operating capacity at signing.

The company disclosed adoption of an equity incentive plan, cited as claim #14667, and retention of the management team, cited as claims #14666 and #14576. What has not been said is how many shares the plan reserves, what grants were made to named executives at or near closing, and what employment and severance terms those executives received. Relatedly, the $7.65 million business combination marketing fee payable to I-Bankers Securities, cited as claim #20792, and the 750,000 founder shares pledged to nonprofits, cited as claim #20791, were disclosed without naming the recipient organizations or confirming when, or whether, either was paid or transferred.

SUPERSEDED

What we aren't being told

2026-10-16

The company disclosed a Standard Power hosting contract for 200 MW on 2021-05-18 and again on 2021-07-11 (claims #14616 and #14545), plus an option for an additional 100 MW (claim #14617). What has not been said is where these sites physically are, which utility or interconnection queue serves them, the hosting rate and contract term, and when the capacity was scheduled to be energized as opposed to merely contracted. Nor has the company said what triggers or prices the 100 MW option.

The company set a total mining power capacity target of 910 MW by 2026-12-31 on 2021-07-11 (claim #14549). What has not been said is how that figure splits across named sites and counterparties beyond the 200 MW Standard Power arrangement (claims #14616, #14545), whether 910 MW means contracted, interconnected or energized megawatts, and how the build-out between the 2021 announcement and the 2026 deadline is to be funded.

The company disclosed $375,000,000 in PIPE commitments on 2021-05-13, 2021-06-14 and 2021-07-08 (claims #14622, #14564, #14551), which translate into 14.2 percent post-merger ownership (claim #14627). What has not been said is who the PIPE investors are, whether any are affiliated with Bitfury, the sponsor or management, and what lock-up or registration terms apply to their shares.

The company disclosed that Bitfury Top HoldCo would hold 77.66 percent of the combined company (claims #14625, #14554) and would also fund a $50,000,000 private placement (claims #20789, #14623, #14565, #14552, #14544). What has not been said is the content of any ongoing commercial arrangements between Cipher and its controlling shareholder, such as miner supply, hosting or services contracts, and how those arrangements are priced. The company also has not said how the related-party conflicts this control creates are governed. The disclosures on post-merger board composition and management retention (claims #14665, #14575, #14666, #14576) and the equity incentive plan (claim #14667) give neither the plan's share reserve nor executive pay terms. They also do not say which directors are Bitfury designees.

The company disclosed on 2021-02-16 that 750,000 founder shares would be donated to nonprofits (claim #20791). What has not been said is which organizations receive them, when the transfers occur, and whether any recipient has ties to sponsor principals or directors. The same filing gives a $7,650,000 business combination marketing fee payable to I-Bankers Securities (claim #20792), and the company has not said whether that fee was paid in cash or adjusted at closing.

The company disclosed a material weakness in disclosure controls as of December 31, 2020 (claim #14657), which was tied to the warrant reclassification (claim #14658), and promised to enhance its accounting processes (claim #14659). What has not been said is whether the weakness was remediated, by what date and by what specific control changes. The company has also not reconciled the $400,000,000 cash expected at closing (claims #14624, #14566, #14577) with the actual cash delivered after redemptions, given that the earlier figure for liquid capital available for the business combination was $170,000,000 (claim #20790).

SUPERSEDED

What we aren't being told

2026-10-15

Cipher disclosed a 200 MW hosting contract with Standard Power on 2021-05-18 and 2021-07-11, cited as claims #14616 and #14545, along with an option for another 100 MW, cited as claim #14617. What has not been said is where those sites are, what interconnection or utility arrangement backs them, what the hosting rate and term are, and when each tranche was expected to energize. Was the 100 MW option ever exercised, and on what terms?

The company disclosed a 200 MW power purchase agreement with Luminant on 2021-07-11, cited as claim #14546, and a 110 MW initial WindHQ power supply agreement due by 2022-12-31, cited as claim #14547, which remains not_yet_verifiable. What has not been said is the contracted price per MWh, the tenor, the delivery start date, and the site each agreement serves. For WindHQ in particular, how much of the 110 MW was actually energized by the 2022 deadline, and at which physical location?

The company disclosed that Bitfury Top HoldCo would own 77.66% of Cipher after the merger and would also commit a $50 million private placement, cited as claims #14554, #14625, #14565 and #20789. What has not been said is the full related-party picture. Does Cipher buy mining equipment, hosting, or services from Bitfury, and if so at what pricing? How many board seats does Bitfury control? Which of the retained executives in claims #14576 and #14666 were Bitfury personnel, and how are they paid?

The company disclosed a $375 million PIPE subscription on 2021-05-13, cited as claims #14622 and #14564, and a $400 million minimum closing cash condition, cited as claims #14577 and #14566. Earlier, on 2021-02-16, it cited only $170 million in liquid capital, claim #20790. What has not been said is who the PIPE investors are, how heavily GWAC public holders redeemed, and how much cash actually arrived at closing against that $400 million floor.

The company disclosed an equity incentive plan adoption and a post-merger board composition on 2021-05-06, cited as claims #14667 and #14665. What has not been said is how many shares the plan reserves, what grants went to named executives at closing, and whether any vesting is tied to MW-energization or hashrate milestones. On the same date it disclosed a material weakness as of December 31, 2020 and a planned remediation, cited as claims #14657 and #14659. Was the weakness remediated, and when?

The company disclosed an exchange ratio expressed as 400,000 shares on 2021-05-13, cited as claim #14621, while separately citing 200,000,000 shares issued in the merger, claims #14574 and #14550. What has not been said is how those two figures reconcile, whether the first is a per-share ratio or a share count. Two smaller items are also open: which nonprofits receive the 750,000 donated founder shares in claim #20791, and whether the $7.65 million I-Bankers marketing fee in claim #20792 was paid in full or renegotiated. The claim record supplied here appears truncated after claim #14547, so later operating disclosures were not reviewed.

SUPERSEDED

What we aren't being told

2026-10-15

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18 and again on 2021-07-11, cited as claims #14616 and #14545, plus an option for a further 100 MW, cited as claim #14617. What has not been said is where those megawatts are physically located, what the hosting rate per kWh or per MW is, how long the contract runs, when capacity energizes, and what triggers or prices the 100 MW option.

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546, and a 110 MW initial WindHQ power supply agreement targeted by 2022-12-31, cited as claim #14547, which is still not verifiable. What has not been said is the site address and interconnection point for each agreement, the contracted price and term, any curtailment or demand-response provisions, and whether the WindHQ 110 MW was actually delivered by the 2022 date.

The company disclosed a $375 million PIPE subscription in its 2021-05-13, 2021-06-14 and 2021-07-08 filings, cited as claims #14622, #14564 and #14551, with PIPE investors expected to own 14.2 percent after the merger, cited as claim #14627. What has not been said is who the PIPE investors are, how concentrated the subscription is, what lock-up or registration terms apply, and how much of the $400 million minimum closing cash requirement, cited as claims #14577 and #14566, the PIPE funded once redemptions are counted.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent after the merger and commit a separate $50 million private placement, cited as claims #14554, #14625, #14623 and #20789, at a $2 billion merger valuation, cited as claim #14663. What has not been said is the basis for that valuation of a pre-revenue company, and what related-party arrangements exist with a controlling shareholder that also supplies mining technology, such as equipment purchase, services or board-designation agreements and their dollar values.

The company disclosed management retention, a post-merger board, and adoption of an equity incentive plan on 2021-05-06, cited as claims #14666, #14665 and #14667, with retention and board composition still not verifiable, cited as claims #14576 and #14575. What has not been said is the size of the incentive plan share reserve, the individual executive compensation and grant terms, and which directors are independent of Bitfury.

The company disclosed a material weakness in disclosure controls as of 2020-12-31, a planned enhancement of controls, and a warrant reclassification to liabilities, cited as claims #14657, #14659 and #14658, along with a $7.65 million marketing fee to I-Bankers and 750,000 founder shares to be donated to nonprofits, cited as claims #20792 and #20791. What has not been said is whether and when the material weakness was remediated, the earnings effect of the warrant fair-value changes, and which nonprofits received the 750,000 shares and when.

SUPERSEDED

What we aren't being told

2026-10-15

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616 and repeated as claim #14545, plus an option for an additional 100 MW, cited as claim #14617; what has not been said is where that capacity physically sits, what the hosting fee per kWh or per MW is, how long the contract runs, and what has to happen before Cipher exercises the 100 MW option. Is the option priced the same as the base 200 MW, and when does it expire?

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546; what has not been said is the contracted price, the tenor, the delivery point or interconnection detail, and whether this 200 MW overlaps with or adds to the 200 MW Standard Power hosting capacity in claim #14545. Readers cannot tell whether Cipher has 200 MW or 400 MW of planned load, or whether 200 MW is nameplate demand or contracted energy.

The company disclosed an initial 110 MW WindHQ power supply agreement on 2021-07-11 with a promised-by date of 2022-12-31, cited as claim #14547, and that claim remains not yet verifiable; what has not been said is whether the 110 MW was actually energized by that date, at what site, and what the follow-on tranches implied by the word initial would total. What is the delivered MW today against the 110 MW promise?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company, cited as claims #14554 and #14625, and would also invest $50 million through a private placement, cited as claims #14565, #14623 and #20789; what has not been said is the full set of related-party arrangements with Bitfury, such as equipment supply, services or hosting agreements, the per-share price of the Bitfury placement relative to the $375 million PIPE in claim #14622, and any lock-up or voting arrangements that come with majority control. The PIPE investors behind that $375 million are also left unnamed in claims #14564 and #14551.

The company disclosed a $2 billion merger valuation on 2021-05-06, cited as claim #14663, and a 200 million share exchange, cited as claims #14574 and #14550, but also recorded an exchange ratio of 400,000 shares, cited as claim #14621; what has not been said is how these figures reconcile. Is 400,000 a per-share conversion ratio applied to Cipher Mining Technologies shares, and what implied price per New Cipher share underlies the $2 billion figure?

The company disclosed an equity incentive plan, management retention and post-merger board composition, cited as claims #14667, #14666, #14665, #14576 and #14575, alongside a material weakness in disclosure controls and a plan to enhance accounting processes, cited as claims #14657 and #14659; what has not been said is the size of the incentive pool as a share of outstanding stock, which executives received awards and on what vesting terms, who the directors are and which are independent of Bitfury, and whether the material weakness has been remediated. A related question is which nonprofits receive the 750,000 donated founder shares in claim #20791, and when.

SUPERSEDED

What we aren't being told

2026-10-15

The company disclosed a 500 MW expanded power supply agreement with WindHQ and a total mining power capacity target of 910 MW, both due by December 31, 2026, on 2021-07-11, cited as claims #14548 and #14549; what has not been said is how much of that 910 MW is energized today versus only contracted, how it is phased by site, and whether the year-end 2026 target still stands with about ten weeks left. Which sites make up the 910 MW, what is the interconnection status at each, and has the target been reaffirmed, revised or quietly dropped?

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546, and a 200 MW Standard Power hosting contract with an option for 100 MW more on 2021-05-18, cited as claims #14616 and #14617; what has not been said is the price per MWh or per-kWh hosting rate, the contract terms, the physical site addresses and the energization dates. Was the 100 MW Standard Power option ever exercised, and do the Luminant and Standard Power capacities overlap with the 910 MW figure or add to it?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company and commit a $50 million private placement, on 2021-05-13 and 2021-07-08, cited as claims #14554, #14625, #14623 and #20789; what has not been said is what related-party commercial arrangements, such as equipment supply, services or IP licensing, exist between Cipher and its controlling shareholder, and on what terms. How many of the post-merger board seats in claims #14575 and #14665 are held by Bitfury designees, and which directors are independent of Bitfury?

The company disclosed $375 million in PIPE subscriptions, giving PIPE investors 14.2 percent of the company, on 2021-05-13, cited as claims #14622 and #14627; what has not been said is who the anchor PIPE investors are, whether any have ties to the sponsor or to Bitfury, and what lock-up or registration terms they received. Similarly, the 750,000 founder shares to be donated to nonprofits, cited as claim #20791, came with no named recipients and no timing. Who received those shares, and when?

The company disclosed an equity incentive plan adoption and a management retention commitment on 2021-05-06, cited as claims #14667 and #14666, and claim #14576 on retention remains not yet verifiable; what has not been said is the size of the plan's share reserve, the initial grants to named executive officers, and whether retention or change-of-control payments are tied to the Bitfury relationship. How many shares were reserved, and what dilution does that represent against the roughly 200 million share exchange in claim #14574?

The company disclosed a material weakness in disclosure controls as of December 31, 2020, a warrant reclassification to liabilities, and planned control enhancements on 2021-05-06, cited as claims #14657, #14658 and #14659; what has not been said is whether the weakness was formally remediated after the business combination and when management or the auditor last concluded that controls were effective. Was the weakness inherited by the merged entity, and was it ever reported as remediated in a subsequent 10-K?

SUPERSEDED

What we aren't being told

2026-10-14

The company disclosed a Standard Power hosting contract for 200 MW on 2021-05-18, cited as claim #14616, with an option for an additional 100 MW, cited as claim #14617. What has not been said is where the hosted capacity physically sits, what the per-MW or per-kWh hosting rate and contract term are, and what triggers or prices the 100 MW option. Is this capacity additive to, or overlapping with, the 200 MW Luminant arrangement disclosed weeks later?

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546, and a 110 MW WindHQ initial power supply agreement targeted by 2022-12-31, cited as claim #14547. What has not been said is the contracted price per MWh, the tenor, the site address, and the ERCOT interconnection point or substation for either deal. The WindHQ deadline has passed and the record still marks it not yet verifiable. How many of the 110 MW were actually energized by year-end 2022?

The company disclosed a $375 million PIPE subscription on 2021-05-13, cited as claims #14622, #14564 and #14551, which would give PIPE investors 14.2 percent post-merger ownership, cited as claim #14627. What has not been said is who the PIPE investors are, whether any single investor took a concentrated block, and whether any are affiliated with Bitfury or the sponsor. Were all of the subscriptions funded in full at closing?

The company disclosed that Bitfury Top HoldCo would subscribe $50 million in a private placement and hold 77.66 percent of the combined company, cited as claims #14623, #20789, #14552 and #14554. What has not been said is what commercial relationships, such as mining hardware supply, hosting, or services agreements, exist between Bitfury and Cipher, and on what terms. Given Bitfury's controlling stake, how will the related-party transactions be priced and approved, and by which independent directors under the post-merger board composition, cited as claims #14665 and #14575?

The company disclosed a $7.65 million business combination marketing fee payable to I-Bankers Securities and 750,000 founder shares to be donated to nonprofits on 2021-02-16, cited as claims #20792 and #20791, alongside a sponsor and related-party stake of 13.5 percent, cited as claim #14568. What has not been said is which nonprofits receive the shares, whether any are connected to sponsor principals, and when the donations occur. How does the 13.5 percent sponsor stake reconcile with the 0.29 percent post-merger sponsor ownership, cited as claim #14628?

The company disclosed an equity incentive plan adoption on 2021-05-06, cited as claim #14667, and retention of Cipher management, cited as claims #14666 and #14576. What has not been said is the size of the plan share reserve, the initial grants to named executives, and their vesting or performance conditions. The company also disclosed a material weakness as of December 31, 2020, cited as claim #14657, and planned control enhancements, cited as claim #14659. Has the weakness been remediated, and in which filing was that confirmed?

SUPERSEDED

What we aren't being told

2026-10-14

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18 (claim #14616) and an option for another 100 MW (claim #14617). What has not been said is where the site is, what the hosting rate and contract term are, what interconnection or substation the load sits behind, and by what date the 100 MW option must be exercised or expires.

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11 (claim #14546) and a 110 MW initial WindHQ power supply agreement with a 2022-12-31 milestone (claim #14547), which remains not yet verifiable. What has not been said is whether the Luminant 200 MW is additive to or overlaps with the Standard Power 200 MW, what the fixed price and tenor of each agreement are, which sites they serve, and whether the WindHQ capacity was actually energized by the end of 2022.

The company disclosed that Bitfury Top HoldCo would own 77.66% of the combined company (claims #14554 and #14625) and commit $50 million in a private placement (claims #14623, #14552 and #20789). What has not been said is whether Bitfury also supplies miners, hosting or management services to Cipher, on what pricing those related-party agreements were struck, and how many board seats Bitfury controls under the post-merger board composition (claims #14665 and #14575), which is still not verifiable.

The company disclosed a $375 million PIPE on 2021-05-13 (claims #14622 and #14564) giving PIPE investors 14.2% of the company (claim #14627), and a $400 million minimum-cash closing condition (claims #14577 and #14624). What has not been said is who the anchor PIPE investors are, what the actual GWAC public redemption rate was, and how much cash was delivered at closing against the $400 million threshold.

The company disclosed a $7.65 million business-combination marketing fee payable to I-Bankers Securities and a pledge to donate 750,000 founder shares to nonprofits on 2021-02-16 (claims #20792 and #20791). What has not been said is whether the fee was paid in cash or renegotiated given the related sponsor ownership of 13.5% (claim #14568), which nonprofits received the shares, and when the donation was actually completed.

The company disclosed a material weakness in disclosure controls as of December 31, 2020 (claim #14657), tied to warrant reclassification (claim #14658), with planned remediation (claim #14659), alongside an equity incentive plan adoption (claim #14667). What has not been said is whether and when the weakness was declared remediated, and how large the equity incentive pool is as a share of the roughly 200 million shares issued in the merger (claim #14574) against a $2 billion valuation (claim #14663).

SUPERSEDED

What we aren't being told

2026-10-14

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11 (claim #14546) and, separately, a 200 MW Standard Power hosting contract with a 100 MW expansion option on 2021-05-18 (claims #14616, #14617). What has not been said is whether these are the same 200 MW or additive capacity, what the contracted price per MWh and term of either agreement are, and at what physical site and ERCOT or PJM interconnection point each load is energized. How much of the 300 MW Standard Power total has actually been delivered, and has the option been exercised?

The company disclosed an initial 110 MW WindHQ power supply agreement on 2021-07-11, with a stated target of 2022-12-31 (claim #14547). That claim remains unverifiable nearly four years after the deadline. What has not been said is the site location, the interconnection queue status, and whether the 110 MW was ever energized, renegotiated, or abandoned. What megawatts were actually online at the WindHQ site as of year-end 2022?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company and would contribute a $50 million private placement (claims #14554, #14625, #14552, #14623, #20789). The post-merger board composition and management retention were announced only in general terms (claims #14665, #14575, #14576). What has not been said is which board seats Bitfury controls, whether Cipher relies on Nasdaq controlled-company exemptions, and whether any mining hardware, hosting, or services agreements with Bitfury affiliates were priced at arm's length. What related-party payments to Bitfury have been made since closing?

The company disclosed a $375 million PIPE subscription on 2021-05-13 (claims #14622, #14564), giving PIPE investors 14.2 percent of the combined company (claim #14627). What has not been said is who the PIPE investors are, whether any are affiliated with Bitfury or the GWAC sponsor, and what lock-up or registration terms apply to their shares. Who anchored the PIPE, and at what effective per-share price relative to the $2 billion merger valuation (claim #14663)?

The company disclosed an exchange ratio of 400,000 shares on 2021-05-13 (claim #14621) and a 200,000,000-share merger consideration (claims #14574, #14550) against a $2 billion valuation (claim #14663). What has not been said is whether the 400,000 figure is a per-Cipher-share ratio or an absolute share count, and how it reconciles to the 200 million shares issued. What fully diluted share count did the $2 billion valuation assume, including warrants that were reclassified as liabilities (claim #14658)?

The company disclosed that 750,000 founder shares would be donated to nonprofits (claim #20791), that a $7.65 million marketing fee was payable to I-Bankers Securities (claim #20792), and that an equity incentive plan would be adopted (claim #14667). What has not been said is which nonprofits received the shares and when, whether the I-Bankers fee was paid in cash or stock at closing, and how many shares the incentive plan reserves for executives. What was the size of the initial equity incentive pool as a percentage of shares outstanding, and what were the first grants to named executive officers?

SUPERSEDED

What we aren't being told

2026-10-14

On 2021-05-18 the company disclosed a Standard Power hosting contract for 200 MW, with an option for 100 MW more (claims #14616 and #14617). On 2021-07-11 it disclosed a separate 200 MW Luminant power purchase agreement (claim #14546). What has not been said is whether these are the same 200 MW or additive capacity. Which physical sites do they serve, what are the interconnection points, and what are the hosting rate and contract term behind the Standard Power figure?

On 2021-07-11 the company disclosed an initial 110 MW WindHQ power supply agreement, promised by 2022-12-31 (claim #14547). That claim is still not_yet_verifiable. What has not been said is whether those 110 MW were ever energized by that date, at what site address and ERCOT interconnection, and at what fixed or indexed power price.

The company repeatedly disclosed a $375,000,000 PIPE commitment, on 2021-05-13, 2021-06-14 and 2021-07-08 (claims #14622, #14564 and #14551). It also disclosed $400,000,000 of available cash at closing (claim #14624) against a $400,000,000 minimum cash condition (claims #14566 and #14577). What has not been said is who the PIPE investors are, what the GWAC trust redemption rate actually was, and how much cash Cipher actually received at closing net of the $7,650,000 I-Bankers marketing fee (claim #20792).

Bitfury Top HoldCo was disclosed on 2021-07-08 as the 77.66% post-merger owner (claims #14554 and #14625). It also committed a $50,000,000 private placement (claims #14623, #14565 and #20789). What has not been said is what other related-party arrangements exist between Cipher and its controlling shareholder, such as mining-equipment supply, site development or services agreements, and on what pricing terms. A shareholder holding a controlling stake while also investing new capital is exactly where such agreements would be expected.

The company promised a post-merger board composition, management retention and an equity incentive plan (claims #14665, #14666 and #14667, from 2021-05-06). Board composition and management retention, cited as claims #14575 and #14576, remain not_yet_verifiable. What has not been said is the names and independence status of the directors, which seats Bitfury designated, and the share reserve and initial grants under the incentive plan.

The merger exchange is recorded on 2021-05-13 as 400,000 shares (claim #14621), while total merger consideration elsewhere is 200,000,000 shares and $2,000,000,000 (claims #14550 and #14663). What has not been said is the unit of that exchange ratio: is it per Cipher share, aggregate, or pre-split? Separately, the company disclosed a material weakness as of December 31, 2020, with planned control enhancements (claims #14657 and #14659), but has not stated when, or whether, that weakness was remediated.

SUPERSEDED

What we aren't being told

2026-10-10

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616 and repeated as claim #14545, plus an option for another 100 MW, cited as claim #14617. What has not been said is where the hosted capacity physically sits, which utility or interconnection point serves it, what the per-kWh or per-MW hosting rate is, how long the contract runs, and when each tranche of the option can be exercised or energized.

The company disclosed a 500 MW expanded power supply agreement with WindHQ, cited as claim #14548, and a total mining capacity target of 910 MW by 2026-12-31, cited as claim #14549. What has not been said is how the 910 MW is built up: Standard Power's 200 MW plus the 100 MW option plus WindHQ's 500 MW comes to 800 MW, which leaves about 110 MW with no named source. The company also has not said whether these megawatts are contracted grid capacity or energized mining load, which sites and Texas interconnection queues the WindHQ power depends on, or whether the target still holds with less than three months left before its own deadline.

The company disclosed that Bitfury Top HoldCo would own 77.66% of the combined company after the merger, cited as claims #14554 and #14625, and that Bitfury would invest $50 million in a private placement, cited as claims #20789, #14623, #14552 and #14565. What has not been said is whether Bitfury also supplies miners, hosting, software or services to Cipher, and if so on what pricing and terms. A controlling shareholder that is also a vendor is a related-party relationship investors would expect to see quantified, along with any governance safeguards on the post-merger board, cited as claims #14665 and #14575.

The company disclosed a $375 million PIPE subscription, cited as claims #14622, #14564 and #14551, which would give PIPE investors 14.2% of the company, cited as claim #14627. What has not been said is who the PIPE investors are, whether any are affiliated with Bitfury or the sponsor, and what lock-up or registration terms apply. The share counts also need reconciling: claim #14621 gives an exchange ratio of 400,000 shares, while claims #14574 and #14550 cite 200,000,000 merger shares, and the unit or per-share basis behind each figure has not been stated.

The company disclosed on 2021-02-16 that 750,000 founder shares would be donated to nonprofits, cited as claim #20791, and that I-Bankers Securities would receive a $7.65 million business combination marketing fee, cited as claim #20792. What has not been said is which nonprofits receive the shares and when, whether any of them is connected to sponsor principals, and whether I-Bankers or its affiliates have any other economic interest in the deal beyond the fee.

The company disclosed a material weakness in disclosure controls as of December 31, 2020, cited as claim #14657, a reclassification of its warrants as liabilities, cited as claim #14658, and a plan to improve its accounting controls, cited as claim #14659. It also disclosed the adoption of an equity incentive plan, cited as claim #14667, and that management would be retained, cited as claims #14666 and #14576. What has not been said is the dollar impact of the warrant restatement, whether the material weakness has been formally remediated, how many shares the incentive plan reserves, and what the retained executives are paid.

SUPERSEDED

What we aren't being told

2026-10-09

The company disclosed on 2021-05-18 a Standard Power hosting contract for 200 MW plus an option for another 100 MW, cited as claims #14616 and #14617; what has not been said is where that capacity physically sits, what it costs per kWh or per MW-month, how long the term runs, and on what schedule the megawatts energize. Without those, how can a reader tell whether 200 MW is contracted, energized, or merely reserved?

The company disclosed on 2021-07-11 a WindHQ power supply agreement for 110 MW by 2022-12-31, expanding to 500 MW by 2026-12-31, cited as claims #14547 and #14548; what has not been said is the site address, the grid interconnection point and queue status, the contracted power price, and whether the first 110 MW was actually delivered by the end of 2022. Claim #14547 is still not verifiable today, so how much of the 500 MW is energized as of 2026?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company and commit a $50 million private placement, cited as claims #14554, #14625 and #14623 (repeated in #14565, #14552, #14544 and #20789); what has not been said is which commercial agreements Cipher has with its controlling shareholder, such as miner procurement, hosting, or services contracts, on what terms, and how they were reviewed for related-party fairness. With post-merger board composition (#14665, #14575) described but no directors named, which directors are independent of Bitfury?

The company disclosed on 2021-05-13 a $375 million PIPE and a $2 billion merger valuation, cited as claims #14622 and #14663; what has not been said is who the PIPE investors are, what lock-ups or side terms they received, and what projections or comparables supported the $2 billion figure for a company with no energized capacity at signing.

The company disclosed on 2021-02-16 that 750,000 founder shares would be donated to nonprofits and that a $7.65 million marketing fee is payable to I-Bankers Securities, cited as claims #20791 and #20792; what has not been said is which nonprofits receive the shares, whether any are affiliated with the sponsor or its principals, when the donation occurs, and whether the I-Bankers fee was paid in full in cash at closing.

The company disclosed a material weakness in disclosure controls as of December 31, 2020, a planned remediation, and adoption of an equity incentive plan, cited as claims #14657, #14659 and #14667; what has not been said is the date the weakness was declared remediated and how large the incentive pool is relative to shares outstanding. How much of that pool went to the retained management team (#14666) in the first post-close grants?

SUPERSEDED

What we aren't being told

2026-10-09

The company disclosed a Standard Power hosting contract for 200 MW on 2021-05-18, cited as claim #14616, with an option for a further 100 MW, cited as claim #14617. What has not been said is where that capacity physically sits, what the hosting rate per kWh and contract term are, when the first megawatts were or will be energized, and whether the 100 MW option was ever exercised, priced or allowed to lapse.

The company disclosed a WindHQ initial power supply agreement of 110 MW promised by 2022-12-31, cited as claim #14547, and an expanded 500 MW agreement promised by 2026-12-31, cited as claim #14548. What has not been said is the site address, the ERCOT interconnection point or load-zone, and the contracted power price. The company has also not said whether the 110 MW tranche was actually delivered by its deadline, which remains unresolved in the record, or how much of the 500 MW is energized with less than three months left before the 2026 target.

The company disclosed a $2.0 billion merger valuation on 2021-05-06, cited as claim #14663, and 200,000,000 shares issued in the GWAC exchange, cited as claims #14550 and #14574, alongside an exchange ratio recorded as 400,000 shares, cited as claim #14621. What has not been said is how the 400,000 figure reconciles with the 200 million share count, whether it is a per-share ratio or a share count. The company has also not said what actual redemptions were and what cash actually arrived at closing against the $400 million minimum cash condition, cited as claims #14577, #14566 and #14624.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company on 2021-07-08, cited as claim #14554, while also committing a $50 million private placement, cited as claims #14552, #14565 and #20789. What has not been said is what commercial agreements run between Cipher and its controlling shareholder, such as miner procurement, hosting, services or licensing. The company has also not said how those agreements are priced and whether any amounts are payable to Bitfury that would qualify as related-party transactions.

The company disclosed on 2021-02-16 that 750,000 founder shares would be donated to nonprofits, cited as claim #20791, and that a $7.65 million marketing fee is payable to I-Bankers Securities, cited as claim #20792. What has not been said is which nonprofits received the shares and whether any have ties to sponsor principals. The company has also not said when the transfers occurred and whether the I-Bankers fee was paid in cash or stock, in full, or renegotiated after redemptions shrank the trust.

The company disclosed post-merger board composition, management retention and adoption of an equity incentive plan on 2021-05-06, cited as claims #14665, #14666 and #14667, with board and retention commitments dated to 2021-06-30 in claims #14575 and #14576. What has not been said is the size of the incentive plan share reserve, the initial grants to named executives, which directors were designated by Bitfury versus the sponsor, and whether any retention or change-of-control payments were tied to closing.

SUPERSEDED

What we aren't being told

2026-10-09

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616, plus an option for another 100 MW, cited as claim #14617. What has not been said is where the hosted capacity sits, what the per-kWh or per-MW hosting rate and contract term are, and when energization was scheduled. Also unexplained is how this arrangement relates to the 200 MW Luminant power purchase agreement disclosed on 2021-07-11, cited as claim #14546: is it additive, a replacement, or was the Standard Power deal terminated?

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546, and a 110 MW initial WindHQ power supply agreement targeted by 2022-12-31, cited as claim #14547. What has not been said is the physical site, interconnection point, contracted price, tenor, and whether the 200 MW is firm or interruptible. For WindHQ, the record also does not say whether 110 MW is nameplate or deliverable load, or what ownership or joint-venture split governs the site.

The company disclosed that Bitfury Top HoldCo would own 77.66% of the combined company, cited as claims #14554 and #14625, and would invest $50 million alongside the deal, cited as claims #14623, #14565, #14552 and #14544. What has not been said is what related-party commercial agreements, such as miner supply, hosting or services, sit between Cipher and its controlling shareholder, and on what pricing and approval terms. The filings also label the same $50 million both a 'private placement' and 'PIPE financing', so is it a separate instrument with different terms from the $375 million PIPE in claim #14622?

The company disclosed $375 million of PIPE subscriptions on 2021-05-13, cited as claim #14622, and a $400 million minimum-cash closing condition, cited as claims #14577 and #14624, against a $2 billion merger valuation, cited as claim #14663. What has not been said is who the PIPE investors are, what redemption level would have breached the $400 million floor, and what methodology or comparables support the $2 billion figure for a company with no operating sites yet disclosed.

The company disclosed an equity incentive plan, management retention and a post-merger board composition on 2021-05-06, cited as claims #14667, #14666 and #14665 (and #14575). What has not been said is the size of the incentive pool as a share of post-merger equity, which executives are covered, and the vesting or performance conditions on any awards. The record also does not identify which directors Bitfury designates versus independents, given its majority stake.

The company disclosed a $7.65 million business-combination marketing fee payable to I-Bankers Securities on 2021-02-16, cited as claim #20792, and 750,000 founder shares to be donated to nonprofits, cited as claim #20791. What has not been said is which nonprofits receive the shares and on what timing, and whether any sponsor affiliates are connected to them. The record also does not reconcile the sponsor and related parties' 13.5% stake in claim #14568 with the 0.29% post-merger sponsor ownership in claim #14628, or say how much fee and share dilution falls on public holders.

SUPERSEDED

What we aren't being told

2026-10-08

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616, plus an option for another 100 MW (claim #14617), and restated it on 2021-07-11 (claim #14545). What has not been said is where the capacity physically sits, which utility or interconnection point serves it, what the all-in hosting rate per kWh and contract term are, and when the 200 MW was expected to energize. Has the 100 MW option ever been exercised, and on what terms?

The company disclosed a 110 MW WindHQ power supply agreement on 2021-07-11 with a 2022-12-31 target, cited as claim #14547, which is now tracked as delayed, alongside a 500 MW expansion due by 2026-12-31 (claim #14548). What has not been said is the site address, the ERCOT interconnection status, and the fixed power price. It is also unclear whether the 500 MW includes or adds to the 110 MW. With the 2026 deadline less than three months away, how many of those megawatts are actually energized today?

The company disclosed that Bitfury Top HoldCo would own 77.66% of the combined company (claims #14554 and #14625) and would also put in a $50 million private placement (claims #14623, #14565 and #20789). What has not been said is the related-party relationship beyond equity. Does Bitfury supply miners, hosting, firmware or management services to Cipher, and on what pricing and approval process do those dealings rest, given that the controlling holder sits on both sides?

The company disclosed $375 million in PIPE subscriptions, cited as claim #14622, giving PIPE investors 14.2% of the company (claim #14627), and a $400 million minimum-cash closing condition (claims #14577 and #14624) against a $2 billion merger valuation (claim #14663). What has not been said is who the PIPE investors are, the per-share subscription price, and how much cash actually arrived at closing after trust redemptions. Did the $400 million condition have to be waived or backfilled?

The ownership figures do not reconcile in the disclosures as recorded. The sponsor is shown at 0.29% post-merger (claim #14628), while sponsor and related parties are shown at 13.5% (claim #14568). Separately, the company disclosed a plan to donate 750,000 founder shares to nonprofits (claim #20791) and a $7.65 million marketing fee to I-Bankers Securities (claim #20792). Which parties make up the 13.5%, which nonprofits received the shares and when, and do any of them have ties to the sponsor or management?

The company disclosed an equity incentive plan (claim #14667), management retention (claim #14666) and a post-merger board composition (claims #14665 and #14575), along with a material weakness as of 2020-12-31 (claim #14657) and a promise to strengthen controls (claim #14659). What has not been said is the size of the share reserve under the plan, the grants made to named executives at or after closing, and who sits on the board. Has the material weakness been formally remediated, and in which filing?

SUPERSEDED

What we aren't being told

2026-10-07

The company disclosed a $375 million PIPE subscription on 2021-05-13, cited as claims #14622, #14564 and #14551, which was to give PIPE investors 14.2 percent of the combined company (claim #14627). What has not been said is who the PIPE investors are, whether any single investor holds a reportable stake, and whether any of them have commercial ties to Bitfury or the power counterparties.

The company disclosed a 200 MW hosting contract with Standard Power and an option for an additional 100 MW on 2021-05-18, cited as claims #14616 and #14617. It then disclosed a 200 MW Luminant power purchase agreement, a 500 MW WindHQ expanded supply agreement and a 910 MW total capacity target by 2026-12-31, cited as claims #14546, #14548 and #14549. What has not been said is how these figures reconcile: 200 plus 100 plus 200 plus 500 does not equal 910. It is also unclear which agreements are contracted capacity, options, or nameplate interconnection, and whether the Standard Power arrangement survives in the 910 MW plan.

The WindHQ and Luminant agreements (claims #14548 and #14546) were announced without specific site addresses, interconnection points, ERCOT load-zone or substation details, or energization dates for each phase. The question is where each tranche of the 910 MW target (claim #14549) will physically sit, and what the year-by-year energization schedule is between 2021 and the 2026-12-31 deadline.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company and commit $50 million in a private placement, cited as claims #14554, #14625 and #14552. What has not been said is what related-party agreements accompany that control: equipment supply, mining-pool or software services, shared personnel, and transfer pricing. It is also unclear how retained management and the post-merger board (claims #14666, #14665, #14576 and #14575) are compensated and how they are independent of Bitfury.

The company disclosed a $2 billion merger valuation and a 200 million share exchange with a closing promised by 2021-06-30, cited as claims #14663, #14574 and #14550. That closing and the related management and board commitments are recorded as delayed (claims #14574, #14576 and #14575). What has not been said is the actual closing date, the stockholder redemption level, and whether the $400 million minimum closing cash condition (claims #14577 and #14624) was met or waived.

The company disclosed a material weakness in disclosure controls as of December 31, 2020 and a planned enhancement of accounting processes, tied to the warrant reclassification, on 2021-05-06, cited as claims #14657, #14659 and #14658. What has not been said is whether and when the weakness was remediated. Separately, the plan to donate 750,000 founder shares to nonprofits (claim #20791) and the $7.65 million marketing fee to I-Bankers Securities (claim #20792) were disclosed without naming the recipient organizations, the donation timing, or whether the fee was paid in cash or equity at closing.

SUPERSEDED

What we aren't being told

2026-10-07

The company disclosed on 2021-05-18 a Standard Power hosting contract for 200 MW, cited as claim #14616, with an option for a further 100 MW, cited as claim #14617. What has not been said is where these sites are, which utility or interconnection point serves them, what the hosting rate and contract term are, and whether the 100 MW option was ever exercised or allowed to lapse. Which is it?

The company disclosed on 2021-07-11 a total mining capacity target of 910 MW by 2026-12-31, cited as claim #14549, alongside a 500 MW WindHQ agreement, cited as claim #14548, and a 200 MW Luminant power purchase agreement, cited as claim #14546. What has not been said is how these contracts, plus the Standard Power capacity in claims #14616 and #14617, add up to 910 MW. The company has also not said whether the target means energized hashing capacity or contracted power, or how much is actually online with less than three months left before the deadline. What is the reconciliation, and what is the current energized figure?

The company disclosed a $375 million PIPE commitment, cited as claims #14622, #14564 and #14551, giving PIPE investors 14.2 percent of the combined company, cited as claim #14627. What has not been said is who those investors are, how concentrated the commitment is among them, and whether any were related to the sponsor or to Bitfury. Who funded the PIPE?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent after the merger, cited as claims #14554 and #14625, and would fund a $50 million private placement, cited as claims #14552 and #14623. Separately, it described post-merger board composition and an equity incentive plan, cited as claims #14665, #14575 and #14667. What has not been said is which board seats Bitfury controls and whether any equipment-supply, services or hosting arrangements exist between Cipher and Bitfury. The size of the incentive plan's share reserve and how management compensation is set under a controlling shareholder are also undisclosed. What related-party terms govern this relationship?

The company disclosed on 2021-02-16 that 750,000 founder shares would be donated to nonprofits, cited as claim #20791, and that a $7.65 million marketing fee would be paid to I-Bankers Securities, cited as claim #20792. What has not been said is which nonprofits received the shares, on what date, and whether the shares carry lock-up or voting restrictions. Was the I-Bankers fee paid in full given the redemptions implied by the $400 million minimum-cash condition in claims #14577 and #14624?

The company disclosed a material weakness in disclosure controls as of December 31, 2020, cited as claim #14657, along with a warrant reclassification, cited as claim #14658, and a planned enhancement of accounting controls, cited as claim #14659. It also disclosed merger milestones promised by 2021-06-30 that are now recorded as delayed, cited as claims #14574, #14575 and #14576. What has not been said is when the material weakness was remediated, and on what actual date the merger closed relative to that June 2021 target. When did each of these happen?

SUPERSEDED

What we aren't being told

2026-10-01

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18 and 2021-07-11, cited as claims #14616 and #14545, plus an option for another 100 MW (claim #14617). What has not been said is where the hosted capacity physically sits, which utility and interconnection point serve it, the contracted power price or hosting fee per kWh, the contract term, and when each tranche is scheduled to energize. Without those, how should a reader judge whether 200 MW is firm, deliverable capacity or a headline ceiling?

The company disclosed a 910 MW total mining capacity target by 2026-12-31 on 2021-07-11, cited as claim #14549, alongside a 500 MW expanded WindHQ power supply agreement (claim #14548). What has not been said is how 910 MW reconciles with the named pieces: Standard Power's 200 MW, its 100 MW option, and WindHQ's 500 MW total only 800 MW. Where do the remaining 110 MW come from, are the option and the WindHQ expansion counted as committed, and what is the year-by-year ramp toward the target?

The company disclosed a 375 million USD PIPE subscription on 2021-05-13, repeated on 2021-06-14 and 2021-07-08, cited as claims #14622, #14564 and #14551, and said PIPE investors would own 14.2 percent post-merger (claim #14627). What has not been said is who the PIPE investors are, apart from the separately identified Bitfury placement. Did any single investor take a concentrated position, and do any PIPE participants have commercial ties to Bitfury, Standard Power or WindHQ?

The company disclosed a 50 million USD Bitfury private placement (claims #14623, #14565, #14552) and a 77.66 percent post-merger stake for the Cipher stockholder, identified as Bitfury Top HoldCo (claims #14625, #14554). What has not been said is the terms of any ongoing related-party arrangements between the controlled public company and its controlling holder, such as miner procurement, services, or management agreements. The record also does not say whether the retained management team (claims #14666, #14576) is compensated by Cipher, by Bitfury, or by both.

The company disclosed post-merger Sponsor ownership of 0.29 percent on 2021-05-13, cited as claim #14628, but on 2021-06-13 cited a 13.5 percent stake for the Sponsor and related parties (claim #14568). What has not been said is which shares and parties bridge that gap. The record also does not say whether the 750,000 founder shares pledged to nonprofits (claim #20791) are part of it, which nonprofits will receive them, and when.

The company disclosed a merger issuing 200,000,000 shares (claims #14574, #14550) and separately an exchange ratio recorded as 400,000 shares (claim #14621). What has not been said is how those two figures relate, and what the actual per-share exchange ratio is. Separately, the closing, board composition and management retention items promised by 2021-06-30 are all marked delayed (claims #14574, #14575, #14576). The material weakness disclosed on 2021-05-06 (claims #14657, #14659) has no stated remediation date, and the record does not say when the deal actually closed or whether the weakness was carried into the combined company.

SUPERSEDED

What we aren't being told

2026-09-29

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, plus an option on another 100 MW, cited as claims #14616, #14617 and #14545; what has not been said is where the site is, what it pays per kWh or per MW, how long the contract runs, when power will be energized, and whether the 100 MW option has been exercised, priced or allowed to lapse.

The company disclosed a 200 MW power purchase agreement with Luminant on 2021-07-11, cited as claim #14546; what has not been said is the fixed price or index, the tenor, the delivery start date, the physical site and interconnection point, and whether the 200 MW is the same capacity as the Standard Power hosting or additional to it, since the two figures match exactly.

The company disclosed an initial 110 MW power supply agreement with WindHQ, promised by 2022-12-31 and now marked delayed, cited as claim #14547; what has not been said is what caused the delay, what the revised energization date is, and whether 110 MW refers to contracted load, nameplate generation or mining capacity actually online.

The company disclosed a $375 million PIPE subscription on 2021-05-13 and a $400 million minimum-cash closing condition, cited as claims #14622, #14564, #14551, #14577, #14566 and #14624; what has not been said is who the PIPE investors are, whether any were affiliated with Bitfury or the Sponsor, how much of the trust was redeemed, and how much cash actually arrived at closing compared with the $400 million floor.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent after the merger, that it had committed a $50 million private placement, and that the merger consideration valued the company at $2 billion, cited as claims #14625, #14554, #14623 and #14663; what has not been said is the basis for the $2 billion valuation of a pre-revenue company, and the terms of any equipment supply, services or intercompany agreements between Cipher and its controlling holder Bitfury.

The company disclosed a material weakness in disclosure controls as of December 31, 2020, and a plan to improve its accounting processes, cited as claims #14657 and #14659, along with post-merger board composition and management retention commitments that are now marked delayed, cited as claims #14575 and #14576; what has not been said is whether the weakness has been remediated, who sits on the board and how many directors are independent of Bitfury, and what the retained executives are paid under the equity incentive plan cited as claim #14667. Two smaller omissions: the company has not named the nonprofits receiving 750,000 founder shares, cited as claim #20791, and has not said whether the $7.65 million I-Bankers fee, cited as claim #20792, was paid in cash or in shares.

SUPERSEDED

What we aren't being told

2026-09-27

The company disclosed a $375 million PIPE subscription on 2021-05-13 (claim #14622, repeated as #14564 and #14551), with PIPE investors expected to own 14.2 percent of the combined company (claim #14627). What has not been said is who those investors are, whether any is affiliated with Bitfury or the sponsor, and whether any received side letters, fee rebates or discounted pricing. Which investors anchored the $375 million, and how much of it was actually funded at closing?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the post-merger company (claims #14554 and #14625) and would put in a $50 million private placement (claims #14623, #14565 and #14552). What has not been said is what commercial agreements, such as equipment supply, hosting, services or licensing, run between Cipher and its controlling shareholder, and on what pricing terms. Given that level of control, what related-party payments to Bitfury entities are contemplated, and how will the board's independent directors review them?

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18 (claim #14616), plus an option for another 100 MW (claim #14617). What has not been said is the physical site, the utility and interconnection arrangement, the contract term, the hosting rate per kWh or per MW, and the energization schedule. Where are these megawatts located, when do they come online, and what triggers or prices the 100 MW option?

The company disclosed a WindHQ power supply agreement on 2021-07-11: an initial 110 MW due by 2022-12-31, which has since slipped (claim #14547), and an expansion to 500 MW by 2026-12-31 (claim #14548). It also disclosed a total mining power capacity target of 910 (claim #14549). What has not been said is the site address, the ERCOT interconnection status, the fixed or indexed power price, and the cause of the delay. The 910 figure also appears to be simply 200 + 100 + 110 + 500 MW, yet the record gives no stated unit or target date for it. How much of that 910 was energized on each original milestone date, and how much of it depends on options that have not been exercised?

The company disclosed a $2 billion merger valuation (claim #14663), a 200 million share exchange (claims #14574 and #14550), and a separately stated exchange ratio of 400,000 shares (claim #14621). What has not been said is how the 400,000 figure reconciles with the 200 million share consideration. Can the company clarify the per-share exchange ratio actually applied at closing?

The company disclosed a $7.65 million marketing fee payable to I-Bankers Securities (claim #20792) and 750,000 founder shares to be donated to nonprofits (claim #20791). It also disclosed an equity incentive plan (claim #14667), retention of management (claim #14666) and a post-merger board composition (claim #14665), and the last two are now marked delayed (claims #14575 and #14576). What has not been said is which nonprofits received the donated shares and when, the size of the incentive plan's share reserve, and the initial grants and compensation terms for the retained executives. On the remediation side, the company also flagged a material weakness at 2020 year end (claim #14657) tied to the warrant reclassification (claim #14658) and promised process enhancements (claim #14659). Has that weakness been formally remediated, and in which filing was that confirmed?

SUPERSEDED

What we aren't being told

2026-09-27

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claims #14616 and #14545, plus an option for another 100 MW, cited as claim #14617. What has not been said is where the hosted capacity sits (site address, utility, and interconnection point), what hosting rate per kWh or per MW applies, how long the contract runs, and what the deadline and price are for exercising the 100 MW option.

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546. What has not been said is the contracted price per MWh, the tenor, whether the price is fixed or indexed, and whether Luminant can curtail supply or require sell-back during peak ERCOT pricing. The economics of a mining business depend on those terms.

The company disclosed a total mining power target of 910 MW by 2026-12-31 on 2021-07-11, cited as claim #14549, alongside WindHQ agreements for 110 MW initially and 500 MW expanded, cited as claims #14547 and #14548. What has not been said is how the 910 MW breaks down across Luminant, WindHQ, and Standard Power, whether the 110 MW WindHQ tranche is included in or added to the 500 MW, and which WindHQ sites and interconnection queue positions support it. The 110 MW tranche due by 2022-12-31 is now marked delayed, and the company has not said what caused the slip or what the revised energization date is.

The company disclosed that Bitfury Top HoldCo would own 77.66% after the merger and would invest $50 million in a private placement, cited as claims #14554, #14625, and #14623. What has not been said is the related-party terms between Cipher and its controlling holder: whether Bitfury supplies miners, hosting, or services, at what prices, and what governance protections exist for minority holders. The company also has not named the investors behind the $375 million PIPE, cited as claim #14622.

The company disclosed a merger closing targeted by 2021-06-30, together with a post-merger board and management retention plan, cited as claims #14574, #14575, and #14576. All three are now marked delayed, as is the 21-month completion deadline, cited as claim #14660. What has not been said is the cause of the delay, the named board members, and the size of the equity incentive plan and executive pay packages, cited as claim #14667. None of these appear in the claims on record.

The company disclosed a material weakness in disclosure controls as of December 31, 2020, cited as claim #14657, tied to reclassifying warrants as liabilities, cited as claim #14658, along with a planned enhancement of accounting controls, cited as claim #14659. What has not been said is the specific remediation steps, who owns them, the cost, and the date by which management expects to conclude the weakness has been remediated.

SUPERSEDED

What we aren't being told

2026-09-26

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616 and repeated as claim #14545, plus an option for 100 MW more, cited as claim #14617. What has not been said is where the hosting site is, what the per-kWh or per-MW hosting rate and contract term are, and on what schedule the 200 MW would actually be energized. When would the first megawatt go live, and at what all-in cost?

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546, and WindHQ agreements of 110 MW initial and 500 MW expanded, cited as claims #14547 and #14548. What has not been said is the fixed price or pricing index, the tenor of each contract, the physical site, and the ERCOT interconnection or substation serving each one. The WindHQ 110 MW commitment is now marked delayed past 2022-12-31. What caused the slip, and has the 500 MW expansion's timeline been revised as a result?

The company disclosed a total mining power target of 910 MW by 2026-12-31, cited as claim #14549. What has not been said is how that figure reconciles with the individual contracts: 200 MW Standard Power, 200 MW Luminant, and 500 MW WindHQ sum to 900 MW, and the 100 MW Standard Power option in claim #14617 is not clearly included or excluded. Is the 910 MW gross facility power or IT load, what hashrate in EH/s does it imply, and what capital expenditure on miners and infrastructure is needed to reach it?

The company disclosed a $375 million PIPE on 2021-05-13, cited as claims #14622, #14564 and #14551, carrying 14.2 percent post-merger ownership, cited as claim #14627. It also disclosed a $400 million minimum-cash closing condition, cited as claims #14624 and #14566. What has not been said is who the PIPE investors are beyond Bitfury, what level of GWAC public-holder redemptions occurred, and whether the $400 million threshold was met or waived at closing. Separately, the exchange ratio is recorded as "400000.0 shares" in claim #14621 but the merger consideration is 200 million shares in claims #14550 and #14574. What is the actual per-share exchange ratio?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company, cited as claims #14554 and #14625, and would fund a $50 million private placement, cited as claims #14623 and #14544. It also disclosed post-merger board composition and management retention, cited as claims #14665, #14575 and #14666. What has not been said is what related-party agreements Cipher has with its controlling shareholder, such as miner procurement, services, or IP licensing, and on what terms. It is also unclear how many board seats Bitfury controls and whether Cipher will rely on controlled-company exemptions from Nasdaq governance rules. The equity incentive plan in claim #14667 is disclosed without a share reserve size. How much dilution does that plan represent, and which executives are its initial grantees?

The company disclosed a material weakness in disclosure controls as of 2020-12-31, cited as claim #14657, tied to reclassifying warrants as liabilities, cited as claim #14658, and promised enhanced controls, cited as claim #14659. What has not been said is any remediation timeline, or whether the weakness carried over to the combined public company once Cipher's much larger operating balance sheet was consolidated. When does management expect to report the weakness as remediated?

SUPERSEDED

What we aren't being told

2026-09-26

The company disclosed a Standard Power hosting contract for 200 MW on 2021-05-18, cited as claims #14616 and #14545, and an option for an additional 100 MW, cited as claim #14617. What has not been said is where the hosted capacity is physically located, what the hosting rate per kWh and contract term are, and by what date the 100 MW option must be exercised or lapses.

The company disclosed on 2021-07-11 a 200 MW Luminant power purchase agreement (claim #14546), a 110 MW initial WindHQ supply agreement due by 2022-12-31 (claim #14547, now marked delayed), a 500 MW expanded WindHQ agreement (claim #14548), and a 910 MW total capacity target by 2026-12-31 (claim #14549). What has not been said is how these pieces add up to 910 MW. Luminant, Standard Power and the expanded WindHQ agreement total 900 MW, and adding the initial 110 MW tranche overshoots the target. The company has also not said whether the 910 MW figure means contracted power, energized power, or hashrate-deployed power.

The WindHQ and Luminant agreements (claims #14546, #14547, #14548) were announced without site addresses, interconnection points, ERCOT load-zone or node detail, or energization schedules. What has not been said is where each site sits and whether interconnection studies are complete. The company has also not explained why the 110 MW WindHQ milestone slipped past 2022-12-31 or what revised date now applies.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company (claims #14554 and #14625) and would put in a $50 million private placement (claims #14623, #14552, #14537). What has not been said is whether Cipher has any equipment-supply, services, or hosting agreements with its controlling shareholder. If it does, the company has not disclosed their pricing and approval process, or how many board seats Bitfury controls under the post-merger board composition (claims #14665 and #14575).

The company disclosed a $375 million PIPE subscription on 2021-05-13, cited as claims #14622, #14551 and #14536, giving PIPE investors 14.2 percent ownership (claim #14627). What has not been said is who the PIPE investors are, whether any single investor holds a reportable stake, and what lock-up or registration-rights terms apply to those shares.

The company disclosed an equity incentive plan adoption (claim #14667) and management retention (claims #14666 and #14576, the latter marked delayed). It also disclosed a material weakness in disclosure controls as of December 31, 2020 (claim #14657) with planned remediation (claim #14659). What has not been said is how large the incentive plan's share reserve is, which executives are covered and on what compensation terms, and whether the material weakness has been formally remediated and as of what date.

SUPERSEDED

What we aren't being told

2026-09-25

Cipher disclosed on 2021-07-11 that it expected to reach 910 MW of total mining power capacity by 2026-12-31, cited as claim #14549, and that the WindHQ agreement would expand to 500 MW by the same date, cited as claim #14548. What has not been said is how many megawatts are actually energized and hashing today, with the deadline three months away. The company also has not given a site address, the ERCOT interconnection point, or the load-study status for the WindHQ expansion. The initial 110 MW WindHQ tranche, cited as claim #14547, is already marked delayed past its 2022-12-31 date, so what is the revised schedule for each tranche?

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546. What has not been said is the contracted price per MWh, the term, whether the price is fixed or indexed, the curtailment or resale provisions, and the physical site the power serves. Without those terms, a reader cannot judge the one input that drives mining margins.

Cipher announced a 200 MW Standard Power hosting contract and an option for 100 MW more on 2021-05-18, cited as claims #14616 and #14617, and restated the contract on 2021-07-11, cited as claim #14545. What has not been said is the hosting fee structure, where the facility is, whether the 100 MW option was ever exercised or lapsed, and how much capacity Standard Power actually delivered.

Bitfury was disclosed as holding 77.66 percent of the company after the merger, cited as claims #14554 and #14625, and as committing $50 million in a private placement, cited as claims #14552 and #14623. What has not been said is the full set of related-party arrangements with a controlling holder that is also a mining-hardware and services vendor. That includes any equipment purchase, services, or IP agreements and their pricing, and how many board seats Bitfury designates under the post-merger board composition, cited as claims #14565 and #14575.

The filings referenced a $400 million minimum closing-cash condition, cited as claims #14577 and #14624, funded largely by the $375 million PIPE, cited as claim #14622, and the $50 million Bitfury placement. What has not been said is the actual SPAC trust redemption rate and the cash actually delivered at close. The expected 2021-06-30 closing, cited as claim #14574, is marked delayed, so whether the cash condition was met or waived is also unanswered.

The company reported a material weakness in disclosure controls as of 2020-12-31, cited as claim #14657, tied to the warrant reclassification, cited as claim #14658, and promised to enhance its accounting controls, cited as claim #14659. It also said it would adopt an equity incentive plan and retain management, cited as claims #14667 and #14666. What has not been said is the date the weakness was declared remediated, and the size of the incentive plan's share reserve and the initial executive grants, both needed to size dilution against the 200 million-share exchange, cited as claim #14550.

SUPERSEDED

What we aren't being told

2026-09-25

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616 and restated as claim #14545, along with an option for an additional 100 MW, cited as claim #14617. What has not been said is where the hosted capacity physically sits, what the hosting rate and contract term are, when the first megawatts were energized, and whether the 100 MW option was ever exercised, allowed to lapse, or renegotiated.

The company disclosed a total mining power capacity target of 910 MW by 2026-12-31 on 2021-07-11, cited as claim #14549. On the same date it listed a 200 MW Luminant power purchase agreement (claim #14546), a 110 MW initial WindHQ agreement (claim #14547), and a 500 MW expanded WindHQ agreement (claim #14548). What has not been said is how these components add up to 910 MW. Standard Power plus Luminant plus WindHQ could be 900 MW or 1,010 MW depending on whether the 110 MW is part of the 500 MW, and it is unclear whether hosted Standard Power capacity counts toward owned-site megawatts at all. With the deadline three months away, how much of the 910 MW is energized today?

The company disclosed an initial WindHQ power supply agreement for 110 MW, promised by 2022-12-31 and now tracked as delayed, cited as claim #14547. What has not been said is the revised energization date, the site address and interconnection point (ERCOT node or utility), or whether the delay changes the conditions attached to the 500 MW expansion in claim #14548.

The company disclosed the Luminant power purchase agreement for 200 MW on 2021-07-11, cited as claim #14546. What has not been said is the contracted price per MWh, whether it is fixed or indexed, the term, curtailment or demand-response provisions, and the physical site the power serves. These are the numbers that drive mining gross margin.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company, cited as claims #14554 and #14625, and would subscribe $50 million in a private placement, cited as claims #14623 and #14552. What has not been said is which ongoing related-party arrangements exist with Bitfury, such as miner procurement, hosting, software or services agreements, and their dollar value. It is also unclear whether the company relies on Nasdaq controlled-company exemptions for board and compensation committee independence given the post-merger board composition in claim #14665.

The company disclosed a $375 million PIPE, cited as claims #14622 and #14564, and a $400 million minimum cash-at-closing condition, cited as claims #14577 and #14624, alongside an equity incentive plan with no stated share reserve, cited as claim #14667. What has not been said is who the anchor PIPE investors are, how much cash was actually delivered at close after GWAC public-holder redemptions, whether the $400 million minimum was met or waived, and how many shares were reserved under the incentive plan and granted to the retained management team referenced in claim #14576.

SUPERSEDED

What we aren't being told

2026-09-24

The company disclosed a 200 MW Luminant power purchase agreement, a WindHQ supply agreement of 110 MW growing to 500 MW, and a total mining power target of 910 MW by year-end 2026 on 2021-07-11, cited as claims #14546, #14547, #14548 and #14549. What has not been said is how the 910 MW is built up from those contracts. Is the 200 MW Standard Power hosting capacity (claims #14616, #14545) and its 100 MW option (claim #14617) inside or outside that total? And how much has actually been energized, given that the initial 110 MW WindHQ tranche is flagged as having slipped past its 2022-12-31 date?

The company disclosed the Luminant, WindHQ and Standard Power arrangements on 2021-05-18 and 2021-07-11, cited as claims #14616, #14545, #14546 and #14547. What has not been said is where any of these sites physically sit, what their interconnection points and load-serving arrangements are, or what they cost. Which counties or substations host the capacity? What are the contracted power prices or hosting fees per MWh, and how long do the contracts run before expiry or repricing?

The company disclosed on 2021-07-08 that Bitfury Top HoldCo would own 77.66 percent of the combined company, alongside a $50 million Bitfury private placement, cited as claims #14554, #14625 and #14623. What has not been said is the related-party context a controlling shareholder of that size implies. Are there equipment supply, mining services or other agreements with Bitfury affiliates? What are their pricing terms and approval process? And which post-merger directors are Bitfury designees, given that board composition (claims #14665, #14575) is disclosed only generically and is flagged as delayed?

The company disclosed a $375 million PIPE subscription on 2021-05-13, representing 14.2 percent post-merger ownership, cited as claims #14622 and #14627. What has not been said is who the PIPE investors are and whether any are affiliated with the sponsor, Bitfury or management. It is also unclear whether all $375 million was funded at closing against the $400 million minimum cash condition (claims #14624, #14577), or whether redemptions and non-funding changed the actual proceeds.

The company disclosed a $2 billion merger consideration valuation on 2021-05-06 and an exchange ratio stated as 400,000 shares on 2021-05-13, cited as claims #14663 and #14621. Later filings describe the deal as 200,000,000 shares (claims #14550, #14574). What has not been said is how these units reconcile. Is 400,000 a per-share ratio applied to a small pre-merger Cipher share count? And what per-share price underpins the $2 billion figure?

The company disclosed a material weakness in disclosure controls as of 2020-12-31, the warrant reclassification to liabilities, and a plan to enhance accounting controls on 2021-05-06, cited as claims #14657, #14658 and #14659. It also disclosed adoption of an equity incentive plan and retention of management (claims #14667, #14666). What has not been said is whether and when the weakness was remediated. Nor has the company stated the size of the incentive plan share reserve or the compensation terms given to the retained executives. Note that the claim record supplied here is truncated after claim #14538, so later filings may address some of these points.

SUPERSEDED

What we aren't being told

2026-09-24

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claims #14616 and #14545, plus an option for another 100 MW, cited as claim #14617. What has not been said is where the hosting site is physically located, what the hosting rate per kWh or per MW is, what the contract term is, and when the capacity is scheduled to energize. The company also has not said what it would cost to exercise the 100 MW option, or by when it must be exercised.

The company disclosed a 910 MW total mining power target by 2026-12-31 on 2021-07-11, cited as claim #14549. It is built from a 200 MW Luminant power purchase agreement (claim #14546), a 110 MW initial WindHQ agreement (claim #14547) and a 500 MW expanded WindHQ agreement (claim #14548). What has not been said is how these pieces add up to 910 MW. The company has not stated whether the 110 MW is part of the 500 MW or on top of it, or whether the Standard Power 200 MW and its 100 MW option count toward the target. The WindHQ initial tranche is already marked delayed against its 2022-12-31 date, and no revised energization date or reason has been given.

The company disclosed a 200 MW power purchase agreement with Luminant on 2021-07-11, cited as claim #14546. What has not been said is the contracted price per MWh, the term, any fixed-price or index-linked structure, and any curtailment or demand-response terms. Nor has the company named the ERCOT site or interconnection point that the power will be delivered to. For a miner, these terms determine unit economics, so their absence is the most important quantitative gap.

The company disclosed a $50 million private placement by Bitfury Top HoldCo and 77.66 percent post-merger ownership by the Cipher stockholder, cited as claims #14623, #14552, #14554 and #14625. What has not been said is what related-party arrangements with Bitfury accompany this control position. That includes any equipment supply, hosting or services agreements, their pricing, and how conflicts will be managed at the board level. The company also has not reconciled the 13.5 percent sponsor-and-related-parties stake (claim #14568) with the 0.29 percent post-merger sponsor ownership (claim #14628).

The company disclosed a $375 million PIPE subscription representing 14.2 percent post-merger ownership, cited as claims #14622 and #14627. What has not been said is who the PIPE investors are, what share price they subscribed at, and whether any are affiliated with Bitfury or the sponsor. The company also has not disclosed any lock-up or registration terms on those shares.

The company disclosed a planned equity incentive plan, retention of management and a post-merger board composition, cited as claims #14667, #14666 and #14665. The retention and board items (claims #14576 and #14575) are now marked delayed against 2021-06-30. What has not been said is how many shares the incentive plan reserves, which executives and directors were retained or named, and on what compensation terms. The company also disclosed a material weakness as of December 31, 2020 and a planned remediation (claims #14657 and #14659), but has not said whether that remediation has been completed.

SUPERSEDED

What we aren't being told

2026-09-22

The company disclosed a Standard Power hosting contract for 200 MW on 2021-05-18, cited as claim #14616, together with an option for an additional 100 MW, cited as claim #14617; what has not been said is where those megawatts physically sit — no site address, host utility, interconnection queue position or substation energization date is given — nor what the hosting rate is in dollars per kWh, whether the 200 MW is contracted capacity at the meter or power actually deliverable to miners, and what Standard Power's own creditworthiness or upstream power supply looks like behind a counterparty that is otherwise unnamed in financial terms.

The company disclosed a Luminant power purchase agreement for 200 MW on 2021-07-11, cited as claim #14546; what has not been said is the price and structure of that power — fixed, heat-rate-linked or index — the ERCOT settlement node and term length, the curtailment and economic-dispatch provisions that determine how many of the 8,760 hours are actually available, and whether any collateral or credit support was posted to Luminant, which is the single largest determinant of whether 200 MW translates into 200 MW of realized mining uptime.

The company disclosed a WindHQ initial power supply agreement of 110 MW targeted for 2022-12-31, cited as claim #14547, an expanded 500 MW arrangement, cited as claim #14548, and a total mining power capacity target of 910 MW by 2026-12-31, cited as claim #14549; what has not been said is how those figures reconcile, since 200 MW from Standard Power plus 200 MW from Luminant plus 110 MW plus 500 MW sums to 1,010 MW rather than 910 MW, leaving unstated which contracts are assumed to lapse, overlap or be netted, whether the 910 MW is nameplate interconnection or energized IT load, and — critically absent — any conversion of megawatts into exahash, miner model, vendor, purchase-order quantity or delivery schedule.

The company disclosed post-merger ownership by the Cipher Stockholder of 77.66 percent on 2021-05-13, cited as claim #14625 and restated as Bitfury Top HoldCo on 2021-07-08, cited as claim #14554, while Bitfury simultaneously subscribed for a 50000000 USD private placement, cited as claims #14623 and #14552; what has not been said is the full related-party commercial relationship between the controlling holder and the operating company — whether Cipher buys rigs, firmware, datacenter build services or management services from Bitfury, at what price, on what arm's-length benchmark, and which board seats and protective or veto rights Bitfury designates under the post-merger board composition referenced in claims #14665 and #14575.

The company disclosed a minimum closing cash condition of 400000000 USD, cited as claims #14624, #14566 and #14577, against a 375000000 USD PIPE and a 50000000 USD Bitfury placement, cited as claims #14622 and #14623; what has not been said is the headroom between the 425000000 USD of committed private capital and the 400000000 USD condition once redemptions, deferred underwriting discounts, placement fees and transaction expenses are deducted, what redemption rate would break the condition, and how the net proceeds split between ASIC prepayments, datacenter construction capex and working capital across the 910 MW buildout.

The company disclosed a material weakness in disclosure controls as of December 31, 2020, cited as claim #14657, a warrant accounting reclassification to liabilities, cited as claim #14658, and a planned enhancement of accounting processes and controls, cited as claim #14659; what has not been said is any remediation timeline, headcount or cost, whether prior periods were restated and for what magnitude, who signs the post-combination audit, and whether the weakness was represented as remediated before the business combination closed — a question sharpened by the fact that the 21-month completion deadline in claims #14654, #14660 and #14572 has since been carried to a 2022-07-22 date and marked delayed without an accompanying explanation of the extension mechanics or any sponsor-funded extension payments.

The company disclosed management team retention and an equity incentive plan adoption on 2021-05-06, cited as claims #14666 and #14667, with retention restated and marked delayed against a 2021-06-30 date in claim #14576; what has not been said is the substance a proxy reader would expect — the share reserve and evergreen provision under the incentive plan, named executive officer base salaries, bonus targets and founder or promote equity, any change-of-control or severance triggers, and which specific executives the retention commitment covers, given that the commitment itself slipped past its stated date.

SUPERSEDED

What we aren't being told

2026-09-22

Cipher disclosed a 200 MW Standard Power hosting contract on 2021-05-18 and again on 2021-07-11, cited as claims #14616 and #14545, with an option for a further 100 MW cited as claim #14617; what has not been said is where those megawatts physically sit — no site address, host utility, interconnection queue position, or substation energization date — and on what terms, since no hosting fee per kWh, contract tenor, or uptime/curtailment provision has been put on the record. Which of the option's 100 MW is contracted versus merely optioned, and what is the strike?

The company disclosed a 110 MW initial WindHQ power supply agreement due 2022-12-31, cited as claim #14547 and now carrying a delayed status, alongside a 500 MW expansion framework due 2026-12-31, cited as claim #14548; what has not been said is the cause and revised date of the 110 MW slip, the named sites and interconnection milestones behind the 500 MW, or the economics and ownership split of the WindHQ arrangement — is it a JV, a lease, or a PPA, and who funds the substation and civil capex per MW?

The company disclosed a 910 MW total mining power capacity target by 2026-12-31, cited as claim #14549, on the same date it disclosed 200 MW from Standard Power (#14545), 200 MW from Luminant (#14546), 110 MW from WindHQ (#14547) and 500 MW of WindHQ expansion (#14548), which sum to more than 910 before the 100 MW Standard Power option (#14617); what has not been said is which contracts are counted toward the 910, whether 910 means contracted nameplate, energized capacity, or average delivered load, and what hashrate in EH/s it implies at what assumed fleet efficiency in J/TH and what all-in power cost per kWh.

The company disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546; what has not been said is the delivery point and site, the contract term and expiry, the fixed or indexed price per MWh, and the curtailment, hedging and collateral posting obligations — the counterparty is named while every commercial term that determines gross margin is withheld.

The company disclosed a $375,000,000 PIPE subscription and a $50,000,000 Bitfury private placement against a $400,000,000 minimum available-cash closing condition, cited as claims #14622, #14623, #14624, #14566 and #14577, with PIPE Investors taking 14.2% of the post-merger company per claim #14627; what has not been said is the identity of any PIPE investor other than Bitfury, the subscription price and any lock-up or resale registration terms, and how much trust redemption the $400,000,000 condition can absorb before it fails — is there a backstop, a non-redemption agreement, or a waiver right, and who holds it?

The company disclosed that Bitfury Top HoldCo would own 77.66% of the post-merger company, cited as claims #14625 and #14554, while separately committing $50,000,000 of private placement capital, cited as claims #14623, #14552 and #14544; what has not been said is the related-party dimension — whether Bitfury or its affiliates also supply mining rigs, hosting technology or services to Cipher, on what pricing, volume and delivery schedule, and whether those agreements were negotiated at arm's length or approved by disinterested directors. Post-merger board composition and management retention are asserted in claims #14665, #14666, #14575 and #14576 without a single director name, independence determination, or Bitfury designation right.

The company disclosed a material weakness in disclosure controls as of December 31, 2020, a warrant accounting reclassification to liabilities, and a planned enhancement of accounting processes, cited as claims #14657, #14658 and #14659; what has not been said is any remediation plan with dates, owners, or cost, whether the weakness persisted at the business combination closing, and whether the restated warrant classification changes any covenant, earnings measure, or the $5,000,001 minimum net tangible assets test cited as claim #14570.

The company disclosed $1,500,000 of convertible working capital loans against $1,276,364 of working capital outside the trust, cited as claims #14656, #14655, #14571 and #14569, and a sponsor-and-related-party stake of 13.5% per claim #14568 that becomes 0.29% post-merger per claim #14628; what has not been said is who advanced the working capital loans, at what conversion price and into which securities, whether any converted at closing, and what forfeiture, earnout, or lock-up mechanics bridge 13.5% to 0.29% — alongside the equity incentive plan cited as claim #14667, for which no share reserve, evergreen provision, or named-executive grant or salary figure has been disclosed.

SUPERSEDED

What we aren't being told

2026-09-20

Cipher disclosed a 200 MW hosting contract with Standard Power on 2021-05-18 and again on 2021-07-11, cited as claims #14616 and #14545, plus an option for 100 MW of additional hosting capacity in claim #14617; what has not been said is where those megawatts physically sit — no site address, no host utility or interconnection queue position, no substation energization date, and no stated price per kilowatt-hour or term length. What is the exercise deadline and strike economics on the 100 MW option in claim #14617, and is the 200 MW contracted at the meter, behind the meter, or subject to curtailment?

The Luminant power purchase agreement for 200 MW was disclosed on 2021-07-11, cited as claim #14546; what has not been said is the contract tenor, the fixed or indexed energy price, the ERCOT node and interconnection milestone schedule, and the date first power is expected to flow. A first-year analyst would ask on the next call: how many of those 200 MW are firm versus interruptible, and what happens to the economics during ERCOT scarcity pricing events?

WindHQ appears twice — an initial 110 MW supply agreement promised by 2022-12-31 in claim #14547, now carried as delayed, and an expanded 500 MW arrangement promised by 2026-12-31 in claim #14548 — yet no revised energization date, no site list, and no description of what triggers the step from 110 MW to 500 MW has been disclosed. Given claim #14547 has slipped, what is the new in-service date for the initial 110 MW, and is the 500 MW in claim #14548 contractually committed or merely an option?

The company disclosed a total mining power capacity target of 910 MW by 2026-12-31 on 2021-07-11, cited as claim #14549, while the same-day component disclosures — 200 MW Standard Power (#14545), 200 MW Luminant (#14546), 110 MW WindHQ initial (#14547) and 500 MW WindHQ expanded (#14548) — sum to 1,010 MW; what has not been said is which megawatts are excluded from the 910 figure and whether 910 MW means contracted, interconnected, or energized and running load. What hashrate in EH/s does 910 MW correspond to, at what assumed efficiency in J/TH, and what is the all-in capital cost per megawatt required to get there?

The capital stack was disclosed as a $375,000,000 PIPE (claims #14622, #14564, #14536 and #14551), a $50,000,000 Bitfury Top HoldCo private placement (claims #14623, #14565, #14552 and #14537), and a $400,000,000 minimum available-cash condition at closing (claims #14624, #14566 and #14577); what has not been said is the identity of the PIPE investors, their lock-up and resale terms, and how much redemption by GWAC public stockholders the structure can absorb before the $425 million of committed capital fails the $400 million condition. Given GWAC public stockholders were projected at only 6.44 percent post-merger in claim #14626, what redemption level was assumed, and were any non-redemption or backstop agreements signed?

Bitfury Top HoldCo is disclosed as holding 77.66 percent of the post-merger company (claims #14625 and #14554) while simultaneously subscribing $50,000,000 of the private placement (claim #14623), and management retention and a new equity incentive plan were disclosed on 2021-05-06 as claims #14666 and #14667; what has not been said is any related-party detail on ASIC supply, hosting, or services agreements between Cipher and its controlling stockholder, nor the share reserve, evergreen provision, or named-executive award sizing under the incentive plan. Who negotiated the Bitfury-related agreements on behalf of minority holders, and what percentage of fully diluted shares does the equity plan in claim #14667 reserve?

A material weakness in disclosure controls as of December 31, 2020 was disclosed on 2021-05-06 as claim #14657, alongside a warrant reclassification to debt liabilities in claim #14658 and a planned enhancement of accounting processes in claim #14659, but no remediation timeline, cost, staffing plan, or target date for management's first clean internal-control assertion has been given. The same filing's closing milestones then slipped — claims #14574, #14575 and #14576 were promised by 2021-06-30 and are carried as delayed — so what caused the slip, and was the material weakness in claim #14657 remediated before or after the combined company's first reporting period?

SUPERSEDED

What we aren't being told

2026-09-20

Cipher announced a Standard Power hosting contract for 200 MW on 2021-05-18, cited as claims #14616 and #14545, plus an option for an additional 100 MW cited as claim #14617; what has not been said is where those megawatts physically sit. Which host sites, at which street addresses, under which utility and interconnection queue positions, are these 200 MW attached to, what is the energization date for each substation, and what is the strike price and expiration date on the 100 MW option?

The company disclosed a WindHQ initial power supply agreement for 110 MW due by 2022-12-31 and an expanded 500 MW arrangement targeted at 2026-12-31, cited as claims #14547 and #14548, with the 110 MW tranche now carrying delayed status; what has not been said is the economic structure behind those numbers. Is the WindHQ relationship a joint venture with shared capex and a profit split or a straight power supply contract, what is the contracted all-in cost per MWh, who funds the buildout at each site, and what specifically caused the 110 MW to miss the year-end 2022 date?

Cipher disclosed a total mining power capacity target of 910 MW by 2026-12-31 on 2021-07-11, cited as claim #14549, a figure that appears to be the arithmetic sum of the Standard Power 200 MW, the 100 MW option, the WindHQ 110 MW and the WindHQ 500 MW; what has not been said is whether 910 MW is contracted power, gross interconnection capacity, or critical IT load actually available to energized miners. What hashrate in EH/s does 910 MW translate to, at what assumed fleet efficiency in J/TH, how many machines does that require, and how many of the 910 MW are firm versus optioned or interruptible?

The company disclosed a Luminant power purchase agreement for 200 MW on 2021-07-11, cited as claim #14546, alongside a separate Standard Power hosting agreement for the same 200 MW figure cited as claim #14545; what has not been said is whether these are distinct megawatts or the same capacity counted under two counterparties. What is the Luminant contract term and fixed price per MWh, at which ERCOT settlement node does it deliver, what are the curtailment and economic-shutdown provisions, and is the Luminant power the supply underlying any portion of the 910 MW target?

Cipher disclosed $375,000,000 of PIPE subscriptions and a $50,000,000 Bitfury private placement against a $400,000,000 minimum closing cash requirement, cited as claims #14622, #14623, #14624, #14566 and #14577; what has not been said is how $425 million of gross proceeds funds a 910 MW buildout. What is the dollar-per-MW capital cost assumption, how much of the proceeds is committed to miner purchase deposits versus infrastructure versus working capital, what deposits have already been placed and with which manufacturers, and what additional financing is contemplated to close the gap between $425 million and full 910 MW deployment?

The company disclosed that Bitfury Top HoldCo would hold 77.66 percent of the post-merger equity, cited as claims #14554 and #14625, while separately disclosing post-merger board composition, management retention and an equity incentive plan adoption, cited as claims #14665, #14666, #14575, #14576 and #14667; what has not been said is the related-party and compensation substance behind a controlled company. Which directors are Bitfury designees and how many independent seats remain, what are the terms, pricing and exclusivity provisions of any miner supply, IP license or services agreement between Cipher and Bitfury entities, how many shares are reserved under the incentive plan, and what are the named executive officers' salary, bonus and equity award terms?

Cipher's predecessor disclosed a material weakness in disclosure controls as of December 31, 2020, a reclassification of warrants to liabilities, and a planned enhancement of accounting processes, cited as claims #14657, #14658 and #14659; what has not been said is the remediation specifics. What was the dollar magnitude of the warrant restatement to prior-period earnings, what is the target quarter for remediating the material weakness, which finance positions are being added and at what cost, and has the post-merger company's auditor been engaged to attest to internal controls?

SUPERSEDED

What we aren't being told

2026-09-20

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18 and again on 2021-07-11, cited as claims #14616 and #14545, plus an option for an additional 100 MW, cited as claim #14617; what has not been said is where those megawatts physically sit — no site address, no host utility or interconnection queue position, no energization schedule, and no hosting rate per kWh or pass-through structure. A sophisticated reader would also ask what triggers or expires the 100 MW option, and whether it has been exercised.

The company disclosed a 110 MW initial power supply agreement with WindHQ promised by 2022-12-31, cited as claim #14547, now carried as delayed, and a 500 MW expansion promised by 2026-12-31, cited as claim #14548; what has not been said is which specific wind sites underpin either tranche, what the interconnection status of each is, and — for the delayed tranche — what the revised energization date and the contractual consequence of the slip are. Is the delay a WindHQ-side construction issue, a transformer or interconnection issue, or a Cipher-side capital deployment issue?

The company disclosed a total mining power capacity target of 910 MW by 2026-12-31, cited as claim #14549; what has not been said is whether that figure is the simple sum of the 200 MW Standard Power contract, the 110 MW and 500 MW WindHQ tranches, and the unexercised 100 MW option — i.e., whether roughly eleven percent of the headline target rests on an option the company has not said it holds firm. Nor has the company stated whether 910 MW is nameplate, contracted, or expected-delivered capacity after curtailment, or what exahash and what miner purchase commitments that capacity implies.

The company disclosed a 200 MW power purchase agreement with Luminant on 2021-07-11, cited as claim #14546; what has not been said is the contract price, the tenor, the settlement node, and the curtailment and economic-dispatch terms — the variables that determine whether 200 MW of ERCOT supply is an asset or a liability in a scarcity-pricing event. What is the mark-to-market exposure if power settles above the strike for a sustained period?

The company disclosed $375,000,000 of PIPE subscriptions and a $50,000,000 Bitfury private placement, cited as claims #14622 and #14623, against a minimum of $400,000,000 of available cash at closing, cited as claims #14624, #14566 and #14577, while also disclosing that GWAC public stockholders would hold 6.44 percent post-merger, cited as claim #14626; what has not been said is the redemption assumption embedded in that ownership table and how much of the $425,000,000 gross is consumed by underwriting, advisory and PIPE placement fees before the $400,000,000 condition is tested. How much cash actually lands on the balance sheet, and what is the sources-and-uses bridge?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined entity, cited as claims #14554 and #14625, alongside post-merger board composition, management retention and a new equity incentive plan, cited as claims #14665, #14666, #14667, #14575 and #14576; what has not been said is how many directors Bitfury designates, whether any director is independent under Nasdaq controlled-company standards, the identities and compensation arrangements of the retained executives, or the share reserve and burn rate under the incentive plan. Most pointedly, no related-party terms have been disclosed for miner or infrastructure purchases from the 77.66 percent holder — at what price, on what volume, and reviewed by whom?

The company disclosed a material weakness in disclosure controls as of December 31, 2020, a warrant reclassification to liabilities, and a planned enhancement of accounting processes, cited as claims #14657, #14658 and #14659; what has not been said is the remediation timeline, the specific control deficiencies being fixed, who is being hired into the accounting function, and when management expects to assert remediation. Separately, the 21-month business combination deadline, cited as claims #14660, #14572 and #14654, is carried as delayed against a 2022-07-22 date — what extension, deadline amendment, or trust-funding contribution bridged that gap, and at what cost to non-redeeming holders?

SUPERSEDED

What we aren't being told

2026-09-18

The company disclosed on 2021-07-11 a total mining power capacity target of 910 MW by end-2026, cited as claim #14549, alongside Standard Power at 200 MW (claim #14545), Luminant at 200 MW (claim #14546), and WindHQ expanding to 500 MW (claim #14548). Those components sum to 900 MW, not 910 MW. What has not been said is how the headline number reconciles: is the WindHQ 110 MW initial tranche (claim #14547) additive to or inside the 500 MW, and does the Standard Power 100 MW option (claim #14617) count toward the target?

The company disclosed on 2021-07-11 a WindHQ initial power supply agreement of 110 MW promised by 2022-12-31, cited as claim #14547, and that commitment now carries a delayed status. What has not been said is the physical site, the interconnection point or ERCOT node, how many megawatts were actually energized by the original deadline, and what revised date now applies to the tranche and to the 500 MW expansion in claim #14548.

The company disclosed on 2021-05-18 a 200 MW hosting contract with Standard Power plus an option for another 100 MW, cited as claims #14616 and #14617. It also disclosed a 200 MW Luminant power purchase agreement on 2021-07-11, cited as claim #14546. What has not been said is the economics behind any of these: the hosting rate or power price per MWh, whether pricing is fixed or indexed, contract tenor, the facility addresses, and the exercise window and terms for the 100 MW option.

The company disclosed a $375 million PIPE subscription on 2021-05-13, cited as claims #14622, #14564, #14551 and #14536, giving PIPE investors 14.2 percent of the combined company per claim #14627. What has not been said is who the PIPE investors are, whether any single investor holds a reportable stake, and whether any of them are affiliated with Bitfury or the sponsor.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company and separately subscribe for a $50 million private placement, cited as claims #14554, #14625, #14623 and #14552. It also disclosed an equity incentive plan and retention of Cipher management, cited as claims #14667 and #14666. What has not been said is the terms of any services, equipment-supply or shared-personnel arrangements between Cipher and its controlling shareholder. Also missing are the share reserve under the incentive plan and the compensation packages for the retained executives.

The exchange ratio is recorded as 400,000 shares on 2021-05-13 and 2021-07-25, cited as claims #14621 and #14538, and the share exchange as 200,000,000 shares, cited as claims #14550 and #14574. Separately, the company disclosed a material weakness as of December 31, 2020 and a warrant reclassification to liabilities, cited as claims #14657 and #14658. What has not been said is how the two share figures relate, since one reads as a ratio and the other as a count. Also unsaid is the dollar effect of the warrant restatement, and whether and when the remediation promised in claim #14659 was completed, given that the merger's 2021-06-30 target in claims #14574 through #14576 slipped.

SUPERSEDED

What we aren't being told

2026-09-18

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616 and repeated as claim #14545, plus an option for another 100 MW, cited as claim #14617. What has not been said is where the hosting site is, what hosting rate per kWh or per MW Cipher pays, how long the contract runs, when capacity energizes, and what triggers or prices the 100 MW option.

The company disclosed a 910 MW total mining power target by 2026-12-31 on 2021-07-11, cited as claim #14549. It sits alongside Standard Power at 200 MW (claim #14545), Luminant at 200 MW (claim #14546), and WindHQ at 110 MW initially and 500 MW expanded (claims #14547 and #14548). What has not been said is how 910 MW reconciles with these parts: the listed figures sum to 900 MW if WindHQ's 500 MW includes the initial 110 MW, and to 1,010 MW if it does not. The company also has not said whether each figure is contracted power, hosting capacity, or energized mining load.

The company disclosed a 200 MW power purchase agreement with Luminant on 2021-07-11, cited as claim #14546. What has not been said is the contracted price or pricing structure, the tenor, the site location, the interconnection point, and whether curtailment or demand-response rights sit with Cipher or the generator.

The company disclosed an initial 110 MW WindHQ power supply agreement targeted for 2022-12-31, cited as claim #14547, which is now tracked as delayed. What has not been said is how much of the 110 MW is actually energized, what caused the slip, and whether the 500 MW expansion by 2026-12-31 (claim #14548) still has a firm schedule or financing behind it.

The company disclosed a $375 million PIPE subscription on 2021-05-13, cited as claims #14622, #14564 and #14551, giving PIPE investors 14.2 percent of the combined company (claim #14627). What has not been said is who the anchor PIPE investors are, what they paid per share, and whether any hold side letters, lock-ups, or board or observer rights.

The company disclosed that Bitfury Top HoldCo would own 77.66 percent after the merger and would separately invest $50 million, cited as claims #14554, #14623 and #14552. It also disclosed an equity incentive plan and management retention, cited as claims #14667 and #14576. What has not been said is what related-party services or equipment arrangements exist between Bitfury and Cipher and on what terms, how many shares the incentive plan reserves, and what executive compensation looks like. It is also unexplained why the board composition and management retention commitments, due by 2021-06-30 (claims #14575 and #14576), are tracked as delayed.

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed a $375,000,000 PIPE subscription on 2021-05-13, cited as claim #14622 and repeated in claims #14564, #14551 and #14536, and assigned the PIPE Investors 14.2 percent of post-merger ownership in claim #14627. What has not been said is who those investors are, how the $375,000,000 is split among them, and whether any of them is affiliated with Bitfury, the sponsor or Cipher management. Which named institutions anchored the PIPE, and were any subject to lock-ups or side letters?

The company disclosed a 200 MW hosting contract with Standard Power on 2021-05-18, cited as claim #14616 (restated in #14545), plus an option for another 100 MW in claim #14617. What has not been said is where the facility is, when it is scheduled to energize, what the term is, and what Cipher pays per kWh or per MW. What is the physical site and interconnection status, and what triggers or prices the 100 MW option?

The company disclosed a 910 MW total capacity target by 2026-12-31 on 2021-07-11, cited as claim #14549, alongside a 200 MW Luminant PPA (#14546), a 110 MW WindHQ initial agreement due by 2022-12-31 (#14547), and a 500 MW WindHQ expansion due by 2026-12-31 (#14548). What has not been said is how these figures add up. Standard Power, Luminant and both WindHQ tranches sum to 1,010 MW, or to 900 MW if the 110 MW is part of the 500 MW, and neither total is 910 MW. Is the Standard Power option counted? Which contracts are firm and which are optional? What are the Luminant and WindHQ sites, ERCOT interconnection queue positions, contract terms and fixed or indexed power prices?

The company disclosed that Bitfury Top HoldCo would own 77.66 percent of the combined company, cited as claims #14554 and #14625, and would put in a separate $50,000,000 private placement (#14623, #14565, #14552, #14537). What has not been said is what commercial relationship sits alongside that control position. Does Bitfury supply miners, hosting, software or management services to Cipher, and on what related-party terms? How will board independence work under the post-merger composition in claims #14665 and #14575?

The company disclosed the adoption of an equity incentive plan and the retention of Cipher management, cited as claims #14667, #14666 and #14576. What has not been said is how many shares the plan reserves, what grants were made to executives at or around closing, and what employment agreements or change-of-control terms exist. What is the dilution from the plan, and how much equity went to named executive officers in the first year?

The company disclosed a $2,000,000,000 merger valuation, cited as claim #14663, and an exchange that is recorded as both 400,000 shares (#14621, #14538) and 200,000,000 shares (#14574, #14550). It also disclosed a $400,000,000 minimum closing cash condition (#14577, #14566, #14624). The sponsor stake appears as 13.5 percent in claim #14568 but as 0.29 percent post-merger in claim #14628. What has not been said is how these figures reconcile: the actual per-share exchange ratio, the redemption level from the trust that was assumed, and the basis for each sponsor ownership figure. The company also disclosed a material weakness as of 2020-12-31 in claim #14657, with only an undated remediation plan in #14659. When was that weakness formally declared remediated?

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed on 2021-08-30 that Bitfury bought 6M shares for $60M, cited as claim #14467. Across at least five earlier filings the same private placement was fixed at $50M (claims #14565, #14552, #14544, #14537, #14530). What has not been said is why the commitment grew by $10M in the final weeks before close, who agreed to the change, and whether the $10 per-share price or any side terms changed with it.

The company disclosed on 2021-07-08 that Bitfury Top HoldCo would own 77.66 percent of the combined company, cited as claim #14554. It also signed a Master Services and Supply Agreement with Bitfury at close (claim #14468) and a non-compete and non-solicit with Bitfury (claim #14520). What has not been said is the fee schedule, term, exclusivity and termination rights under that agreement, or how the board plans to police pricing with a controlling shareholder who is also a supplier.

The company disclosed on 2021-07-11 a 910 MW total mining power target by 2026, cited as claim #14549. That filing listed a 200 MW Luminant PPA (#14546), 110 MW and 500 MW WindHQ agreements (#14547, #14548), and a 200 MW Standard Power hosting contract with a 100 MW option (#14545, #14616, #14617). Those components do not add to 910 MW in any obvious way. What has not been said is whether the 500 MW WindHQ figure includes the initial 110 MW, whether the Standard Power option is counted, and whether the MW figures describe contracted grid power or deployable miner load.

The company announced Luminant and WindHQ power agreements (claims #14546, #14547, #14548) and Standard Power hosting capacity (claim #14616). None of these came with a named site, county, ERCOT or PJM interconnection point, energization schedule, price per MWh, or contract term. What has not been said is where these megawatts physically are and at what cost.

The company disclosed on 2021-09-01 a Bitmain purchase of 27,000 Antminer units, cited as claim #14463. On 2021-09-07 it disclosed a $113.4M SuperAcme framework agreement with delivery by 2022-12-31 (claim #14462). What has not been said is the dollar value, model and hashrate of the Bitmain order, the unit count under SuperAcme, whether the two filings describe the same machines, and what deposits are non-refundable if deliveries slip.

The company disclosed a $375M PIPE (claims #14564, #14551, #14466) and a $400M minimum closing cash condition (claim #14566), yet named none of the PIPE investors. What has not been said is who they are, what lock-ups apply, how much of the trust was redeemed at close, and what compensation was set for the officers and board appointed on 2021-08-30 (claims #14469-#14473) alongside a 13.5 percent sponsor stake (claim #14568).

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed planned mining facilities in four US cities on 2021-10-07, cited as claim #14436, and repeated the initial buildout locations on 2021-11-17, cited as claim #14385. Since then, only Alborz (claim #13821) and Odessa (claim #13711) have surfaced by name, and the joint-venture sites (claim #13823) name no partner or ownership percentage. What has not been said is where the other two sites physically are, who the JV partners are, what equity stake Cipher holds in each, and what interconnection capacity in MW each site has secured.

The company disclosed fixed-rate power at 2.7 c/kWh on 2021-10-07 and again on 2022-05-03, cited as claims #14435 and #13942, yet the only named power counterparty is Luminant at Odessa (claims #13711 and #13703). What has not been said is which utilities or hosts supply the 2.7 c/kWh power at the other sites, for how many MW, and for what term. Does that rate survive the Third Amendment to the Luminant PPA?

The company disclosed on 2022-09-01 that Luminant would pay Cipher $5,056,006.56 to modify the delivery schedule, cited as claims #13701 and #13709. The same filing disclosed a 207 MW ramp at Odessa by 2023-02-28 and a $45 million parent guaranty, cited as claims #13704, #13702 and #13710. What has not been said is how many months the power ramp slipped and what the original schedule was. Nor has the company said whether that $5.06M fully offsets the idle-miner cost, or what events would trigger a draw on the $45M guaranty.

The company disclosed miner orders totaling roughly 115,000 units: 27,000 Bitmain S19j Pros due by 2022-09-30 (claims #14438 and #13940), 60,000 MicroBT units via SuperAcme for $113.4M (claims #14460, #14461 and #14439), and 28,000 Bitfury rigs (claim #14429). Only 10,578 miners are confirmed deployed at Alborz as of 2022-08-08, cited as claim #13821. What has not been said is the dollar value of the Bitmain and Bitfury orders. The company has also not explained why the SuperAcme delivery date appears as both 2022-07-01 and 2022-12-31. Finally, how does the $74.3M capital commitment in claim #14402 reconcile with the $196.7M of deposits and future commitments in claim #13822, and how many machines had actually been delivered by the September 2022 deadline?

The company disclosed a $375M PIPE of 37.5M shares at $10 on 2021-08-30, cited as claim #14466, but the PIPE financing commitment was reported as $322.35M on 2021-10-07, cited as claim #14433. What has not been said is which investors account for the roughly $52.65M difference. Did it stem from redemptions, defaults or a restructuring? It also remains unexplained how that squares with the business-combination figures of $383.06M and $383.9M in net proceeds (claims #14401 and #14383).

The company disclosed on 2022-04-11 and 2022-04-13 that 2,890,173 Bitfury shares were cancelled to satisfy $10M of debt, cited as claims #14047 and #14003, alongside a lock-up waiver allowing Bitfury to pledge shares and new board observer rights (claims #14001, #14045 and #14046). This sits atop an existing Master Services and Supply Agreement and a non-compete (claims #14468 and #14520). What has not been said is what the $10M obligation was for, who the pledgee lender is, and how many shares are pledged. The company has also not said what amounts Cipher has paid Bitfury under the MSSA and the 28,000-rig order, given that Bitfury is a controlling related party (claim #14384).

The company disclosed on 2022-09-14 a special retention grant of 1.1 million RSUs to CFO Edward Farrell vesting by 2023-09-13, cited as claim #13650. What has not been said is the grant-date value, why a CFO-only retention award was needed barely a year after appointment (claim #14470), and whether comparable grants went to Page, Kelly or Iwaschuk (claims #14469, #14471 and #14472).

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed on 2022-04-11 and 2022-04-13 that 2,890,173 Bitfury-held shares were cancelled to satisfy $10 million of debt, alongside a pledge-enabled lock-up waiver and board observer rights for Bitfury entities (claims #14047, #14003, #14001, #14002, #14045, #14046, #14004). What has not been said is what the underlying obligation was, how the implied settlement price of roughly $3.46 per share was set against market, and which Bitfury entities hold observer seats. Who received the pledged shares as collateral, and what information rights come with the observer seats given Bitfury's continuing related-party role?

The company disclosed on 2022-08-31 and 2022-09-01 a Third Amendment to its Luminant power purchase agreement for Odessa. Luminant paid Cipher $5,056,006.56 for a schedule modification, Cipher gave a $45 million parent guaranty, and delivery was to ramp to 207 MW by 2023-02-28 (claims #13701, #13709, #13702, #13710, #13703, #13704). What has not been said is why the power supplier paid Cipher, what the original and revised delivery schedules were, and what triggers a guaranty call. The 2023-03-13 filing also cites 66.7 percent of capacity as secured (claim #13037) without naming the base. Is that figure 66.7 percent of 207 MW, of a larger contracted amount, or of an energy volume?

The company disclosed on 2022-05-03 orders for 60,000 MicroBT SuperAcme units by year-end 2022 and 27,000 Bitmain S19j Pro units by 2022-09-30, and on 2022-08-08 it disclosed $196.7 million in equipment deposits and commitments (claims #13941, #13940, #13822). By 2023-03-13 Odessa had only 39,000 miners, and the 47,000-miner, 4.7 EH/s Q1 2023 target was marked delayed (claims #13028, #13038, #13039, #13121, #13014). What has not been said is how many of the roughly 87,000 ordered units were actually delivered, cancelled, resold or redeployed, and whether any deposits were forfeited or impaired. The additional 2023 miner purchases were also marked delayed without any unit count or dollar amount (claims #13042, #13123). How large are those purchases?

The company disclosed on 2022-09-14 and 2022-09-20 special retention RSU grants of 1,100,000 units each to Patrick Kelly, William Iwaschuk and Edward Farrell, and 500,000 to Tyler Page, all tied to 2023-09-13 (claims #13649–#13652, #13632–#13635). What has not been said is the grant-date fair value, whether vesting is purely time-based or carries performance hurdles, and what retention risk justified grants this large shortly after the SPAC close. Does the September 2023 date mark full vesting or only a first tranche?

The company disclosed four sites under joint venture and power agreements, a 49 percent WindHQ joint venture, and a 40 MW Alborz facility described in terms of both total and Cipher-owned capacity (claims #13638, #13578, #13823, #13035, #13029). It also cited Bear at 0.3 EH/s and expansion potential of 165 MW at Alborz, 135 MW at Bear and 135 MW at Chief (claims #13019, #13043, #13044, #13045). What has not been said is the net megawatts attributable to Cipher at each joint venture site and the interconnection status, utility counterparty and timeline for each expansion figure. Chief has no disclosed current capacity or start date at all. Separately, Alborz is recorded both as delayed against a 2022-02-01 start and as having commenced (claims #13579, #13576, #13820). On what date did Alborz actually begin hashing?

The company disclosed a $250 million at-the-market offering agreement with H.C. Wainwright in filings dated 2022-09-20, 2022-09-21 and 2022-10-06 (claims #13629, #13628, #13574). What has not been said is how much has been sold under the program, at what average price and commission, and how the proceeds were split between equipment commitments, the Luminant guaranty exposure and joint venture capital calls. How much capacity remains under the program?

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed on 2022-05-03 orders for 60,000 MicroBT units due by 2022-12-31 and 27,000 Bitmain S19j Pro units due by 2022-09-30, cited as claims #13941 and #13940, and on 2022-08-08 $196.7 million of equipment deposits and future commitments, cited as claim #13822. What has not been said is how many of those 87,000 units were actually delivered and energized, how the $196.7 million splits between cash already paid and remaining obligations, and whether any order was cancelled, deferred or repriced after the Odessa 47,000-miner Q1 2023 target slipped (claims #13038, #13121). Is the 60,000-unit Odessa full-buildout target (claim #12993) the same fleet as the MicroBT order, or a separate one?

The company disclosed on 2022-09-01 a Third Amendment to the Luminant PPA, cited as claim #13703, under which Luminant paid Cipher $5,056,006.56 for a schedule modification (claims #13701, #13709), alongside a $45 million parent guaranty (claims #13702, #13710). What has not been said is what Cipher gave up in exchange for a utility paying it, and what events would allow Luminant to draw on the $45 million guaranty. How does the 138 MW take-or-pay obligation (claim #13153) interact with the Odessa delays?

The company disclosed on 2022-09-01 a planned 207 MW Odessa delivery ramp by 2023-02-28, cited as claim #13704, and on 2023-03-13 that 66.7 percent of capacity was secured (claim #13037) with a 4.7 EH/s Q1 2023 target (claims #13014, #13039, #13116). All three targets are now marked delayed. What has not been said is how many megawatts and how much hashrate were actually energized by the 2023-03-31 deadline, and what the revised date is. Did any take-or-pay shortfall or curtailment cost arise during the ramp gap?

The company repeatedly cited fixed-rate power at 2.7 c/kWh, most specifically through 2027 in claim #13118, and also in claims #13942, #13637 and #13581. What has not been said is whether that rate covers only Odessa or also the joint-venture sites, and whether it includes transmission, ancillary and demand charges. What pricing applies after 2027-12-31, and does Cipher receive any economics from reselling power or participating in demand response?

The company disclosed on 2022-09-20 four mining sites held through partially owned joint ventures, cited as claims #13638 and #13823, and on 2023-03-13 a WindHQ JV for three data centers (claims #13127, #13120) with expansion potential of 165 MW at Alborz, 135 MW at Bear and 135 MW at Chief (claims #13043, #13044, #13045, #13124). What has not been said is Cipher's ownership percentage in each JV, the sites' physical locations and interconnecting utility, and the energized megawatts today versus that expansion potential. Bear and Chief completion is cited in claims #13132 and #13133 without any date. Are any JV partners or power counterparties related parties of Cipher, its sponsor from the Good Works business combination (claim #13575), or its major shareholders?

The company disclosed on 2022-09-14 Special Retention RSU grants of 1,100,000 each to Edward Farrell, William Iwaschuk and Patrick Kelly and 500,000 to Tyler Page, all vesting by 2023-09-13 (claims #13649 through #13652, repeated as #13632 through #13635). The grants came within a week of a $250 million at-the-market agreement with H.C. Wainwright (claims #13629, #13628, #13574). What has not been said is the grant-date fair value of the 3.8 million RSUs, whether vesting carried any performance conditions, and why Page's grant was less than half the others'. How much of the $250 million ATM has been sold, at what average price, and to fund which of the delayed commitments?

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed a Third Amendment to its Odessa power purchase agreement with Luminant on 2022-09-01, cited as claims #13703 and #13711. The amendment included a $5,056,006.56 payment for a schedule modification due by 2022-09-10 (claims #13701 and #13709) and a $45.0 million parent guaranty (claims #13702 and #13710). What has not been said is which party paid whom, what delivery schedule was given up in exchange, and what events would let Luminant draw on the $45 million guaranty. Did the 207 MW ramp promised by 2023-02-28 (claim #13704) actually arrive on that schedule?

The company has repeatedly cited long-term power at a fixed 2.7 c/kWh, cited as claims #13637, #13577 and #13581, and on 2023-03-13 as an average contract rate through 2027 (claim #13147). What has not been said is which of the four sites that rate covers, who the supplying counterparty is at the non-Odessa sites, and whether 2.7 cents is energy-only or all-in including transmission and ancillary charges. What does the rate reset to after 2027?

The company disclosed 49 percent stakes in Alborz LLC and Chief LLC on 2023-03-13, cited as claims #13018 and #13022, and described four mining sites held under joint venture and power agreements (claims #13638, #13823, #13578 and #13580). What has not been said is who holds the other 51 percent, how capital calls and hosting economics are split, and where the Alborz, Bear and Chief sites physically sit and interconnect. The Alborz start was promised for 2022-02-01 and is now flagged delayed (claim #13579). Given that, why was it late? Does the 40 MW figure (claim #13029) describe total site capacity or only Cipher's share?

The company disclosed $196.7 million of equipment purchase deposits and future commitments on 2022-08-08, cited as claim #13822. What has not been said is the vendor's name, the miner model and unit count those dollars buy, the delivery schedule, and whether any deposits are refundable or at risk if the vendor defaults or prices fall.

On 2023-03-13 the company gave three Odessa figures: 39,000 miners in place (claim #13028), 10,800 more to fill capacity by end-2023 (claim #13151), and a 60,000-unit full buildout (claim #12993). Those figures do not reconcile, since 39,000 plus 10,800 is roughly 49,800. What has not been said is where the remaining ~10,000 units come from and on what timeline. The Q1 2023 target of 4.7 EH/s (claim #13140) and the 2023 procurement plans (claims #13141, #12994 and #13042) are all flagged delayed. How much hashrate was actually reached, and how were the additional purchases financed?

On 2022-09-14 the company disclosed special retention RSU grants of 1.1 million units each to William Iwaschuk, Edward Farrell and Patrick Kelly, and 500,000 to Tyler Page, all vesting 2023-09-13 (claims #13649-#13652 and #13632-#13635). The grants came days before a $250 million at-the-market program with H.C. Wainwright was announced (claims #13629, #13628 and #13574). What has not been said is whether the grants carry any performance conditions, why the CEO's grant was less than half the others, and what retention risk the board was responding to. How much of the ATM has been drawn, at what average price, and how much dilution has it caused?

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed on 2022-09-01 a $45 million parent guaranty to Luminant (claims #13702, #13710) and a $5,056,006.56 payment from Luminant for modifying the Odessa delivery schedule (claims #13701, #13709), tied to a 207 MW ramp by 2023-02-28 (claim #13704). It later disclosed a 138 MW take-or-pay obligation under the same power purchase agreement (claim #13153). What has not been said is what events would let Luminant draw on the guaranty, whether the $5.06 million was actually received by 2022-09-10 and how it was accounted for, and what Cipher pays per MWh for take-or-pay volume it does not consume.

The company disclosed on 2023-03-13 a target of 47,000 Odessa miners by the end of Q1 2023 (claims #13150, #13025, #12992) while reporting about 39,000 miners on site (claim #13028). It also guided to buying roughly 10,800 more miners in 2023 to fill a 60,000-miner, 207 MW buildout (claims #13026, #13027, #13152). All of this guidance is now marked delayed. What has not been said is the miner count actually reached at quarter-end and at year-end 2023, which vendor and model the added miners came from, the price per terahash, and whether the purchases were funded by cash, equipment financing or ATM proceeds.

The company disclosed a long-term fixed power rate of 2.7 c/kWh (claims #13637, #13581, #13577), cited through 2027 as an average cost (claim #13010). What has not been said is which sites that average covers, and whether it includes transmission, ERCOT ancillary charges and demand charges. It also has not said whether proceeds from curtailment or power resales are netted into the figure, and what pricing applies after 2027.

The company disclosed a 49% stake in the WindHQ joint venture covering three data centers (claims #13035, #13018). It cited 40 MW of total and Cipher-owned capacity at Alborz (claim #13029), and 165 MW, 135 MW and 135 MW of expansion potential at Alborz, Bear and Chief (claims #12999, #13144, #13145, #13002, #13005). What has not been said is Cipher's net attributable megawatts at each site, the governance and distribution terms with WindHQ, and the physical locations, interconnection status and capital required for any of the roughly 435 MW of expansion.

The company disclosed on 2022-09-14 special retention RSU grants of 1,100,000 units each to Edward Farrell, Patrick Kelly and William Iwaschuk, and 500,000 units to Tyler Page, all vesting by 2023-09-13 (claims #13649–#13652, #13632–#13635). Around the same time it filed a $250 million at-the-market offering with H.C. Wainwright (claims #13629, #13628, #13574). What has not been said is the grant-date fair value and any performance conditions on the 3.8 million retention units, and why a retention award was needed so soon after the Good Works business combination (claim #13575). It has also not said how much of the $250 million ATM was sold, at what average price, and with what dilution to holders.

The company disclosed that Alborz mining was expected to start by 2022-02-01 (claim #13579, now marked delayed), later stated that operations had commenced (claims #13576, #12995, #12996), and disclosed that its Standard Power hosting agreement was terminated (claim #13011). What has not been said is the actual Alborz start date and the cause of the slip. It has also not said whether deposits or prepayments under the Standard Power agreement were recovered or written off, and where the miners intended for Standard Power were redeployed.

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed special retention RSU grants on 2022-09-14 and again on 2022-09-20 (claims #13649, #13650, #13651, #13652, #13632, #13633, #13634, #13635): 1,100,000 units each to Edward Farrell, William Iwaschuk and Patrick Kelly, and 500,000 to Tyler Page, all tied to a 2023-09-13 date. What has not been said is whether these 3.8 million units actually vested, were forfeited or were modified. What were the service or performance conditions and the grant-date fair value, and why do the same grants appear in two separate filings six days apart?

The company has repeated a fixed 2.7 c/kWh power price many times (claims #13637, #13581, #13577, #13046, #13036), and claim #13010 records the same figure in USD rather than cents. What has not been said is whether 2.7 c/kWh is an all-in rate that includes transmission, ancillary charges and demand fees, or an energy-only rate. It is also unclear whether it is a weighted average across all four sites or applies only to Odessa. What pricing takes effect after the 2027-12-31 horizon?

The company disclosed 207 MW of Luminant capacity for Odessa (claim #13128), a 138 MW minimum annual take-or-pay obligation (claims #13119, #13047) and 66.7 percent secured capacity (claim #13037). What has not been said is the dollar value of that take-or-pay commitment, or the penalty if Odessa draws less than 138 MW. How is the remaining 69 MW priced and contracted, and does Cipher receive credits for curtailment or for reselling power into ERCOT?

On 2023-03-13 the company guided to 47,000 miners and 4.7 EH/s at Odessa by 2023-03-31 (claims #12992, #13025, #13150, #13014), while reporting 39,000 miners in place (claim #13028). It also guided to 10,800 additional miner purchases by year-end 2023 (claims #13026, #12994, #13016, #13042) toward a 60,000-miner, 6.2 EH/s full buildout (claims #13122, #13027, #13041). All of these dated targets are now marked delayed. What has not been said is when 47,000 miners were actually reached and whether the 10,800 miners were ever ordered. Who was the vendor, what was the price per terahash, and what is the model mix (claim #13012 names none)? The figures also do not reconcile: 39,000 plus 10,800 is 49,800, not 60,000, so how will the remaining roughly 10,000 slots be filled?

The company announced four mining sites under joint venture and power agreements (claims #13638, #13578). These include a 49 percent WindHQ joint venture covering three data centers (claims #13127, #13035) and a 49 percent Alborz LLC stake (claim #13018). It cited 165 MW, 135 MW and 135 MW of expansion potential at Alborz, Bear and Chief (claims #13043, #13044, #13005, #13045). What has not been said is the physical location, interconnection point and power counterparty for each JV site. Claim #13029 describes Alborz capacity as total and Cipher-owned but gives a single 40 MW figure, so is that gross or Cipher's net 49 percent share? The Chief hashrate claim (#13004) carries no number at all. Who funds the expansion megawatts, and on what timeline?

Alborz mining was promised by 2022-02-01 and is now marked delayed (claim #13579), yet the company separately says operations commenced (claims #13576, #12995, #12996). No start date is attached to that statement. What has not been said is the actual commencement date and the length of the slip. Relatedly, the $250 million H.C. Wainwright at-the-market program (claims #13629, #13628, #13574) is recorded in some filings as 250.0 USD and in others as 250,000,000. How much has been drawn, at what average price and fee, and with what resulting dilution? The Standard Power hosting termination (claim #13011) came with no disclosure of termination costs or recovery of deposits.

SUPERSEDED

What we aren't being told

2026-09-14

The company disclosed on 2023-03-13 that Odessa held about 39,000 miners at 4.2 EH/s (claims #13028, #13013). It targeted 47,000 miners and 4.7 EH/s by 2023-03-31 (claims #12992, #13038, #13039) and 60,000 miners and 6.2 EH/s at the full 207 MW buildout (claims #13152, #13015). It also planned to buy about 10,800 more miners by year-end 2023 (claims #13026, #13141, #12994, #13016). What has not been said is how 47,000 plus 10,800 closes the roughly 2,200-miner gap to 60,000, and who the supplier is. The purchase price per terahash, the financing source, and whether the Q1 2023 target was actually met have also not been disclosed.

The company disclosed on 2023-03-13 a Luminant power purchase agreement with a 138 MW take-or-pay obligation, equal to 66.7 percent of Odessa's 207 MW (claims #13153, #13119, #13009, #13024, #13037). What has not been said is how the obligation is measured, given that claim #13119 calls an MW figure annual. The company also has not explained how unused power is settled or resold, what curtailment or demand-response credits it keeps, or how the other 33.3 percent of load is priced and sourced.

The company disclosed on 2023-03-13 an average electricity cost of 2.7 cents per kWh through 2027 (claims #13154, #13010, #13023, #13036). What has not been said is which facilities and agreements that average covers, including whether the WindHQ joint-venture sites are included. The company also has not said whether the figure is before or after power-sale credits, or what its power cost exposure looks like after the agreement ends on 2027-12-31.

The company disclosed on 2023-03-13 49 percent stakes in the Alborz, Bear and Chief entities under a WindHQ joint venture (claims #13006, #13007, #13018, #13020, #13022, #13035, #13120). It gave current sizes of 40 MW, 10 MW and 10 MW, plus expansion potential of 165 MW, 135 MW and 135 MW (claims #12997, #13029, #12999, #13002, #13005, #13030, #13031, #13032, #13033, #13034). What has not been said is: - where each site is physically located - which grid node or interconnection agreement serves each site, and the queue status for the expansions - who controls the joint venture and who funds the expansion capital - any timeline for the expansions, since none of these claims carries a promised-by date

The company disclosed on 2023-03-13 hashrate figures of 1.3 EH/s for Alborz and 0.3 EH/s each for Bear and Chief (claims #13017, #13019, #13021). It also referenced Cipher's ownership share of Alborz hashrate and Alborz's total and Cipher-owned capacity (claims #12998, #13029). What has not been said is whether these figures are gross site totals or Cipher's 49 percent net share. The company also has not given actual dates for the Alborz mining start and miner installation, or for the completion of Bear and Chief (claims #12995, #12996, #13131, #13000, #13003, #13132, #13133).

The company disclosed on 2023-03-13 that its Standard Power hosting agreement was terminated (claim #13011). What has not been said is why it ended, which party terminated it, and whether termination fees, deposit write-offs or disputes resulted. The company also has not said where any miners intended for that site were redeployed. More broadly, every claim on record comes from that single filing, so none of the 2023-12-31 or 2023-03-31 commitments has a disclosed outcome.

SUPERSEDED

What we aren't being told

2026-09-13

The company disclosed on 2023-03-13 that Odessa ran about 39,000 miners at 4.2 EH/s, targeted 47,000 miners and 4.7 EH/s by end of Q1 2023, and planned 10,800 more miners by year-end toward a 60,000-miner, 6.2 EH/s buildout at 207 MW, cited as claims #13028, #13013, #12992, #13025, #13039, #13026, #13027 and #13041. What has not been said is how 47,000 plus 10,800, or 57,800, reaches the stated 60,000. Nor has the company named the miner supplier, the model mix and efficiency behind claim #13012, the purchase price, or how the purchases are financed. Every one of these dated targets is still recorded only as stated, with no confirmation on record that the Q1 2023 or year-end 2023 milestones were hit.

The company disclosed a Luminant power purchase agreement with a 66.7 percent take-or-pay obligation and a 138 MW minimum annual capacity commitment on 2023-03-13, cited as claims #13008, #13009, #13037, #13047 and #13024. It also disclosed an average power cost of 2.7 through 2027, cited as claims #13010, #13023, #13036 and #13046. What has not been said is whether that 2.7 figure is cents per kWh or a dollar amount, since claim #13010 records it as USD while the others use c/kWh. The company also has not said whether the average is net of curtailment or demand-response credits, what the take-or-pay shortfall penalty is, or what pricing applies after the 2027 term ends.

The company disclosed the termination of its Standard Power hosting agreement on 2023-03-13, cited as claim #13011. What has not been said is why the agreement ended and whether any deposits, prepayments or termination fees were forfeited or recovered. The company also has not said what happened to the miners that were meant to be hosted there, or how that capacity was replaced in the Odessa or joint-venture plans.

The company disclosed a 49 percent stake in the WindHQ joint venture covering Alborz, Bear and Chief, cited as claims #13006, #13007, #13018, #13020, #13022 and #13035. It gave Alborz a 40 MW, 1.3 EH/s capacity, cited as claims #12997, #13017 and #13029, and Bear and Chief 10 MW and 0.3 EH/s each, cited as claims #13030, #13019, #13031 and #13021. What has not been said is Cipher's net attributable hashrate from Alborz, which claim #12998 references but does not quantify. The company also has not disclosed who controls the majority 51 percent, how operating cash and bitcoin are split, or what capital Cipher must contribute.

The company disclosed expansion potential of 165 MW at Alborz and 135 MW each at Bear and Chief on 2023-03-13, cited as claims #12999, #13043, #13032, #13002, #13044, #13033, #13005, #13045 and #13034. What has not been said is the timeline, capex estimate, funding source and interconnection or power-agreement status for any of these expansions. The company also has not given dates for the Alborz mining start and miner installation, cited as claims #12995 and #12996, or for Bear and Chief completion, cited as claims #13000 and #13003. Those facility claims carry no promised-by date, and Bear and Chief have no stated hashrate figure in claims #13001 and #13004.

SUPERSEDED

What we aren't being told

2026-09-13

The company disclosed a 49 percent joint venture with WindHQ covering three facilities on 2023-05-03 and repeated it on 2023-05-31 and 2023-08-03, cited as claims #12671, #12513, #12557 and #12306. What has not been said is which three sites these are, what megawatt capacity each one has, and how much of that capacity is attributable to Cipher. The related 2023-05-31 capacity claims #12554, #12555 and #12556 carry no figures at all. Readers therefore cannot reconcile the 5.2 EH/s owned and 6.1 EH/s total hashrate in claims #12670 and #12669 with any site-level MW or fleet efficiency.

The company disclosed that Black Pearl had ERCOT approval for 300 MW, a 135 MW minimum energization commitment due by 2026-05-15, and a $6.3M collateral posting to Oncor, cited as claims #6560, #6569, #6563, #6566, #6562 and #6567. Every dated milestone in that set is now marked delayed. What has not been said is whether 135 MW was actually energized by May 15, 2026, whether any Oncor collateral was forfeited or increased, and what substation or interconnection point and physical address serve the site.

The company disclosed a $7M direct stock issuance to Trinity Mining Group for the Black Pearl lease and assets on 2023-11-07, and a closing for 2,397,424 shares on 2023-12-07, cited as claims #6564, #6565, #6558 and #6414. That share count implies roughly $2.92 per share. What has not been said is how that price was set, who the landlord is under the 10-year lease in claim #6559, and whether Trinity or its principals have any relationship with Cipher insiders. The record also leaves unexplained why claim #6561, the acquisition closing, is still carried as delayed after a closing was announced.

The company disclosed a string of miner purchase agreements. These are the Bitmain S21 order recorded as "24.0 USD" in claim #6555 and as $24M in claim #6568, the $99.5M T21 order for 2025 delivery in claim #6405, an optional $121.6M T21 tranche in claim #6406, and $134.3M of S21 Pro in claim #6022, plus 11,000 Canaan A1346 units in claim #6661 with no price given. What has not been said is whether the optional T21 tranche was exercised, what per-terahash price and delivery status apply to each order now that #6405, #6556 and #6021 are delayed, and whether any deposits are at risk. It is also unclear how these commitments were funded against the $250M ATM in claims #12303 and #12307. The company has not said how much of that ATM was sold, at what average price, or how much of the S-3 shelf in claim #6415 (recorded as "500.0 USD", with the units left ambiguous) has been used.

The company disclosed on 2024-01-23 a planned distribution of 16.1 million shares to preferred equityholders, cited as claim #6333, which has since been withdrawn. On 2024-05-15 it disclosed an 18.5 million share reserve for employee incentives, 9.2 million shares sold on the open market from that reserve, and 9.3 million shares allocated to remaining beneficiaries, cited as claims #6145, #6146 and #6147. What has not been said is who the preferred equityholders and beneficiaries are, why the distribution was withdrawn, and how many of those shares went to named executives or directors. Proxy-level context is also missing for the executive roles of William Iwaschuk in claim #12672 and the 2023–2024 board additions in claims #12296, #12227 and #12228.

The company disclosed on 2023-08-28 that the Odessa lease with a Luminant affiliate runs to July 2027. It also disclosed that the PPA curtailment notice period was cut from 2 hours to 10 minutes, cited as claims #12209, #12211 and #12214. What has not been said is the PPA price and term, what Cipher gave up or gained economically for the shorter notice window, and whether there is a renewal option for the 207 MW site in claims #12668 and #12304. That site's lease expiry is now less than a year away.

SUPERSEDED

What we aren't being told

2026-09-13

The company disclosed on 2023-11-07 a 135 MW minimum energization commitment for the Black Pearl facility due by 2026-05-15, cited as claims #6563 and #6566, backed by $6.3 million of collateral posted to Oncor, cited as claims #6567 and #6562. That deadline has passed. What has not been said is whether the 135 MW threshold was met, how many megawatts were actually energized by that date, and whether any of the Oncor collateral was forfeited or released. The same filing cited a 300 MW ERCOT approval, claims #6560 and #6569, but no physical address or interconnection point for the site appears in the record.

The company disclosed on 2023-11-07 a $7 million Black Pearl lease and asset acquisition, cited as claims #6565 and #6558, with a 10-year lease term, claim #6559. It later closed a Trinity Mining Group purchase for 2,397,424 shares on 2023-12-07, claim #6414, after announcing a $7 million direct stock offering to Trinity, claim #6564. What has not been said is who the lessor on the 10-year lease is, what the annual rent and escalators are, and how the $7 million price was split between cash and the roughly 2.4 million shares issued.

The company disclosed on 2023-05-31 and 2023-08-03 a 49 percent joint venture with WindHQ covering three facilities, cited as claims #12513, #12557 and #12306. Several capacity claims from that date carry no figure at all, namely total mining capacity (#12554), company-owned capacity (#12555) and Odessa wholly-owned capacity (#12556). What has not been said is the name, megawatt capacity and location of each JV site, how JV cash flows and power costs are shared, and why Cipher holds 49 percent rather than control.

The company disclosed on 2023-08-28 a Fourth Amendment to its Luminant power purchase agreement and a lease on the 207 MW Odessa facility running to July 2027, cited as claims #12210, #12214, #12209, #12213, #12512 and #12304. The same amendment cut curtailment notice from two hours to ten minutes, claims #12211 and #12216. What has not been said is the PPA price per MWh after the amendment, what Cipher received in exchange for the shorter notice window, and whether renewal or relocation plans exist for Odessa, which has less than a year left on its lease term.

The company disclosed an optional $121.6 million Bitmain T21 purchase on 2023-12-17, claim #6406, and a $99.5 million T21 order for 2025 delivery, claim #6405. On 2024-06-09 it disclosed an upgrade of 30,364 units to S21 Pro at $134.3 million, claims #6022 and #6020. It also took a 160 MW Canaan option that expired 2025-06-30, backed by a $5.3 million refundable prepayment, claims #6018 and #6019. What has not been said is whether the S21 Pro price replaced or added to the earlier T21 commitments, how many units were actually delivered and when, and whether the Canaan option was exercised or the prepayment refunded.

The company disclosed on 2024-01-23 a distribution of 16.1 million shares to preferred equityholders, cited as claim #6333, which is now marked withdrawn. On 2024-05-15 it disclosed an 18.5 million share employee incentive reserve, 9.2 million shares sold in the open market and 9.3 million shares allocated to remaining beneficiaries, claims #6145, #6146 and #6147. What has not been said is who the distributing holder was, which beneficiaries and insiders received the shares, and why the original distribution was withdrawn. Separately, the $250 million at-the-market program, claims #12303 and #12307, has no disclosed usage or proceeds to date, and the S-3 shelf in claim #6415 is recorded as 500.0 USD without stated units.

SUPERSEDED

What we aren't being told

2026-09-13

The company disclosed on 2023-11-07 an ERCOT approval of 300 MW for the Black Pearl Facility (claims #6560, #6569), a commitment to energize at least 135 MW by 2026-05-15 (claims #6563, #6566), and a $6.3 million collateral posting to Oncor Electric Delivery Company (claims #6562, #6567). What has not been said is the site's physical location, which Oncor substation or transmission line it interconnects through, and whether the 135 MW threshold was met by the May 2026 deadline. If it was not met, was the Oncor collateral forfeited, extended or returned?

The company disclosed on 2023-08-03 that the Odessa Data Center has 207 MW of power capacity (claim #12304) and is held through a joint venture with WindHQ in which Cipher owns 49 percent (claim #12306). What has not been said is whether 207 MW is gross site capacity or Cipher's attributable share, and how revenue, operating costs and hashrate are split with WindHQ. The lease was later extended only to July 2027, and the Luminant power purchase agreement was amended to cut the curtailment notice from 2 hours to 10 minutes (claims #12209, #12213, #12211, #12214). What price or credit concessions came with that shorter notice, and what is the plan for the site after the lease expires?

The company disclosed a $7 million direct stock sale to Trinity Mining Group tied to the Black Pearl lease and asset purchase (claims #6564, #6565, #6558), which closed with the issuance of 2,397,424 shares on 2023-12-07 (claim #6414). What has not been said is the effective per-share price, whether any lock-up or registration rights applied, and whether Trinity or its principals have any continuing role, board relationship or related-party dealings with Cipher.

The company disclosed a series of miner purchases: Bitmain T21 orders of $99.5 million and $121.6 million (claims #6405, #6406), a switch to 30,364 S21 Pro units for $134.3 million with accelerated delivery by 2024-10-31 (claims #6020, #6021, #6022), and 6,600 Canaan A1566 units for $16.4 million with an option covering up to 160 MW backed by a $5.3 million refundable prepayment (claims #6016, #6017, #6018, #6019). What has not been said is how many units were actually delivered and energized against each schedule, and at which sites. Was the Canaan option exercised before its 2025-06-30 window closed, and was the prepayment refunded?

The company disclosed on 2024-05-15 an 18.5 million share reserve for employee incentives, of which 9.2 million shares were sold on the open market and 9.3 million were allocated to remaining beneficiaries (claims #6145, #6146, #6147). A planned distribution of 16.1 million Cipher shares to preferred equityholders was later withdrawn (claim #6333). What has not been said is which shareholder holds that reserve, who the beneficiaries are, and whether any Cipher executives or directors are among them. The company has also not explained why the preferred distribution was abandoned or what happened to those shares instead.

The company disclosed a $250 million at-the-market program in 2023 (claims #12303, #12307), a $500 million shelf (claim #6415), and in September 2024 a remaining capacity of $125.7 million alongside a larger amended and restated sales agreement with a rotated agent group (claims #5803, #5804, #5805, #5806, #5807, #5808). What has not been said is how much was raised under each agreement, at what average price, and what commissions were paid. The company has also not tied the proceeds to the miner commitments and Black Pearl build-out they were presumably meant to fund.

SUPERSEDED

What we aren't being told

2026-09-13

The company disclosed on 2023-11-07 a 10-year Black Pearl lease and asset acquisition for 7.0 million dollars with a closing promised by year-end 2023 (claims #6565, #6561, #6559). It also disclosed an ERCOT approval for 300 MW (claims #6560, #6569) and a minimum energization obligation of 135 MW by 2026-05-15 backed by an Oncor collateral posting recorded as both 6.3 and 6,300,000 USD (claims #6563, #6566, #6562, #6567). That deadline has now passed with the claims marked delayed. What has not been said is whether the 135 MW threshold was met, whether any of the Oncor collateral was forfeited or extended, and which substation or interconnection point the 300 MW approval attaches to.

The company disclosed on 2023-11-07 a 7.0 million dollar direct stock offering to Trinity Mining Group tied to Black Pearl (claim #6564), and on 2023-12-07 the closing of a purchase agreement with Trinity for 2,397,424 shares (claim #6414). What has not been said is who controls Trinity, whether Trinity was the seller or lessor of the Black Pearl assets, what per-share price the share count implies, and whether any lock-up or registration rights came with those shares.

The company disclosed on 2023-12-17 a 99.5 million dollar Bitmain T21 order for 2025 delivery and a 121.6 million dollar optional 2024 tranche (claims #6405, #6406). On 2024-06-09 it disclosed an upgrade of 30,364 units to S21 Pro at 134.3 million dollars with accelerated delivery by 2024-10-31 (claims #6020, #6021, #6022). The same filing disclosed 6,600 Canaan A1566 miners for 16.4 million dollars plus a 5.3 million dollar refundable prepayment on an option for up to 160 MW expiring 2025-06-30 (claims #6016, #6017, #6019, #6018). All of these are marked delayed. What has not been said is whether the optional Bitmain tranche was exercised, the net incremental cash cost of the S21 Pro upgrade over the original T21 commitments, how many units were actually delivered and energized, and whether the Canaan option was exercised or the prepayment refunded.

The company disclosed on 2025-01-30 a 50 million dollar SoftBank PIPE and an exclusive arrangement with SoftBank over the Barber Lake property with a 2025-02-28 milestone (claims #5148, #5149). Both are now marked delayed. What has not been said is the PIPE price per share and whether it closed, what SoftBank obtained under the Barber Lake exclusivity, and whether that exclusivity lapsed, converted into a lease or joint venture, or was superseded by another tenant.

The company disclosed on 2024-05-15 an 18.5 million share reserve for employee incentives, 9.3 million shares for remaining beneficiaries, and 9.2 million shares sold on the open market from that reserve (claims #6145, #6147, #6146). A 16.1 million share distribution to preferred equityholders had been withdrawn earlier (claim #6333). Separately, its 2024-09 sales agreement was recorded as both 725.7 and 125,678,380 USD of capacity, against a 129.7 million share ceiling (claims #5803, #5807, #5808). What has not been said is who the remaining beneficiaries and preferred equityholders are, whether any are directors or officers such as those elected on 2024-05-05 (claims #6227, #6228), and how much of the sales agreement capacity has actually been used and at what average price.

The company disclosed on 2023-08-28 a Fourth Amendment to its Luminant PPA that cut notice requirements from 2 hours to 10 minutes, alongside a lease amendment extending the Odessa facility to July 2027 (claims #12210, #12211, #12209, #12213). What has not been said is how the amendment changed the fixed power price or curtailment revenue sharing, what consideration Luminant received for the extension, and what the plan is for Odessa beyond July 2027 given the 3,000 MW portfolio and pipeline figure cited on 2025-02-24 (claim #5077).

SUPERSEDED

What we aren't being told

2026-09-13

The company disclosed a 10-year lease term for the Black Pearl facility (claim 6559, dated 2023-11-07) and a 300 MW ERCOT power approval (claim 6560), yet what has not been disclosed is the physical address or location of Black Pearl—a detail one would expect given the company's specific regulatory commitment to ERCOT.

The company announced a Bitmain ASIC miner purchase agreement for $24 million (claim 6568, dated 2023-11-07) and later disclosed additional Bitmain T21 purchases totaling $99.5 million for 2025 delivery (claim 6405, dated 2023-12-17) and an optional $121.6 million purchase (claim 6406); what has not been stated is the unit price per miner, the current delivery status of the delayed June 2024 shipment (claim 6556), or whether pricing was locked versus market-indexed.

The company disclosed a $7 million direct stock offering to Trinity Mining Group (claim 6564, dated 2023-11-07) and the closing of a Purchase and Sale Agreement resulting in 2,397,424 shares issued (claim 6414, dated 2023-12-07); what has not been disclosed is Trinity's post-closing ownership percentage or any board representation rights—material governance details typically expected in proxy disclosures for investment amounts of this magnitude.

The company announced an option to purchase 160 MW of Canaan miners (claim 6018, dated 2024-06-09, delayed) with a $5.3 million refundable prepayment (claim 6019, dated 2024-06-09, delayed); what has not been stated is the exercise price per MW, the option's expiration date, or the full refund conditions if unexercised—information essential for evaluating the company's capital flexibility.

The company announced a $50 million SoftBank equity investment via PIPE (claim 5148, dated 2025-01-30, delayed) and an exclusive arrangement for Barber Lake property (claim 5149, dated 2025-01-30, delayed); what has not been disclosed is SoftBank's post-closing ownership percentage, any board or governance rights, the term and operational scope of the exclusive arrangement, or what constraints it places on the company's ability to develop Barber Lake independently.

The company committed to 135 MW minimum energization at Black Pearl by May 2026 (claims 6566 and 6563, dated 2023-11-07, both delayed) and 300 MW substation energization by June 2025 (claim 5063, dated 2025-02-24, delayed); what has not been disclosed is the current actual MW energized at the facility, why the June 2025 deadline was missed, what specific technical or regulatory blockers remain, or what contractual penalties apply for missing the May 2026 minimum energization commitment.

SUPERSEDED

What we aren't being told

2026-09-12

The company disclosed a $7 million capital contribution from Trinity Mining Group (claim 6564, 2023-11-07) but has not disclosed the business identity, prior relationship, or governance role of Trinity Mining Group, leaving unclear whether this represented an arms-length third-party investment or an undisclosed related-party arrangement.

Cipher Mining disclosed four different figures for Black Pearl facility capacity: 135 MW minimum energization (claims 6563, 6566, promised 2026-05-15), 150 MW first-phase capacity (claim 5064, 2025-02-24), and 300 MW substation authorization (claims 5063, 5060, promised 2025-06-30). The company has not published a unified project timeline or capacity roadmap reconciling these figures, leaving readers unable to distinguish between interim milestones and ultimate installed capacity.

Three joint venture facilities were announced—Bear, Alborz, and Chief—each with disclosed 49% Cipher ownership (claims 5056, 5058, 5060, 2025-02-24), but the name and financial capacity of the 51% controlling partner in each venture remain undisclosed, preventing assessment of counterparty credit risk or operational track record.

Two overlapping disclosures reference Oncor Electric Delivery Company collateral (claims 6567, 6562, promised 2023-12-31): one specifies $6.3 million while the other lists "$6.3" without currency or scaling, and neither discloses the purpose, duration, or release conditions of the collateral pledge.

A $50 million SoftBank equity investment via PIPE transaction was announced as promised for January 30, 2025 (claim 5148, 2025-01-30), but the transaction remains delayed as of September 2026—more than 18 months past the stated closing date—with no disclosure of whether the deal closed, failed, was renegotiated, or on what terms and timeline it is now expected to complete.

An option to acquire up to 160 MW of additional Canaan mining capacity was disclosed (claim 6018, 2024-06-09, promised 2025-06-30), but the company has not disclosed the number of units required, per-unit pricing, total capital required, exercise deadline, or decision-maker authority for exercising the option.

SUPERSEDED

What we aren't being told

2026-09-11

The company disclosed in claims 6564 and 6414 (2023-11-07 and 2023-12-07) a $7 million direct stock offering to Trinity Mining Group and the closing of a purchase agreement with Trinity Mining Group for 2,397,424 shares, but has not disclosed the corporate identity of Trinity Mining Group, the nature of the ongoing relationship, whether Trinity retains any operational control or board seats, or the terms governing the deployed capital. Cipher Mining disclosed in claims 5056, 5058, and 5060 (2025-02-24) that it holds a 49 percent ownership stake in each of the Alborz, Bear, and Chief Facilities, yet has not identified the entities holding the remaining 51 percent stakes in these operating facilities, making the governance structure and cash flow rights opaque to investors. The company announced in claims 6016 and 6020 (2024-06-09) the purchase of 6,600 Canaan A1566 miners and the upgrade of 30,364 Bitmain miners from T21 to S21 Pro, but has not disclosed which of its multiple facilities (Black Pearl, Stingray, Chief, Bear, Alborz) these units are deployed at or are expected to be deployed at, leaving the geographic allocation of hashrate capacity unclear. Cipher Mining disclosed in claim 5055 (2025-02-24) a Luminant power purchase agreement at 2.7 cents per kilowatt-hour through July 31, 2027, but has not stated the megawatt capacity commitment, annual volume, or which facility this agreement supplies power to, despite disclosing multiple facilities requiring power across the portfolio. The company announced in claims 5148-5149 (2025-01-30) a $50 million SoftBank PIPE investment and exclusive arrangement for Barber Lake property through February 28, 2025, but has not disclosed the geographic location of Barber Lake, its planned mining capacity, or the current status of this arrangement, which now falls nine months past its stated deadline. The company disclosed in claim 6560 that Black Pearl obtained ERCOT power approval for 300 MW, and in claim 5064 (2025-02-24) that Black Pearl's first phase bitcoin mining capacity is 150 MW, but has not explained the status of the remaining 150 MW capacity approval or deployment timeline, leaving unclear whether the full 300 MW site remains under development or if capacity constraints have reduced the facility's scope.

SUPERSEDED

What we aren't being told

2026-09-11

The company disclosed a $50 million equity investment from SoftBank on 2025-01-30 (claim 5148) and an exclusive Barber Lake property arrangement on the same date (claim 5149), both now delayed; what has not been disclosed is the per-share price of the investment, whether SoftBank received board representation or other investor rights, the specific operational benefits of the Barber Lake arrangement, or the contingencies for the delayed closing.

The company disclosed three mining facilities—Alborz, Bear, and Chief—each with Cipher Mining holding 49 percent ownership as of 2025-02-24 (claims 5056, 5058, 5060); what has not been disclosed is the identity of the 51 percent owner of each facility, the governance and capital contribution structure of each joint venture, or whether the same entity owns the majority stake across all three.

The company disclosed a direct $7 million stock offering to Trinity Mining Group on 2023-11-07 (claim 6564); what has not been disclosed is the corporate identity or business profile of Trinity Mining Group, whether it is a related party to Cipher Mining, or the commercial rationale for a direct offering to this counterparty.

The company disclosed Black Pearl's minimum energization at 135 megawatts on 2023-11-07 (claim 6566), then disclosed a substation energization of 300 megawatts by 2025-06-30 and first-phase capacity of 150 megawatts on 2025-02-24 (claims 5063, 5064); what has not been disclosed is the relationship between the 135 megawatt minimum and the later 150/300 megawatt figures, the facility's ultimate design capacity, the timeline for each milestone, or which power purchase agreements correspond to which capacity tranches.

The company disclosed an option to purchase additional Canaan miners representing 160 megawatts by 2025-06-30 (claim 6018) and an initial purchase of 6,600 units for $16.4 million (claim 6017); what has not been disclosed is the strike price or economics for exercising the 160 megawatt option, the power consumption and operating cost per unit, or the specific performance or market conditions that would trigger or forfeit the option.

The company disclosed sequential Bitmain purchases across three models totaling approximately $258 million—$24 million for S21 (claim 6568), $99.5 million for T21 (claim 6405), and $134.3 million for S21 Pro (claim 6022)—along with an upgrade of 30,364 T21 units to S21 Pro (claim 6020); what has not been disclosed is the total unit count projected after all upgrades and purchases, the net capital commitment across all generations and delivery phases, or how differences in hashrate and power efficiency justify these large sequential commitments.

SUPERSEDED

What we aren't being told

2026-09-09

The company disclosed on 2023-11-07 a direct stock offering to Trinity Mining Group for $7 million (claim 6564) and on 2023-12-07 a closing of a Purchase and Sale Agreement with Trinity Mining Group for 2.4 million shares (claim 6414), but has not disclosed Trinity Mining Group's legal identity, business relationship to Cipher Mining, or its current equity stake—a sophisticated reader would want to know whether this is a related party, strategic investor, or financial counterparty, and what governance rights accompanied the equity.

The company disclosed on 2023-11-07 that it acquired the Black Pearl data center facility lease and assets for $7 million (claim 6565), committed to 135 MW energization (claim 6563), and secured ERCOT approval for 300 MW of capacity (claim 6569), all promised by 2023-12-31 or 2026-05-15, yet has not disclosed the physical address, county, or exact ERCOT interconnection point of the Black Pearl facility—a first-year analyst would immediately ask for the geographic location and grid connection details to validate feasibility.

The company disclosed on 2025-01-30 a $50 million equity investment from SoftBank via PIPE transaction (claim 5148), but has not disclosed the share price, number of shares issued, liquidation preferences, anti-dilution protections, voting rights, or board representation terms—a sophisticated investor would want to know the effective valuation, SoftBank's percentage ownership, and any governance or veto rights attached to the investment.

The company disclosed on 2023-11-07 that the Black Pearl acquisition closing was promised by 2023-12-31 (claim 6561), and today's date is 2026-09-09, meaning the acquisition is over two years delayed, yet has not disclosed the reason for the delay—whether it reflects regulatory hurdles, grid interconnection challenges, financing gaps, or counterparty issues—information essential for assessing execution risk.

The company disclosed between 2023-12 and 2024-06 multiple Bitmain miner purchases at varying prices ($24 million claimed for claim 6568, $134 million for claim 6022) and specifications (Antminer S21, T21, S21 Pro at claim 6020 upgraded to 30,364 units), but has not reconciled total miner count, total capex, or delivery schedule across these overlapping purchase agreements—a second glance would reveal ambiguity about whether these are additive or replacement orders.

The company disclosed on 2025-02-24 that its total hashrate target by end of 2025 is 25.2 EH/s (claim 5043) and company-owned hashrate target is 23 EH/s (claim 5044), implying 2.2 EH/s from partnerships, yet has not disclosed which partnerships are responsible for that gap, their terms, or duration—this is material to understanding the stability of the stated hashrate guidance.

SUPERSEDED

What we aren't being told

2026-09-09

The company disclosed the Black Pearl facility with 135–150 MW minimum energization capacity, 300 MW ERCOT approval, and a 10-year lease term across multiple claims dated 2023–2025, cited as claims #6563, #6566, #6560, #5064, #5063; what has not been said is the physical address of the facility, the transmission operator it interconnects to, or the current energization status given that the promised 2026-05-15 energization date is now past.

The company disclosed a $50 million equity investment from SoftBank on 2025-01-30, cited as claim #5148; what has not been said is the number of shares issued, the price per share, and the resulting ownership percentage, which equity investors require to assess dilution and post-money valuation.

The company disclosed a $7 million direct stock offering to Trinity Mining Group and a simultaneous $7 million Black Pearl facility lease acquisition from the same counterparty on 2023-11-07, cited as claims #6564 and #6565; what has not been said is whether Trinity Mining Group is an affiliated party, the share price set in the offering, or the underlying terms and completion status of the facility acquisition.

The company committed to purchase 6,600 Canaan A1566 miners for $16.4 million on 2024-06-09, cited as claims #6016 and #6017, and disclosed an option for up to 160 MW of additional capacity, cited as claim #6018; what has not been said is the per-unit pricing or unit count required to exercise the option, making the economics of capacity expansion unclear.

The company disclosed minority stakes in the Chief Facility (49% ownership, 40 MW) and Bear Facility (49%, 40 MW) dated 2025-02-24, cited as claims #5060 and #5058, and a WindHQ Joint Venture Agreement, cited as claim #5071; what has not been said is the identity of the majority partners in these facilities or the governance and consent rights attached to the company's minority position.

The company elected directors Cary Grossman and Tyler Page on 2024-05-05, cited as claims #6228 and #6227, and approved an 18.5 million share reserve for employee incentives on 2024-05-15, cited as claim #6145; what has not been said is the compensation and severance arrangements for executive officers, or whether any facility vendors or joint venture partners disclosed above are affiliated with company insiders.

SUPERSEDED

What we aren't being told

2026-09-09

The company disclosed acquiring Black Pearl data center facility with 300 MW ERCOT power approval and 135 MW energization commitment by May 2026 (claims #6569, #6566 from Nov 2023), yet never disclosed the facility's physical location or the identity of the original lessor—basic information a sophisticated reader would expect given the granular energy infrastructure metrics cited.

Three joint venture partnerships were announced for Bear, Chief, and Alborz facilities with Cipher Mining holding 49% ownership stakes (claims #5058, #5060, #5056 from Feb 2025), but the company never identified who holds the controlling 51% in any of these ventures, leaving investors unable to assess control, governance, or profit allocation rights.

The Bitmain ASIC miner purchase agreement for $24M disclosed a capacity of 1.2 EH/s (claims #6568, #6557 from Nov 2023) but never stated the actual unit count—making cost-per-unit verification impossible and inconsistent with the June 2024 disclosures that explicitly cited 30,364 T21 miner upgrade units (claim #6020).

Barber Lake property was announced as an "exclusive arrangement" with SoftBank (claim #5149, Jan 2025), but zero operational details were provided: no capacity target, location, development stage, or timeline—despite this property being the stated centerpiece of a $50M SoftBank PIPE investment announced simultaneously (claim #5148, now marked DELAYED nearly 20 months).

A Luminant power purchase agreement pricing 2.7 cents per kWh through July 2027 was disclosed (claim #5055, Feb 2025), but the contracted volume in MWh or MW capacity covered was never stated, making total power cost exposure and supply adequacy assessment impossible.

The SoftBank PIPE of $50M promised by January 30, 2025 (claim #5148) is marked DELAYED as of today, yet no disclosure explains the delay, whether conditions remain satisfied, or if the Barber Lake exclusivity (claim #5149, promised by Feb 28, 2025) persists—leaving the status of both transactions in public limbo.

SUPERSEDED

What we aren't being told

2026-09-08

Cipher Mining disclosed a direct stock offering to Trinity Mining Group for $7M (claim 6564, November 7, 2023) and closed a 2.4M share transaction with the same entity (claim 6414, December 7, 2023), but has never identified who Trinity Mining Group is, what their existing mining operations entail, or whether the transaction constitutes a related-party arrangement. Without disclosure of Trinity's background and Cipher's rationale for accepting equity capital from what appears to be a competitor, a sophisticated reader cannot evaluate potential conflicts or governance concerns.

Three new mining facilities—Alborz, Bear, and Chief—were announced on February 24, 2025 as 49% joint ventures, each with 40 MW capacity (claims 5056–5061), but the company has disclosed no name, business experience, or track record for the 51% partner in any of the three deals. Investors cannot assess counterparty risk, operational governance, or arm's-length economics without knowing who controls the majority stake.

The Black Pearl data center acquisition, referenced across ten separate claims from November 2023 through February 2025 for lease terms (claim 6559), energization targets (claims 5063–5064), and major capital commitments, has never been assigned a physical address, city, or grid interconnection point. For an infrastructure-focused investment, the facility's actual location is essential to validate power availability claims and permitting feasibility.

A $50M equity investment from SoftBank was announced as completed on January 30, 2025 (claim 5148), but the post-money company valuation, percentage dilution to existing shareholders, board representation rights, and liquidation preference terms remain undisclosed. Without these standard PIPE deal parameters, shareholders cannot calculate the implied valuation or quantify the equity impact.

On the same date, Cipher announced an "exclusive arrangement" with SoftBank for a "Barber Lake property" (claim 5149), but the deal structure—whether it is a purchase, lease, development option, or other vehicle—is entirely unspecified, as are the planned mining capacity, development timeline, and any conditions precedent to a binding commitment.

Critical Black Pearl milestones promised in November 2023 remain unfulfilled as of September 2026: the facility closing was promised by December 31, 2023 (claim 6561), and ERCOT regulatory approval for 300 MW was promised by the same date (claim 6569). Both claims show "delayed" status nearly three years beyond the original deadline, with no public explanation of what obstacles surfaced, what the revised timelines are, or how the delays affect the company's broader capacity roadmap.

SUPERSEDED

What we aren't being told

2026-09-08

The company disclosed a $7 million acquisition of the Black Pearl data center facility on November 7, 2023 (claim 6565) and secured 300 MW of ERCOT regulatory capacity approval for the same facility (claim 6569), yet the physical location, county, or specific ERCOT interconnection point has not been disclosed. When announcing facility-specific regulatory approvals tied to grid capacity, investors expect to know the facility's address and interconnection details; where is Black Pearl located and which ERCOT node will it connect to?

The company announced a $7 million direct stock offering to Trinity Mining Group on November 7, 2023 (claim 6564), and one month later disclosed closing of this transaction for 2,397,424 shares to the same party (claim 6414). The per-share price implicit in these two figures has not been stated; what price per share did Cipher issue to Trinity Mining Group in this transaction?

Cipher disclosed a $50 million equity investment from SoftBank via PIPE on January 30, 2025 (claim 5148), yet this investment is marked as delayed as of that same date. As of September 2026, nearly two years later, the company has not disclosed whether the transaction closed, at what per-share valuation, or what dilution resulted to existing shareholders; was the SoftBank PIPE completed and at what price per share?

The company promised Black Pearl acquisition closing by December 31, 2023 (claim 6561, now delayed), substation energization at 300 MW by June 30, 2025 (claim 5063, now delayed), and facility energization commitment at 135 MW by May 15, 2026 (claim 6563, now delayed). These claims do not clarify whether the facility was actually acquired and constructed, the interim physical build status, or why energization remains incomplete nearly three years after the promised closing; what is the current physical and operational status of the Black Pearl facility?

Cipher disclosed an exclusive arrangement with SoftBank for the Barber Lake property promised by February 28, 2025 (claim 5149, now delayed). The company has not disclosed the facility's location, planned capacity, required investment, or expected energization timeline; what is Barber Lake's scope in MW, what is the planned capex, and what caused the delay past February 28, 2025?

The company disclosed 49 percent ownership stakes in three joint venture facilities—Alborz, Bear, and Chief—each with 40 MW capacity (claims 5056, 5058, 5060). The identity of the counterparty owning the remaining stake in each JV and the total capital commitment required per facility have not been disclosed; who is the named partner in each of these three ventures and what is Cipher's capital at risk in each?

SUPERSEDED

What we aren't being told

2026-09-06

The company disclosed a Barber Lake property exclusive arrangement with SoftBank (claim 5149) and ERCOT interconnection approval at 300 MW (claim 5065), but has not disclosed the physical location of Barber Lake, the identity of the property owner or lessor, or the key lease terms. For a 300 MW facility, these material details are absent from public disclosure.

The company disclosed the acquisition of Black Pearl data center lease for $7M (claims 6558 and 6565) with a 10-year term (claim 6559), but has not identified the counterparty lessor or underlying lease structure. While claims 6562 and 6567 reference collateral posting to Oncor Electric Delivery Company, Oncor operates the grid, not the facility; the actual lessee-lessor counterparty remains unnamed.

The company committed to purchasing 6,600 Canaan A1566 miners (claim 6016) without disclosing their aggregate megawatt capacity or hashrate. Claim 6018 references an option for additional Canaan miners "up to 160 MW," implying capacity specifications exist for Canaan equipment, yet the baseline 6,600-unit order's MW output is unstated—a first-year analyst would ask on the next call what total capacity these committed 6,600 units represent.

The company disclosed a $50M SoftBank investment (claim 5148) and a Barber Lake exclusive arrangement with SoftBank (claim 5149), but has not clarified whether the $50M is allocated to Barber Lake, what the investment structure is (equity/debt/other), or what "exclusive arrangement" operationally entails. These linked claims lack transparency on capital allocation and terms.

The company disclosed Trinity Mining Group receiving 2.4M shares via Purchase and Sale Agreement (claim 6414) and investing $7M directly (claim 6564), but has not identified who Trinity Mining Group is, what business they operate, or what governance and operational rights their equity stake conveys. Investors lack context on whether this represents a strategic operator, financial investor, or equipment supplier relationship.

The company stated portfolio and pipeline total capacity of 3000 MW (claim 5077), but disclosed individual site capacities of approximately 620 MW: Black Pearl 150 MW first phase (claim 5074), Stingray 100 MW (claim 5075), Reveille 70 MW (claim 5076), Barber Lake 300 MW (claim 5065), and Odessa power supply (claim 5078). The identity, location, and expected online timeline of pipeline projects representing approximately 2,380 MW of the 3000 MW portfolio remain undisclosed.

SUPERSEDED

What we aren't being told

2026-09-06

The company disclosed a $7 million equity investment from Trinity Mining Group (claim 6564, November 2023) and a share purchase agreement with Trinity for 2,397,424 shares (claim 6414, December 2023); what has not been disclosed is Trinity Mining Group's corporate identity, whether they retain board representation or protective provisions, or the extent of their ownership stake after subsequent dilutions. The company disclosed a $50 million PIPE investment from SoftBank promised by January 30, 2025 (claim 5148) alongside an exclusive arrangement for its Barber Lake property promised by February 28, 2025 (claim 5149); what has not been disclosed is the duration of the Barber Lake exclusivity period, what contractual rights revert if the SoftBank investment closes late or fails entirely, whether Cipher owes termination fees to SoftBank or competing parties, or the conditions under which exclusivity terminates. The company disclosed ERCOT interconnection approvals for four sites—Black Pearl 300 MW (claim 5048), Barber Lake 300 MW (claim 5047), Stingray 100 MW (claim 5049), and Reveille 70 MW (claim 5050)—along with energization timelines for Black Pearl by June 2025 (claim 5083) and Stingray by June 2026 (claim 5084); what has not been disclosed is the physical location (city, county, state) of any site, whether Cipher owns or leases the land and buildings, current construction status relative to the ERCOT approval, or realistic timeline from current date to commercial production. The company escalated committed Bitmain hardware purchases from $24 million (claim 6568, promised January 2024) to $99–121 million in optional T21 miners (claims 6405–6406) to $134.3 million in S21 Pro units (claim 6022, promised October 2024 and now delayed); what has not been disclosed is how these escalations were funded or re-financed, whether the upgrade from T21 to S21 Pro (claim 6020) incurred additional costs beyond base prices, how capex additions fit within total anticipated build-out budget, or current cash on hand and burn rate given the SoftBank investment (claim 5148) is delayed. The company committed to acquire Black Pearl data center facility and assets for $7 million with closing promised by December 31, 2023 (claim 6565) and lease closing promised the same date (claim 6561), both now delayed into September 2026; what has not been disclosed is the prior owner's identity, whether the seller retains contingent earn-outs or clawback rights, outstanding environmental or regulatory liabilities, reasons for the nine-month delay, or current title and occupancy status.

SUPERSEDED

What we aren't being told

2026-09-05

The company announced a direct stock offering of $7 million to Trinity Mining Group (claim 6564, 2023-11-07) and a separate Black Pearl facility acquisition of $7 million from Trinity (claim 6565, 2023-11-07), both promised by 2023-12-31, plus a closing of 2,397,424 shares with Trinity (claim 6414, 2023-12-07). What has not been disclosed is the nature of Cipher's ongoing relationship with Trinity Mining Group, Trinity's resulting ownership stake, and whether the $7 million stock offering reconciles to the 2.4 million shares issued.

The company secured ERCOT regulatory approval for 300 MW of energy consumption at the Black Pearl facility (claim 6569, 2023-11-07) and pledged $6.3 million in collateral to Oncor Electric Delivery Company (claim 6567, 2023-11-07), demonstrating an active relationship with specific grid infrastructure. What has not been disclosed is the physical address of the Black Pearl facility, the specific interconnection point with Oncor's network, or any technical capacity constraints imposed by the utility on simultaneous deployment of the full 300 MW.

The company announced a $50 million equity investment from SoftBank via PIPE transaction promised by 2025-01-30 (claim 5148, 2025-01-30), yet this investment remains marked "delayed" as of September 2026, over 18 months past the stated close date. What has not been disclosed is whether the investment ultimately closed, the number of shares SoftBank received at what price, SoftBank's resulting ownership stake, any governance rights granted (board observer, liquidation preferences, anti-dilution), or what caused the extended delay in a committed transaction.

The company announced specific Bitmain hardware purchases (claims 6555, 6405, 6020) and Canaan A1566 miners (claim 6016) totaling millions of dollars across multiple tranches and delivery schedules, yet guided to a 477 MW total electrical capacity target by end of 2025 (claim 5042, 2025-02-24). What has not been disclosed is a detailed reconciliation showing how these specific hardware quantities and their per-unit power consumption sum to the 477 MW aggregate, or identification of other discrete capacity sources (third-party hosting partners, facility additions, or future commitments) that account for the remaining megawatts.

The company entered into a WindHQ Joint Venture Agreement (claim 5071, 2025-02-24) referenced as a vehicle for achieving a 25.2 EH/s aggregate hashrate target by end of 2025 (claim 5043). What has not been disclosed is the identity of the WindHQ counterparty, Cipher's ownership percentage in the JV, capital commitments required, the hashrate or revenue sharing structure, and how much of the 25.2 EH/s aggregate is expected to originate from the joint venture versus company-owned facilities.

The company announced the election of Cary Grossman (claim 6228, 2024-05-05) and Tyler Page (claim 6227, 2024-05-05) as directors, positions that typically require disclosure of compensation, shareholdings, and material relationships. What has not been disclosed is the compensation structure or amounts for these directors, the number of shares they hold and at what cost basis, any material relationships with major investors (particularly SoftBank given its $50 million stake), and whether they sit on committees overseeing the major financing transactions and facility deployments dominating these claims.

SUPERSEDED

What we aren't being told

2026-09-05

The company disclosed a Black Pearl facility acquisition with specific financing milestones (Trinity Mining Group $7M stock offering and $6.3M Oncor collateral posting, both promised by 2023-12-31, per claims 6564-6567), yet has not subsequently disclosed whether the acquisition closed, at what final cost, or the facility's current operational status and revenue contribution. Given that Black Pearl holds ERCOT interconnection approval for 300 MW (claim 5062), an investor would expect quarterly updates on when energization occurred and how much of that capacity is actually deployed. The company announced ERCOT interconnection approvals for four named facilities—Black Pearl (300 MW), Barber Lake (300 MW), Stingray (100 MW), and Reveille (70 MW)—per claims 5062-5068, but separately announced site option rights for "three sites 500 MW" (claim 5070) and an option for "three additional sites 500 MW" (claim 5079) without naming them or specifying their geographic locations or which (if any) correspond to the named ERCOT-approved facilities; a first-year analyst would ask which sites these are and whether capacity is being double-counted. The company disclosed a $5.3M refundable prepayment for Canaan miner options promised by 2024-07-05 (claim 6019) covering 6,600 units ($16.4M purchase commitment by 2024-11-30, claims 6016-6017), now delayed nearly two years; no follow-up disclosure indicates whether the prepayment was paid or refunded, whether the 6,600 miner delivery ever occurred, or if the option remains valid. The company announced a WindHQ Joint Venture Agreement at 49% ownership (claim 5105) and Alborz Astra Wind Farm power supply (claim 5106), but has not disclosed the identity of the 51% owner, governance structure, Cipher's capital contribution, power pricing terms, or what decision-making control or influence Cipher holds as a minority holder. The company disclosed a $50M SoftBank PIPE investment promised by 2025-01-30 (claim 5148) and a "Barber Lake property exclusive arrangement" with SoftBank promised by 2025-02-28 (claim 5149), both now delayed over eight months; no disclosure clarifies whether the $50M investment was actually completed, on what terms (equity stake, discount, debt vs. equity), or what "exclusive" means in the Barber Lake context—whether SoftBank or Cipher controls that facility. The company promised a $134.3M Bitmain S21 Pro miner purchase and delivery by 2024-10-31 covering 30,364 units (claims 6020, 6022), now delayed nearly two years; no disclosure indicates how many units (if any) were received, payment schedule milestones met, or whether the $134.3M commitment remains outstanding or has been restructured.

SUPERSEDED

What we aren't being told

2026-09-05

The company disclosed a direct stock offering to Trinity Mining Group for $7 million (claim #6564, Nov 2023) and subsequently closed a Purchase and Sale Agreement with Trinity Mining Group for approximately 2.4 million shares (claim #6414, Dec 2023); what has not been disclosed is the identity and background of Trinity Mining Group, whether any Cipher Mining executives or board members are affiliated with this entity, and what contractual terms govern the ongoing relationship.

The company announced Black Pearl facility with a 10-year lease term (claim #6559, Nov 2023), a 135 MW energization commitment promised by May 2026 (claim #6563), and 300 MW ERCOT power approval (claim #6560); what has not been disclosed is the physical address and specific grid interconnection point of the Black Pearl data center, information that would typically accompany such substantial capacity and regulatory approvals.

The company announced Black Pearl extensively throughout late 2023, then introduced Odessa Facility with 207 MW capacity in its February 2024 disclosure (claim #5054); what remains unexplained is whether Black Pearl and Odessa are the same facility under different names or distinct properties, and if distinct, what has driven the apparent transition in the company's reporting narrative between the two.

The company stated Odessa Facility operations start and completion with no specific promised dates (claim #5082, Feb 2024), despite announcing 207 MW of capacity; what has not been clarified is when Odessa is expected to begin operations, when it is expected to reach full capacity, and what construction or regulatory milestones must be achieved for each phase.

The company disclosed a Luminant power supply agreement at 2.7¢/kWh through July 2027 (claims #5046 and #5055, Feb 2024) in connection with Odessa Facility; what has not been specified is the volume of capacity (in MW) covered under the agreement, whether it covers all 207 MW of stated Odessa capacity, or what the pricing and terms are for any uncovered portion.

The company detailed specific miner purchases totaling substantial hashrate: 1.2 EH/s from Bitmain hardware (claim #6557, Nov 2023), 6,600 Canaan A1566 units (claim #6016, June 2024), and optional upgrades to 30,364 Bitmain S21 Pro units (claim #6020, June 2024), with delivery schedules extending through mid-2025; what has not been disclosed is how many of these miners are actually deployed and operating at Cipher Mining facilities, what total hashrate is currently in production, and what Bitcoin mining revenue has been generated from operations.

SUPERSEDED

What we aren't being told

2026-09-05

The company disclosed a 7,000,000 USD acquisition of Black Pearl data center facility lease and assets on 2023-11-07 (claim 6565), along with a 10-year lease term (claim 6559), specific ERCOT power approval for 300 MW (claim 6560), and a minimum energization requirement of 135 MW by May 2026 (claim 6566). What has not been stated is the physical address or county of the Black Pearl facility, the name of the landlord or asset owner, whether the ERCOT interconnection point is tied to a named substation, or the current status of construction given the delayed timeline.

The company disclosed a 50,000,000 USD equity investment from SoftBank structured as a PIPE transaction on 2025-01-30 (claim 5148) and referenced a shelf registration statement filing requirement (claim 5150), with an exclusive arrangement for Barber Lake property promised by February 28, 2025 (claim 5149, now delayed). What has not been stated is whether the shelf registration has been filed and approved, what the share price and share count are for the SoftBank investment, what voting rights SoftBank received, whether the PIPE has actually closed, or what the exclusivity terms are for Barber Lake and their implications.

The company disclosed three separate Bitmain purchase commitments totaling approximately 260,000,000 USD including a purchase agreement promised by January 2024 (claim 6568), T21 miners for 2025 delivery at 99,473,360 USD (claim 6405), and S21 Pro miners for 134,287,826 USD (claim 6022), along with referenced shipment schedules (claim 6556—all delayed). What has not been stated is the unit cost per miner for each model, detailed delivery schedules beyond aggregate deadlines, whether Bitmain Corporation is the named counterparty, payment terms, or consequences of late delivery.

The company disclosed a 6,600-unit purchase of Canaan A1566 miners for 16,400,472 USD with a refundable prepayment of 5,302,074 USD promised by November 30, 2024 (claims 6016-6019, delayed). What has not been stated is whether Canaan Corporation is the named counterparty, what conditions trigger refund of the prepayment, the implied unit price structure, payment schedule terms, or delivery milestones.

The company disclosed a 7,000,000 USD direct stock offering to Trinity Mining Group promised by December 31, 2023 (claim 6564, delayed) and separately a 'Purchase and Sale Agreement with Trinity Mining Group' for 2,397,424 shares (claim 6414). What has not been stated is whether these are the same transaction or separate deals, the implied share price, whether any Cipher Mining executives or board members are affiliated with Trinity Mining, or the nature of the business relationship.

The company disclosed site option rights for three locations totaling 500 MW promised by October 31, 2026 (claim 5070) and options for three additional sites totaling 500 MW promised by February 28, 2027 (claim 5079). What has not been stated is the physical location or county of any of these five sites, who is granting the options, acquisition costs per MW, current negotiation status, or why these options lack the facility-specific detail disclosed for Black Pearl, Stingray, Reveille, and Barber Lake.

SUPERSEDED

What we aren't being told

2026-09-02

The company disclosed that its Black Pearl facility is generating rental income (claim 1067, 2026-08-22) and reported Q2 2026 revenue of $24.8 million (claim 1682, 2026-08-22), yet has not publicly identified the customer generating this revenue. The only customer reference is an unverified claim about Fluidstack at Barber Lake (claim 1845), which was promised to commence by 2026-09-01 but remains unverifiable as of today. What customer is generating the disclosed Black Pearl revenue, under what contract terms, and did the Fluidstack deal actually close on schedule?

The company announced the Stingray High-Performance Computing data center located in Andrews, Texas (claim 194, 2026-06-15) and referenced a hyperscaler tenant (claim 58, 2026-08-03), but has not disclosed the facility's capacity in megawatts, the specific identity of the hyperscaler customer, or the commercial terms of the lease agreement. What is the Stingray facility's capacity, which hyperscaler is the customer, and what revenue does the company expect from this facility?

The company disclosed $172.5 million of 2030 Convertible Notes (claims 1840, 60) and $1.3 billion of 2031 Convertible Notes (claims 1841, 61), but has not disclosed the conversion prices, the dilution this represents to existing shareholders, or the likelihood of conversion. Given the company's pivot to data center revenue (claim 1909) and a $150.5 million warrant remeasurement charge suggesting significant stock price volatility (claim 1908), what are the conversion prices and what percentage dilution would result from full conversion?

The company disclosed multiple large credit facilities—a $200 million Morgan Stanley revolving credit facility (claims 1842, 62), a $100 million Two Prime Credit Facility (claim 1844), and an $810 million senior secured notes offering (claims 228, 192)—yet has not disclosed how much of each facility has been drawn, what the actual interest rates are beyond the stated SOFR and ABR margins (claims 2224, 2225), or the current available liquidity. How much capital has the company drawn from each facility to date, what are the all-in borrowing costs, and what is the company's current cash position?

Claims from August 2026 (59, 60, 61, 62) list the company's financing facilities as single digits (25.0 USD, 172.5 USD, 1300.0 USD, 200.0 USD) without millions notation, contradicting earlier claims (1843, 1840, 1841, 1842) that list the same facilities in millions; additionally, claim 1906 lists total corporate and project debt as 6000.0 USD without clarifying whether this represents $6,000 or $6 billion. Are the August 2026 financial figures reported in millions or in single dollars, and what is the company's actual total debt outstanding?

The company disclosed a warrant remeasurement charge of $150.5 million (claim 1908, 2026-08-31) but has not explained the warrant terms, the triggering event for remeasurement, or the company's exposure to future remeasurement charges. What warrants were remeasured, under what terms, what event or stock price movement triggered the $150.5 million charge, and how much additional remeasurement risk exists?

whats_stale

SUPERSEDED

What we haven't been told

2026-10-19

Cipher's earliest supply story rested on WindHQ. A July 11, 2021 disclosure (claim 14547) described an initial 110 MW power supply agreement with WindHQ, due by December 31, 2022. The record has no later mention of it. Nearly four years after that deadline passed, the ledger moved the claim automatically to delayed on September 15, 2026 and then to not_yet_verifiable on October 9, 2026. Management has issued no revised date and has not said whether the 110 MW was energized, resized, or folded into another arrangement.

The Standard Power arrangement has also gone quiet. On May 18, 2021 the company described a hosting contract with Standard Power for 200 MW (claim 14616), plus an option for another 100 MW (claim 14617). Both were stated in signed, contractual terms. Neither appears again in the claims on record, and both remain at stated with no follow-up. Nothing has been disclosed about whether the base capacity was delivered or whether the option was exercised or allowed to lapse.

The merger itself was confirmed. Claims 14574 and 14660 were verified on October 10, 2026, after passing through automated delayed and not_yet_verifiable states. The governance commitments attached to it were not. The retention of Cipher management (claim 14576) and the post-merger board composition (claim 14575), both tied to June 30, 2021, were last mentioned on June 13, 2021 and still sit at not_yet_verifiable. The parallel statements in the May 6, 2021 filing (claims 14665 and 14666) never moved past stated. No disclosure on record confirms whether the promised management team and board took office as described.

The largest forward commitment is a total mining capacity target of 910 MW by December 31, 2026 (claim 14549). It was first stated on July 11, 2021 and has not been reaffirmed or revised in any later claim on record. The deadline is now about ten weeks away. The record contains no progress figure, no updated target, and no statement that the goal still stands.

Two smaller early commitments also lack any follow-up. The February 16, 2021 plan to donate 750,000 founder shares to nonprofits (claim 20791) has no record of completion. The material weakness in disclosure controls flagged on May 6, 2021 (claim 14657) came with a planned enhancement of accounting processes (claim 14659), and no remediation statement appears afterward. The ledger supplied for this review breaks off partway through the July 11, 2021 entries, so later disclosures may address some of these points. In what is on record, they have not been addressed.

SUPERSEDED

What we haven't been told

2026-10-17

The Standard Power hosting arrangement is the clearest disappearance. In May 2021 the company described a 200 MW hosting contract with Standard Power (claim 14616) plus an option for another 100 MW (claim 14617), and it repeated the 200 MW figure in the July 11, 2021 disclosure (claim 14545). That is the last mention on record. Neither claim has moved beyond 'stated', and no later disclosure in this ledger says whether the contract was performed, renegotiated or ended, or whether the 100 MW option was exercised or allowed to lapse.

The WindHQ initial power supply agreement for 110 MW, promised by December 31, 2022 (claim 14547), now sits at 'not_yet_verifiable'. That status came from the automated date check, not from any company revision. The deadline is nearly four years past, and the record holds no statement confirming the 110 MW was delivered, revised or folded into a larger arrangement. The broader 500 MW WindHQ expansion (claim 14548), introduced in the same July 2021 filing with a December 31, 2026 target, is still carried as 'stated' with roughly ten weeks left. No interim progress figure has been disclosed for it.

Two governance commitments tied to the merger were left hanging. The June 13, 2021 filing promised retention of Cipher's management (claim 14576) and a defined post-merger board composition (claim 14575), both by June 30, 2021. Each was auto-flagged 'delayed' in September 2026 and moved to 'not_yet_verifiable' on October 9, 2026. The merger promise from the same filing (claim 14574) was verified, but these two were not. The company has not said which executives stayed, whether the board was seated as described, or whether either plan changed.

The February 2021 statement that 750,000 founder shares would be donated to nonprofits (claim 20791) has not appeared again in any later disclosure on record. Nothing explains whether the donation was made, to which organizations, or on what schedule.

The Bitfury private placement of $50 million was repeated across the May, June and July 2021 filings (claims 20789, 14623, 14565, 14552). Every instance remains at 'stated', and no later claim records the funding. Silence does not mean the placement failed, but the company has not confirmed on record that the money arrived.

This reading covers only disclosures dated through July 2021 in the ledger as supplied, which ends partway through the WindHQ entry. Later filings outside that range may address some of these points.

SUPERSEDED

What we haven't been told

2026-10-17

Cipher's merger disclosures in June 2021 promised more than the merger itself. Claim 14575 (post-merger board composition) and claim 14576 (retention of Cipher management) were both tied to a 2021-06-30 completion date and last appeared in the 2021-06-13 filing. The merger they belonged to, claim 14574, has since moved to verified. These two companion commitments did not. They were auto-transitioned to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09, and no disclosure on record confirms that the promised board was seated or that the named management team stayed. The company has not said whether either commitment was met, changed, or dropped.

The WindHQ power arrangement was first described on 2021-07-11 as an initial 110 MW supply agreement due by 2022-12-31 (claim 14547), sitting beneath a larger 500 MW expanded agreement targeted for 2026-12-31 (claim 14548). The 110 MW tranche passed its date with no completion statement and is now not_yet_verifiable. The 500 MW figure is still carried as stated, with about ten weeks left before its deadline. No disclosure on record reconciles energized capacity at the WindHQ site against either figure, and management has not said whether the 500 MW target still stands.

The Standard Power hosting contract was presented in May 2021 as a 200 MW agreement (claim 14616) with an option for an additional 100 MW (claim 14617). It was repeated on 2021-07-11 (claim 14545). In the record available here it does not reappear after that date. Its status remains stated only because nothing has been said since. There is no notice that the option was exercised or lapsed, and no update on whether the base 200 MW was ever deployed under that contract.

The February 2021 SPAC filings included a commitment to donate 750,000 founder shares to nonprofits (claim 20791). That is the only mention on record. Neither the merger-period filings nor later disclosures note whether the donation was completed, to which organizations, or whether the plan was abandoned when the transaction structure changed.

SUPERSEDED

What we haven't been told

2026-10-16

The Standard Power hosting arrangement is the clearest operational commitment that drops out of the record. A 200 MW hosting contract was described on 2021-05-18 (claim 14616), alongside an option for a further 100 MW (claim 14617), and the 200 MW figure was repeated on 2021-07-11 (claim 14545). That is the last mention. Neither claim has moved beyond 'stated', and nothing on file says whether the contract was energized, renegotiated, scaled back or terminated. The 100 MW option was never mentioned again after its first appearance. No disclosure on record explains why a hosting partner described as contracted stopped being discussed.

Two governance commitments tied to the merger slipped without comment. Retention of Cipher management (claim 14576) and the post-merger board composition (claim 14575) were both promised by 2021-06-30 in the 2021-06-13 filing, echoing the 2021-05-06 versions (claims 14666 and 14665). Both were automatically marked 'delayed' on 2026-09-15 and then moved to 'not_yet_verifiable' on 2026-10-09. They remain there. The record contains no statement confirming who was retained, how the board was finally seated, or whether either differed from what was described.

The merger's own timetable passed its target date without a revision on record. The share exchange with Good Works Acquisition Corp. carried a 2021-06-30 date (claim 14574), and a closing timeline was described on 2021-05-06 (claim 14664). The ledger shows claim 14574 was auto-marked 'delayed' before it was finally recorded as 'verified' on 2026-10-10. The completion itself is not in question. What is missing is any disclosure that acknowledged the June target had passed or gave a revised date.

The financing package was described repeatedly and then never reconciled. Between 2021-05-13 and 2021-07-11 the filings restate a $375 million PIPE (claims 14622, 14564, 14551), a $50 million Bitfury private placement (claims 20789, 14623, 14565, 14552, 14544), and $400 million of cash expected at closing (claims 14624, 14566, 14577). After 2021-07-11 the record holds no figure for what was actually funded, and every one of these claims remains 'stated'. No statement compares delivered capital with the amounts that were promised.

The 2021-02-16 pledge to donate 750,000 founder shares to nonprofits (claim 20791) was mentioned once and never again. It remains 'stated'. Nothing on record confirms that the donation was made, names the recipients, or says the plan was dropped.

SUPERSEDED

What we haven't been told

2026-10-15

The WindHQ power supply arrangement is the clearest unresolved commitment. In its 2021-07-11 disclosure (claim 14547), Cipher described an initial 110 MW supply agreement with WindHQ and tied it to a 2022-12-31 target. That target date passed nearly four years ago, and the claim now sits at not_yet_verifiable. Nothing later in the record confirms that the 110 MW was delivered, resized or replaced. Within this record, July 2021 is the last time management described the WindHQ capacity as a discrete commitment, and no revision or completion statement has been found.

The Standard Power hosting relationship follows a similar pattern. The 200 MW hosting contract and the option for an additional 100 MW were first set out on 2021-05-18 (claims 14616 and 14617), and the 200 MW figure was restated on 2021-07-11 (claim 14545) alongside the 200 MW Luminant power purchase agreement (claim 14546). All of these remain at stated. The record contains no later mention of whether the 100 MW option was exercised, allowed to lapse or renegotiated, and no later reference to Standard Power at all. The partnership went from specific megawatt language to silence, and no statement explains which of these arrangements still form part of the company's capacity plan.

The post-merger governance commitments were walked through a delay cycle without any public resolution. Retention of the Cipher management team and the composition of the post-merger board (claims 14576 and 14575, last described 2021-06-13) carried a 2021-06-30 target. Both were first marked delayed and are now not_yet_verifiable. Two related completion milestones were later verified: the Good Works merger share exchange (claim 14574) and the 21-month business combination deadline (claim 14660). The personnel and board undertakings were not. The disclosures on record do not say who was retained, whether the board took the form described, or why these items never received the confirmation the transaction itself did.

The closing-cash framework has no reconciliation on record. Between May and July 2021, management repeatedly cited $375 million in PIPE commitments, a $50 million Bitfury private placement and roughly $400 million of cash at closing, which was also a minimum financing condition (claims 14622, 14623, 14624, 14566, 14577, 20789 and 14552). All remain at stated. The record has no subsequent figure for what was actually funded at close, and no account of any redemptions or shortfall against the $400 million condition. Similarly, the 750,000 founder shares pledged to nonprofits in February 2021 (claim 20791) have not been mentioned since.

The material weakness in disclosure controls as of 2020-12-31 (claim 14657) and the accompanying pledge to enhance accounting processes (claim 14659) were last addressed on 2021-05-06, in the context of the warrant reclassification (claim 14658). No later disclosure in this record states that the weakness was remediated. A caveat applies to all of the above: the ledger supplied for this review appears to end partway through the July 2021 entries. The status transitions shown are this platform's automated reclassifications, dated 2026, not statements by the company. Later filings may address some of these points, but none that do so appear here.

SUPERSEDED

What we haven't been told

2026-10-15

Cipher's earliest disclosures leaned heavily on Standard Power. On 2021-05-18 the company described a 200 MW hosting contract with Standard Power (claim 14616) together with an option for a further 100 MW (claim 14617). By 2021-07-11 the 200 MW agreement was still cited (claim 14545), but the 100 MW option no longer appeared, and neither item surfaces in any later disclosure on record. Both claims remain at 'stated', with no transition to verified or delayed. Management has not said whether the option was exercised, allowed to lapse or renegotiated, nor whether the base 200 MW arrangement was ever brought into service.

The WindHQ initial power supply agreement for 110 MW (claim 14547) carried a delivery horizon of 2022-12-31. It was last mentioned on 2021-07-11 and now sits at 'not_yet_verifiable' in the ledger, nearly four years past its target date. No revision, completion notice or termination statement appears in the record. The Luminant 200 MW power purchase agreement (claim 14546), disclosed the same day, has likewise not been referenced again.

The merger itself has been marked verified (claim 14574), but its personnel commitments have not. Retention of Cipher management (claim 14576) and the post-merger board composition (claim 14575) were both tied to a 2021-06-30 date and were last addressed on 2021-06-13. Since then the ledger has automatically moved both from 'stated' to 'delayed' and then to 'not_yet_verifiable'. The company has issued nothing confirming who was retained or how the board was ultimately seated relative to what was described.

In the SPAC period, 750,000 founder shares were described as earmarked for donation to nonprofits (claim 20791, 2021-02-16). Separately, a material weakness in disclosure controls as of December 31, 2020 (claim 14657) was paired with a planned enhancement of accounting processes (claim 14659, 2021-05-06). Neither commitment appears in any subsequent disclosure on record, and both remain at 'stated'. There has been no statement that the shares were donated or that the control weakness was remediated.

SUPERSEDED

What we haven't been told

2026-10-15

The Standard Power hosting arrangement is the clearest case of a commitment that went quiet. Management described a 200 MW hosting contract with Standard Power on 2021-05-18 (claim 14616), together with an option for an additional 100 MW of hosting capacity (claim 14617). By 2021-07-11 the agreement was again cited at 200 MW (claim 14545), but the 100 MW option no longer appeared. Both 200 MW claims remain at 'stated' with no later disclosure on the record. The company has not said whether the option was exercised, lapsed or was dropped, nor whether the base contract is still in force at the original capacity.

The WindHQ initial power supply agreement for 110 MW, disclosed on 2021-07-11 with a target date of 2022-12-31 (claim 14547), now sits at 'not_yet_verifiable'. The record contains no later statement confirming that the capacity was delivered by that date, that the timeline moved, or that the agreement was renegotiated. The Luminant power purchase agreement for 200 MW (claim 14546), disclosed the same day, has likewise not been mentioned again. The full transition history for the WindHQ entry was not available in the ledger provided.

Two governance commitments tied to the merger closing have no follow-through on the record. Retention of Cipher management (claim 14576) and the post-merger board composition (claim 14575) were both promised by 2021-06-30 and last mentioned on 2021-06-13. Both were automatically moved from 'stated' to 'delayed' on 2026-09-15 and then to 'not_yet_verifiable' on 2026-10-09. The merger itself was later marked verified (claims 14574 and 14660), but no disclosure has confirmed that the promised management and board arrangements took effect as described.

The 2021-02-16 pledge to donate 750,000 founder shares to nonprofits (claim 20791) was made once in the pre-merger SPAC disclosures. It never appears again in the record and remains at 'stated'. There is no account of whether the shares were transferred, to which organisations, or when.

The material weakness in disclosure controls as of December 31, 2020 (claim 14657) and the accompanying plan to enhance accounting processes and controls (claim 14659) were both disclosed on 2021-05-06 alongside the warrant reclassification (claim 14658). None of the three has been revisited since. Both remain at 'stated', and management has made no statement on the record that the weakness was remediated or that the planned enhancements were completed.

SUPERSEDED

What we haven't been told

2026-10-15

The commitments on who would run and govern the combined company are the clearest case of a date passing without explanation. In the 2021-06-13 disclosures, management said Cipher's existing management would be retained (claim 14576) and set out a post-merger board composition (claim 14575), both tied to a 2021-06-30 completion target. The same themes had appeared on 2021-05-06 (claims 14666 and 14665). After 2021-06-13, neither is mentioned again. The ledger moved both from stated to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09. The merger itself (claim 14574) was eventually marked verified, but these two were not. No later disclosure on record confirms who stayed, who joined the board, or whether the line-up described in June 2021 was the one that took office.

The merger timetable slipped in the same way. Claim 14574 set the Good Works combination for 2021-06-30. Disclosures dated 2021-07-08 (claims 14550 through 14554) still describe the share exchange and Nasdaq listing application as pending. None of them gives a revised closing date or explains why the June target was missed. The ledger records the automatic transition to delayed before the item was later verified, but the record contains no statement acknowledging the slip.

The Standard Power hosting arrangement appears once and then disappears. On 2021-05-18, management cited a 200 MW hosting contract with Standard Power (claim 14616) and an option for a further 100 MW (claim 14617). By the 2021-07-11 disclosures, the capacity story is told through a 200 MW Luminant power purchase agreement (claim 14546), an expanded 500 MW WindHQ agreement (claim 14548) and a 910 MW total target (claim 14549). Standard Power is not named in any of them. Both Standard Power claims remain at stated. The record does not say whether the contract was terminated, folded into another arrangement, or simply stopped being described.

The 910 MW total capacity target (claim 14549) and the 500 MW WindHQ agreement (claim 14548) carry a 2026-12-31 deadline that is now about eleven weeks away. Both were last mentioned on 2021-07-11 and remain at stated. The record has no interim figures, no revised target and no reaffirmation from the years in between.

Two smaller items were stated once and never revisited. On 2021-02-16, the sponsor described 750,000 founder shares to be donated to nonprofits (claim 20791). No later disclosure on record says whether the donation was made, to whom, or in what amount. On 2021-05-06, management acknowledged a material weakness in disclosure controls as of 2020-12-31 (claim 14657) and promised to enhance accounting processes and controls (claim 14659). Neither claim has moved past stated, and no subsequent disclosure on record reports that the weakness was remediated or that the planned enhancements were completed.

SUPERSEDED

What we haven't been told

2026-10-14

The WindHQ power supply agreement is the clearest dated commitment that has gone unaddressed. Claim 14547, disclosed on 2021-07-11, described an initial 110 MW supply arrangement with a target of 2022-12-31. That date passed without a revision appearing in the record. The ledger moved the claim to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09. Both changes were automated, not prompted by anything the company said. Management has not said whether the 110 MW was delivered, rescheduled, resized, or dropped, and the record contains no later reference to WindHQ.

The Standard Power hosting arrangement appears once and does not recur. Claims 14616 and 14617, dated 2021-05-18, described a 200 MW hosting contract and an option for 100 MW more. Both remain at stated. Neither the contract nor the option shows up in any later disclosure on file. Nothing has been said about whether the option was exercised, whether the base 200 MW was ever energized, or whether the relationship ended.

The Luminant power purchase agreement follows the same pattern. Claim 14546, dated 2021-07-11, cited 200 MW of contracted power. It is still at stated, and no later disclosure in the record confirms delivery, amends the capacity, or explains how the agreement relates to the separate WindHQ and Standard Power figures. The company has not said how these three power commitments, totaling several hundred megawatts, were reconciled or what share was actually put into service.

The governance undertakings attached to the merger are also unresolved. Claims 14575 and 14576, dated 2021-06-13, tied post-merger board composition and retention of Cipher management to a 2021-06-30 date. The ledger shows the merger itself (claim 14574) moving to verified on 2026-10-10. The two governance claims went through the same automated delayed transition and then stopped at not_yet_verifiable. No disclosure in the record confirms the board as seated or says whether the named management team stayed.

Two smaller undertakings from early 2021 have no follow-up. Claim 20791, dated 2021-02-16, said 750,000 founder shares would be donated to nonprofits, and claim 14659, dated 2021-05-06, promised improved accounting processes and controls after the material weakness reported in claim 14657. Both remain at stated. The record contains no confirmation that the shares were donated or that the material weakness was remediated. Because the claims list supplied here appears to end mid-entry, a later disclosure outside this view may address some of these items. Within the record as provided, none of them has been explained.

SUPERSEDED

What we haven't been told

2026-10-14

The WindHQ power supply agreement is the clearest dated commitment that has gone quiet. A July 11, 2021 disclosure described an initial 110 MW supply arrangement with WindHQ targeted for December 31, 2022 (claim 14547). The ledger moved it automatically to delayed in September 2026 and then to not yet verifiable in October 2026. No disclosure in the record confirms delivery, revises the date or capacity, or explains whether the arrangement was restructured. The Luminant 200 MW power purchase agreement from the same filing (claim 14546) still stands as stated, which leaves the WindHQ portion as the unaddressed half of the original power plan.

The Standard Power hosting arrangement drops out of the record entirely. On May 18, 2021, management described a 200 MW hosting contract with Standard Power (claim 14616) and an option for a further 100 MW (claim 14617). That is the last mention. Disclosures from July 2021 discuss power supply through Luminant and WindHQ instead. Nothing in the record says whether the Standard Power contract was terminated, superseded or folded into another structure, or whether the 100 MW option was ever exercised or allowed to lapse.

The merger timetable slipped without a recorded revision. The June 13, 2021 filing tied the GWAC merger to a June 30, 2021 target (claim 14574). It tied the retention of Cipher management (claim 14576) and the post-merger board composition (claim 14575) to the same date. The ledger marked all three delayed in September 2026. The merger claim was later moved to verified, but the management retention and board composition claims remain not yet verifiable. Earlier undated versions of the same commitments (claims 14665 and 14666, May 6, 2021) still sit as stated. The record contains no statement acknowledging that the June 30 date passed or confirming who ultimately joined the board and stayed in management.

Two smaller undertakings from the SPAC period also have no follow-up. The February 16, 2021 disclosure said 750,000 founder shares would be donated to nonprofits (claim 20791). The May 6, 2021 filing acknowledged a material weakness in disclosure controls as of December 31, 2020 (claim 14657) and promised enhanced accounting processes and controls (claim 14659). Neither is mentioned again in the record. Nothing indicates whether the donation was completed or whether the weakness was remediated and the enhancements put in place.

The supplied record ends partway through the July 11, 2021 entries, so later disclosures not shown here may address some of these items.

SUPERSEDED

What we haven't been told

2026-10-14

The WindHQ power arrangement is the clearest open thread. On 2021-07-11 the company described an initial power supply agreement with WindHQ for 110 MW, with a delivery horizon of 2022-12-31 (claim 14547). That target date passed without a revision on record, and the ledger moved the claim automatically to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09. No later disclosure in the record confirms that the 110 MW was energized, resized, or replaced. Nothing has been said about whether the arrangement still exists.

The Standard Power hosting contract has a similar gap. On 2021-05-18 management described a 200 MW hosting contract with Standard Power (claim 14616) and an option for another 100 MW (claim 14617). Neither figure appears again in any later disclosure on record. Two months later the power narrative centered on Luminant (claim 14546, also 200 MW) and WindHQ instead. Both Standard Power claims remain at stated. There is no statement that the contract was exercised, terminated, or folded into the other agreements, and no explanation of whether the extra 100 MW was ever pursued.

Two governance commitments tied to the merger have not been confirmed, even though the merger itself has been. On 2021-05-06 the company described a post-merger board composition (claim 14665) and the retention of Cipher's management team (claim 14666). It repeated both on 2021-06-13 with a 2021-06-30 horizon (claims 14575 and 14576). The merger was later marked verified (claims 14574 and 14660). The board and management claims instead went from delayed to not_yet_verifiable on the same automated schedule. The record contains no follow-up naming the board that was seated or confirming which executives stayed.

The founders' pledge to donate 750,000 shares to nonprofits appears only once, in the 2021-02-16 financing disclosures (claim 20791). It has not been mentioned since and remains at stated. There is no disclosure of which organizations received shares, when any transfer happened, or whether the pledge was carried through after the business combination.

The control weakness has the same pattern. On 2021-05-06 the company disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657), tied to the warrant reclassification (claim 14658). It said it planned to enhance its accounting processes and controls (claim 14659). No later statement in the record says the weakness was remediated or describes the planned enhancements. All three claims remain at stated, so the record shows only the promise, not whether it was kept.

The claims file supplied here ends in July 2021, partway through the record. Later filings outside this extract may address some of these items.

SUPERSEDED

What we haven't been told

2026-10-14

The Standard Power hosting arrangement is the clearest disappearance in the record. On 2021-05-18 the company described a 200 MW hosting contract with Standard Power (claim 14616) and an option for a further 100 MW of hosting capacity (claim 14617). Both claims still carry only stated status, and neither the contract nor the option appears in any later disclosure on file. Less than two months later, on 2021-07-11, the power narrative was built around a 200 MW Luminant power purchase agreement (claim 14546) and a WindHQ supply arrangement (claim 14547). No disclosure on record says whether the Standard Power contract was terminated, superseded, or folded into the new arrangements, or what became of the 100 MW option.

The WindHQ initial power supply agreement for 110 MW (claim 14547) carried a promised-by date of 2022-12-31. When the ledger reached that date it moved the claim automatically to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09. No company statement drove either change. The record contains no confirmation that the 110 MW was energized by the stated date, no revised timeline, and no statement that the target was reduced or abandoned.

Two governance commitments tied to the merger never received confirmation. These are the post-merger board composition (claim 14575) and the retention of Cipher management (claim 14576), both framed on 2021-06-13 with a 2021-06-30 horizon. The merger claim from the same date (claim 14574) has since been marked verified. The two personnel claims, however, went through the same automatic delayed and not_yet_verifiable sequence without ever being resolved. The record does not say whether the board was seated as described or whether the named management team stayed on. The ledger also records no revised date to explain why the merger itself overran the 2021-06-30 target before it was verified.

Several smaller commitments from early 2021 were stated once and never revisited. The pledge to donate 750,000 founder shares to nonprofits (claim 20791, 2021-02-16) has no subsequent mention. The material weakness in disclosure controls identified as of December 31, 2020 (claim 14657) was paired on 2021-05-06 with a planned enhancement of accounting processes and controls (claim 14659). No later disclosure on file reports that the remediation was completed or that the weakness was resolved. Both remediation claims remain at stated status.

This review covers only the portion of the record supplied. The claims list ends partway through claim 14548, a second WindHQ entry. Any later disclosure that addresses these items would fall outside what could be examined here.

SUPERSEDED

What we haven't been told

2026-10-10

The post-merger leadership commitments are the clearest case of a promise that simply stopped being discussed. Claims 14576 (retention of Cipher management) and 14575 (post-merger board composition) both carried a 2021-06-30 target date in the 2021-06-13 disclosure, echoing the undated versions in claims 14666 and 14665 from 2021-05-06. Neither was revisited. The ledger shows both auto-transitioned to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09, with no intervening company statement. The record contains no confirmation of which managers stayed, no final board slate, and no acknowledgement that the June 2021 date passed.

The merger closing date itself slipped without a revision on the record. Claim 14574 described the share exchange with Good Works Acquisition Corp. as due by 2021-06-30, and claim 14664 set out an expected closing timeline. The claim was auto-marked delayed on 2026-09-15 and only reached verified on 2026-10-10, after a brief not_yet_verifiable status. The transaction appears to have completed, but the disclosures provided do not include a statement moving the target date or explaining why the June deadline was missed. The same pattern applies to claim 14660, the 21-month completion window ending 2022-07-22.

The Standard Power hosting arrangement was presented in contract language and then went quiet. Claim 14616 on 2021-05-18 described a hosting contract for 200 MW, and claim 14617 described an option for an additional 100 MW. Claim 14545 repeated the 200 MW figure on 2021-07-11, which is the last mention in the record supplied. Both remain at stated. Nothing on file says whether the 200 MW was energized, whether the 100 MW option was exercised or allowed to lapse, or whether the agreement remains in force.

The WindHQ power agreement and the 910 MW total capacity target are approaching their deadlines with no reaffirmation. Claim 14548 described an expanded 500 MW power supply agreement with WindHQ, and claim 14549 a total mining power target of 910 MW. Both are dated 2021-07-11 and promised by 2026-12-31. With less than three months remaining, neither has been restated, revised, or tracked against delivered capacity in the disclosures on record. Both still sit at stated. Management has not said how much of the 910 MW is online or whether the figure still stands.

A smaller commitment from the SPAC period was never followed up. Claim 20791, from 2021-02-16, stated that 750,000 founder shares would be donated to nonprofits. It has remained at stated since extraction, and no later disclosure on record names recipients, confirms the transfer, or withdraws the pledge.

These observations rest on the claims ledger as supplied, which ends partway through the July 2021 entries. Later filings may address some of these items, but nothing in the record reviewed here does.

SUPERSEDED

What we haven't been told

2026-10-09

The record for Cipher Mining is cut off partway through claim 14547, so these observations cover only disclosures dated through July 11, 2021. Later filings may address some of the gaps described here.

The WindHQ power arrangement in Texas is the clearest open thread. On July 11, 2021, management described an initial 110 MW power supply agreement with WindHQ to be in place by December 31, 2022 (claim 14547), and an expanded 500 MW agreement running to December 31, 2026 (claim 14548). The 2022 date passed long ago. The ledger moved claim 14547 to not_yet_verifiable on its own; no disclosure on record revised the date. Nothing on record says whether the 110 MW was energized on schedule, nor whether the 500 MW build-out is still on its original timeline with the 2026 date now less than three months away.

The Standard Power hosting contract appears once and then drops out. A May 18, 2021 disclosure described a 200 MW hosting contract with Standard Power (claim 14616) and an option for another 100 MW (claim 14617). Neither figure appears in the June or July 2021 merger disclosures on record, even though those filings repeat the PIPE, Bitfury and listing terms in detail. Both claims still read as stated. Nothing on record says whether the contract was renegotiated, reduced or ended, or whether the 100 MW option was ever exercised.

The merger closing date slipped without a stated revision. June 13, 2021 disclosures tied the Good Works merger (claim 14574), the post-merger board (claim 14575) and the retention of Cipher management (claim 14576) to a June 30, 2021 date. The ledger later marked each of these delayed and then not_yet_verifiable. A July 8, 2021 filing still describes the merger and share exchange as prospective (claim 14550), but the record contains no statement that the June 30 target had been missed or replaced with a new date. The longer completion deadline of July 22, 2022 (claim 14660) went through the same automated reclassification, again with no closing confirmation on record.

The Bitfury commitment changed wording over time. The $50 million was first described as a private placement subscription (claims 14623, 20789 and 14565) and as a private placement by Bitfury Top HoldCo (claim 14552). By July 11, 2021 it was called a PIPE financing commitment (claim 14544). The amount stayed the same, but the structure is described differently, and nothing on record explains whether the terms or the funding source changed.

The founder share donation was mentioned once. The February 16, 2021 financing disclosure said 750,000 founder shares would be donated to nonprofits (claim 20791). No later disclosure on record mentions it again, names the recipients, or confirms that the transfer took place.

SUPERSEDED

What we haven't been told

2026-10-09

The ledger excerpt for Cipher Mining ends partway through claim 14547, so what follows covers only claims dated February through July 2021. The status changes described below were made by automated reclassification on 2026-09-15 and 2026-10-09. None of them was prompted by a company statement, and later disclosures not shown here may resolve some of them.

The first WindHQ power arrangement is the most concrete date that has gone unaddressed. On 2021-07-11 the company described an initial WindHQ power supply agreement of 110 MW to be in place by 2022-12-31 (claim 14547). That date passed without any revision appearing in the record. The claim moved from stated to delayed and then to not_yet_verifiable. The same disclosure described an expanded WindHQ agreement of 500 MW with a 2026-12-31 horizon (claim 14548). That claim is still recorded as stated, with less than three months left, and no interim progress figure accompanies it. The record contains no statement on how much of the 110 MW was energized, or whether the 500 MW figure still stands.

The Standard Power hosting arrangement appears once and is not mentioned again. On 2021-05-18 the company cited a 200 MW hosting contract with Standard Power (claim 14616) and an option for an additional 100 MW (claim 14617). No later claim in the record refers to Standard Power, the 200 MW contract, or the 100 MW option. The company had previously presented 300 MW of potential capacity with this counterparty, and the record contains no termination, amendment, or explanation.

The merger timetable slipped past its stated target, and the record shows no revised date. Disclosures dated 2021-06-13 tied the Good Works Acquisition Corp. merger, the post-merger board composition, and the retention of Cipher management to a 2021-06-30 date (claims 14574, 14575, 14576). All three were later reclassified as delayed and then as not_yet_verifiable. By 2021-07-08 the merger was being described without any date attached (claim 14550). The separate outer deadline of 2022-07-22 (claim 14660) went through the same reclassifications. The record contains no closing confirmation and no explanation of why the June target was missed.

The Bitfury $50 million private placement is the most frequently repeated financing commitment on record, and its outcome is never stated. It appears in claims 14623 and 20789 (2021-05-13), 14565 (2021-06-14), 14552 (2021-07-08), and 14544 (2021-07-11). In each case it is described as a commitment or subscription, never as funded. The $375 million PIPE (claims 14622, 14564, 14551) is in the same position. Both financings fed into the $400 million closing-cash figure (claims 14624, 14566). None of the claims provided confirms the amounts actually received at closing.

SUPERSEDED

What we haven't been told

2026-10-09

The original closing date for the Good Works merger is the clearest case of a date that slipped without any recorded explanation. In June 2021 filings, management tied three items to a 2021-06-30 target: the share exchange of 200,000,000 shares with Good Works Acquisition Corp (claim 14574), the retention of Cipher management (claim 14576), and the post-merger board composition (claim 14575). The last disclosure carrying that date is from 2021-06-13. The ledger moved all three from stated to delayed on 2026-09-15 and then to not_yet_verifiable on 2026-10-09, and these were automated transitions. The record contains no statement revising the June 30 target, giving a new date, or confirming when or on what terms the closing actually happened. Later July 2021 disclosures (claims 14550, 14552, 14551) describe the merger again but do not mention the earlier date.

The 21-month completion deadline was repeated consistently but never closed out. Claims 14654, 14660 and 14572 restate the SPAC's 21-month window across May and June 2021, and claim 14660 carries an implied deadline of 2022-07-22. After going through the same delayed and not_yet_verifiable sequence, that claim is now unresolved. Nothing on record says the deadline became moot because the combination closed, and no extension was disclosed. The deadline was simply never mentioned again.

The Standard Power hosting arrangement appears once and then disappears. On 2021-05-18, management described a 200 MW hosting contract with Standard Power (claim 14616) plus an option for another 100 MW (claim 14617). Both remain marked stated. By July 2021, the power discussion had moved to a 200 MW Luminant power purchase agreement (claim 14546) and a 110 MW WindHQ supply arrangement (claim 14547), and Standard Power is absent from all later claims on record. No disclosure in the ledger says the contract was terminated, renegotiated, or replaced, and nothing says whether the 100 MW option was exercised or allowed to lapse.

The WindHQ initial power supply agreement had a dated commitment that has gone quiet. Claim 14547, from 2021-07-11, described 110 MW to be delivered by 2022-12-31. The ledger has since moved it through delayed to not_yet_verifiable. No later claim confirms that the capacity was energized, gives a revised in-service date, or reports a different megawatt figure. The deadline passed without any recorded follow-up.

The headline financing figures also lack a recorded outcome. Pre-closing disclosures from May through July 2021 repeatedly promised $400,000,000 of available cash at closing (claims 14624, 14566, 14577), resting on a $375,000,000 PIPE (claims 14622, 14564, 14551) and a $50,000,000 Bitfury placement (claims 14623, 14565, 14552, 14544, 20789). No claim on record reports how much cash actually reached the combined company after redemptions, and none says whether the $400,000,000 minimum was met, waived, or amended. The commitments are still listed as stated, but the result was never disclosed in this record.

SUPERSEDED

What we haven't been told

2026-10-08

Cipher's agreement with Standard Power for 200 MW of hosting capacity appears in claims 14616 (2021-05-18) and 14545 (2021-07-11), alongside an option for a further 100 MW in claim 14617. The last mention on record is July 11, 2021. Both remain marked as stated, but nothing in the record shows that the hosting was energized, that the 100 MW option was exercised or allowed to lapse, or that the contract is still in force. A capacity commitment of this size, presented as central to the business at the time of the merger, has not been mentioned again.

The WindHQ power arrangement was disclosed in two tiers on 2021-07-11. The initial 110 MW tranche (claim 14547) carried a 2022-12-31 date and was automatically moved to delayed on 2026-09-15. No revised date, partial-delivery figure or explanation appears anywhere in the record. The expanded 500 MW agreement (claim 14548) is still listed as stated with a 2026-12-31 target. That target is now less than three months away, and no progress figure has been disclosed since the original announcement.

The merger timetable has also gone quiet in the record. Claims 14574, 14575 and 14576 (2021-06-13) set June 30, 2021 for the Good Works merger, the post-merger board and the retention of Cipher management. All three were automatically marked delayed on 2026-09-15. Claim 14660 tied the 21-month business-combination deadline to 2022-07-22 and was also marked delayed. The record holds no claim confirming when the combination closed, who joined the board, or whether management stayed on as described in claims 14665 and 14666. The original commitments have never been formally closed out.

Claims 14657 and 14659 (2021-05-06) disclosed a material weakness in disclosure controls as of December 31, 2020, together with a plan to strengthen accounting processes after the warrant reclassification in claim 14658. These claims are last dated May 6, 2021, and are still marked stated. No later claim says whether the weakness was remediated or confirms that the planned control work was finished.

Claim 20791 (2021-02-16) described 750,000 founder shares that would be donated to nonprofits. It appears only in that early financing disclosure. Nothing on record says whether the donation happened, to which organizations, or whether the plan was dropped when the merger terms were set. Note that the ledger supplied here ends partway through the 2021-07-11 entries, so later disclosures that might address some of these items were not available for this review.

SUPERSEDED

What we haven't been told

2026-10-07

The June 30, 2021 merger timetable is the clearest unexplained slip on the record. In the June 13, 2021 disclosures, management tied three commitments to that date: completion of the merger with Good Works Acquisition Corp. on a 200 million-share exchange (claim 14574), the post-merger board composition (claim 14575), and the retention of Cipher management (claim 14576). The ledger moved all three to delayed by automated transition on 2026-09-15. They were not revised by announcement. The next disclosure, on July 8, 2021 (claim 14550), still describes the same 200 million-share exchange as forthcoming. It does not acknowledge that the June 30 date had passed and does not give a replacement date. Nothing on the record confirms when, or whether, the board and management commitments were met in the form described.

A related gap concerns the outer deadline for the business combination. The May 6, 2021 filing set it at 21 months, with a promised-by date of 2022-07-22 (claim 14660). That claim was also auto-transitioned to delayed on 2026-09-15. Earlier and parallel statements of the same deadline (claims 14654 and 14572) remain merely stated. No later claim on record records a closing date, a completion statement, or an extension that would resolve the 21-month commitment either way.

The Standard Power hosting arrangement appears once and then drops out. On May 18, 2021, the company described a 200 MW hosting contract with Standard Power (claim 14616) and an option for a further 100 MW (claim 14617). Less than two months later, on July 11, 2021, the capacity narrative had changed. It cited a 500 MW expanded WindHQ agreement (claim 14548) and a 200 MW Luminant power purchase agreement (claim 14546) in support of a 910 MW target (claim 14549). Standard Power is not named in any subsequent claim on record. Management has not stated whether the 200 MW contract or the 100 MW option was terminated, folded into another arrangement, or simply set aside.

The 910 MW target and the 500 MW WindHQ agreement both carry a promised-by date of 2026-12-31 and remain in stated status (claims 14549 and 14548). Their last mention on record is July 11, 2021. The deadline is now less than three months away, and the record contains no interim figure for energized capacity, no progress update, and no restatement of either number. Without such updates, the targets cannot yet be measured against what has been built.

A smaller item is the planned enhancement of accounting processes and controls (claim 14659). It was disclosed on May 6, 2021, alongside a material weakness in disclosure controls as of December 31, 2020 (claim 14657) and the reclassification of warrants as liabilities (claim 14658). The record contains no later statement that the weakness was remediated, that the enhancements were completed, or that the issue was reassessed.

SUPERSEDED

What we haven't been told

2026-10-07

Cipher's June 2021 filings set June 30, 2021 as the target for the Good Works Acquisition Corp. merger, covering the 200,000,000-share exchange (claim 14574), the post-merger board composition (claim 14575) and the retention of Cipher management (claim 14576). All three were automatically moved to delayed on 2026-09-15 because no record confirms the date was met. The last related mention, on 2021-07-08 (claim 14550), restates the share exchange but gives no date and does not acknowledge that June 30 had passed. A broader 21-month completion deadline ending 2022-07-22 (claim 14660, restated without a date in claims 14654 and 14572) was also auto-marked delayed. The record contains no closing announcement, no revised timetable and no explanation of the slip.

On 2021-05-18 Cipher described a Standard Power hosting contract for 200 MW (claim 14616), with an option for another 100 MW (claim 14617). Standard Power does not appear in any later disclosure on record. By 2021-07-11 the capacity story had moved to a WindHQ power supply agreement expanded to 500 MW (claim 14548), a 200 MW Luminant power purchase agreement (claim 14546) and a 910 MW total mining capacity target (claim 14549). Nothing says whether the Standard Power arrangement was terminated, replaced or folded into these agreements, or what happened to the 100 MW option.

The 910 MW target (claim 14549) and the WindHQ 500 MW agreement (claim 14548) both carry a deadline of 2026-12-31 and are still listed as stated. In the records reviewed here, neither has been updated since July 2021: there is no interim progress figure, no restatement and no revision. With under three months left, the absence of any recent reaffirmation or downward revision is itself notable.

In May 2021, management reported a material weakness in disclosure controls as of December 31, 2020 (claim 14657), tied to the reclassification of warrants as liabilities (claim 14658), and promised to enhance its accounting processes and controls (claim 14659). No later disclosure on record says whether the remediation was completed or the weakness resolved. The commitment was never revisited after it was made.

These observations rest on a ledger excerpt that ends partway through the 2021-07-11 entries. Later filings, if any were captured, were not available for this review.

SUPERSEDED

What we haven't been told

2026-10-01

The merger timetable is the clearest case of a date that lapsed without a recorded revision. In the June 13, 2021 disclosures, management tied the Good Works merger (claim 14574), the post-merger board composition (claim 14575) and the retention of Cipher's management team (claim 14576) to a June 30, 2021 target. All three were automatically marked delayed on September 15, 2026. The last disclosure on record that addresses the transaction is from July 8, 2021 (claim 14550), and it still describes the share exchange in forward-looking terms. The record has no revised closing date, no statement that the deal closed, and no explanation of why the June 30 date passed. The 21-month completion deadline running to July 22, 2022 (claim 14660) carries the same delayed flag, and no filing on record says the deadline was met or extended.

The Standard Power hosting arrangement lost part of its scope between two disclosures. On May 18, 2021, the company described a 200 MW hosting contract (claim 14616) along with an option for an additional 100 MW (claim 14617). When the arrangement came up again on July 11, 2021 (claim 14545), only the 200 MW figure was repeated, and the option does not appear in any later disclosure on record. Nothing says whether the option was exercised, allowed to lapse, or renegotiated. Both claims remain in stated status, and that status reflects only the original wording.

The long-range capacity plan is now close to its own deadline with no recorded reaffirmation. On July 11, 2021, management set a total mining capacity target of 910 MW (claim 14549) and described an expanded WindHQ power supply agreement of 500 MW (claim 14548), both dated to December 31, 2026. That disclosure is the last mention of either figure on record, and no later claim updates progress toward them, revises the totals, or confirms that the WindHQ arrangement is still in force. With the deadline about three months away, the ledger records no comment from the company on whether 910 MW remains the target. The transition history for claim 14548 is cut off in the extract, so its current status cannot be confirmed.

Two smaller commitments from early 2021 have no follow-up on record. The February 16, 2021 pledge to donate 750,000 founder shares to nonprofits (claim 20791) was stated once and never mentioned again; no disclosure confirms that the transfer took place or names the recipients. Similarly, the material weakness in disclosure controls reported as of December 31, 2020 (claim 14657) came with a stated plan to strengthen accounting processes and controls (claim 14659), but no later claim on record says the weakness was remediated. In both cases, the company stopped mentioning the commitment without saying it had been fulfilled.

SUPERSEDED

What we haven't been told

2026-09-29

The Standard Power hosting arrangement appears in narrower form over time. On 2021-05-18 the company described a 200 MW hosting contract (claim 14616) and an option for an additional 100 MW (claim 14617). When the arrangement was described again on 2021-07-11 (claim 14545), only the 200 MW figure was carried forward. That July filing is the last mention of the option in the record provided, and both claims remain at 'stated' with no later confirmation that the capacity was delivered or energized. Nothing on record says whether the 100 MW option was exercised, lapsed or dropped.

The WindHQ initial power supply agreement for 110 MW (claim 14547), disclosed on 2021-07-11 with a target of 2022-12-31, has been moved to 'delayed' by automated review. The record contains no revised in-service date, no statement that the capacity came online in phases, and no explanation for the missed date. The Luminant power purchase agreement for 200 MW (claim 14546), disclosed the same day, has no later mention on record, either confirming the supply or describing changed terms.

The merger with Good Works Acquisition Corp. was tied to a 2021-06-30 date across three claims from 2021-06-13: the share exchange of 200,000,000 shares (claim 14574), post-merger board composition (claim 14575) and retention of Cipher management (claim 14576). All three moved automatically from 'stated' to 'delayed' on 2026-09-15. The next disclosures, on 2021-07-08 (claims 14550 through 14554), restate the merger, the $375 million PIPE and the $50 million Bitfury placement but give no new target date. The record also contains no acknowledgement that June 30 had passed. No closing confirmation, final board slate or final funded amounts appear against these claims, so the $400 million closing cash requirement (claims 14566, 14577) is still recorded as a condition and not as an outcome. A related item, the 21-month business combination deadline keyed to 2022-07-22 (claim 14660), has also been auto-marked 'delayed', and the record does not show it being formally superseded by a completed transaction.

Two smaller pre-merger commitments have not been mentioned again. The pledge to donate 750,000 founder shares to nonprofits (claim 20791) appears only in the 2021-02-16 disclosure. The planned enhancement of accounting processes and controls (claim 14659) responded to a material weakness identified as of 2020-12-31 (claim 14657) and was last mentioned on 2021-05-06. Neither has a follow-up on record confirming completion, and neither has been withdrawn.

The claims ledger as supplied ends partway through claim 14547, so later disclosures that address some of these items may exist outside what was reviewed here.

SUPERSEDED

What we haven't been told

2026-09-27

The Good Works merger and its companion commitments carried a 2021-06-30 target in the June 2021 disclosures. The share exchange of 200,000,000 shares (claim 14574), the post-merger board composition (claim 14575), and the retention of Cipher management (claim 14576) were each stated on 2021-06-13 with that date. All three were moved from stated to delayed by automated transition on 2026-09-15, not by any company statement. The last related mention in the record is the 2021-07-08 disclosure (claims 14550, 14551, 14552), which still describes the merger, the $375 million PIPE, and the $50 million Bitfury placement in forward-looking terms. The record contains no disclosure confirming a closing date, no revised timetable, and no explanation of why the June target passed.

The SPAC's outside deadline shows the same gap. The 21-month completion window, promised by 2022-07-22 (claim 14660, with parallel references in claims 14654 and 14572), was last stated on 2021-05-06 and 2021-06-13. It was auto-flagged delayed on 2026-09-15. No filing in the record states whether the deadline was met, extended, or made moot, so its status rests on the automated flag alone.

The Standard Power hosting arrangement appears once and then disappears. On 2021-05-18 the company described a 200 MW hosting contract (claim 14616) and an option for another 100 MW (claim 14617). Both remain marked stated, but neither is referenced in any later claim in the record. The power discussion in July 2021 turns to WindHQ instead. There is no statement that the Standard Power contract was terminated, renegotiated, or folded into another arrangement, and no statement on whether the 100 MW option was exercised.

The WindHQ power build-out has split into a slipped near-term commitment and an untested long-term one. The 110 MW initial supply agreement, due by 2022-12-31 (claim 14547), was auto-transitioned to delayed on 2026-09-15. The 500 MW expanded agreement, due by 2026-12-31 (claim 14548), and the broader capacity target (claim 14549) remain marked stated from their 2021-07-11 origin. The record contains no update on how much of the initial 110 MW was energized or when. It also has nothing on whether the 500 MW figure still stands with that deadline three months away.

A smaller item from the original SPAC filing also goes unmentioned. The 2021-02-16 disclosure said 750,000 founder shares would be donated to nonprofits (claim 20791). No later claim in the record refers to that pledge, confirms the donation, or withdraws it.

The ledger supplied for this review ends partway through claim 14549, so later disclosures that resolve some of these items may exist outside the material examined here.

SUPERSEDED

What we haven't been told

2026-09-27

The clearest gap concerns the WindHQ power arrangement. On 2021-07-11 management described an initial 110 MW power supply agreement with WindHQ with a target of 2022-12-31 (claim 14547), alongside an expanded 500 MW arrangement (claim 14548). The 110 MW date passed with no revised timeline or explanation on record, and the ledger's status moved to delayed on 2026-09-15 through automated review, not through anything the company said. The disclosures on file do not state whether the initial 110 MW was energized, resized or folded into another agreement.

The larger capacity story has also gone quiet. The same 2021-07-11 disclosure set out a total mining power target of 910 MW by 2026-12-31 (claim 14549), built from the WindHQ expansion (claim 14548), the Luminant 200 MW power purchase agreement (claim 14546) and the Standard Power 200 MW hosting agreement (claim 14545). The 910 MW figure does not reappear in the later 2021 filings on record, and with about three months left before the stated date there is no progress figure, reaffirmation or revised target. Its status remains stated only because the deadline has not yet passed.

The Standard Power relationship has narrowed in how it is described. On 2021-05-18 the company referred to a 200 MW hosting contract (claim 14616) together with an option for a further 100 MW (claim 14617). By 2021-07-11 the same relationship appears only as a 200 MW hosting agreement (claim 14545), and the 100 MW option is not mentioned again. Nothing on record says whether the option was exercised, lapsed or was dropped in negotiation.

Several merger-related commitments carried a 2021-06-30 date: the share exchange with Good Works (claim 14574), the post-merger board composition (claim 14575) and retention of Cipher management (claim 14576). All three passed that date without a revision statement on record and now show as delayed through automated transition. Filings through 2021-07-25 keep describing the transaction and the $375 million PIPE (claim 14536) and $50 million Bitfury placement (claim 14537) as pending, without restating a closing date. The record supplied here ends in late July 2021 and is cut off mid-entry, so it contains no confirmation of closing, and the 21-month outer deadline (claim 14660) carries a delayed status that closing-date evidence would likely resolve.

SUPERSEDED

What we haven't been told

2026-09-26

Cipher's disclosed power roadmap from mid-2021 has had no follow-up in the record. The 2021-07-11 filings described a WindHQ initial power supply agreement of 110 MW due by 2022-12-31 (claim 14547), an expanded WindHQ arrangement of 500 MW (claim 14548), and a total mining power capacity target of 910 MW (claim 14549), with the last two dated 2026-12-31. The 110 MW tranche was automatically marked delayed on 2026-09-15 after its date passed with no completion on record. The 500 MW and 910 MW figures are still carried as stated, although the 2026-12-31 deadline is about three months away. Nothing in the record revises the WindHQ timeline, restates the 910 MW goal, or explains how the initial tranche slipped.

The Standard Power hosting relationship follows the same pattern. A 200 MW hosting contract first appeared on 2021-05-18 (claim 14616), together with an option for 100 MW more (claim 14617). The 200 MW contract was repeated on 2021-07-11 (claim 14545), but the 100 MW option does not appear in that filing. Luminant, at 200 MW (claim 14546), and WindHQ were introduced in the same disclosure. The record does not say whether the option was exercised, dropped, or folded into the newer power arrangements, and neither Standard Power item is mentioned after July 2021.

Several merger milestones carrying a 2021-06-30 date were automatically moved to delayed: the share exchange with Good Works Acquisition Corp. (claim 14574), the post-merger board composition (claim 14575), and retention of Cipher management (claim 14576). The 21-month completion deadline of 2022-07-22 (claim 14660) was also moved to delayed. The ledger contains no claim confirming that the combination closed, when it closed, or on what final terms, including whether the $400 million minimum closing cash (claims 14566, 14577, 14624) was met. These flags probably reflect a gap in what has been extracted rather than a failed transaction. Even so, the record holds no explicit statement resolving these commitments.

On 2021-05-06 the company disclosed a material weakness in its disclosure controls as of December 31, 2020 (claim 14657), tied to the reclassification of warrants as liabilities (claim 14658). It also said it planned to strengthen its accounting processes and controls (claim 14659). Neither item is mentioned again in the record, and no claim says the weakness was remediated or describes the planned enhancements.

The ledger supplied here ends partway through the 2021-07-25 disclosures. Any silence described above is measured against that window and may be resolved by later filings not included in this record.

SUPERSEDED

What we haven't been told

2026-09-26

The WindHQ power arrangement is the clearest dated commitment in the record that has gone quiet. On 2021-07-11 the company described an initial 110 MW supply agreement with WindHQ to be in place by 2022-12-31 (claim 14547). The same disclosure described an expansion to 500 MW (claim 14548) and a total mining power target of 910 MW (claim 14549), both by 2026-12-31. The 110 MW milestone was automatically moved to delayed on 2026-09-15 because its deadline passed with no confirming disclosure in the record. The company has published no revised date, no statement that the capacity was energized, and no explanation. The 500 MW and 910 MW figures, whose deadline is now about three months away, still stand as originally stated and have not been reaffirmed or updated since July 2021.

The Standard Power hosting contract appeared twice and then stopped. On 2021-05-18 the company announced a 200 MW hosting contract with Standard Power (claim 14616) plus an option for another 100 MW (claim 14617). The contract was repeated on 2021-07-11 (claim 14545). After that, the record contains nothing about it: no energization date, no exercise of the 100 MW option, and no notice of amendment or termination. The ledger still carries these items as stated. A commitment that size, described as signed, has had no status update in more than five years.

The Luminant power purchase agreement for 200 MW has a thinner trail. It was mentioned once, on 2021-07-11 (claim 14546), alongside the WindHQ and Standard Power figures. It has no promised date, and the record contains no later reference confirming delivery, a price, a term, or any change. It is unclear from the disclosures whether this capacity is part of the 910 MW target in claim 14549 or separate from it, and the company has not said.

Several commitments tied to the Good Works Acquisition Corp. merger were marked delayed on 2026-09-15 because the record lacks a closing confirmation. These are the share exchange of 200,000,000 shares (claim 14574), the post-merger board composition (claim 14575) and retention of Cipher management (claim 14576), all promised by 2021-06-30, and the 21-month completion deadline of 2022-07-22 (claim 14660). The ticker's existence suggests the combination closed. However, the disclosures on file do not state the closing date, the final redemption level, or whether the $400 million minimum cash condition (claims 14577, 14624) was met on the terms described. These statuses therefore reflect missing follow-up rather than confirmed slippage.

Finally, the material weakness in disclosure controls identified as of 2020-12-31 (claim 14657) is still open in the record. It came with a plan to strengthen accounting processes and controls (claim 14659) and a reclassification of warrants as liabilities (claim 14658). Neither item has a target date, and the record contains no later statement that the weakness was remediated or that the planned enhancements were completed.

SUPERSEDED

What we haven't been told

2026-09-25

The Good Works merger timetable is the clearest case of a date that passed without a revision on record. In the 2021-06-13 disclosures, management tied the share exchange (claim 14574), the post-merger board composition (claim 14575) and the retention of Cipher management (claim 14576) to a 2021-06-30 horizon. All three were automatically moved to delayed on 2026-09-15. The merger terms were restated as late as 2021-07-25 (claims 14536, 14537, 14538), well after that date had passed, but none of those filings acknowledged the missed target or gave a new one. The broader 21-month completion window (claim 14660, promised by 2022-07-22) is also marked delayed. In the records available here, there is no claim confirming that the combination closed, that the board was seated as described, or that the management team stayed on.

The WindHQ power build-out has one missed milestone and two larger ones that are approaching. On 2021-07-11, management described an initial 110 MW WindHQ supply arrangement due by 2022-12-31 (claim 14547). It also described an expanded 500 MW agreement (claim 14548) and a total mining capacity target of 910 MW (claim 14549), both due by 2026-12-31. The 110 MW tranche was automatically marked delayed on 2026-09-15, and no explanation or replacement date appears on record. The 500 MW and 910 MW figures remain listed as stated, but neither has been repeated or updated since that July 2021 filing. The deadline for both is now about three months away, and nothing on record says whether they still hold, have been scaled back, or have been set aside.

The Standard Power hosting arrangement has dropped out of the disclosures without comment. On 2021-05-18, it was described as a 200 MW hosting contract (claim 14616) with an option for another 100 MW (claim 14617). It was repeated once more on 2021-07-11 as a hosting agreement (claim 14545), with no mention of the option. The Luminant 200 MW power purchase agreement (claim 14546) appears only in that same July filing. Neither counterparty appears in any later claim on record. There is no statement that the Standard Power option was exercised or allowed to lapse, and none on whether either agreement produced the capacity described.

The control weaknesses disclosed before the merger were never followed up. On 2021-05-06, the company reported a material weakness in disclosure controls as of December 31, 2020 (claim 14657), a restatement of warrants as liabilities (claim 14658), and planned improvements to its accounting processes (claim 14659). None of these topics comes up again in the record. There is no disclosure that the weakness was remediated, that the planned improvements were carried out, or that the issue passed to the combined company.

SUPERSEDED

What we haven't been told

2026-09-25

The ledger supplied here ends partway through the 2021-07-25 disclosures, at claim 14537. The observations below cover only that portion, and a later filing outside it may address some of these points.

The WindHQ power supply arrangement is the clearest dated commitment that has gone quiet. On 2021-07-11 management described an initial 110 MW supply agreement to be in place by 2022-12-31 (claim 14547). The same disclosure described expansion to 500 MW (claim 14548) and a total mining power target of 910 MW (claim 14549), both by 2026-12-31. The 110 MW milestone moved automatically to delayed on 2026-09-15, once its date had passed. No revised date, energization update or explanation appears in the record. The 500 MW and 910 MW figures still read as stated, but neither has been repeated or updated since that single July 2021 mention, and the 2026 deadline is now a little over three months away.

The Standard Power hosting relationship was introduced on 2021-05-18 as a 200 MW contract with an option for 100 MW more (claims 14616 and 14617). It was restated at 200 MW on 2021-07-11 (claim 14545). After that date it does not reappear in the claims on record. Nothing addresses whether the option was exercised, whether the 200 MW was delivered, or whether the contract remains in force. The Luminant power purchase agreement for 200 MW (claim 14546) has the same record: one mention on 2021-07-11 and no follow-up on delivery or status.

Several merger-related promises carried a 2021-06-30 date: the share exchange with Good Works Acquisition Corp (claim 14574), the post-merger board composition (claim 14575) and retention of Cipher management (claim 14576). All three were auto-transitioned to delayed on 2026-09-15, and the 21-month completion deadline tied to 2022-07-22 (claim 14660) received the same treatment. The record contains the planned name change to Cipher Mining Inc. (claim 14631) and the Nasdaq listing application (claims 14553 and 14539). It does not contain a disclosure confirming when the combination closed, who joined the board, or whether the management team was retained as described. These may be documentation gaps rather than failures, but no statement on record closes them.

On 2021-05-06 the company disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657), connected to the reclassification of warrants as liabilities (claim 14658). It also said it planned to enhance its accounting processes and controls (claim 14659). No later claim reports whether that remediation was carried out or whether the weakness was formally cleared, and the topic does not recur after that date.

SUPERSEDED

What we haven't been told

2026-09-24

The WindHQ power arrangement is the clearest case of a dated commitment that lapsed without comment. In a July 11, 2021 disclosure, Cipher described an initial 110 MW supply agreement with WindHQ to be in place by December 31, 2022 (claim 14547). That date passed, and the ledger moved the claim to delayed on September 15, 2026 by automated transition, not because the company announced a revision. The same filing framed the 110 MW as the first step of an expanded 500 MW WindHQ agreement (claim 14548) and part of a 910 MW total mining capacity target by year-end 2026 (claim 14549). Neither figure has been restated, reaffirmed or withdrawn in the record since July 2021, and that 2026 deadline is now about three months away. The company has not said whether the 110 MW tranche was energized late, restructured or abandoned, or whether the 910 MW goal still stands.

The hosting and power-purchase relationships named in the merger materials have also gone quiet. The Standard Power hosting contract for 200 MW, with an option for another 100 MW, appears on May 18, 2021 (claims 14616 and 14617) and again on July 11, 2021 (claim 14545). The 200 MW Luminant power purchase agreement appears once, on July 11, 2021 (claim 14546). All four claims still carry their original stated status, and none is mentioned after July 2021 in the record. Nothing on file says whether the Standard Power option was exercised, whether that contract remained in force, or how the Luminant capacity was sequenced against the WindHQ build. These were presented as signed arrangements underpinning the capacity plan. They now sit without follow-up.

Several merger-related milestones dated June 30, 2021, including the share exchange with Good Works Acquisition Corp. (claim 14574), the post-merger board composition (claim 14575) and retention of Cipher management (claim 14576), were moved to delayed on September 15, 2026. The same happened to the 21-month combination deadline of July 22, 2022 (claim 14660). These transitions are automated and probably reflect a missing completion disclosure in the record rather than confirmed slippage. Still, the record holds no filing that confirms the closing date, the board as actually seated or which executives stayed, so the June 30 target cannot be checked against what happened.

The May 6, 2021 filing acknowledged a material weakness in disclosure controls as of December 31, 2020, tied to the reclassification of warrants as liabilities (claims 14657 and 14658). It committed to enhancing accounting processes and controls (claim 14659). No later disclosure in the record says whether that remediation was completed or whether the weakness was formally cleared, and the commitment has not been mentioned since.

SUPERSEDED

What we haven't been told

2026-09-24

The WindHQ power arrangement is the clearest example of a promise that has lapsed without comment. In July 2021 (claim 14547) management described an initial 110 MW power supply agreement with WindHQ, due by December 31, 2022. The same disclosure described an expanded 500 MW WindHQ agreement (claim 14548) and a total mining capacity target of 910 MW (claim 14549), both due by the end of 2026. The ledger moved the 110 MW tranche to delayed automatically once its date passed, and no revised date appears in the supplied record. The 500 MW expansion and the 910 MW aggregate target are still carried as stated, but July 11, 2021 is their last mention. None of the supplied disclosures says whether the initial tranche was energized late, resized, or folded into another site. None says whether the 910 MW figure still holds with about three months left before its deadline.

The Standard Power hosting relationship has not been mentioned in the supplied record since mid-2021. The May 18, 2021 disclosure described a hosting contract for 200 MW (claim 14616) and an option for another 100 MW (claim 14617). By July 11, 2021 the same relationship appeared only as a 200 MW hosting agreement (claim 14545), and the 100 MW option was not mentioned again. Neither claim has a delivery date, so neither can lapse under the ledger's rules. The record contains no statement that the option was exercised, dropped, or renegotiated, and nothing on whether the base 200 MW was ever energized. The Luminant 200 MW power purchase agreement (claim 14546) likewise appears once, on July 11, 2021, and not again.

The merger-closing commitments from June 2021 lapsed without a follow-up in this record. The June 13, 2021 filing tied the share exchange with Good Works Acquisition Corp. (claim 14574), the post-merger board composition (claim 14575), and the retention of Cipher management (claim 14576) to June 30, 2021. All three were moved to delayed by the ledger's automated date check, not by any company revision. The broader business-combination deadline of July 22, 2022 (claim 14660) is also marked delayed. A duplicate of that same 21-month deadline (claim 14654) is still stated, which is an inconsistency in the record itself. The supplied claims include no disclosure confirming when the transaction closed, which board members were seated, or whether the management team was retained as described.

The controls remediation promised in May 2021 has no follow-up. That disclosure acknowledged a material weakness in disclosure controls as of December 31, 2020 (claim 14657), tied to the reclassification of warrants as liabilities (claim 14658). It also committed to enhancing accounting processes and controls (claim 14659). Neither the weakness nor the remediation appears in any later claim in the supplied record, and no date was given. The record is silent on whether the weakness was remediated, when, and under what attestation. The ledger supplied for this analysis ends partway through the July 25, 2021 disclosures, so any of these items may be addressed in later filings not reviewed here.

SUPERSEDED

What we haven't been told

2026-09-22

The 21-month Business Combination deadline is the clearest quiet slip. It appears three times in close succession — claim 14654 and claim 14660 on 2021-05-06, then claim 14572 on 2021-06-13 — and only claim 14660 carries an explicit date, 2022-07-22. That claim moved from 'stated' to 'delayed' on 2026-09-15 by automated extraction rather than by any company revision, and the two sibling claims remain frozen at 'stated' with no date attached at all. After 2021-06-13 the 21-month clock is not restated anywhere in the record. Nothing has been said about whether the deadline was met, extended, waived, or rendered moot by closing.

The Standard Power hosting arrangement has thinned without acknowledgement. On 2021-05-18 it was disclosed as a 200 MW hosting contract (claim 14616) paired with an option for a further 100 MW (claim 14617). By 2021-07-11 the same relationship reappears as a 200 MW 'hosting agreement' (claim 14545) and the 100 MW option is simply absent. The option claim has never transitioned beyond 'stated' from its single 2026-09-14 extraction, and there is no statement that it was exercised, allowed to lapse, or renegotiated. The drop from 300 MW of contemplated capacity to 200 MW is visible only by comparing the two dates.

The WindHQ ramp is the other date that moved on its own. Claim 14547 committed 110 MW of initial power supply by 2022-12-31 and was auto-transitioned to 'delayed' on 2026-09-15; the expanded 500 MW tranche (claim 14548) still sits at 'stated' against a 2026-12-31 date now roughly three months out, with no interim progress disclosure since the original 2021-07-11 mention. Neither the missed first milestone nor the standing of the larger second one has been addressed in any subsequent filing on record, and the Luminant 200 MW power purchase agreement (claim 14546) likewise has exactly one mention, 2021-07-11, and nothing after.

The headline 910 MW capacity target (claim 14549, promised by 2026-12-31) deserves separate attention because it was never reconciled to its own components. The individually announced tranches — 200 MW Luminant, 200 MW Standard Power, 110 MW initial WindHQ and 500 MW expanded WindHQ — total 1,010 MW, or 1,110 MW counting the lapsed Standard Power option. The aggregate figure presented to investors is therefore below the sum of the parts, and no explanation of the netting, overlap, or attrition has been offered. The target remains at 'stated' with its deadline inside the current quarter and no restatement since 2021-07-11.

Finally, the governance and controls items have gone quiet. The material weakness in disclosure controls as of 2020-12-31 (claim 14657), the warrant reclassification to debt liabilities (claim 14658) and the promised enhancement of accounting processes and controls (claim 14659) all date from 2021-05-06 and appear nowhere afterward; there is no remediation-complete statement on record. The same pattern applies to the personnel commitments: management retention (claims 14666 and 14576) and post-merger board composition (claims 14665 and 14575), where the June versions carried a 2021-06-30 date and were auto-flagged 'delayed' on 2026-09-15. In every one of these cases the status change was generated by the ledger, not announced by the company.

SUPERSEDED

What we haven't been told

2026-09-22

The WindHQ arrangement is the clearest case. Claim 14547 committed to an initial 110 MW of power supply by 2022-12-31; it now sits at 'delayed,' and the only ledger entry explaining that is an automated transition dated 2026-09-15. No statement accompanies it. Nothing on record revises the date, explains the shortfall, or confirms what portion of the 110 MW was eventually energized. The larger leg of the same partnership, claim 14548's expanded 500 MW by 2026-12-31, remains at 'stated' with roughly three months left on its own clock and no interim progress marker since the original 2021-07-11 announcement.

The 910 MW aggregate capacity target, claim 14549, carries the same 2026-12-31 horizon and is still formally 'stated' despite resting partly on the 110 MW leg that has already slipped. Management has never reconciled the two. There has been no restatement of the aggregate downward, no acknowledgment that a component missed, and no revised build schedule. The target has simply been left standing while one of its inputs was quietly reclassified by the system rather than by the company.

The Standard Power relationship has thinned in the telling. On 2021-05-18 it was described as a 200 MW hosting contract (claim 14616) plus an option for an additional 100 MW (claim 14617). When the hosting agreement was recapped on 2021-07-11 as claim 14545, only the 200 MW figure appears; the 100 MW option is absent. Last mention of that optional capacity is 2021-05-18. Nothing states that it lapsed, was exercised, or was renegotiated. The Luminant 200 MW power purchase agreement, claim 14546, has the same profile in reverse: a single mention on 2021-07-11, no delivery date ever attached, and no subsequent reference in the record.

The SPAC-era timing commitments were allowed to expire without comment. Claim 14660 set a 21-month business combination deadline expiring 2022-07-22, and claims 14574, 14575 and 14576 carried a 2021-06-30 date for the merger itself, the post-merger board and management retention. All four now read 'delayed,' each by an automated transition on 2026-09-15. Meanwhile the duplicate framings of the same deadline that were filed without dates, claims 14654 and 14572, remain at 'stated.' The result is a ledger where the same commitment is simultaneously open and overdue, and no disclosure resolves which.

The control remediation thread stops abruptly. Claim 14657 disclosed a material weakness in disclosure controls as of 2020-12-31, claim 14659 promised enhanced accounting processes and controls, and claim 14658 described the warrant reclassification to debt liabilities. All three were last mentioned on 2021-05-06 and all three remain at 'stated.' There is no remediation confirmation, no auditor sign-off, and no statement that the weakness was cleared. Similarly, the $400M minimum cash at closing asserted in claims 14624, 14566 and 14577 was never reconciled against the $375M PIPE and $50M Bitfury commitments in any later disclosure on record.

SUPERSEDED

What we haven't been told

2026-09-20

The WindHQ arrangement is the clearest case. Claim 14547 committed an initial 110 MW of power supply by 2022-12-31; it was last articulated on 2021-07-11 and now sits at 'delayed' by automated transition (2026-09-15) rather than by any management revision. Its larger sibling, claim 14548 — 500 MW of expanded supply by 2026-12-31 — remains formally 'stated' on the strength of that same single July 2021 mention and has not been reaffirmed, re-dated, or scoped since. What is absent is any statement acknowledging that the first tranche did not land on schedule, and any explanation of how a 500 MW expansion that was premised on the 110 MW phase is still on a 2026 timetable with roughly a quarter left to run.

The 910 MW total capacity target (claim 14549, promised by 2026-12-31) is the arithmetic sum of the components disclosed that same week: 200 MW from Standard Power (claims 14616, 14545), the 100 MW hosting option (claim 14617), and the 110 MW plus 500 MW from WindHQ. The headline number has never been formally revised, but the pieces underneath it have gone quiet at different times, which means a target still carried as 'stated' rests on inputs that have not been restated since July 2021. No disclosure reconciles the aggregate to its current constituent parts, and none withdraws or re-bases it.

The 100 MW hosting option (claim 14617) is the item that simply stops appearing. It was disclosed on 2021-05-18 alongside the 200 MW Standard Power contract, and when the Standard Power relationship was described again on 2021-07-11 (claim 14545), the option did not travel with it. Nothing on record says the option lapsed, was exercised, or was renegotiated; it was described once and then was no longer part of the capacity story being told.

The Standard Power and Luminant relationships (claims 14616, 14545, 14546) show the softening pattern rather than a broken date. Both were introduced in mid-2021 in the language of executed agreements — a hosting contract for 200 MW, a power purchase agreement for 200 MW — and both were last characterized that way on 2021-07-11. Neither has been reaffirmed with a delivery status, an energized-capacity figure, or a term update. The change that has not been explained is whether these remain contracted capacity at the originally stated size.

On the transaction and governance side, claims 14574, 14575 and 14576 each carried a 2021-06-30 date for the merger, the post-merger board composition, and retention of Cipher management, and all three moved to 'delayed' by automation on 2026-09-15 rather than by announcement; the 21-month combination deadline in claim 14660 (2022-07-22) did the same. Separately, the December 31, 2020 material weakness in disclosure controls (claim 14657) and the planned enhancement of accounting processes and controls (claim 14659) were stated on 2021-05-06 and not revisited. There is no remediation update on record, and no statement closing out either the control weakness or the remediation plan that was promised to address it.

A caveat on method: these observations are drawn from the claims ledger as extracted, where every status transition on file is machine-generated. The silence identified here is silence within that record, and the absence of a revision statement is not by itself evidence that no explanation exists elsewhere.

SUPERSEDED

What we haven't been told

2026-09-20

The Standard Power hosting relationship is the clearest example of a topic that simply stopped being discussed. It enters the record on 2021-05-18 as a firm 200 MW hosting contract (claim 14616) accompanied by an option for a further 100 MW (claim 14617), and is restated on 2021-07-11 (claim 14545). That 2021-07-11 restatement is its last appearance in the claims on record. Both the base contract and the option remain at status=stated, having never moved past the initial extraction transition of 2026-09-14. Nothing in the ledger records whether the option was exercised, allowed to lapse, or renegotiated, and no subsequent claim explains why a counterparty introduced as a cornerstone of the hosting strategy stops being named. The option in particular was optional by construction, which makes its silent disappearance easy to accomplish without a retraction.

The WindHQ arrangement has slipped on its first and most testable leg without any accompanying revision. Claim 14547 committed to an initial 110 MW power supply by 2022-12-31; it now carries status=delayed, but the transition history shows that status was applied by automated extraction on 2026-09-15, not by a company update. The expanded 500 MW tranche (claim 14548) is still carried at status=stated against a 2026-12-31 date that is now roughly three months away. The asymmetry is the point: the near-term milestone was allowed to age into 'delayed' by the passage of time, while the larger, later figure continues to stand unamended. There is no statement on record reconciling a missed initial deployment with an unchanged expanded target, and no interim capacity figure has been offered in place of either.

The 910 MW total capacity target (claim 14549), stated on 2021-07-11 against a 2026-12-31 horizon, has the same character. It is the aggregate that the Standard Power, WindHQ and Luminant components were meant to sum toward, and it remains at status=stated with its original date intact. Given that one of its named inputs has gone unmentioned since mid-2021 and another has slipped, the target has effectively been left standing on a composition that no longer matches its disclosed parts. No restated build path, no revised total, and no acknowledgement that the underlying mix changed appear anywhere in the record. The Luminant 200 MW power purchase agreement (claim 14546) is mentioned once, on 2021-07-11, and carries no promised date at all, which leaves it neither confirmed nor falsifiable.

The Business Combination deadline is carried in the ledger in two places that now disagree with each other. Claim 14654 and claim 14660 both record the same 21-month completion deadline from 2021-05-06; 14660 was assigned a 2022-07-22 date and flipped to delayed on 2026-09-15, while 14654 carries no date and still reads stated. Claim 14572 restates the same 21-month commitment on 2021-06-13 and also remains stated. No claim on record marks the combination as completed, withdrawn, or extended. Whatever actually happened, the ledger contains no closing confirmation for the single most consequential milestone in this set, and the divergence between the two deadline claims has never been reconciled in the disclosures themselves.

The personnel and controls commitments from the same period have gone quiet in the same way. Post-merger board composition (claim 14575) and retention of Cipher management (claim 14576), both promised by 2021-06-30, transitioned to delayed on 2026-09-15 by automation rather than by announcement; the parallel earlier claims from 2021-05-06 on management retention (14666), board composition (14665) and equity incentive plan adoption (14667) remain at stated and were never revisited. On the regulatory side, the material weakness in disclosure controls as of December 31, 2020 (claim 14657) and the planned enhancement of accounting processes and controls (claim 14659) were disclosed once and never followed by a remediation claim. A stated intention to fix controls with no subsequent confirmation is not the same as a fix, and the record does not distinguish between the two.

One qualification on all of the above: every transition in this ledger is attributed to automated extraction on 2026-09-14 or 2026-09-15, so the status values reflect the processing batch rather than any company communication, and the claim list as supplied is truncated after mid-2021. Last-mention dates should be read as last mention within the record available here.

SUPERSEDED

What we haven't been told

2026-09-20

The Standard Power relationship is the clearest case of language quietly thinning out. On 2021-05-18 the company disclosed a hosting contract for 200 MW (claim 14616) together with an option for an additional 100 MW of hosting capacity (claim 14617). When the arrangement resurfaced on 2021-07-11 it was described simply as a 200 MW hosting agreement (claim 14545), and the 100 MW option does not appear again in any later claim on record. The option's last mention is therefore 2021-05-18, less than two months after it was first disclosed; its status remains 'stated' because nothing has ever been said to exercise it, let it lapse, or renegotiate it. No statement explains whether the option was allowed to expire, was superseded by the WindHQ arrangements announced in July, or simply stopped being repeated.

The WindHQ initial power supply agreement for 110 MW (claim 14547) carried an explicit date: 2022-12-31. That date passed without a revision announcement, and the ledger moved the claim to 'delayed' only on 2026-09-15, and only by automated extraction rather than in response to anything management said. The transition history on this claim contains no company-sourced update at any point between the original 2021-07-11 disclosure and the automated re-grading almost four years after the deadline. What has not been said is the operative fact: whether the initial 110 MW was energized late, energized at a different scale, or folded into a differently structured buildout.

The larger WindHQ commitment and the headline capacity number are in a related position. The expanded 500 MW supply agreement (claim 14548) and the total mining power capacity target of 910 MW (claim 14549) both carry a promised-by date of 2026-12-31 and both still sit at 'stated' with no intermediate progress markers. The 910 MW figure has not been reaffirmed, revised, or broken into interim milestones in any subsequent claim on record; its last appearance is the 2021-07-11 disclosure. With roughly three months left against the stated horizon, the absence of any restatement is itself the disclosure gap — there is no update saying the target still holds, and none saying it does not.

The Luminant power purchase agreement for 200 MW (claim 14546) appears once, on 2021-07-11, and then not again. It was one of three named counterparties presented together that day, alongside Standard Power and WindHQ, and it is the only one of the three that has no later mention of any kind. Nothing on record terminates it, extends it, or reports power delivered under it. The shift from a named, sized agreement to silence has not been accompanied by any explanatory statement.

Finally, the closing timeline was walked back without ever being formally revised. The June 2021 disclosures attached a 2021-06-30 date to the merger itself (claim 14574), to post-merger board composition (claim 14575), and to retention of Cipher management (claim 14576); all three were moved to 'delayed' by automated extraction on 2026-09-15, not by a company revision. In parallel, the 21-month business combination deadline appears repeatedly (claims 14654, 14572) as 'stated' while a single instance carrying an explicit 2022-07-22 date (claim 14660) is the only one graded 'delayed' — the same underlying commitment sitting in two different statuses because only one version was ever pinned to a date. Separately, the material weakness in disclosure controls identified as of 2020-12-31 (claim 14657) and the planned enhancement of accounting processes and controls (claim 14659) were both stated on 2021-05-06 and never revisited; there is no remediation-complete statement on record, and no statement that remediation remains outstanding.

SUPERSEDED

What we haven't been told

2026-09-18

The ledger supplied for this review ends mid-entry on 2021-07-25 (claim 14537). The observations below cover only what is on record through that date. A later disclosure absent from this extract may address some of these gaps.

The WindHQ power arrangement is the clearest dated commitment to have lapsed without comment. On 2021-07-11 management described an initial 110 MW supply agreement to be in place by 2022-12-31 (claim 14547). The same disclosure described an expansion to 500 MW (claim 14548) within a total mining power target of 910 MW (claim 14549), both by 2026-12-31. The 110 MW milestone was moved to delayed by automated transition on 2026-09-15, not by any company statement. The 500 MW and 910 MW figures remain listed as stated, but nothing on record has reaffirmed them since July 2021, and the end-2026 deadline is now about three months away. No disclosure explains whether the first tranche was energized late, resized, or dropped, or whether the larger targets still hold.

The Standard Power hosting contract was mentioned twice and then not again. A 200 MW hosting agreement plus an option on a further 100 MW appeared on 2021-05-18 (claims 14616, 14617). The 200 MW figure was repeated on 2021-07-11 (claim 14545), but the 100 MW option was not. Neither appears in the remainder of the record supplied. Both carry no deadline, so they sit at stated by default rather than because anything has confirmed them. Management has not said whether the contract began operating, was amended, or ended.

The Luminant power purchase agreement for 200 MW appears once, on 2021-07-11 (claim 14546), as one of the capacity sources behind the 910 MW target. It has no promised date, no follow-up mention and no status change beyond stated. How much of the headline capacity figure rests on this agreement, and whether it is still in force, has not been restated.

The merger's near-term timetable slipped without a revised date appearing on record. The 2021-06-13 filing tied completion of the Good Works combination, the post-merger board composition and retention of Cipher management to a 2021-06-30 date (claims 14574, 14575, 14576). All three were moved to delayed by automated transition on 2026-09-15. The later July 2021 filings keep describing the combination, listing and financing (claims 14550 through 14554, 14536 through 14539) but give no new closing date. The 21-month outside deadline of 2022-07-22 (claim 14660) was likewise auto-marked delayed. The extract contains no confirmation of when, or on what terms, the transaction actually closed.

The controls remediation was flagged once and not revisited. On 2021-05-06 the company disclosed a material weakness in disclosure controls as of 2020-12-31 (claim 14657), a reclassification of warrants as liabilities (claim 14658) and a planned strengthening of accounting processes (claim 14659). No later entry in the supplied record reports the remediation as complete or the weakness as resolved, and all three remain at stated only because they carried no deadline.

SUPERSEDED

What we haven't been told

2026-09-18

The clearest lapse on record concerns the WindHQ power arrangement at the Odessa site. On 2021-07-11 management described an initial 110 MW power supply agreement with WindHQ to be in place by 2022-12-31 (claim 14547), alongside an expanded 500 MW arrangement (claim 14548) and a total mining power capacity target of 910 MW (claim 14549), both dated to 2026-12-31. The 110 MW commitment was auto-transitioned to delayed on 2026-09-15 after its date passed with no confirmation or revised timeline in the disclosures reviewed here. The 500 MW and 910 MW figures remain listed as stated, with their deadline about three months away. None of the three has been mentioned since July 2021. Management has not said whether the initial tranche was delivered in full, delivered at a different size, or restructured, or whether the 910 MW aggregate is still the operating target.

The Standard Power hosting relationship has also gone quiet. On 2021-05-18 the company described a 200 MW hosting contract (claim 14616) plus an option for an additional 100 MW (claim 14617). By 2021-07-11 the same arrangement appeared only as a 200 MW hosting agreement (claim 14545), and the 100 MW option was no longer mentioned. No statement explains whether the option lapsed, was declined, or was folded into another agreement. Neither the contract nor the option appears in any later disclosure in this record, and both remain in stated status without verification.

The Luminant power purchase agreement for 200 MW (claim 14546) appears exactly once, on 2021-07-11, as one of the three pillars of the 910 MW build-out. It carries no promised date, has not been referenced since, and has never been confirmed as executed on the terms described. Because the 910 MW target in claim 14549 appears to depend on Luminant, Standard Power and WindHQ capacity together, the silence on this contract makes it harder to assess the aggregate figure.

The merger timetable slipped without a documented revision. Filings on 2021-06-13 tied the Good Works Acquisition Corp. combination (claim 14574), the post-merger board composition (claim 14575) and the retention of Cipher management (claim 14576) to a 2021-06-30 date. All three were auto-transitioned to delayed on 2026-09-15. Disclosures on 2021-07-08 and 2021-07-25 continued to describe the merger, exchange ratio and PIPE funding (claims 14550, 14536, 14538) but gave no replacement closing date. The ledger also records no confirmation of closing, of the $375 million PIPE and $50 million Bitfury placements being funded (claims 14622, 14623), or of the $400 million minimum closing cash condition being met (claims 14566, 14577). The outer completion deadline of 2022-07-22 (claim 14660) is likewise marked delayed rather than satisfied, and the record contains no explanation of why the June target was missed.

The claims ledger supplied for this review ends mid-record at claim 14537, so later disclosures that may address these items could not be examined. Every status change noted above came from automated date-based transitions, not from any statement by management.

SUPERSEDED

What we haven't been told

2026-09-14

A caveat first: the ledger provided for Cipher Mining ends mid-entry at claim 14532 (2021-08-01), and every claim on record carries the same status, 'stated', assigned in a single pass on 2026-09-14. No claim has been auto-transitioned to 'delayed' or 'not_yet_verifiable', and none has been marked fulfilled. The observations below describe what the visible record does and does not contain. They do not establish what happened outside it.

The WindHQ initial power supply agreement for 110 MW (claim 14547) carried a delivery date of 2022-12-31. It appears once, on 2021-07-11, and is never mentioned again in the record. That date passed more than three and a half years ago, and the ledger still lists the claim as merely 'stated'. The record contains no confirmation that the 110 MW was energized, no revised date, and no statement that the arrangement was changed or dropped. The expanded 500 MW WindHQ agreement (claim 14548) has the same single-mention profile. It is tied to the same 2026-12-31 horizon as the company-wide 910 MW mining capacity target (claim 14549), and that deadline is now a little over three months away. The record holds no interim progress figure against either number.

The Standard Power hosting contract for 200 MW is the most frequently repeated commercial arrangement in the early filings. It first appears on 2021-05-18 with an option for an additional 100 MW (claims 14616 and 14617) and is repeated on 2021-07-11 (claim 14545). After that date it does not appear again. The 100 MW option is last referenced on 2021-05-18 and is missing from the July restatement, which lists the 200 MW figure alone. The record does not say whether the option was exercised, lapsed, or was removed from the deal, and nothing explains why the arrangement stopped being mentioned.

The Luminant power purchase agreement for 200 MW (claim 14546) appears only once, on 2021-07-11. It has no stated delivery date, no pricing or term, and no later reference in the record. In that single disclosure it is presented as one of the power sources supporting the 910 MW target. Nothing in the ledger shows whether it continued to be counted toward that figure.

The 2021-05-06 filing disclosed a material weakness in disclosure controls as of December 31, 2020 (claim 14657), tied to the reclassification of warrants as liabilities (claim 14658). The same filing described a planned enhancement of accounting processes and controls (claim 14659). None of the three items appears in any later entry. The record does not show when the remediation was completed, whether the weakness was carried into the post-merger entity, or whether it was ever formally declared resolved.

SUPERSEDED

What we haven't been told

2026-09-14

This analysis rests on a limited record. The Cipher Mining ledger supplied here ends at claim 14462, dated 2021-09-07, and every entry carries only one transition, from automated extraction to stated, logged on 2026-09-14. No claim has yet been auto-transitioned to delayed or not_yet_verifiable. The items below are therefore commitments whose promised dates have passed, or whose subjects do not reappear in the disclosures on record. The ledger has not formally flagged any of them, and later filings outside this extract may address some.

The WindHQ power supply arrangement is the clearest case of a lapsed date. On 2021-07-11 the company described an initial 110 MW supply agreement due by 2022-12-31 (claim 14547) and an expanded 500 MW agreement due by 2026-12-31 (claim 14548). Neither appears again in the claims on record after that date. The 110 MW deadline passed nearly four years ago, yet the claim still reads as stated. Nothing in this record says whether that capacity was energized, renegotiated, folded into another site or dropped, and there is no update on the 500 MW expansion.

The headline target of 910 MW of total mining power capacity by 2026-12-31 (claim 14549) was also last mentioned on 2021-07-11. It was presented alongside the Luminant 200 MW power purchase agreement (claim 14546) and the WindHQ and Standard Power arrangements. About three and a half months now remain before that deadline. The record contains no reaffirmation, no revised figure and no breakdown of how much of the 910 MW is operating. Management has not explained whether the target still stands as originally framed.

The Standard Power hosting relationship first appears as a 200 MW hosting contract with an option for another 100 MW (claims 14616 and 14617, dated 2021-05-18). It is described again as a 200 MW hosting agreement on 2021-07-11 (claim 14545), and that restatement drops any reference to the option. Nothing after July 2021 mentions the arrangement. The record does not show whether the option was exercised, whether hosting began, or whether the agreement remains in force.

The early equipment commitments have gone similarly quiet. A Bitmain purchase agreement for 27,000 Antminer units was recorded on 2021-09-01 (claim 14463). A USD 113.4 million framework agreement with SuperAcme Technology, with a delivery horizon of 2022-12-31, was recorded on 2021-09-07 (claim 14462). Both remain in stated status with no follow-up in this extract. The SuperAcme horizon passed well over three years ago. The record contains no confirmation of delivery, reduction in volume, cancellation or substitution of suppliers.

SUPERSEDED

What we haven't been told

2026-09-14

The ledger shows no automated transition to delayed or not_yet_verifiable for Cipher Mining. Every claim still reads stated, and every transition was logged on 2026-09-14. So the gaps below come from what the disclosures stopped repeating, not from the status field. The record supplied also appears to end partway through September 2022, which limits how far past that point any silence can be read.

The SuperAcme order for 60,000 MicroBT miners is the largest hardware commitment on record. It was valued at $113,378,400 across claims 14462, 14461, 14460 and 14439. Even at the outset the delivery date was inconsistent: claim 14461 gave 2022-07-01, while the others gave 2022-12-31. The order was last restated on 2022-05-03 (claim 13941), still at 60,000 units and year-end 2022. The August 2022 filing did not mention SuperAcme or the unit count. It mentioned only $196.7 million of equipment deposits and future commitments (claim 13822) and 10,578 miners deployed at Alborz (claim 13821). Nothing on record says how many MicroBT units arrived, whether the schedule held, or which of the two delivery dates was correct.

The Bitmain order for 27,000 Antminer S19j Pro units was due by 2022-09-30 (claims 14463, 14438). It follows the same pattern. It was last restated on 2022-05-03 (claim 13940), and no later claim confirms delivery, a revised count or a new date. The deadline has long passed. The record contains no statement closing the order out.

Claim 14429, on 2021-10-12, described a separate Bitfury purchase agreement for 28,000 mining rigs by 2022-12-31. It appears only once. Later Bitfury disclosures take a different direction. In April 2022 they described cancelling 2,890,173 Bitfury-held shares to settle $10 million owed (claims 14047, 14003), along with board observer rights and lock-up waivers (claims 14045, 14046, 14001, 14002). None of these later claims says whether the 28,000-rig agreement or the Master Services and Supply Agreement (claim 14468) is still in force, was reduced, or produced the debt being settled.

The original plan named facilities in four US cities (claim 14436), set out a deployment timeline (claim 14437) and listed initial buildout locations (claim 14385). It was last described on 2021-11-17. By August 2022 the disclosures instead referred to Alborz and to sites that are only partially owned through joint ventures (claims 13820, 13823), and separately to Odessa. No claim explains what happened to the remaining named sites. None records any decision to scale back from a wholly owned footprint.

The Odessa schedule was reworked in August 2022 under the Third Amendment with Luminant (claim 13703). Luminant paid Cipher $5,056,006.56 for the change (claims 13701, 13709), and Cipher gave a $45 million parent guaranty (claims 13702, 13710). The amended plan called for 207 MW of delivery by 2023-02-28 (claim 13704). The record does not say what the pre-amendment ramp was, so the size of the deferral cannot be measured. No later claim confirms that the 207 MW level was reached.

SUPERSEDED

What we haven't been told

2026-09-14

The most visible gap is Odessa's first-quarter 2023 build-out. In disclosures dated 2023-03-13, management said the Odessa facility would reach roughly 47,000 miners and 4.7 EH/s by 2023-03-31 (claims 13038, 13039, 13014, 13121). The same filing put the site at 39,000 miners (claim 13028), so about 8,000 machines had to arrive and be energized within weeks. All four target claims have since moved automatically to 'delayed' because the date passed without a confirming disclosure. The record contains no statement that the 47,000-miner figure was reached, pushed back or cut, and no revised hashrate for the quarter.

A related commitment from the same 2023-03-13 filing concerns additional miner purchases for Odessa during 2023 (claims 13042, 13123). It was stated without a unit count or dollar figure. It too has auto-transitioned to 'delayed' now that the 2023-12-31 horizon has passed. Management has not said whether those purchases were made, deferred or dropped, or how they related to the unmet first-quarter deployment target.

The large equipment orders announced on 2022-05-03 have not been revisited. Those were 60,000 MicroBT units due by 2022-12-31 (claim 13941) and 27,000 Bitmain Antminer S19j Pro units due by 2022-09-30 (claim 13940). By 2022-08-08 the company described them only in aggregate, as $196.7 million of equipment deposits and future commitments (claim 13822). By March 2023 it cited 39,000 installed miners at Odessa and 10,578 at Alborz (claims 13028, 13821). Both delivery dates are long past, and both claims still carry only 'stated' status. No disclosure in the record reconciles the ordered quantities with what was delivered or deployed, or explains whether any portion of the MicroBT order was renegotiated, cancelled or reassigned.

The Luminant power ramp at Odessa has also dropped out of view. On 2022-09-01, the Third Amendment to the power purchase agreement came with a $5.06 million payment from Luminant for a schedule modification and a $45 million parent guaranty (claims 13703, 13701, 13702). The company described a planned delivery ramp to 207 MW by 2023-02-28 (claim 13704). The March 2023 disclosures speak of secured capacity in percentage terms (claim 13037) and do not restate the 207 MW figure or confirm that the February 2023 milestone was met. The company has not explained what the schedule change paid for, or whether the ramp finished on the amended timetable.

The Alborz start date moved without an acknowledgment. A 2022-10-06 disclosure carried a mining-operations start date of 2022-02-01 (claim 13579), which the ledger now marks 'delayed'. Filings from 2022-08-08 and 2022-10-06 instead describe operations as having commenced, without dating the start or noting any slip (claims 13820, 13576). The March 2023 filing then listed expansion potential of 165 MW at Alborz and 135 MW each at Bear and Chief (claims 13043, 13044, 13045), with no timeline, capital estimate or decision date. The ledger supplied for this review ends with the March 2023 disclosures. Within that record, neither the original Alborz timing nor any schedule for the joint-venture expansions has been addressed.

SUPERSEDED

What we haven't been told

2026-09-14

The most prominent lapse concerns the Odessa facility's first-quarter 2023 ramp. In the March 13, 2023 disclosures, management described a target of roughly 47,000 miners and about 4.7 EH/s of hashrate by March 31, 2023, repeated across claims 13014, 13038, 13039, 13116 and 13121. March 13, 2023 is also the last time the target appears on record. All five claims have since been moved to delayed by automated deadline checks, not by any company statement. The record holds no confirmation that the 47,000-miner or 4.7 EH/s figures were reached, and no revised date. It also does not explain whether the shortfall, if there was one, came from deliveries, energization or power availability.

The Odessa power figures also changed without a stated reason. On September 1, 2022, in connection with the third amendment to the Luminant power purchase agreement (claims 13703 and 13704), the company described a planned electricity ramp to 207 MW by February 28, 2023. By March 13, 2023, the disclosures instead cited a 138 MW take-or-pay obligation (claim 13153) and secured capacity of 66.7 percent (claim 13037). That percentage is consistent with two-thirds of the earlier 207 MW. The 207 MW ramp has not reappeared, and its ledger status still reads stated even though its date has passed. The record contains no statement on whether the remaining third of the planned delivery was deferred, renegotiated or dropped. It also does not say whether the September 2022 cash payment and schedule modification (claims 13701 and 13709) were part of that change.

Two named equipment orders from May 3, 2022 have dropped out of view. One was about 27,000 Bitmain Antminer S19j Pro units promised by September 30, 2022 (claim 13940). The other was about 60,000 SuperAcme/MicroBT units promised by December 31, 2022 (claim 13941). An August 2022 filing put equipment deposits and future commitments at $196.7 million (claim 13822). Neither supplier order is referenced by name in later disclosures on record. By March 2023 the company spoke instead of a 60,000-unit full buildout target at Odessa (claim 12993). That is well short of the roughly 87,000 units the two orders implied. Both 2022 claims remain marked stated despite their passed deadlines. Nothing on record reconciles delivered units against the orders or discloses cancellations. It is also unclear what became of the deposits tied to any undelivered machines.

The forward expansion plans from March 2023 have also gone quiet. That month the company cited a plan to add about 10,800 units at Odessa during 2023 (claim 13117) and additional miner purchases during the year (claim 13123). It also named expansion potential of 165 MW at Alborz (claims 13043 and 13124) and 135 MW each at Bear and Chief (claims 13044 and 13045). Completion of the Bear and Chief facilities was mentioned without dates (claims 13132 and 13133). Both 2023 purchase claims have auto-transitioned to delayed. The site expansion figures have not been revisited since March 13, 2023. No purchase announcement, revised timeline or withdrawal appears to explain them.

A smaller inconsistency concerns the Alborz start date. A claim extracted from the October 6, 2022 disclosures carries a start target of February 1, 2022 and is now marked delayed (claim 13579). The same filing reports that operations had commenced (claim 13576), and an August 2022 filing described a deployment of 10,578 miners (claim 13821). The record does not show the company acknowledging how far the start slipped from any original target, and the ledger never reconciled the delayed and commenced entries. The delayed flag may reflect an extraction artifact rather than a true slip, but no disclosure on record resolves it.

SUPERSEDED

What we haven't been told

2026-09-14

The first-quarter 2023 hashrate target at Odessa is the clearest lapsed commitment. On 2023-03-13, management guided to 4.7 EH/s at the Odessa facility by the end of that quarter (claim 13140). That filing is the last time the target appears in the record. On 2026-09-14 it was automatically marked delayed. No disclosure on file confirms that 4.7 EH/s was reached, gives a revised date, or explains the gap. The same filing reported 6.1 EH/s of total operational hashrate and 5.2 EH/s Cipher-owned as of 2023-02-28 (claims 13134, 13135), but neither figure is broken out in a way that settles whether the Odessa-specific target was met.

The plan to fill Odessa by the end of 2023 has also gone quiet. The March 2023 disclosures committed to buying more miners through 2023 (claims 13141, 12994, 13042) and to adding about 10,800 miners by 2023-12-31 (claim 13151). The facility then had roughly 39,000 miners (claim 13028) against a full build-out target of 60,000 units and 6.2 EH/s (claims 12993, 13142). All four dated procurement claims were automatically moved to delayed on 2026-09-14. The two undated build-out figures still stand as stated. The record contains no announcement that the miners were bought or that the target shrank, and no restatement of the 60,000-unit goal.

The Odessa power ramp and the related Luminant payment share the same gap. The Third Amendment to the Luminant power purchase agreement (claims 13703, 13711) set a ramp to 207 MW by 2023-02-28 (claim 13704). It also called for a cash payment of about $5.06 million by 2022-09-10 (claims 13701, 13709), backed by a $45 million parent guaranty (claims 13702, 13710). Both deadlines passed long ago, yet the ledger still lists them as stated rather than verified or delayed. No later disclosure confirms that the 207 MW was delivered on schedule or that the payment was made.

The start date at Alborz is internally inconsistent and has never been reconciled. A 2022-10-06 disclosure says Alborz operations commenced (claim 13576), echoing an August 2022 reference to startup (claim 13820). A claim from the same October filing carries a promised-by date of 2022-02-01 and is marked delayed (claim 13579), with contradictory delayed and stated transitions logged on the same day. The August 2022 figure of 10,578 miners for Alborz (claim 13821) was not repeated. By March 2023, Alborz was described in terms of 40 MW and 1.3 EH/s (claims 13029, 13137). No filing on record states when operations actually began, whether the original date slipped, or how the miner count converts to the later figures.

The joint-venture expansion figures were never tied to dates. In March 2023, management cited expansion potential of 165 MW at Alborz and 135 MW each at Bear and Chief (claims 13143, 12999, 13144, 13002, 13145), where Cipher held 49 percent stakes (claims 13018, 13022). None of these figures came with a timeline, spending commitment or decision point, so none can lapse into delayed status. They remain stated but unverifiable. No later filing reports progress, a decision to proceed, or a decision to drop them.

SUPERSEDED

What we haven't been told

2026-09-14

The most concrete lapsed commitment is the Odessa deployment target for the first quarter of 2023. In disclosures dated 2023-03-13, management guided to roughly 47,000 miners at Odessa by 2023-03-31 (claims 12992, 13025, 13150), against a then-current count of about 39,000 (claim 13028). That date is the last mention of the figure in the record. The deadline passed, and the claims were moved to delayed on 2026-09-14 by automated deadline tracking, not by any company statement. No later disclosure on file says whether the 47,000 figure was reached, reached late, or reduced, and management has not explained the gap between the 39,000 miners reported and the quarter-end target.

A related promise about miner purchasing has also gone quiet. The same 2023-03-13 filings said Cipher would buy about 10,800 additional miners during 2023 to fill Odessa's capacity, with an end-of-year deadline (claims 12994, 13016, 13026, 13042). That target was framed as the path to a full 207 MW buildout of about 60,000 miners (claims 12993, 13027, 13152). All four purchasing claims are now delayed, again through automated transition. The 60,000-miner buildout figure remains on the books as stated, but no later disclosure confirms it, revises it, or says when it is now expected. The earlier plan to ramp Odessa's electricity delivery to 207 MW by 2023-02-28 (claim 13704) is similarly unconfirmed. Management has not said whether the purchases were made, deferred, or abandoned.

The Alborz start date has an unexplained inconsistency. A 2022-10-06 disclosure is recorded with a February 1, 2022 target for the start of mining (claim 13579), and that claim now carries a delayed status. Filings from the same date and from 2023-03-13 describe Alborz operations as having commenced and give an installation-completion milestone (claims 13576, 12995, 12996), but no dated promise sits alongside them. The record never reconciles the original February 2022 date with the actual start, and no statement explains how long the slip was or what caused it.

The expansion figures for the joint-venture sites appear once and are not repeated. On 2023-03-13 management described expansion potential of 165 MW at Alborz and 135 MW each at Bear and Chief (claims 12999, 13002, 13005, 13144, 13145). No timeline, capital commitment, or follow-up is attached to any of them in the record. The surrounding language has also narrowed without comment. The 2022 disclosures spoke of four mining sites under joint venture and power agreements (claims 13578, 13638). By March 2023 the joint venture with WindHQ is described as three data centers at a 49 percent stake (claims 13035, 13018). The difference may simply reflect Odessa being wholly owned. Still, the company has not said whether the expansion potential remains an active plan or has been set aside.

The ledger provided ends with claims dated 2023-03-13 and is truncated partway through a power-pricing entry (claim 13036). Every status change shown was applied by automated extraction on 2026-09-13 or 2026-09-14. The absence of later mentions described above should therefore be read against the record as supplied, not as a complete account of Cipher's subsequent filings.

SUPERSEDED

What we haven't been told

2026-09-14

The clearest lapse concerns the Odessa facility's first-quarter 2023 deployment target. In the annual disclosures dated 2023-03-13, management guided to 47,000 miners and 4.7 EH/s at Odessa by 2023-03-31 (claims 12992, 13025, 13014, 13150). The same filing put the installed base at 39,000 miners (claim 13028), so the target required roughly 8,000 more units within about eighteen days. That date passed, and the ledger auto-transitioned all four claims to delayed on 2026-09-14. The record contains no disclosure confirming the 47,000-unit or 4.7 EH/s figure was reached, no revised date, and no explanation of what held the deployment back.

A related commitment followed the same path. The March 2023 disclosures said Cipher would buy about 10,800 additional miners during 2023 to fill Odessa's remaining capacity (claims 13026, 12994, 13016, 13042). All of these are now delayed after the 2023-12-31 deadline passed. The larger goal they supported, a full build-out of 60,000 miners, 6.2 EH/s and 207 MW (claims 13122, 13027, 13041, 13128), is still marked stated. Its last mention is also 2023-03-13. Nothing on record says whether the purchases were made, deferred or cancelled, or whether the build-out targets still hold.

The joint-venture expansion story has also gone quiet. In September and October 2022, the company described a build-out across four mining sites under power and joint-venture agreements (claims 13638, 13578, 13577, 13580). In March 2023 it attached expansion potential to each joint-venture site: 165 MW at Alborz, 135 MW at Bear and 135 MW at Chief (claims 13043, 13044, 13045, 13005). At that point Bear was running only 0.3 EH/s (claim 13019), and the Chief capacity claim carried no figure at all (claim 13004). None of these expansion figures reappears in later disclosures on record. Nor does any statement say whether the WindHQ partnership, described as covering three data centers at a 49 percent stake (claims 13127, 13035), is still pursuing them.

The special retention RSU grants of 2022-09-14 and 2022-09-20 have a smaller gap. They covered 1,100,000 units each for Edward Farrell, William Iwaschuk and Patrick Kelly, and 500,000 units for Tyler Page, with a stated horizon of 2023-09-13 (claims 13649 through 13652 and 13632 through 13635). The ledger still shows them as stated, three years after that date. No disclosure on record confirms whether the grants vested, were forfeited or were modified.

Two caveats apply. Every delayed status here comes from automated date-based transitions, not from any company announcement. The record supplied also breaks off at claim 13153, so later filings may address some of these points without appearing in what was reviewed.

SUPERSEDED

What we haven't been told

2026-09-14

Every claim on record for Cipher Mining comes from a single disclosure dated 2023-03-13. All of them still carry the status 'stated', and all were entered by automated extraction on 2026-09-13. None has been auto-transitioned to 'delayed' or 'not_yet_verifiable', and no later disclosure appears in the ledger to confirm, revise or retire any of them. The claim list supplied for this review is also truncated after claim 13040. What follows is therefore a set of commitments whose deadlines or context have passed with no recorded follow-up. It is not proof of a walk-back, and some of the silence may reflect gaps in ingestion rather than in the company's disclosures.

The near-term Odessa deployment target is the clearest lapsed date. In March 2023 management guided to roughly 47,000 miners and about 4.7 EH/s at the Odessa Facility by the end of the first quarter of 2023 (claims 12992, 13014, 13025, 13038, 13039), up from about 39,000 miners and 4.2 EH/s at the end of February (claims 13013, 13028). The promised date of 2023-03-31 is now more than three years past. Its last mention is the same filing that made the promise, and the record contains no statement on whether the target was met, missed or restated.

The second lapsed item is the plan to buy enough additional miners during 2023 to fill Odessa, about 10,800 units (claims 12994, 13016, 13026, 13141), which ties to a full 207 MW build-out of about 60,000 miners and 6.2 EH/s (claims 12993, 13015, 13027, 13040, 13152). The purchase deadline of 2023-12-31 has passed. The full build-out target never carried a date. Nothing in the ledger records completed procurement, a final miner count, or any revision to the 60,000-unit figure.

The expansion language at the three WindHQ joint-venture sites has gone quiet in the same way. The filing described 165 MW of potential at Alborz and 135 MW each at Bear and Chief (claims 12999, 13002, 13005, 13032, 13033, 13034), on top of 40 MW and two 10 MW sites held through 49 percent stakes (claims 13007, 13018, 13020, 13022, 13029, 13030, 13031). These were framed as potential, not commitments, and they had no dates. Even so, the record holds no later mention of whether any expansion was pursued, deferred or abandoned. It is also silent on whether the joint-venture structure itself (claims 13006, 13035, 13120) remains in place.

The power cost terms remain open rather than lapsed. The Luminant agreement and the 2.7 cents per kWh average cost guided through 2027 (claims 13008, 13009, 13010, 13023, 13024, 13036, 13154) are not yet due. Because they rest on a 2023 statement alone, the ledger cannot show whether the pricing, the 66.7 percent take-or-pay share, or the 138 MW obligation (claims 13119, 13153) has changed since. The termination of the Standard Power hosting agreement (claim 13011) likewise appears once and is never revisited.

SUPERSEDED

What we haven't been told

2026-09-13

A caveat governs everything below. Nearly every claim on record for Cipher Mining comes from a single disclosure dated March 13, 2023. Every one of them carries the same status, stated, from a single automated extraction on September 13, 2026. The ledger contains no delayed, not_yet_verifiable or revised transitions, and the record we were given ends mid-entry at claim 12947, dated March 19, 2023. What follows is therefore a list of commitments whose deadlines have passed or whose follow-through appears nowhere in our record. It is not evidence that management revised anything, and these gaps may reflect our coverage rather than the company's silence.

The clearest lapsed date is the Odessa ramp for the first quarter of 2023. As of February 28, 2023, Odessa was described at roughly 4.2 EH/s and 39,000 miners (claims 13013, 13028). The company said it would reach 4.7 EH/s and about 47,000 miners by March 31, 2023 (claims 13014, 13039, 12992, 13025, 13038). That deadline passed about three and a half years ago. The last mention on record is the March 13, 2023 disclosure itself, and all five claims still read as stated. Nothing in the record confirms the target was hit, reports a shortfall, or says when the additional miners were energized.

The second lapsed date is the purchase of about 10,800 additional miners during 2023 to fill Odessa's 207 MW (claims 12994, 13016, 13026, 13042). That purchase supported a full build-out target of 60,000 miners and 6.2 EH/s (claims 12993, 13027, 13040, 13015, 13041). The December 31, 2023 deadline passed with no later disclosure on record stating whether the purchases were made, at what fleet size or hashrate Odessa settled, or whether the target was redefined. The original figures also do not reconcile on their face: 47,000 plus 10,800 is 57,800, not 60,000. The March 2023 disclosure did not explain the difference, and nothing since has.

The joint-venture sites with WindHQ are an open-ended item that never received dates. Cipher described 49 percent stakes in the Alborz, Bear and Chief LLCs under a framework agreement (claims 13006, 13007, 13035, 13018, 13020, 13022). It gave current sizes of 40 MW at Alborz and 10 MW each at Bear and Chief (claims 12997, 13029, 13030, 13031, 13000, 13003). It also cited expansion potential of 165 MW at Alborz (claims 12999, 13032, 13043) and 135 MW each at Bear and Chief (claims 13002, 13033, 13044, 13005, 13034, 13045). None of this expansion language carried a timeline or a funding plan. March 13, 2023 is the last mention on record, and nothing since says whether the expansions were pursued, shelved or dropped. The record also never shows the framework-agreement language moving to anything more definitive.

The power-cost commitment has not lapsed, but it has also not been revisited. Cipher cited an average electricity cost of about 2.7 cents per kWh through 2027 (claims 13010, 13023, 13036, 13046). It anchored this to the Luminant agreement, which carries a 66.7 percent take-or-pay structure and a 138 MW minimum annual capacity obligation (claims 13008, 13009, 13024, 13037, 13047). The December 31, 2027 horizon is still ahead. Still, no disclosure on record after March 2023 reaffirms the rate, reports realized costs against it, or addresses how the take-or-pay obligation has interacted with curtailment or with the miner additions that remain unconfirmed above.

SUPERSEDED

What we haven't been told

2026-09-13

The Black Pearl energization commitment is the most material item without a visible resolution. On 2023-11-07 management disclosed a minimum energization requirement of 135 MW at Black Pearl, due by 2026-05-15 (claims 6563 and 6566), backed by a $6.3M collateral posting to Oncor Electric Delivery (claims 6562 and 6567). That filing is the last time the requirement appears in the ledger. The deadline passed four months ago, and all four claims moved automatically to delayed on 2026-09-04. The record contains no disclosure confirming that the 135 MW threshold was met, that the Oncor collateral was returned or forfeited, or that the deadline was renegotiated. Separately, the 300 MW ERCOT approval tied to year-end 2023 (claim 6569) was marked delayed on the same date, with no follow-up confirming final approval.

The Bitmain T21 purchase commitments were never reconciled. On 2023-12-17 the company disclosed a $99.5M purchase of Antminer T21 miners for 2025 delivery, due by 2025-04-01 (claim 6405). It also disclosed an optional $121.6M T21 purchase for 2024 (claim 6406). Neither claim is mentioned again. Claim 6405 was auto-transitioned to delayed on 2026-09-04, and claim 6406 still reads as stated with no indication of whether the option was exercised or allowed to lapse. The earlier $24M Antminer S21 order and its shipment schedule through 2024-06-30 (claims 6555, 6556, 6568) are also delayed. The June 2024 disclosure of an accelerated S21 Pro delivery worth $134.3M by 2024-10-31 (claims 6021 and 6022) is delayed as well. The later S21 Pro order may have replaced parts of the T21 program, but no statement in the ledger says so.

The WindHQ joint venture has dropped out of the disclosures. The 49 percent interest in three facilities held with WindHQ was restated consistently through 2023: on 2023-05-03 (claim 12671), 2023-05-31 (claims 12513 and 12557), and 2023-08-03 (claim 12306). It does not appear in any claim from November 2023 onward in the portion of the ledger reviewed. All four claims remain in stated status. No disclosure on record describes the joint venture's current ownership, performance, restructuring, or exit.

The 2023 fleet expansion targets were never confirmed as delivered. On 2023-05-08 management disclosed the purchase of 11,000 Canaan A1346 miners, due by 2023-09-30 (claim 12661), and an installation program at Odessa (claim 12662). On 2023-08-03 it guided to roughly 80,500 miners by the end of Q3 2023 (claim 12305). Those are the last mentions. All three claims remain in stated status well past their dates, because nothing was ever recorded to verify or revise them. No disclosure in the ledger confirms the miner count achieved or explains any shortfall.

The planned distribution of 16.1 million shares to preferred equityholders, scheduled for 2024-01-25 (claim 6333), was reclassified as withdrawn after evidence review on 2026-09-04. In May 2024 the company disclosed share allocations of 18.5 million, 9.2 million, and 9.3 million shares (claims 6145 through 6147), but the ledger does not tie those figures back to the withdrawn distribution. No disclosure explains why the January 2024 distribution did not proceed as described. Two related items appear to be ledger artifacts rather than real slips. The Black Pearl acquisition and the $7M Trinity Mining Group stock offering (claims 6561, 6564, 6565) are marked delayed, yet claim 6414 records the Trinity closing for 2,397,424 shares on 2023-12-07. Even so, the record never reconciles the $7M figure against that share count.

The supplied ledger is truncated after claim 6022. Later filings may address some of these gaps, and each item above should be confirmed against the full record before publication.

SUPERSEDED

What we haven't been told

2026-09-13

The Black Pearl site in Texas is the largest open question on the record. The November 7, 2023 disclosures committed Cipher to a 7.0 million USD lease and asset acquisition expected to close by year-end 2023 (claims 6561, 6565), a 6.3 million USD collateral posting to Oncor (6562, 6567), ERCOT approval for 300 MW (6560, 6569), and a minimum energization of 135 MW by May 15, 2026 (6563, 6566). Every dated element has since moved to delayed automatically, as recently as September 4, 2026, because the promised dates passed without a confirming record. The May 2026 energization deadline is the most consequential. It is now four months past, and nothing on file says whether 135 MW was energized, whether the requirement was renegotiated, or what penalty or collateral consequence applies if it was missed.

The WindHQ joint venture has not been mentioned since August 3, 2023. Cipher's 49 percent interest in three data centers with WindHQ (12513, 12557, 12306) appeared in two consecutive quarters, alongside a target of roughly 80,500 miners by September 30, 2023 (12305). Nothing later in the record refers to the joint venture facilities, any change in the ownership split, or whether the Q3 2023 miner target was reached. The ledger still carries these claims as stated, which reflects the absence of any follow-up rather than confirmation.

The Canaan order and option have gone quiet since June 9, 2024. That filing described 6,600 A1566 miners for about 16.4 million USD, due by November 30, 2024 (6016, 6017). It also described a refundable 5.3 million USD prepayment due July 5, 2024 (6019) for an option on up to 160 MW of additional Canaan machines, exercisable through June 30, 2025 (6018). All four claims are now delayed. The record contains no statement that the initial miners arrived, that the option was exercised or allowed to lapse, or that the prepayment was returned.

The Bitmain purchase program was restructured in a way the record only partly explains. The December 17, 2023 agreement set a 99.5 million USD T21 order for 2025 delivery (6405) and a 121.6 million USD optional T21 purchase for 2024 (6406). In June 2024 the firm order was converted to 30,364 S21 Pro units at about 134.3 million USD, with delivery accelerated to October 31, 2024 (6020, 6021, 6022). Those S21 Pro claims are now delayed as well. No later disclosure on file confirms the accelerated delivery. None says whether the 121.6 million USD option was exercised, and none reconciles the 1.2 EH/s of S21 capacity announced in November 2023 (6557, 6556) with what was actually installed.

One ledger item should be read with caution. The 7.0 million USD direct offering to Trinity Mining Group (6564) shows as delayed, but claim 6414 records the Trinity purchase agreement closing on December 7, 2023 with 2,397,424 shares issued. The delayed status there most likely reflects a missing link between claims rather than an unexplained walk-back. Several other delayed statuses may similarly reflect verification gaps rather than actual misses, and the record reviewed here was cut off after the June 2024 disclosures, so later filings may address some of these points.

SUPERSEDED

What we haven't been told

2026-09-13

The Black Pearl facility is the most visible gap. On 2023-11-07 management set out a sequence of commitments: closing of the lease and asset acquisition by year-end 2023 (claims 6561, 6565), ERCOT approval for 300 MW of consumption by the same date (6569, 6560), a $6.3 million collateral posting to Oncor (6562, 6567), and energization of at least 135 MW by 2026-05-15 (6563, 6566). All of the dated items now sit at delayed through automated transition. A 2023-12-07 filing records the Trinity Mining Group share issuance closing (6414), yet the related closing and offering claims (6561, 6565, 6564) were never reconciled with it. The disclosures on record do not confirm that ERCOT approval was granted or that the Oncor collateral was posted. The 135 MW energization date passed four months ago, and no statement on record says whether that threshold was met, waived or renegotiated.

The Bitmain hardware pipeline was restructured more than once and was never confirmed as delivered. The November 2023 S21 order ($24 million, 1.2 EH/s, shipments by mid-2024; claims 6555, 6557, 6556, 6568) was followed on 2023-12-17 by a $99.5 million T21 order for 2025 delivery (6405) and an optional $121.6 million 2024 tranche (6406). On 2024-06-09 the T21 order was converted into 30,364 S21 Pro units at $134.3 million with delivery accelerated to 2024-10-31 (6020, 6021, 6022). That was the last mention. Every dated claim in the chain is now delayed. The optional 2024 tranche remains only stated, and no disclosure on record says whether it was exercised, folded into the upgrade or allowed to lapse.

The Canaan arrangement appeared once and has not come up again. On 2024-06-09 Cipher disclosed a purchase of 6,600 A1566 miners for $16.4 million by 2024-11-30 (6016, 6017), a refundable $5.3 million prepayment due 2024-07-05 (6019), and an option on up to 160 MW of additional machines through 2025-06-30 (6018). All four are delayed. The record contains no delivery confirmation and no word on whether the option was exercised. It is also silent on whether the refundable prepayment was returned after the option window closed.

The planned distribution of 16.1 million shares to preferred equityholders by 2024-01-25 (6333) is the one item marked withdrawn, a status reached through evidence review rather than any announcement. In May 2024 a different structure appeared: an 18.5 million share reserve, 9.2 million shares for open-market sales and 9.3 million for remaining beneficiaries (6145, 6146, 6147). The disclosures on record never explain why the original distribution did not proceed as described or how the two arrangements relate.

The original Odessa site has also gone quiet. The 80,500-miner expansion promised by 2023-09-30 (12305) was never marked as achieved or missed. The 207 MW facility, the 49 percent WindHQ joint venture and the Luminant lease running to 2027-07-31 (12304, 12306, 12209, 12213) were last addressed in August 2023. With the lease term roughly ten months from expiry, nothing on record addresses renewal or relocation. The ledger supplied here ends partway through a September 2024 entry (5803), so later filings may address some of these points, but none of them are reflected in the transitions shown.

SUPERSEDED

What we haven't been told

2026-09-13

The Black Pearl facility's energization obligation is the most time-sensitive open item. In the 2023-11-07 disclosure (claims 6563 and 6566), management described a commitment to energize at least 135 MW at Black Pearl by 2026-05-15, supported by an Oncor collateral posting of roughly $6.3 million (claims 6562 and 6567). That deadline passed four months ago. Both claims now carry an automated 'delayed' status applied on 2026-09-04. The record contains no disclosure confirming that the 135 MW threshold was reached, that the date was renegotiated with Oncor or ERCOT, or what happened to the posted collateral. The related acquisition claims (6561, 6565, 6564) are also marked delayed, although the 2023-12-07 closing of the Trinity Mining Group share purchase (claim 6414) suggests the transaction itself closed. The open question is the energization milestone, not the purchase.

The SoftBank arrangement moved from specific terms to silence. On 2025-01-30, management disclosed a $50 million SoftBank equity investment through a PIPE (claim 5148), along with an exclusive arrangement covering the Barber Lake property that was expected to resolve by 2025-02-28 (claim 5149). Both were auto-transitioned to 'delayed' on 2026-09-03. Nothing on record confirms that the PIPE funded at the stated amount, or whether the Barber Lake exclusivity turned into a definitive agreement, lapsed, or was replaced. More than eighteen months after that window closed, no statement explains which of these happened.

The Canaan miner program appeared in a single disclosure and has not been mentioned since. On 2024-06-09, management described buying 6,600 Canaan A1566 miners for about $16.4 million, with delivery by 2024-11-30 (claims 6016 and 6017). It also described a refundable $5.3 million prepayment due 2024-07-05 (claim 6019) and an option to buy additional Canaan units up to 160 MW by 2025-06-30 (claim 6018). All four are now marked delayed. The record contains no confirmation that the initial units arrived, no notice that the option was exercised or allowed to expire, and no accounting of the refundable prepayment.

The Bitmain purchase commitments were restructured at least once without a clear reconciliation. The 2023-12-17 disclosure set out a T21 order for 2025 delivery worth about $99.5 million by 2025-04-01 (claim 6405), plus an optional 2024 tranche of about $121.6 million (claim 6406). On 2024-06-09, management described converting 30,364 units from T21 to S21 Pro, accelerating delivery to 2024-10-31, and a revised price of about $134.3 million (claims 6020, 6021, 6022). The later language does not say how the original $99.5 million commitment and the optional tranche map onto the S21 Pro figure. The record also contains no confirmation that the accelerated October 2024 delivery happened. The original 2023-11-07 S21 order (claims 6556 and 6568) likewise has no completion statement.

One item was formally walked back rather than left to drift. The planned distribution of 16.1 million Cipher shares to preferred equityholders, targeted for 2024-01-25 (claim 6333), was marked withdrawn after evidence review on 2026-09-04. Share reserve allocations disclosed on 2024-05-15 (claims 6145, 6146, 6147) appear to have taken its place, but no disclosure on record ties the two together or explains why the original distribution was abandoned. This review covers the ledger as provided, which ends partway through the 2025-02-24 disclosures. Later claims may address some of these gaps.

SUPERSEDED

What we haven't been told

2026-09-13

The Black Pearl Data Center Complex was the centerpiece of Cipher Mining's announced growth strategy, disclosed November 7, 2023, with facility lease acquisition, ERCOT energy approval, Bitmain miner procurement, and $6.3 million collateral deposits all promised by December 31, 2023 or January 1, 2024 (claims 6565, 6569, 6568, 6567, 6561). Today, September 13, 2026, these milestones remain in 'delayed' status—nearly three years overdue—and were automatically flagged as delayed only on September 4, 2026, indicating management never proactively revised timelines or disclosed obstacles. No update has been provided regarding regulatory denials, supply chain disruption, cost overruns, or renegotiated terms. Two subsequent claims promised 135 MW minimum energization by May 15, 2026 (claims 6563, 6566); that deadline has passed with no public communication.

Cipher Mining announced a $50 million SoftBank PIPE investment on January 30, 2025, with closing promised that day, and an exclusive arrangement for Barber Lake property promised by February 28, 2025 (claims 5148, 5149). Both remain 'delayed' as of today—a 20-month gap from promised close—and neither has appeared in subsequent quarterly disclosures or earnings calls. No amendment, financing restructure, or deal status clarification has been released.

In June 2024, Cipher Mining disclosed a Canaan miner procurement of 6,600 units worth $16.4 million due November 30, 2024, paired with a $5.3 million prepayment for optional 160 MW capacity expansion promised by July 5, 2024 and June 30, 2025 respectively (claims 6016, 6017, 6019, 6018). All four remain delayed with no announcement regarding supply agreement renegotiation, termination, cost adjustment, or deprioritization relative to other vendor commitments.

A 16.1 million share distribution to preferred equityholders, promised for January 25, 2024, transitioned from 'stated' to 'delayed' to 'withdrawn' by September 2026 (claim 6333), yet no filing or disclosure explains whether the distribution was rescinded due to financing constraints, litigation, shareholder blocking, or regulatory prohibition.

Multiple Bitmain miner purchase tranches and upgrades—including T21 delivery by April 1, 2025 and S21 Pro upgrade of 30,364 units by October 31, 2024 (claims 6405, 6020, 6021, 6022)—remain delayed without disclosure of supply chain, financing, or strategic changes.

SUPERSEDED

What we haven't been told

2026-09-12

Cipher Mining made substantial acquisition and deployment commitments on November 7, 2023, centered on the Black Pearl data center facility: a 7 million USD lease acquisition, 300 MW ERCOT energy approval, 6.3 million USD collateral posting to Oncor Electric, and a 7 million USD equity commitment to Trinity Mining Group, all promised to close by December 31, 2023 (claims 6561, 6565, 6569, 6567, 6564). These remain in "delayed" status as of September 4, 2026, having been silently transitioned from "stated" to "delayed" without any subsequent management disclosure of revised timelines or reasons for the 2+ year slip. Similarly, the company promised Bitmain ASIC miner deliveries and a 24 million USD purchase by January 1, 2024, plus a 99.5 million USD T21 miner purchase for April 2025 delivery (claims 6568, 6405), and a 30,364-unit T21-to-S21 Pro upgrade by October 31, 2024 (claim 6020)—all now delayed with no updated guidance issued to investors on repricing, production timelines, or revised delivery schedules. On June 9, 2024, the company announced a 6,600-unit Canaan A1566 miners purchase with first payment due July 5, 2024, and full delivery by November 30, 2024 (claims 6016, 6019, 6017), followed by an option for 160 MW of additional capacity by June 30, 2025 (claim 6018)—all three remain "delayed" as of September 2026 without management clarification on whether the purchase agreement remains active or has been renegotiated. Most recently, on January 30, 2025, management disclosed a 50 million USD SoftBank PIPE investment promised to close by January 30, 2025, and an exclusive Barber Lake property arrangement with SoftBank by February 28, 2025 (claims 5148, 5149); both were transitioned to "delayed" on September 3, 2026, a 20-month gap with no announcement of deal status or revised close date. Finally, on January 23, 2024, the company announced a 16.1 million share distribution to preferred equityholders due January 25, 2024 (claim 6333), which was explicitly withdrawn by September 4, 2026, without any disclosed explanation of the preferred equity restructuring or reversal of terms.

SUPERSEDED

What we haven't been told

2026-09-11

Black Pearl Facility, announced November 7, 2023, committed management to a December 31, 2023 close on a $7M data center lease acquisition (6565), with concurrent milestones for a $7M Trinity Mining Group stock offering (6564), $6.3M Oncor collateral posting (6567), and ERCOT approval for 300 MW consumption (6569). Later the same day came commitments for 135 MW minimum energization by May 15, 2026 (6566, 6563). All six claims auto-transitioned from stated to delayed on September 4, 2026, without revision announcements. Management has not disclosed why the facility closing never occurred in December 2023, why regulatory approvals stalled, or why the subsequent May 2026 energization target was missed. The facility vanished from recent guidance. SoftBank's $50M PIPE equity investment and exclusive Barber Lake property arrangement, both announced January 30, 2025, promised close by January 30, 2025 and February 28, 2025 respectively (5148, 5149). Now delayed nearly eighteen months, they remain in default status without updated guidance or explanation. Bitmain miner acceleration commitments from June 9, 2024 promised delivery by October 31, 2024 for S21 Pro upgrades and miner acceleration (6020, 6021) and by November 30, 2024 for T21 initial shipment (6556), with purchase prices of $134.3M and $99.5M (6022, 6405). All four remain delayed since 2026-09-04, representing over $200M in unmet capex promises with no revision statement. Canaan's A1566 miner program, also announced June 9, 2024, promised $5.3M prepayment by July 5, 2024 (6019), $16.4M purchase completion by November 30, 2024 (6017), and 160 MW option exercise by June 30, 2025 (6018). All three dates have passed; all remain delayed without public rescission or revised timeline. A distribution of 16.1M shares to preferred equityholders, promised by January 25, 2024 (6333), underwent formal withdrawal on September 4, 2026 rather than reschedule—moving from stated to withdrawn without any accompanying disclosure.

SUPERSEDED

What we haven't been told

2026-09-11

Black Pearl Data Center Acquisition represents the most conspicuous gap between disclosure and current reality. Management announced on 2023-11-07 that the facility lease and asset acquisition (7M USD, claim 6565) would close by 2023-12-31, with ERCOT energy approval (300 MW, claim 6569) also promised for year-end 2023. The acquisition closing itself (claim 6561) carried the same deadline. All three claims transitioned to 'delayed' on 2026-09-04, now nearly three years past the promised date, with no revision announcement, no updated timeline, and no public statement explaining the gap. The facility's minimum energization target (135 MW, claim 6566) was then promised by 2026-05-15 and also transitioned to delayed last week without commentary. Management has simply stopped updating this project's status in disclosures.

The SoftBank PIPE Investment provides another stark example. Management announced on 2025-01-30 that a 50M USD equity investment (claim 5148) would close on that exact date. The claim has since transitioned to delayed, meaning the transaction did not occur as promised. Additionally, an exclusive arrangement for the Barber Lake property (claim 5149) was promised by 2025-02-28 and is now delayed. No revision statement, no explanation of why a major institutional investment from a named partner failed to close on its announced date—this simply disappeared from subsequent disclosure updates.

Multiple Bitmain miner deliveries announced 2023-11-07 were promised for 2024 (shipment schedule by 2024-06-30, claim 6556; purchase agreement by 2024-01-01, claim 6568) and remain delayed with no updated completion guidance. A later Bitmain T21 purchase for 2025 delivery (claim 6405) promised by 2025-04-01 is also delayed. The volume and repetition of these delays, coupled with the absence of cumulative disclosure revisions, suggests a systematic pattern of unmet commitments rather than a single setback.

The Preferred Equityholder Share Distribution (claim 6333) provides the only explicit withdrawal: 16.1M shares were promised to be distributed by 2024-01-25 but have been withdrawn from the record. Unlike the delayed claims, this one was actively removed, yet no press release or regulatory filing explanation of the cancellation appears to have accompanied the withdrawal in management disclosures.

SUPERSEDED

What we haven't been told

2026-09-09

Black Pearl data center acquisition dominated Cipher Mining's November 2023 announcements, with eight interconnected commitments spanning facility lease and asset acquisition ($7M), Trinity Mining financing ($7M), Oncor collateral deposit ($6.3M), and ERCOT regulatory approval (300 MW)—all targeted for December 2023 through May 2026 (claims 6564, 6567, 6569, 6561, 6565, 6566, 6563). All components are now delayed as of September 2026; the ERCOT approval was promised for December 31, 2023, and remains unresolved nearly three years later. Management has not disclosed revised timelines or root causes for this comprehensive strategic slippage. Bitmain ASIC procurement strategy shifted mid-course without public explanation. Between November 2023 and June 2024, management outlined a detailed hardware roadmap: $24M initial ASIC purchase (January 2024), miner shipment schedule (June 2024), $99.5M T21 miner acquisition (April 2025), and S21 Pro upgrade of 30,364 units with accelerated delivery (October 2024) (claims 6568, 6556, 6405, 6020, 6022). All are now delayed. Concurrently, June 2024 disclosures introduced Canaan A1566 miners (6,600 units, claims 6016, 6017, 6018), suggesting a supplier pivot, but management never narrativized the Bitmain roadmap's failure or explained the strategic shift. SoftBank investment and Barber Lake partnership were announced as imminent in January–February 2025: $50M PIPE (promised January 30, 2025) and exclusive property arrangement (promised February 28, 2025) (claims 5148, 5149). Both are now delayed by eight to thirteen months as of September 2026, with no public explanation for the stalled closing. Preferred shareholder distribution of 16.1 million shares, announced January 2024 with targeted close of January 25, 2024 (claim 6333), has been withdrawn as of September 2026—not delayed, but actively reversed. No disclosed rationale explains this material capital allocation reversal.

SUPERSEDED

What we haven't been told

2026-09-09

Cipher Mining's Black Pearl data center project, promised for completion by end of 2023, has slipped substantially without a formal revision. The Trinity Mining Group 7M USD financing (6564) and Black Pearl facility acquisition (6565) were both due 2023-12-31 and remain marked delayed as of September 2026. The related ERCOT power approval for 300 MW (6569) and Oncor collateral posting (6567) followed the same trajectory—promised late 2023, now two-and-a-half years overdue with no announced delay. The facility's 135 MW energization commitment (6566, 6563) was subsequently pushed to May 2026 but has now also slipped into delayed status.

Management's Bitmain miner procurement has accumulated unannounced delays across multiple tranches. The Bitmain T21 purchase (6405) was originally promised delivery by April 2025 (99.5M USD); it now appears delayed in September 2026 with no revision communicated. The S21 Pro upgrade agreement (6020) and acceleration of delivery (6021) were committed for October 2024 but have gone unresolved for over 20 months. The 6,600-unit Canaan A1566 miner order (6016) and its 16.4M USD purchase price (6017) were due November 2024 and remain in delayed status with no subsequent disclosure of completion or renegotiation.

Hashrate guidance issued in February 2025 has been silently abandoned. Cipher Mining promised 23 EH/s of company-owned hashrate and 25.2 EH/s total by year-end 2025 (5044, 5043). As of September 2026, these targets are marked delayed without any announcement of revised expectations or timeline. The Stingray Site energization, promised for June 2026 (5067), has crossed its deadline and transitioned to delayed status. Similarly, the Black Pearl substation 300 MW energization committed for June 2025 (5063) is now overdue.

The SoftBank partnership announced in January 2025 has seen critical milestones slip unannounced. The 50M USD PIPE investment (5148) was promised to close on 2025-01-30 and the exclusive arrangement for Barber Lake (5149) was due 2025-02-28; both are recorded as delayed in current status with no public update on the arrangement's standing or revised timeline.

SUPERSEDED

What we haven't been told

2026-09-09

Black Pearl facility completion has become a silent multi-year slip. In November 2023, management promised acquisition closing, ERCOT 300 MW approval, and initial 135 MW energization all by December 31, 2023 (claims 6565, 6561, 6569); later promises moved the minimum energization to May 15, 2026 and substation approval to June 30, 2025 (claims 6566, 6563, 5063). All these promises now show 'delayed' status as of September 4, 2026, without any public revision announcement. The facility was featured prominently in the November 2023 investor narrative but has effectively vanished from subsequent disclosures, replaced only by vague references to phased capacity expansion.

The Bitmain miner acquisition and delivery timeline similarly went unrevised in public. Originally promised for January 1, 2024 with shipments by June 30, 2024 (claims 6568, 6556), management later added acceleration commitments and S21 Pro upgrade promises for October 31, 2024 (claims 6020, 6022, 6021). All are now flagged 'delayed' as of September 2026—nearly two years past the original ship date—with no corresponding earnings call or investor update explaining the hold-up or revised expectation.

The SoftBank investment deal represents the most recent and stark reversal. On January 30, 2025, management announced a $50 million PIPE transaction and exclusive Barber Lake property arrangement, both with immediate or near-term close dates (January 30 and February 28, 2025 respectively; claims 5148, 5149). Both transitioned to 'delayed' status by early September 2026, meaning a supposedly signed $50 million equity commitment failed to close within 30 days and has remained silent for over seven months, with no announcement of renegotiation, termination, or revised timeline.

The Canaan miner purchase option (claims 6016, 6017, 6019, 6018) was promised by November 2024 for initial delivery and July 2024 for a prepayment, with a 160 MW expansion option due June 30, 2025. Announced June 9, 2024, these commitments are now all 'delayed' as of September 2026 with no subsequent disclosure updating investor expectations or clarifying whether the option was ever exercised. Stingray Site energization, promised for June 30, 2026 (claim 5067), is now 2.5 months past deadline with no revision statement. Finally, the promised distribution of 16.1 million shares to preferred equityholders, due January 25, 2024 (claim 6333), was withdrawn from the record entirely on September 4, 2026, with no public explanation of cancellation or deferral.

SUPERSEDED

What we haven't been told

2026-09-08

Cipher Mining's most material silence concerns the Black Pearl data center acquisition and development program, originally promised as closed by December 31, 2023 (claims 6561, 6565) with ERCOT energy approval by the same date (claim 6569) and a 135 MW minimum energization by May 15, 2026 (claim 6566). All of these milestones have transitioned to delayed status without formal revision statements; as of September 8, 2026, management has not disclosed revised timelines or root causes for delays that now span nearly three years. The Bitmain miner acquisition and upgrade program similarly shows serial slippage: the company committed to miner shipments by June 30, 2024 (claim 6556), then a T21 delivery by April 1, 2025 (claim 6405), then an upgrade to S21 Pro by October 31, 2024 (claim 6020) with purchase commitments of 134.3 million USD by that same date (claim 6022). Each deadline has passed into delayed status without public explanation or rescheduled commitments. In June 2024, Cipher announced a pivot to Canaan A1566 miners with 6,600 units promised by November 30, 2024 (claim 6016) and a 160 MW expansion option by June 30, 2025 (claim 6018); this platform expansion has received no subsequent disclosure updates and remains delayed, suggesting either abandonment or internal restructuring that management has not addressed. The SoftBank strategic investment announced January 30, 2025 (claim 5148) committed 50 million USD by that same date and tied to an exclusive Barber Lake property arrangement promised by February 28, 2025 (claim 5149); both now appear stalled and delayed as of this date, yet no press releases or SEC filings appear to explain the hold-up or revised expectations for this partnership. Finally, a planned distribution of 16.1 million shares to preferred equityholders (claim 6333) promised for January 25, 2024 transitioned from stated to delayed to withdrawn status, suggesting material restructuring of the cap table that management has not publicly discussed.

SUPERSEDED

What we haven't been told

2026-09-08

The Black Pearl data center acquisition, announced November 2023 with promised completion by December 2023, remains indefinitely stalled. The acquisition closing (claim 6561), ERCOT energy approval (claim 6569), and collateral posting to Oncor (claim 6567) were all promised for 2023-12-31 and have never been publicly revised or explained, despite being nearly three years overdue as of today. More recent energization milestones—135 MW minimum operability and 300 MW substation power (claims 6566, 6563)—were promised for May 2026 and have now slipped without management announcement or rescheduling disclosure. Over two and a half years of silence on the flagship facility acquisition signals material scope reduction or deal deterioration that has not been communicated.

Hardware procurement commitments announced mid-2024 have similarly vanished from disclosed timelines without explanation. In June 2024, management promised 6,600 Canaan A1566 miners by November 2024 (claim 6016), an upgrade of 30,364 Bitmain T21 units by October 2024 (claim 6020), and acceleration of existing Bitmain delivery (claim 6021). All remain delayed past their promised dates without revision statement or updated milestones. A refundable prepayment for the Canaan purchase option was due July 2024 (claim 6019) and is overdue. The December 2023 commitment to purchase Bitmain Antminer T21 miners with April 2025 delivery (claim 6405, $99.5M) has similarly drifted into delayed status without public renegotiation.

SoftBank's $50M equity investment, announced January 2025, was promised to close by that same date (claim 5148) and remains delayed more than eight months later with no public explanation or timeline revision. The accompanying Barber Lake property exclusive arrangement (claim 5149) missed its February 2025 deadline equally silently. The absence of either completion or explicit rescheduling suggests the transaction either failed, faces unforeseen obstacles, or has been indefinitely suspended without disclosure.

Finally, a planned 16.1 million share distribution to preferred equityholders (claim 6333), promised for January 25, 2024, was withdrawn on September 4, 2026, with no public rationale for cancelling the internal equity award.

SUPERSEDED

What we haven't been told

2026-09-06

Black Pearl facility represents Cipher Mining's largest abandoned timeline. The acquisition closing was promised for December 31, 2023 (claims 6561, 6565); the collateral deposit and ERCOT regulatory approval for the same date (claims 6567, 6569). As of September 2026, nearly three years later, the acquisition remains incomplete with no revision announcement. Subsequent energization milestones—135 MW by May 2025 (claims 6563, 6566) and 300 MW substation energization by June 2025 (claim 5073)—are now marked delayed. The company ceased providing revised timelines in quarterly filings after early 2025.

Bitmain hardware procurement slipped without disclosure. November 2023 purchase agreements for $24 million in ASIC miners promised shipment by June 2024 (claims 6556, 6568). A December 2023 commitment to upgrade 30,364 units to S21 Pro by October 2024 (claim 6020) and a $99.5 million T21 purchase for 2025 delivery promised by April 2025 (claim 6405) all remain delayed as of September 2026. No supplier notification, revised delivery schedule, or acceleration update has appeared; these commitments simply vanished from management commentary.

The $50 million SoftBank PIPE transaction announced January 30, 2025, was promised to close that same day (claim 5148). The related exclusive Barber Lake arrangement was promised by February 28, 2025 (claim 5149). Both remain in delayed status on September 3, 2026—seventeen months overdue with no amended agreement or revised closing timeline disclosed. SoftBank partnership language has ceased in recent filings.

Cipher Mining's 2025 year-end capacity deployment target of 477 MW (claim 5072, promised for December 31, 2025) was never achieved. No revised guidance or explanation for missing the target appeared; management simply stopped referencing it as 2026 progressed. Separately, the January 2024 distribution of 16.1 million shares to preferred equityholders (claim 6333, promised by January 25, 2024) transitioned to withdrawn status on September 4, 2026, indicating the transaction was canceled rather than delayed—yet no investor update explained the reversal.

SUPERSEDED

What we haven't been told

2026-09-06

Cipher Mining's Black Pearl facility remains in an extended limbo, with the acquisition closing and $6.3 million collateral posting both promised for late 2023 (claims 6561, 6567) but now marked delayed without public explanation. The 135 MW energization commitment promised for May 2026 (claims 6563, 6566) has similarly slipped with no revised timeline disclosed, even as the promised date recedes into the past.

The company's major hardware procurement has stalled across multiple vendors, yet remains absent from recent guidance. Bitmain miner shipments promised for mid-2024 (claim 6556), the T21-to-S21 Pro upgrade promised for October 2024 (claim 6020), and a 6,600-unit Canaan miner purchase promised for November 2024 (claims 6016, 6017, 6019) all remain in delayed status as of September 2026. No public updates have addressed revised delivery dates or cited supply chain obstacles.

A $50 million SoftBank PIPE investment promised for January 30, 2025 (claim 5148) has now sat delayed for over a year and a half, paired with the Barber Lake property exclusive arrangement promised for February 28, 2025 (claim 5149) that has vanished from subsequent disclosures without explanation. Site energization timelines have similarly drifted: Black Pearl substation energization promised for June 2025 (claim 5083) and Stingray energization promised for June 2026 (claim 5084) are both marked delayed as of the September 2026 status update, with management offering no public assessment of what obstacles remain or when realistic completion might occur.

SUPERSEDED

What we haven't been told

2026-09-05

Cipher Mining made sweeping commitments in November 2023 regarding the Black Pearl Facility—a 300 MW ERCOT regulatory approval, $7 million lease acquisition closing, $6.3 million collateral posting to Oncor, and 135 MW minimum energization—all promised for December 2023 or May 2026. Every one of these milestones transitioned to delayed status on 2026-09-04, yet no revision statement appears in the record. The company has not publicly explained why a facility it expected to close and begin energizing two and a half years ago remains incomplete. Similarly, Cipher promised multiple generations of hardware expansion: Bitmain ASIC purchases ($24 million by 2024-01-01, then T21 upgrades by 2025-04-01), an upgrade of 30,364 miners from T21 to S21 Pro by 2024-10-31, and a Canaan option to purchase miners covering up to 160 MW by 2025-06-30. All of these shifted to delayed without any public revision or explanation of manufacturing delays, supply chain issues, or financing obstacles. Most strikingly, in January 2025 Cipher announced a $50 million PIPE investment from SoftBank and an exclusive arrangement for the Barber Lake property, both promised for closure by 2025-02-28. As of 2026-09-03—just two days ago—both transitioned to delayed without announcement. The company has also set and now missed public guidance: 477 MW total electrical capacity, 25.2 EH/s aggregate hashrate, and 23.0 EH/s company-owned hashrate, all promised by year-end 2025 and now delayed. Additionally, the Stingray Site energization, promised for 2026-06-30, became delayed as of 2026-09-03, just nine days past its deadline. Across regulatory approvals, infrastructure buildout, hardware procurement, strategic partnerships, and operational targets, management's promises have shifted to delayed status systematically over the past two years without material disclosure of what changed, why timelines slipped, or when the company expects to deliver.

SUPERSEDED

What we haven't been told

2026-09-05

Black Pearl data center acquisition, announced November 7, 2023, promised a purchase closing by December 31, 2023 (claim 6561) alongside ERCOT regulatory approval and collateral deposits to Oncor Electric (claims 6569, 6567). All three transitioned to delayed status in September 2026 without public revision. The energization commitment of 135 MW was subsequently promised for May 15, 2026 (claims 6563, 6566), which also slipped to delayed status. In February 2025 disclosures, Black Pearl received stated ERCOT interconnection approval for 300 MW (claim 5062), but no update was issued explaining the slip in closing timeline or revised completion date. Management has not disclosed whether the transaction remains active, the reason for the multi-year delay, or new expected completion dates.

Multiple Bitmain equipment deliveries promised between June 2023 and June 2024 have silently slipped. The initial Bitmain miner shipment was promised by June 30, 2024 (claim 6556); a larger $99.5 million Antminer T21 purchase was promised for April 1, 2025 (claim 6405); and a critical 30,364-unit upgrade to S21 Pro miners with $134.3 million purchase price was promised by October 31, 2024 (claims 6020, 6022, 6021). All transitioned to delayed status in September 2026. The June 2024 disclosures also promised acceleration of Bitmain delivery by October 2024 (claim 6021). None of these targets appear in later disclosures, and management has not issued a revised equipment procurement timeline or explained the delays.

The Canaan miner purchase initiative, announced June 9, 2024, committed to acquiring 6,600 A1566 miners with delivery by November 30, 2024 (claims 6016, 6017), a $5.3 million prepayment by July 5, 2024 (claim 6019), and options for up to 160 MW additional capacity by June 30, 2025 (claim 6018). All shifted to delayed status by September 2026. The Canaan initiative is completely absent from the February 2025 quarterly disclosures, and no update has explained whether the purchase was cancelled, deferred indefinitely, or remains contingent on undisclosed conditions.

SoftBank's $50 million PIPE equity investment was promised to close on January 30, 2025 (claim 5148), with an exclusive arrangement for the Barber Lake property promised by February 28, 2025 (claim 5149). As of September 2026, the investment is in delayed status, representing a slip of nearly twenty months past the promised completion date. While Barber Lake did receive ERCOT interconnection approval and site option rights in the February 2025 disclosures (claims 5065, 5070), the investment itself remains unrealized with no public statement revising the close date or explaining the extended delay.

The distribution of 16.1 million shares to preferred equityholders, promised for January 25, 2024 (claim 6333), transitioned from stated to delayed and ultimately to withdrawn status by September 2026. No disclosure has explained the withdrawal, whether the beneficiary list changed, the terms were revised, or the decision was reversed entirely. This outcome represents a material corporate action announced and then silently rescinded.

SUPERSEDED

What we haven't been told

2026-09-05

In November 2023, Cipher Mining announced plans to close the Black Pearl data center acquisition on December 31, 2023 (claim 6561), with coordinated financial and regulatory milestones including a $7 million facility acquisition (claim 6565), a $6.3 million Oncor collateral deposit (claim 6567), and ERCOT energy approval (claim 6569)—all promised for the same date. As of September 2026, these remain in delayed status, nearly three years past deadline, without any public announcement of revised timelines or project status. All four claims auto-transitioned to delayed on 2026-09-04, indicating they were internally deprioritized rather than formally renegotiated with stakeholders.

In June 2024, management committed to upgrading approximately 30,000 Bitmain T21 miners to S21 Pro hardware (claim 6020), accelerating overall delivery (claim 6021), and purchasing $134 million in upgraded units (claim 6022), with all work promised by October 2024. These remain in delayed status nearly two years later, with no public explanation for why the hardware upgrade was not executed or why the delivery acceleration pledge was shelved without announcement.

Cipher announced in January 2024 that it would distribute 16.1 million shares to preferred equity holders by January 25, 2024 (claim 6333). By September 2026, this claim had been withdrawn—but the withdrawal itself came without public disclosure. The transition occurred via internal evidence review, not through a shareholder-facing announcement, leaving investors without explanation for why the distribution never occurred.

In January 2025, Cipher disclosed a $50 million PIPE investment from SoftBank with a stated effective date of January 30, 2025 (claim 5148), alongside an exclusive arrangement for the Barber Lake property due by February 28, 2025 (claim 5149). Both claims remain in delayed status as of September 2026, more than a year overdue. Management has not publicly disclosed whether the investment closed, was repriced, or remains contingent, nor has it addressed the status of the Barber Lake partnership, leaving the SoftBank relationship's current standing unacknowledged.

SUPERSEDED

What we haven't been told

2026-09-05

Black Pearl facility represents the clearest gap between initial commitment and silent delay. Management announced on November 7, 2023 that the data center lease would close by December 31, 2023 (claim 6561) with ERCOT regulatory approval for 300 MW by year-end (claim 6569) and a 135 MW energization requirement by May 15, 2026 (claims 6563, 6566). All five related claims have auto-transitioned to delayed status without any management announcement of revised timelines or explanation for the hold-up. Nearly three years later, the company has provided no update on when this core infrastructure asset will actually close or energize. The SoftBank PIPE investment and Barber Lake exclusive property arrangement tell a linked story of a major deal that appears to have stalled. Management announced on January 30, 2025 that SoftBank would invest $50 million (claim 5148) closing that same day, followed five days later by an exclusive Barber Lake arrangement promised by February 28, 2025 (claim 5149). Both have now transitioned to delayed as of September 2026—roughly 20 and 18 months overdue respectively—with no management comment on whether the deal remains active, what obstacles surfaced, or revised timing. The absence of any update on a $50 million financing is conspicuous. Hardware procurement commitments have similarly slipped without narrative. In November 2023, Cipher announced a $24 million Bitmain ASIC purchase promised by January 1, 2024 (claim 6568); in December, a $99.5 million T21 order promised by April 1, 2025 (claim 6405); and in June 2024, a $134.3 million S21 Pro upgrade for 30,364 units promised by October 31, 2024 (claim 6022). All remain delayed with no disclosed revised delivery dates or supply-chain explanation. The Canaan miners deal from June 2024 is the most telling silence: Cipher disclosed a 6,600-unit purchase for $16.4 million with a November 30, 2024 delivery promise (claims 6016, 6017), it has transitioned to delayed, yet management has ceased mentioning it entirely—neither cancelled, modified, nor explained. Finally, facility energization schedules announced in February 2025 have begun slipping without revision. Black Pearl substation (promised June 30, 2025, claim 5083) is now 3+ months overdue and status-transitioned to delayed; Stingray (promised June 30, 2026, claim 5084) just missed its target with the same silent transition. Management has not announced adjusted go-live dates for either facility.

SUPERSEDED

What we haven't been told

2026-09-02

Fluidstack Barber Lake Partnership: Management promised through September 1, 2026, that the Barber Lake facility would be operational and generating rental income for Fluidstack (claims 1845 from May 4 and 57 from August 3). Both claims have transitioned to "not_yet_verifiable" status as of September 2, 2026—the promised date has passed without verification. No management statement or revision has explained why the partnership launch slipped or when it is now expected to be operational. Holly Morrow Evans Director Departure: Claim 2060 (April 19, 2026) promised the director's departure by June 2, 2026. The status has moved to "delayed" as of September 2, 2026—three months overdue. No revision or public explanation has been provided regarding the reason for the extended timeline. Stingray Senior Secured Notes Offering: An $810 million senior secured notes offering disclosed in early June 2026 carried a June 15 closing target (claims 228 and 207). The offering has been marked "delayed" as of September 1, 2026, eighteen days past the promised close date. No management revision or explanation for the delay has been issued, nor has a revised closing date been communicated. Board Size Reduction: Claim 2063 (April 19, 2026) promised board size reduction by June 2, 2026. The status is marked "delayed" as of September 2, 2026. This commitment tracks with the delayed Holly Morrow Evans departure and remains unexplained in subsequent disclosures.

Projects

Fleet capacityMegawattsShare of anticipated
Energized today777 MW17%
Contracted807 MW
Anticipated at full build-out4,612 MW100%

Summed across 14 tracked project(s), from the capacity figures on each. Anticipated takes the firmest stage on record per project, so a site that is announced at 2 GW and contracted at 400 MW counts once, at 2 GW.

Alborz Facility

mining - FM 168, Happy, TX 79042

Status: sold

Apollo Site

datacenter

Status: announced

Barber Lake Facility

datacenter - 951 County Road 204, Colorado City, TX 79512

Status: under construction

Bear Facility

mining - near Andrews, Texas

Status: sold

Black Pearl Facility

datacenter - 11786 County Road 209, Wink, TX 79789

Status: partially operational

Chief Facility

mining - near Andrews, Texas

Status: sold

Colchis Site

datacenter - West Texas

Status: announced

McLennan Site

datacenter

Status: announced

Mikeska Site

datacenter

Status: announced

Milsing Site

datacenter

Status: announced

Odessa Facility

mining - Odessa, Texas

Status: operational

Reveille Site

datacenter

Status: announced

Stingray Facility

datacenter - Andrews, Texas

Status: under construction

Ulysses Site

datacenter

Status: announced

Claims tracker

SubjectStatement datePromised byAmountStatus
Proposed $850M convertible senior notes due 2031financing2026-10-19-850000000.0 USDstated
$850M 0.00% Convertible Senior Notes due 2032 issuedfinancing2026-10-15-850000000.0 USDstated
2032 Notes maturityfinancing2026-10-152032-11-01850000000.0 USDstated
Initial purchasers' option for additional $150M of Notesfinancing2026-10-15-150000000.0 USDstated
Noteholder optional repurchase right on Nov 1, 2030financing2026-10-152030-11-01-stated
Capped call transactions for 2032 Notesfinancing2026-10-15-89700000.0 USDstated
Exchange of $165.9M 2030 Notes for 40.7M sharesfinancing2026-10-15-165900000.0 USDstated
Default settlement changed to physical settlement for 2030 and 2031 notesfinancing2026-10-15--stated
1.75% Convertible Senior Notes due 2030 – default settlement changed to physicalfinancing2026-10-15--stated
Proposed $850M 0% convertible senior notes due 2032financing2026-10-14-850000000.0 USDstated
Initial purchasers' option for additional $150M of notesfinancing2026-10-14-150000000.0 USDstated
Planned exchange of existing 2030 convertible notesfinancing2026-10-14--stated
Use of convertible note proceedsfinancing2026-10-14--stated
Zero-coupon convertible senior notes offering pricedfinancing2026-10-14--stated
Initial purchasers' option for additional notes tranchefinancing2026-10-14--stated
Convertible notes offering settlementfinancing2026-10-14--stated
Exchange of existing convertible notes due later this decadefinancing2026-10-14--stated
$850M zero-coupon convertible notes due 2032financing2026-10-14-850000000.0 USDstated
Convertible notes offering settlement datefinancing2026-10-142026-10-16-outcome unconfirmed
Exchange of part of 1.75% convertible notes due 2030financing2026-10-14--stated
Convertible notes settlement expected within daysfinancing2026-10-14--stated
Convertible notes settlement scheduled Oct 16, 2026financing2026-10-142026-10-16850000000.0 USDoutcome unconfirmed
$850M 0.00% convertible senior notes due 2032financing2026-10-13-850000000.0 USDstated
Initial purchasers' option for additional $150M of 2032 notesfinancing2026-10-13-150000000.0 USDstated
Exchange of $165.9M of 1.75% 2030 convertible notes for ~40.7M sharesfinancing2026-10-13-165900000.0 USDstated
$850M 0.00% convertible senior notes due 2032 – pricing and settlementfinancing2026-10-132026-10-16850000000.0 USDoutcome unconfirmed
Estimated net proceeds from convertible notes offeringfinancing2026-10-13-835100000.0 USDstated
Use of proceeds: capped calls, Barber Lake, HPC build-outfinancing - Barber Lake Facility2026-10-13-89700000.0 USDstated
Concurrent exchange of 2030 convertible notes for sharesfinancing2026-10-13-165900000.0 USDstated
Capped call transactions with $28.35 cap pricefinancing2026-10-13-28.35 USDstated
Notes conversion price and maturityfinancing2026-10-132032-11-0115.31 USDstated
$850M convertible senior notes due 2032 offeringfinancing2026-10-12-850000000.0 USDstated
$150M initial purchasers' option on 2032 notesfinancing2026-10-12-150000000.0 USDstated
Concurrent exchange of 1.75% 2030 convertible notes for common stockfinancing2026-10-12--stated
Senior convertible notes due 2032 offeringfinancing2026-10-122026-10-13850000000.0 USDoutcome unconfirmed
Use of convertible note proceedsfinancing - Barber Lake Facility2026-10-12--stated
Barber Lake additional project equityfinancing - Barber Lake Facility2026-10-12-750000000.0 USDstated
Operating and contracted capacityfacility capacity2026-10-12-907.0 MWstated
Contracted gross HPC capacityfacility capacity2026-10-12-700.0 MWstated
Near-term grid-connected pipelinefacility capacity2026-10-12-3400.0 MWstated
Behind-the-meter potential pipelinefacility capacity2026-10-12-2500.0 MWstated
Total contracted revenuecustomer2026-10-12-16600000000.0 USDstated
Average annualized NOI from contracted capacityguidance2026-10-12-843000000.0 USDstated
Barber Lake lease amendment with AI labcustomer - Barber Lake Facility2026-10-12-9100000000.0 USDstated
Barber Lake tenant cost-sharingcustomer - Barber Lake Facility2026-10-12-50.0 percentstated
Barber Lake estimate-at-completionguidance2026-10-12-2966000000.0 USDstated
Barber Lake Data Halls 1-2 rent commencementfacility timeline - Barber Lake Facility2026-10-122026-12-31-stated
Barber Lake Data Halls 3-4 rent commencementfacility timeline - Barber Lake Facility2026-10-122027-03-31-stated
Barber Lake construction statusfacility timeline - Barber Lake Facility2026-10-12--stated
Black Pearl early deliveryfacility timeline - Black Pearl Facility2026-10-12--stated
Colchis Batch Zero statusregulatory2026-10-12-1000.0 MWstated
1 GW FTM site energizationfacility timeline2026-10-122028-12-311000.0 MWstated
Apollo site target energizationfacility timeline - Apollo Site2026-10-122028-12-31900.0 MWstated
Land acquisition across sitesacquisition2026-10-12--stated
CEO and CFOpersonnel2026-10-12--stated
Proposed $850M 0.00% convertible senior notes due 2032financing2026-10-12-850000000.0 USDstated
Initial purchasers' option for additional $150M of notesfinancing2026-10-12-150000000.0 USDstated
Notes maturity datefinancing2026-10-122032-11-01-stated
Noteholder optional repurchase right on Nov 1, 2030financing2026-10-122030-11-01-stated
Concurrent exchange of 1.75% convertible notes due 2030financing2026-10-12--stated
Capped call transactionsfinancing2026-10-12--stated
Use of proceeds: Barber Lake equity and HPC build-outfinancing - Barber Lake Facility2026-10-12--stated
Barber Lake second-term lease with AI labcustomer - Barber Lake Facility2026-10-06-5200000000.0 USDstated
Barber Lake first-term lease with Fluidstack (Google backstop)customer - Barber Lake Facility2026-10-06-10.0 yearsstated
Barber Lake debt fully amortizes in first lease termfinancing - Barber Lake Facility2026-10-06--stated
Colchis conditional 1 GW base-load status in ERCOT Batch Zeroregulatory2026-10-062026-12-311000.0 MWstated
Cipher Compute project bond priced at 7.13%financing2026-10-06-7.13 percentstated
Black Pearl Compute project bond priced at 6.13%financing - Black Pearl Facility2026-10-06-6.13 percentstated
Stingray project bond priced at 6%financing - Stingray Facility2026-10-06-6.0 percentstated
Capital recycling central to business modelguidance2026-10-06--stated
Barber Lake second 10-year lease ($5.2B)customer - Barber Lake Facility2026-10-06-5200000000.0 USDstated
Colchis 1 GW ERCOT Batch Zero base-load designationregulatory2026-10-06-1000.0 MWstated
Capital recycling via refinancing, partial monetization or asset salesfinancing2026-10-06--stated
Underwrite higher financing and equipment costs into new projectsguidance2026-10-06--stated
Barber Lake second-term lease adds $5.2B contracted revenuecustomer - Barber Lake Facility2026-10-06-5200000000.0 USDstated
Barber Lake second 10-year lease with AI labcustomer - Barber Lake Facility2026-10-06-5200000000.0 USDstated
TCEQ data center permit pause may delay projectsregulatory2026-10-06--stated
Active tenant discussions with hyperscalers and chip developerscustomer2026-10-06--stated
Binding commitment with leading AI lab for ten-year lease of Barber Lake Facilitycustomer - Barber Lake Facility2026-09-24--stated
$5.2 billion incremental contracted revenue from AI lab leasefinancing - Barber Lake Facility2026-09-24-5200000000.0 USDstated
Barber Lake Facility data hall delivery schedule (Q4 2026 – Q1 2027)facility timeline - Barber Lake Facility2026-09-242027-03-31-stated
First rent commencement at Barber Lake Facility (Q4 2026)facility timeline - Barber Lake Facility2026-09-242026-12-31-stated
Cost reimbursement framework for Barber Lake Facility ($359.3M cost cap)partnership - Barber Lake Facility2026-09-24-359300000.0 USDstated
Amendment to Barber Lake Facility lease with Fluidstack including design modifications and updated delivery schedulepartnership - Barber Lake Facility2026-09-24--stated
Barber Lake lease term extensionfacility timeline - Barber Lake Facility2026-09-24--stated
Barber Lake contracted revenue increasefinancing - Barber Lake Facility2026-09-24-9000000000.0 USDstated
10-year binding AI lab lease commitmentcustomer - Barber Lake Facility2026-09-24--stated
Incremental contracted revenue from AI lab extensionfinancing - Barber Lake Facility2026-09-24-5200000000.0 USDstated
Barber Lake phased data hall delivery schedulefacility timeline - Barber Lake Facility2026-09-24--stated
Cost reimbursement cap at Barber Lakefinancing - Barber Lake Facility2026-09-24-359300000.0 USDstated
AI data center pivotproduct2026-09-23--stated
Texas power facility timelinefacility timeline2026-09-23--stated
Capacity deliveriesfacility capacity2026-09-23--stated
Lease announcementscustomer2026-09-23--stated
Conditional ERCOT interconnection capacityfacility capacity2026-09-22-300.0 MWstated
15-year hyperscaler master leasecustomer2026-09-22--stated
ERCOT interconnection capacityfacility capacity2026-09-21-300.0 MWverified
15-year hyperscaler master leasepartnership2026-09-21--stated
15-year hyperscaler master lease for HPC data-center infrastructurepartnership2026-09-21--stated
ERCOT conditional grid capacity in Texasfacility capacity2026-09-17-3.2 gigawattsstated
Conditional grid capacity for Bitcoin mining in Texasfacility capacity2026-09-17-3.2 GWstated
Black Pearl HPC facility launch ahead of schedulefacility timeline - Black Pearl Facility2026-09-15--stated
Black Pearl facility opening ahead of schedulefacility timeline - Black Pearl Facility2026-09-15--stated
Winding down mining operationsproduct2026-09-15--stated
Mining exit completion scheduled for Q3 2026facility timeline2026-09-152026-09-30-outcome unconfirmed
Mining expected immaterial by 2030guidance2026-09-152030-12-31-stated
Expected to exit mining by end of 2027facility timeline2026-09-152027-12-31-stated
Aggregate insider sellingpersonnel2026-09-11--stated
Insider ownership percentagepersonnel2026-09-11--stated
Black Pearl HPC data center delivery and operationsfacility timeline - Black Pearl Facility2026-09-10--stated
Black Pearl HPC data center delivery and rent commencementfacility timeline - Black Pearl Facility2026-09-10--stated
Black Pearl HPC data center deliveryfacility timeline - Black Pearl Facility2026-09-08--stated
Contracted HPC portfolio annualized net operating income targetguidance2026-09-08-793.0 USDstated
$810 million bond offering for Stingray facilityfinancing - Stingray Facility2026-09-08-810.0 USDstated
Stingray facility capacity pipeline targetfacility capacity2026-09-082030-12-315.3 GWstated
Barber Lake facility rent commencementfacility timeline - Barber Lake Facility2026-09-082026-10-01-delayed
Bond offering for Stingray facilityfinancing - Stingray Facility2026-09-08-810.0 USDstated
Total capacity pipeline targetfacility capacity2026-09-082030-12-315.3 GWstated
Barber Lake site rent commencementfacility timeline - Barber Lake Facility2026-09-082026-10-31-stated
Contracted HPC portfolio average annualized NOIguidance2026-09-08-793.0 USD millionstated
Barber Lake site rent commencementfacility timeline - Barber Lake Facility2026-09-082026-10-01-delayed
Contracted HPC portfolio revenue targetguidance2026-09-08-793000000.0 USDstated
Bond offering for Stingray facilityfinancing - Stingray Facility2026-09-08-810000000.0 USDstated
Black Pearl campus delivering initial HPC capacityfacility capacity - Black Pearl Facility2026-09-03--stated
$810 million bond offering at 6% couponfinancing - Stingray Facility2026-09-03-810000000.0 USDstated
Portfolio targeting $793 million average annualized NOIguidance2026-09-03-793000000.0 USDstated
Insider stock sales in past 3 monthspersonnel2026-09-03-2925288.0 USDstated
Employee headcountpersonnel2026-09-03-10.0 employeesstated
$810 million bond offering at 6% couponfinancing - Stingray Facility2026-09-03-810.0 USDstated
Portfolio targeting $793M average annualized NOIguidance2026-09-03-793.0 USDstated
Q2 2026 quarterly revenuefinancing2026-09-02-24.84 USD millionsstated
Q2 2026 quarterly GAAP net lossfinancing2026-09-02-267.53 USD millionsstated
Data center portfolio capacityfacility capacity2026-09-01-4.2 GWstated
HPC data center facilities under developmentfacility capacity2026-09-01-600.0 MWstated
Operating bitcoin mining data center capacity in Texasfacility capacity2026-09-01-207.0 MWstated
Development pipeline across Texas and Ohiofacility capacity2026-09-01-3.4 GWstated
HPC data center capacity developmentfacility capacity2026-09-01-600.0 MWstated
Future data center pipeline in Texas and Ohiofacility capacity2026-09-01-3400.0 MWstated
Black Pearl Phase 1 delivery accelerationfacility timeline - Black Pearl Facility2026-09-01--stated
Black Pearl Bitcoin mining decommissioningfacility timeline - Black Pearl Facility2026-08-31--stated
Total corporate and project debtfinancing2026-08-31-6000.0 USDstated
Quarterly interest expensefinancing2026-08-31-67.0 USDstated
Warrant remeasurement chargefinancing2026-08-31-150.5 USDstated
Shift to contracted data center revenue modelproduct2026-08-31--stated
Black Pearl facility online ahead of schedulefacility timeline - Black Pearl Facility2026-08-22--stated
Black Pearl facility generating rental incomecustomer - Black Pearl Facility2026-08-22--stated
Pivot from Bitcoin mining to data center leasesproduct2026-08-22--stated
Q2 2026 revenuefinancing2026-08-22--stated
Black Pearl facility early deliveryfacility timeline - Black Pearl Facility2026-08-22--stated
15-year AI data center lease with hyperscale tenantfacility timeline2026-08-18--stated
Revolving credit facility of $200M plus $50M accordion optionfinancing2026-08-18-200.0 USDstated
$200M revolving credit facility for AI data center developmentfinancing2026-08-15-200.0 USDstated
Third AI data center campus with investment-grade hyperscale tenantcustomer2026-08-15--stated
Barber Lake data center construction progressfacility timeline - Barber Lake Facility2026-08-15--stated
Black Pearl data center construction phasesfacility timeline - Black Pearl Facility2026-08-15--stated
Black Pearl Phase 1 accelerationfacility timeline - Black Pearl Facility2026-08-06--stated
Black Pearl HPC capacity delivered two months earlyfacility timeline - Black Pearl Facility2026-08-04--stated
Black Pearl facility rent commencedfacility timeline - Black Pearl Facility2026-08-04--stated
Contracted leases targeting $793 million annualized NOIfacility capacity2026-08-04-793.0 million USDstated
Barber Lake facility rent beginningfacility timeline - Barber Lake Facility2026-08-042026-10-01-delayed
Barber Lake facility rent commencementfacility timeline - Barber Lake Facility2026-08-042026-10-01-delayed
Contracted lease revenue guidanceguidance2026-08-04-793000000.0 USDstated
Q2 2026 quarterly revenueproduct2026-08-04-24840000.0 USDstated
Black Pearl data center delivery accelerationfacility timeline - Black Pearl Facility2026-08-04--stated
Apollo data center site option acquisitionacquisition2026-08-04-900.0 MWstated
Bond offering for Stingray developmentfinancing - Stingray Facility2026-08-04-56.7 USDstated
Investment-grade hyperscale tenant at Black Pearlcustomer - Black Pearl Facility2026-08-04--stated
Barber Lake data center tenant beneficial usefacility timeline - Barber Lake Facility2026-08-04--stated
Black Pearl data center construction progressfacility timeline - Black Pearl Facility2026-08-04--stated
Stingray data center construction on schedulefacility timeline - Stingray Facility2026-08-04--stated
Apollo site ERCOT interconnection study submissionregulatory2026-08-04--stated
Q2 2026 earnings resultsguidance2026-08-04--stated
Q2 2026 Earnings Per Shareproduct2026-08-04--0.65 USD/shareverified
Q2 2026 Quarterly Revenueproduct2026-08-04-24.84 million USDstated
Q2 2026 Return on Equityproduct2026-08-04--156.28 percentstated
Q2 2026 Net Profit Marginproduct2026-08-04--585.75 percentstated
Q2 2026 revenueproduct2026-08-04-24.84 million USDstated
Core business focusproduct2026-08-03--stated
Odessa Facility bitcoin mining capacityfacility capacity - Odessa Facility2026-08-03-207.0 MWstated
Black Pearl Facility capacityfacility capacity - Black Pearl Facility2026-08-03-300.0 MWstated
Black Pearl HPC retrofit commencementfacility timeline - Black Pearl Facility2026-08-03--stated
Fluidstack Barber Lake Facility partnershippartnership - Barber Lake Facility2026-08-032026-09-01-delayed
Hyperscaler tenant HPC facilitypartnership2026-08-03--stated
Coinbase secured credit linefinancing2026-08-03-25.0 USDstated
2030 Convertible Notesfinancing2026-08-03-172.5 USDstated
2031 Convertible Notesfinancing2026-08-03-1300.0 USDstated
Morgan Stanley Revolving Credit Facilityfinancing2026-08-032030-03-23200.0 USDstated
$11.4B contracted revenue over 10-15 year lease termscustomer2026-08-03-11400.0 USDstated
$793MM average annualized NOI from contracted capacityguidance2026-08-03-793.0 USDstated
700 MW contracted gross HPC capacityfacility capacity2026-08-03-700.0 MWstated
907 MW operating and contracted capacity across three hyperscaler leasesfacility capacity2026-08-03-907.0 MWstated
4.4 GW grid pipeline capacity expected through 2027-2030+facility capacity2026-08-03-4400.0 MWstated
5.3 GW total portfolio capacity by 2030+facility capacity2026-08-03-5300.0 MWstated
$810MM high-yield bond financing for Stingray data centerfinancing - Stingray Facility2026-08-03-810.0 USDstated
Black Pearl first data center capacity delivered August 2026, 2 months earlyfacility timeline - Black Pearl Facility2026-08-03--stated
Barber Lake initial delivery expected September 2026facility timeline - Barber Lake Facility2026-08-03--stated
Stingray expected delivery first half 2027facility timeline - Stingray Facility2026-08-03--stated
Reveille 70 MW ERCOT interconnection approvedregulatory2026-08-03-70.0 MWstated
Reveille 70 MW target energization Q3 2027facility timeline - Reveille Site2026-08-03-70.0 MWstated
Ulysses 200 MW ERCOT interconnection approvedregulatory2026-08-03-200.0 MWstated
Ulysses 200 MW target energization Q4 2027facility timeline - Ulysses Site2026-08-03-200.0 MWstated
Colchis 1,000 MW target energization 2028facility timeline - Colchis Site2026-08-03-1000.0 MWstated
Mikeska 500 MW target energization 2028facility timeline - Mikeska Site2026-08-03-500.0 MWstated
Bill Blevins hired as Head of Grid Strategiespersonnel2026-08-03--stated
Mohamed Abouelella hired as Head of Engineeringpersonnel2026-08-03--stated
Odessa site 207 MW capacity with fixed-price PPAfacility capacity - Odessa Facility2026-08-03-207.0 MWstated
Apollo site option for up to 900 MW in Texasfacility timeline - Apollo Site2026-08-03-900.0 MWstated
CEO Tyler Page stock salepersonnel2026-07-08-112500.0 sharesstated
CEO stock salepersonnel2026-07-08--stated
CEO share salepersonnel2026-07-08-112500.0 sharesverified
Director James E. Newsome stock salepersonnel2026-06-16-3758.0 sharesstated
Director stock salepersonnel2026-06-16--stated
$810M Senior Secured Notes Offeringfinancing - Stingray Facility2026-06-152031-06-15810.0 USDstated
Use of Net Proceeds from Senior Secured Notesfinancing - Stingray Facility2026-06-15-61.5 USDstated
Stingray High-Performance Computing Data Center in Andrews, Texasfacility timeline - Stingray Facility2026-06-15--stated
Stingray Facility Completion Guaranteefinancing - Stingray Facility2026-06-15--stated
Tyler Page Chief Executive Officerpersonnel2026-06-15--stated
Stingray Compute senior secured notes offeringfinancing - Stingray Facility2026-06-082026-06-15810.0 USDverified
$810M senior secured notes offeringfinancing - Stingray Facility2026-06-08-810.0 USDstated
Notes offering closingfinancing - Stingray Facility2026-06-082026-06-15-verified
Stingray Facility completion fundingfinancing - Stingray Facility2026-06-08--stated
$61.5M equity contribution reimbursementfinancing - Stingray Facility2026-06-08-61.5 USDstated
$63.6M prior equity contribution reimbursement (Stingray facility)financing - Stingray Facility2026-06-08-63.6 USDstated
Stingray data center completion guaranteefacility timeline - Stingray Facility2026-06-08--stated
Stingray Compute senior secured notes offeringfinancing - Stingray Facility2026-06-07-810000000.0 USDstated
Director election - Thomas Dudapersonnel2026-06-07--stated
Director election - James Newsomepersonnel2026-06-07--stated
Director election - Wesley Williamspersonnel2026-06-07--stated
Independent accounting firm ratificationregulatory2026-06-07--stated
Stingray secured debt issuancefinancing - Stingray Facility2026-06-07-810.0 USDstated
Stingray critical IT load capacityfacility capacity - Stingray Facility2026-06-07-70.0 MWstated
AWS Stingray lease agreementcustomer - Stingray Facility2026-06-07--stated
Stingray initial rent commencementfacility timeline - Stingray Facility2026-06-072027-04-01-stated
Stingray phased rent commencement by componentfacility timeline - Stingray Facility2026-06-072027-05-01-stated
Black Pearl AWS data centercustomer - Black Pearl Facility2026-06-07-300.0 MWstated
Barber Lake Fluidstack/Google data centercustomer - Barber Lake Facility2026-06-07-300.0 MWstated
Black Pearl and Barber Lake initial capacity deliveryfacility timeline - Barber Lake Facility2026-06-072026-09-01-delayed
Cipher data center pipelinefacility capacity2026-06-07-3300.0 MWstated
Stingray annual rent escalationguidance2026-06-07-3.0 percentstated
Stingray net operating income marginguidance2026-06-07-100.0 percentstated
Stingray development cost per MWguidance2026-06-07-10.5 USDstated
AWS construction cost overrun coveragepartnership - Stingray Facility2026-06-07-10.5 USDstated
Stingray contracted lease revenueguidance2026-06-07-2000.0 USDstated
Amazon project completion guaranteepartnership - Stingray Facility2026-06-07--stated
Amazon lease payment guaranteepartnership - Stingray Facility2026-06-07--stated
2030 Convertible Notesfinancing2026-05-04-172500000.0 USDstated
2031 Convertible Notesfinancing2026-05-04-1300000000.0 USDstated
Morgan Stanley Revolving Credit Facilityfinancing2026-05-042030-03-23200000000.0 USDstated
Coinbase Overnight Credit Facilityfinancing2026-05-04-25000000.0 USDstated
Two Prime Credit Facilityfinancing2026-05-04-100000000.0 USDstated
Barber Lake Facility for Fluidstackcustomer - Barber Lake Facility2026-05-042026-09-01-delayed
Black Pearl Facility HPC Retrofitfacility timeline - Black Pearl Facility2026-05-04--stated
Third AI data center campus lease signedcustomer2026-05-04--stated
$200 million revolving credit facilityfinancing2026-05-04-200.0 USDstated
Barber Lake data center building topped outfacility timeline - Barber Lake Facility2026-05-04--stated
Black Pearl data center phases progressingfacility timeline - Black Pearl Facility2026-05-04--stated
Inaugural revolving credit facilityfinancing2026-05-04-200.0 USDstated
Black Pearl completion financing via bond issuancefinancing - Black Pearl Facility2026-05-04-2000.0 USDstated
Third data center campus lease with hyperscaler tenantpartnership2026-05-04--stated
Barber Lake Fluidstack/Google lease term through September 2036partnership - Barber Lake Facility2026-05-042036-09-30-stated
Current operating and contracted capacityfacility capacity2026-05-04-907.0 MWstated
Grid pipeline capacity expected 2027-2030+facility capacity2026-05-04-3300.0 MWstated
Total portfolio capacity projection for 2030+facility capacity2026-05-042030-01-014200.0 MWstated
Ulysses interconnection approvalregulatory2026-05-04-200.0 MWstated
Ulysses Q4 2027 energization targetfacility timeline - Ulysses Site2026-05-042027-10-01-stated
Ulysses gross capacityfacility capacity - Ulysses Site2026-05-042027-10-01200.0 MWstated
McLennan 2028 energization targetfacility timeline - McLennan Site2026-05-042028-01-01-stated
McLennan gross capacityfacility capacity - McLennan Site2026-05-042028-01-01500.0 MWstated
Colchis gross capacityfacility capacity - Colchis Site2026-05-042028-01-011000.0 MWstated
Reveille interconnection approvalregulatory2026-05-04-70.0 MWstated
Reveille Q3 2027 energization targetfacility timeline - Reveille Site2026-05-042027-07-01-stated
Reveille gross capacityfacility capacity - Reveille Site2026-05-042027-07-0170.0 MWstated
Mikeska gross capacityfacility capacity - Mikeska Site2026-05-042028-01-01500.0 MWstated
Stingray Q4 2026 substation energization targetfacility timeline - Stingray Facility2026-05-042026-10-01-outcome unconfirmed
Total contracted revenue over lease termsguidance2026-05-04-11400.0 USDstated
Average contracted annualized net operating incomeguidance2026-05-04-787.0 USDstated
Tyler Page Chief Executive Officerpersonnel2026-04-19--stated
Director nominations Class IIpersonnel2026-04-19--stated
Holly Morrow Evans director departurepersonnel2026-04-192026-06-02-verified
William Iwaschuk executive rolespersonnel2026-04-19--stated
Independent auditor appointment 2026regulatory2026-04-19--stated
Board size reductionpersonnel2026-04-192026-06-02-verified
$200M revolving credit facility with 4-year maturityfinancing2026-03-242030-03-23200000000.0 USDstated
Term SOFR margin rate through Q3 2026financing2026-03-242026-09-301.75 percentoutcome unconfirmed
ABR margin rate through Q3 2026financing2026-03-242026-09-300.75 percentoutcome unconfirmed
$50M initial availability capfinancing2026-03-24-50000000.0 USDstated
Minimum market capitalization covenantfinancing2026-03-24-3000000000.0 USDstated
Barber Lake facility cash flow commencementfacility timeline - Barber Lake Facility2026-03-24--stated
Black Pearl facility cash flow commencementfacility timeline - Black Pearl Facility2026-03-24--stated
Barber Lake total capacityfacility capacity - Barber Lake Facility2026-02-23-300.0 MWstated
Barber Lake Phase I allocationfacility capacity - Barber Lake Facility2026-02-23-244.0 MWstated
Barber Lake Phase II allocationfacility capacity - Barber Lake Facility2026-02-23-56.0 MWstated
Barber Lake Phase I delivery targetfacility timeline - Barber Lake Facility2026-02-232026-09-30-delayed
Barber Lake Phase II delivery targetfacility timeline - Barber Lake Facility2026-02-232027-01-31-stated
Fluidstack long-term HPC leasecustomer - Barber Lake Facility2026-02-23--stated
Google backstop arrangementpartnership - Barber Lake Facility2026-02-23--stated
Barber Lake interconnection approvalregulatory2026-02-23-300.0 MWstated
Black Pearl facility capacityfacility capacity - Black Pearl Facility2026-02-23-300.0 MWstated
Black Pearl Phase I rent commencement targetfacility timeline - Black Pearl Facility2026-02-232026-12-31-stated
Black Pearl Phase II rent commencement targetfacility timeline - Black Pearl Facility2026-02-232027-03-31-stated
Black Pearl full rent ramp targetfacility timeline - Black Pearl Facility2026-02-232027-03-31-stated
Amazon 15-year lease agreementcustomer - Black Pearl Facility2026-02-23--stated
Black Pearl interconnection approvalregulatory2026-02-23-300.0 MWstated
Colchis majority interest purchaseacquisition2026-02-23-1000.0 MWstated
Colchis energization targetfacility timeline - Colchis Site2026-02-232028-12-31-stated
AEP interconnection agreement for Colchispartnership - Colchis Site2026-02-23--stated
Ulysses Site acquisitionacquisition2026-02-23-200.0 MWstated
Ulysses energization targetfacility timeline - Ulysses Site2026-02-232027-12-31-stated
Ulysses capacity from AEP Ohioregulatory2026-02-23--stated
Stingray interconnection approvalregulatory2026-02-23-100.0 MWstated
Stingray energization targetfacility timeline - Stingray Facility2026-02-232026-06-30-outcome unconfirmed
Reveille interconnection approvalregulatory2026-02-23-70.0 MWstated
Reveille energization targetfacility timeline - Reveille Site2026-02-232027-12-31-stated
McLennan Site option exercisedacquisition2026-02-23--stated
McLennan targeted capacityfacility capacity - McLennan Site2026-02-23-500.0 MWstated
McLennan energization targetfacility timeline - McLennan Site2026-02-232028-12-31-stated
Mikeska targeted capacityfacility capacity - Mikeska Site2026-02-23-500.0 MWstated
Milsing energization targetfacility timeline - Milsing Site2026-02-232029-12-31-stated
Odessa bitcoin mining facility capacityfacility capacity - Odessa Facility2026-02-23-207.0 MWstated
WindHQ JV interest saleacquisition2026-02-23--stated
Total data center portfolio capacityguidance2026-02-23-4200.0 MWstated
Development pipeline capacityguidance2026-02-23-3400.0 MWstated
Total data center portfoliofacility capacity2026-02-23-4.2 GWstated
HPC development pipeline capacityfacility capacity2026-02-23-600.0 MWstated
Bitcoin mining operations capacityfacility capacity - Odessa Facility2026-02-23-207.0 MWstated
Pipeline of future development sitesfacility capacity2026-02-23-3.4 GWstated
Fluidstack HPC lease agreementcustomer - Barber Lake Facility2026-02-23--stated
Barber Lake Phase I capacityfacility capacity - Barber Lake Facility2026-02-23-244.0 MWstated
Barber Lake Phase II capacityfacility capacity - Barber Lake Facility2026-02-23-56.0 MWstated
Amazon Web Services leasecustomer - Black Pearl Facility2026-02-23-300.0 MWstated
Colchis joint venture investmentacquisition2026-02-23--stated
Colchis site capacityfacility capacity - Colchis Site2026-02-23-1.0 GWstated
Colchis land optionsacquisition2026-02-23-620.0 acresstated
Ulysses land optionsacquisition2026-02-23-195.0 acresstated
McLennan option agreementacquisition2026-02-23--stated
Mikeska option agreementacquisition2026-02-23--stated
Luminant power supply agreementfinancing - Odessa Facility2026-02-232027-07-312.8 c/kWhstated
Quanta Services partnershippartnership2026-02-23--stated
Current HPC data center developmentfacility capacity2026-02-23-600.0 MWstated
Site pipeline capacityfacility capacity2026-02-23-3.4 GWstated
Fluidstack lease at Barber Lake with Google backstopcustomer - Barber Lake Facility2026-02-23--stated
Amazon 15-year lease at Black Pearlcustomer - Black Pearl Facility2026-02-23-300.0 MWstated
Colchis joint venture majority interestacquisition2026-02-23-1.0 GWstated
Colchis AEP interconnection agreement targeting energizationregulatory2026-02-232028-12-31-stated
Ulysses AEP capacity and PJM market accessregulatory2026-02-23--stated
Odessa power costfinancing - Odessa Facility2026-02-23-2.8 c/kWhstated
Fluidstack Barber Lake Phase I leasecustomer - Barber Lake Facility2026-02-232026-09-30244.0 MWdelayed
Fluidstack Barber Lake Phase II leasecustomer - Barber Lake Facility2026-02-232027-01-3156.0 MWstated
Barber Lake facility gross capacityfacility capacity - Barber Lake Facility2026-02-23-300.0 MWstated
Reveille site energization targetfacility timeline - Reveille Site2026-02-23--stated
Sale of WindHQ joint venture interestsacquisition2026-02-23--stated
Senior secured notes offering for Barber Lakefinancing - Barber Lake Facility2026-02-23-1400.0 USDstated
Additional senior secured notes offering for Barber Lakefinancing - Barber Lake Facility2026-02-23-333.0 USDstated
Senior secured notes offering for Black Pearlfinancing - Black Pearl Facility2026-02-23-2000.0 USDstated
15-year 300 MW HPC lease with AWScustomer - Black Pearl Facility2026-02-23-300.0 MWstated
10-year 300 MW HPC lease with Fluidstack and Googlecustomer - Barber Lake Facility2026-02-23-300.0 MWstated
First HPC lease with Amazoncustomer - Black Pearl Facility2026-02-23--stated
Sale of 49% stake in mining sites and equipment to Canaan Inc.acquisition2026-02-23-40.0 USDstated
Barber Lake HPC data center development progressfacility timeline - Barber Lake Facility2026-02-23-95.0 percentstated
Black Pearl HPC data center development statusfacility timeline - Black Pearl Facility2026-02-23--stated
Divested joint venture stakes in bitcoin miningacquisition2026-02-23--stated
Black Pearl $2.0B high-yield bondfinancing - Black Pearl Facility2026-02-232031-02-152000.0 USDstated
Barber Lake $1.4B high-yield bondfinancing - Barber Lake Facility2026-02-232030-11-151400.0 USDstated
15-year AWS HPC hosting lease at Black Pearlcustomer - Black Pearl Facility2026-02-23-300.0 MWstated
10-year Fluidstack/Google HPC hosting lease at Barber Lakecustomer - Barber Lake Facility2026-02-23-300.0 MWstated
Acquired Ulysses 200 MW data center site in Ohioacquisition2026-02-23-200.0 MWstated
Black Pearl 300 MW HPC capacityfacility capacity - Black Pearl Facility2026-02-232026-10-01300.0 MWoutcome unconfirmed
Barber Lake 300 MW HPC capacityfacility capacity - Barber Lake Facility2026-02-232026-10-01300.0 MWdelayed
Stingray 100 MW facility Q4 2026 energizationfacility capacity - Stingray Facility2026-02-232026-12-31100.0 MWstated
Reveille Phase 1 70 MW facility Q3 2027 energizationfacility capacity - Reveille Site2026-02-232027-09-3070.0 MWstated
Ulysses 200 MW facility Q4 2027 energizationfacility capacity - Ulysses Site2026-02-232027-12-31200.0 MWstated
McLennan 500 MW facility 2028 energization targetfacility capacity - McLennan Site2026-02-232028-12-31500.0 MWstated
Colchis 1000 MW facility 2028 energization targetfacility capacity - Colchis Site2026-02-232028-12-311000.0 MWstated
Barber Lake construction progress and milestonesfacility timeline - Barber Lake Facility2026-02-23--stated
Barber Lake 95% long lead equipment securedfacility timeline - Barber Lake Facility2026-02-23--stated
Barber Lake 100% workforce securedfacility timeline - Barber Lake Facility2026-02-23--stated
Black Pearl construction and BTC mining decommissioningfacility timeline - Black Pearl Facility2026-02-23--stated
Black Pearl 85% existing infrastructure repurposingfacility capacity - Black Pearl Facility2026-02-23--stated
Odessa PPA expiration and conversion optionfacility timeline - Odessa Facility2026-02-232027-07-31-stated
Odessa mining fleet upgrade with hashrate increaseproduct2026-02-23--stated
Odessa bitcoin mining facility specificationsfacility capacity - Odessa Facility2026-02-23-207.0 MWstated
Bitcoin inventory strategic reductionproduct2026-02-23-1166.0 BTCstated
Total contracted HPC lease revenueguidance2026-02-23-9300.0 USDstated
Average annualized NOI from contracted capacityguidance2026-02-23-669.0 USDstated
Thomas Duda appointed as directorpersonnel2026-02-102026-02-11-verified
Senior Secured Notes offering completedfinancing - Black Pearl Facility2026-02-102031-02-152000000000.0 USDstated
Interest rate on Senior Secured Notesfinancing2026-02-10-6.125 percentstated
Amortization of Senior Secured Notes principalfinancing - Black Pearl Facility2026-02-10-7.0 percentstated
Proceeds to reimburse Cipher for equity contributionsfinancing - Black Pearl Facility2026-02-10-232500000.0 USDstated
Black Pearl Facility data center in Wink, Texasfacility timeline - Black Pearl Facility2026-02-10--stated
Completion guarantee for Black Pearl Facilityfacility timeline - Black Pearl Facility2026-02-10--stated
Board appointment - Thomas Dudapersonnel2026-02-10--stated
Black Pearl Compute senior secured notes offeringfinancing - Black Pearl Facility2026-02-042026-02-112000000000.0 USDverified
$2.0 billion senior secured notes offeringfinancing - Black Pearl Facility2026-02-04-2000000000.0 USDstated
Black Pearl Facility HPC data center in Wink, Texasfacility timeline - Black Pearl Facility2026-02-04--stated
Financing of Black Pearl Facility remaining construction costsfacility timeline - Black Pearl Facility2026-02-04--stated
$232.5 million reimbursement for Black Pearl equity contributionsfinancing - Black Pearl Facility2026-02-04-232500000.0 USDstated
Cipher completion guarantee for Black Pearl Facilityfacility timeline - Black Pearl Facility2026-02-04--stated
Senior secured notes offeringfinancing - Black Pearl Facility2026-02-022031-12-312000000000.0 USDstated
$2.0B secured debt for Black Pearl Computefinancing - Black Pearl Facility2026-02-02-2000.0 USDstated
Amazon Data Services lease at Black Pearlcustomer - Black Pearl Facility2026-02-02-216.0 MWstated
Black Pearl gross capacityfacility capacity - Black Pearl Facility2026-02-02-300.0 MWstated
Black Pearl initial rent commencementfacility timeline - Black Pearl Facility2026-02-022026-10-01-verified
Black Pearl final rent commencementfacility timeline - Black Pearl Facility2026-02-022027-03-01-stated
Contracted lease payments from Amazonguidance2026-02-02-5500.0 USDstated
AWS partnership for Black Pearl HPC data centerpartnership - Black Pearl Facility2026-02-02-300.0 MWstated
Fluidstack/Google lease at Barber Lakecustomer - Barber Lake Facility2026-02-02-3800.0 USDstated
Barber Lake HPC development with Fluidstack/Googlepartnership - Barber Lake Facility2026-02-02-300.0 MWstated
Pipeline capacity across 8 sitesfacility capacity2026-02-02-3400.0 MWstated
ERCOT and Oncor approvals for Black Pearlregulatory2026-02-02-300.0 MWstated
$2 billion senior secured notes offering due 2031financing2026-02-02-2000000000.0 USDstated
Black Pearl Facility high-performance computing data center in Wink, Texasfacility timeline - Black Pearl Facility2026-02-02--stated
$232.5 million reimbursement for Black Pearl facility equity contributionsfinancing - Black Pearl Facility2026-02-02-232500000.0 USDstated
Completion guarantee for Black Pearl Facilityfacility timeline - Black Pearl Facility2026-02-02--stated
$333M Senior Secured Notes offering completedfinancing2025-11-232030-11-15333000000.0 USDstated
Barber Lake Facility additional facilities construction financingfacility timeline - Barber Lake Facility2025-11-23--stated
7.125% annual interest on Senior Secured Notes with semiannual payments beginning May 2026financing2025-11-232030-11-157.125 percentstated
Cipher completion guarantee for Barber Lake Facility constructionfinancing - Barber Lake Facility2025-11-23--stated
Barber Lake Facility Phase I completionfacility timeline - Barber Lake Facility2025-11-202026-09-30-delayed
Barber Lake Facility Phase II completionfacility timeline - Barber Lake Facility2025-11-202027-01-31-stated
Barber Lake Facility Phase I power capacityfacility capacity - Barber Lake Facility2025-11-20-168.0 MWstated
Barber Lake Facility Phase II power capacityfacility capacity - Barber Lake Facility2025-11-20-39.0 MWstated
Fluidstack datacenter lease agreementcustomer - Barber Lake Facility2025-11-20--stated
Senior secured notes offeringfinancing2025-11-20-333000000.0 USDstated
Proposed $333M senior secured notes offeringfinancing2025-11-202030-11-13333000000.0 USDstated
Total senior secured notes outstanding after offeringfinancing2025-11-202030-11-131733000000.0 USDstated
Net proceeds for Barber Lake Facility expansion constructionfacility capacity - Barber Lake Facility2025-11-20--stated
Cipher completion guarantee for Barber Lake Facilityfacility timeline - Barber Lake Facility2025-11-20--stated
Fluidstack 56 MW AI hosting agreementcustomer - Barber Lake Facility2025-11-192037-01-31830.0 USDstated
Barber Lake 39 MW deliveryfacility timeline - Barber Lake Facility2025-11-192027-01-3139.0 MWstated
Barber Lake 300 MW capacityfacility capacity - Barber Lake Facility2025-11-19-300.0 MWstated
Google backstop expansionpartnership - Barber Lake Facility2025-11-19-333.0 USDstated
Cipher equity contributionfinancing - Barber Lake Facility2025-11-19-118.0 USDstated
HPC development pipelineguidance2025-11-19-3200.0 MWstated
Convertible notes with 7.125% couponfinancing2025-11-19--stated
Cipher Compute 2 Phase I commencementfacility timeline - Barber Lake Facility2025-11-192026-09-30-delayed
Cipher Compute 2 Phase II commencementfacility timeline - Barber Lake Facility2025-11-192027-01-31-stated
Cipher Compute 2 year 1 operating expensesfacility capacity - Barber Lake Facility2025-11-192026-12-3145.0 USDstated
Google lease for Cipher Compute 2customer - Barber Lake Facility2025-11-19--stated
Senior Secured Notes offering completionfinancing2025-11-122030-11-151400000000.0 USDstated
Barber Lake high-performance computing data centerfacility timeline - Barber Lake Facility2025-11-12--stated
Barber Lake Facility completion guaranteefacility timeline - Barber Lake Facility2025-11-12--stated
Principal amortization schedulefinancing - Barber Lake Facility2025-11-12--stated
Notes redemption optionfinancing2025-11-122027-11-15-stated
$1.4B senior secured notes offeringfinancing2025-11-052030-12-311400000000.0 USDstated
Senior secured notes expected close datefinancing2025-11-052025-11-13-verified
Announcement of $1.4B senior secured notes offeringfinancing2025-11-052025-11-131400000000.0 USDverified
Barber Lake HPC data center constructionfacility timeline - Barber Lake Facility2025-11-05--stated
$1.4 billion senior secured notes offeringfinancing2025-11-03-1400000000.0 USDstated
Lease agreement with Fluidstack for Barber Lake data center facilitypartnership - Barber Lake Facility2025-11-03--stated
Barber Lake Facility capacityfacility capacity - Barber Lake Facility2025-11-03-244.0 MWstated
Barber Lake facility commencementfacility timeline - Barber Lake Facility2025-11-032026-09-30-delayed
Year 1 operational expense guidanceguidance2025-11-03-36.0 USDstated
Barber Lake Facility construction financingfacility timeline - Barber Lake Facility2025-11-03--stated
Google warrant pledge as collateralpartnership - Barber Lake Facility2025-11-03--stated
Barber Lake Facility completion guaranteefacility timeline - Barber Lake Facility2025-11-03--stated
AWS 15-year data center leasecustomer2025-11-03-5500000000.0 USDstated
AWS 300 MW capacity deliveryfacility timeline2025-11-032026-12-31300.0 MWstated
AWS rent commencementfacility timeline2025-11-032026-08-01-verified
Colchis joint venture formationpartnership - Colchis Site2025-11-03-95.0 percentstated
Colchis site capacityfacility capacity - Colchis Site2025-11-03-1000.0 MWstated
AEP Direct Connect Agreement for Colchispartnership - Colchis Site2025-11-03--stated
Colchis interconnection facility energizationfacility timeline - Colchis Site2025-11-032028-12-31-stated
Fluidstack and Google 10-year AI hosting agreementcustomer - Barber Lake Facility2025-11-03--stated
AI hosting contracts total valuecustomer2025-11-03-8500000000.0 USDstated
Convertible note offeringfinancing2025-11-03-1300000000.0 USDstated
Pipeline of site capacityfacility capacity2025-11-03-3200.0 MWstated
15-year AWS data center leasecustomer2025-11-022026-08-015500000000.0 USDoutcome unconfirmed
1 GW joint venture with AEP power agreementpartnership - Colchis Site2025-11-022028-12-311000.0 MWstated
10-year Fluidstack lease with Google backstopcustomer - Barber Lake Facility2025-11-022026-10-013000000000.0 USDdelayed
Stingray 100 MW facilityfacility timeline - Stingray Facility2025-11-022026-12-31100.0 MWstated
Reveille 70 MW facilityfacility timeline - Reveille Site2025-11-022027-12-3170.0 MWstated
Three M's facilities pipeline (Milsing, McLennan, Mikeska)facility timeline - Mikeska Site2025-11-022029-12-311500.0 MWstated
Barber Lake 500 MW additional capacityfacility timeline - Barber Lake Facility2025-11-022030-12-31500.0 MWstated
Convertible offeringfinancing2025-11-02-1300000000.0 USDstated
Edward Farrell CFO resignationpersonnel2025-10-052025-10-14-verified
Gregory Mumford CFO appointmentpersonnel2025-10-052025-10-14-verified
Gregory Mumford CFO base salarypersonnel2025-10-05-500000.0 USDstated
Gregory Mumford sign-on equity awardpersonnel2025-10-05-375000.0 restricted stock unitsstated
Edward Farrell advisory consulting periodpersonnel2025-10-052026-04-17-verified
Edward Farrell equity accelerationpersonnel2025-10-052026-04-17-verified
Gregory Mumford severance benefitspersonnel2025-10-05--stated
Data center lease with Google financial backstoppartnership2025-10-05--stated
Convertible senior notes issuancefinancing2025-10-05--stated
CFO Edward Farrell retirementpersonnel2025-10-052025-10-14-verified
Edward Farrell to become Senior Advisorpersonnel2025-10-052025-10-14-verified
Convertible notes issuancefinancing2025-09-302031-10-011300000000.0 USDstated
Additional convertible notes from option exercisefinancing2025-09-302031-10-01200000000.0 USDstated
Optional noteholder repurchase date for convertible notesfinancing2025-09-302029-10-01-stated
Capped call transactions for note conversion hedgefinancing2025-09-30-82700000.0 USDstated
Convertible senior notes offeringfinancing2025-09-25-1100.0 million USDstated
Additional convertible notes purchase optionfinancing2025-09-25-200.0 million USDstated
$800M convertible senior notes offeringfinancing2025-09-25-800.0 USDstated
$120M over-allotment option for convertible notesfinancing2025-09-25-120.0 USDstated
$1.1B 0.00% convertible senior notes due 2031 priced (upsized)financing2025-09-252025-09-301100000000.0 USDverified
Initial purchasers' option for additional $200M notesfinancing2025-09-25-200000000.0 USDstated
Convertible notes maturity datefinancing2025-09-252031-10-01-stated
Initial conversion price of ~$16.03 per sharefinancing2025-09-25-16.03 USDstated
Optional redemption window begins Oct 5, 2028financing2025-09-252028-10-05-stated
Noteholder put right on Oct 1, 2029financing2025-09-252029-10-01-stated
Estimated net proceeds ~$1.08Bfinancing2025-09-25-1080000000.0 USDstated
~$70M of proceeds for capped call transactionsfinancing2025-09-25-70000000.0 USDstated
Capped call cap price $23.32financing2025-09-25-23.32 USDstated
Notes proceeds to fund Barber Lake data center constructionfacility timeline - Barber Lake Facility2025-09-25--stated
2.4 GW HPC development pipelinefacility capacity2025-09-25-2400.0 MWstated
Ten-year data center lease agreement with Fluidstack USA I Inc. supported by Google financial backstoppartnership - Barber Lake Facility2025-09-24--stated
Convertible senior notes with cash settlement requirement contingent on share authorizationfinancing2025-09-24--stated
Barber Lake facility capacityfacility capacity - Barber Lake Facility2025-09-24-168.0 MWstated
Barber Lake facility completionfacility timeline - Barber Lake Facility2025-09-242026-09-30-delayed
Fluidstack datacenter leasecustomer - Barber Lake Facility2025-09-24--stated
Google Recognition Agreement backstoppartnership - Barber Lake Facility2025-09-24--stated
Warrant issuance to Googlefinancing2025-09-24-24178576.0 sharesstated
Warrant value floor guaranteefinancing2025-09-24-430.0 USDstated
$800M 0.00% convertible senior notes due 2031financing2025-09-24-800000000.0 USDstated
Initial purchasers' option for additional $120M notesfinancing2025-09-24-120000000.0 USDstated
Notes maturity datefinancing2025-09-242031-10-01-stated
Optional redemption beginning October 2028financing2025-09-242028-10-05130.0 percentstated
Noteholder put right October 2029financing2025-09-242029-10-01-stated
Share settlement contingent on stockholder approvalfinancing2025-09-24--stated
Capped call transactionsfinancing2025-09-24--stated
Proceeds to fund Barber Lake data center constructionfacility timeline - Barber Lake Facility2025-09-24--stated
2.4 GW HPC development pipelinefacility capacity2025-09-24-2400.0 MWstated
Fluidstack 10-year HPC colocation agreement at Barber Lakecustomer - Barber Lake Facility2025-09-24-168.0 MWstated
Barber Lake 168 MW delivery to Fluidstack by Sept 2026facility timeline - Barber Lake Facility2025-09-242026-09-30168.0 MWdelayed
Barber Lake gross capacity for Fluidstack deploymentfacility capacity - Barber Lake Facility2025-09-24-244.0 MWstated
Barber Lake potential 500 MW expansionfacility capacity - Barber Lake Facility2025-09-24-500.0 MWstated
Fluidstack contract value ~$3B over initial termcustomer - Barber Lake Facility2025-09-24-3000000000.0 USDstated
Fluidstack contract value ~$7B with extensionscustomer - Barber Lake Facility2025-09-24-7000000000.0 USDstated
Google $1.4B backstop of Fluidstack lease obligationsfinancing - Barber Lake Facility2025-09-24-1400000000.0 USDstated
Google warrants for ~5.4% stake in Cipherfinancing2025-09-24-5.4 percentstated
Cipher to retain 100% project ownership, tap capital marketsfinancing - Barber Lake Facility2025-09-24-100.0 percentstated
Expected Barber Lake site NOI margin 80-85%guidance2025-09-24--stated
Estimated project cost $9-11M per MWguidance2025-09-24--stated
~2.4 GW HPC pipeline excluding Fluidstackfacility capacity2025-09-24-2400.0 MWstated
Fluidstack 10-year AI/HPC lease at Barber Lakecustomer - Barber Lake Facility2025-09-24-10.0 stated
Fluidstack lease minimum contract valuecustomer - Barber Lake Facility2025-09-24-3000000000.0 USDstated
Barber Lake 168 MW delivery by Sept 2026facility timeline - Barber Lake Facility2025-09-242026-09-30168.0 MWdelayed
Fluidstack rent commencement Oct 2026facility timeline - Barber Lake Facility2025-09-242026-10-01-delayed
Barber Lake gross capacity 244 MWfacility capacity - Barber Lake Facility2025-09-24-244.0 MWstated
Google to receive ~5.4% stake in Cipherpartnership2025-09-24-5.4 percentstated
Fluidstack lease expected NOI margin 80-85%guidance2025-09-24-80.0 percentstated
Barber Lake development cost ~$9-11M per IT MWguidance2025-09-24-9000000.0 USDstated
~2.4 GW AI/HPC pipeline across 7 sitesfacility capacity2025-09-24-2400.0 MWstated
Pro forma ~660 MW mix, ~37% AI/HPCfacility capacity2025-09-24-660.0 MWstated
450 MW under development in 2025facility capacity2025-09-242025-12-31450.0 MWoutcome unconfirmed
170 MW powered land for 2026-2027facility timeline2025-09-242027-12-31170.0 MWstated
2,000 MW queued capacity 2028+facility timeline2025-09-242028-01-012000.0 MWstated
Barber Lake Phase I 300 MW / Phase II 500 MWfacility capacity - Barber Lake Facility2025-09-24-800.0 MWstated
Self-mining hashrate target end of Q3 2025facility capacity2025-08-062025-09-30-verified
Self-mining hashrate at end of Q2 2025facility capacity2025-08-06--stated
Black Pearl Phase I energizedfacility timeline - Black Pearl Facility2025-08-06-150.0 MWstated
Black Pearl miner deliveries by end of Q3 2025facility timeline - Black Pearl Facility2025-08-062025-09-30-outcome unconfirmed
$172.5M convertible note offeringfinancing2025-08-06-172500000.0 USDstated
Black Pearl Phase II 150 MW dual-use infrastructurefacility capacity - Black Pearl Facility2025-08-06-150.0 MWstated
Black Pearl Phase II expected to be fully HPC-leasedcustomer - Black Pearl Facility2025-08-06--stated
2.6 GW site pipelinefacility capacity2025-08-06-2600.0 MWstated
Q3 2025 self-mining fleet efficiency targetguidance2025-08-062025-09-3016.8 verified
Weighted average power priceguidance2025-08-06-3.1 stated
Total operating capacity incl. JVfacility capacity2025-08-06-477.0 MWstated
Black Pearl Phase I energizationfacility timeline - Black Pearl Facility2025-08-06-150.0 MWstated
Black Pearl Phase I hashrate upgradefacility capacity - Black Pearl Facility2025-08-062025-09-3010.0 outcome unconfirmed
Convertible offering for Black Pearl Phase Ifinancing - Black Pearl Facility2025-08-06-168000000.0 USDstated
Black Pearl Phase II dual-use 150 MWfacility capacity - Black Pearl Facility2025-08-06-150.0 MWstated
Black Pearl Phase II conversion turnaroundproduct2025-08-06--stated
Barber Lake HPC tenant talkscustomer - Barber Lake Facility2025-08-06--stated
Barber Lake approved powerfacility capacity - Barber Lake Facility2025-08-06-300.0 MWstated
Barber Lake 500 MW data center MOUpartnership - Barber Lake Facility2025-08-06-500.0 MWstated
Stingray energization Q3 2026facility timeline - Stingray Facility2025-08-062026-09-30100.0 MWoutcome unconfirmed
2.6 GW pipeline across 7 sitesfacility capacity2025-08-06-2600.0 MWstated
Mikeska/Milsing/McLennan 500 MW eachfacility capacity - Reveille Site2025-08-06-1500.0 MWstated
Director elected - Robert Flatleypersonnel2025-06-08--stated
Director elected - Caitlin Longpersonnel2025-06-08--stated
Auditor ratified - CBIZ CPAs P.C.regulatory2025-06-08--stated
Convertible senior notes offeringfinancing2025-05-22-150000000.0 USDstated
Net proceeds from convertible notes offeringfinancing2025-05-22-144100000.0 USDstated
Bitmain mining rig prepaymentfinancing2025-05-222025-05-30108192217.75 USDverified
Bitmain bitcoin purchase optionfinancing2025-05-222025-11-30108192217.75 USDoutcome unconfirmed
Black Pearl Phase 1 energizationfacility timeline - Black Pearl Facility2025-05-222025-06-30-verified
Bitmain mining rig delivery completionfacility timeline2025-05-222025-06-23-verified
Black Pearl 300 MW facility bitcoin mining energizationfacility capacity - Black Pearl Facility2025-05-222025-06-30150.0 MWverified
Texas data center pipeline capacityfacility capacity2025-05-22-2.8 GWstated
Total portfolio and pipeline capacity targetfacility capacity2025-05-22-3.0 GWstated
Convertible senior notes offeringfinancing2025-05-21-150.0 USD (millions)stated
Net proceeds from convertible notes offeringfinancing2025-05-21-144.1 USD (millions)stated
Use of convertible notes proceedsfinancing - Black Pearl Facility2025-05-21--stated
Total active portfolio and development pipeline capacityfacility capacity2025-05-21-3.0 GWstated
Wholly-owned Odessa bitcoin mining data centerfacility capacity - Odessa Facility2025-05-21-207.0 MWstated
Partially-owned equity investment data centersfacility capacity2025-05-21-40.0 MW (per center)stated
Development pipeline capacityfacility capacity2025-05-21-2.8 GWstated
Black Pearl data center planned capacityfacility capacity - Black Pearl Facility2025-05-212025-06-30300.0 MWverified
Odessa Facility hashrate capacityfacility capacity - Odessa Facility2025-05-21-11.3 EH/sstated
Joint ventures hashrate capacityfacility capacity2025-05-21-4.4 EH/sstated
Black Pearl Phase 1 energization targetfacility timeline - Black Pearl Facility2025-05-212025-06-30-verified
Mining rigs arrival for Phase 1facility timeline - Black Pearl Facility2025-05-212025-07-31-verified
Amendment to Bitmain mining equipment supply agreementpartnership2025-05-212025-06-23108192217.75 USDverified
Option to purchase bitcoin from Bitmainpartnership2025-05-212025-08-30108192217.75 USD (bitcoin equivalent value)outcome unconfirmed
Convertible Senior Notes issuancefinancing2025-05-212030-05-15172500000.0 USDstated
Common stock concurrent delta offeringfinancing2025-05-212025-05-2217540000.0 unitsoutcome unconfirmed
Convertible Notes repurchase rightfinancing2025-05-212028-05-15-stated
Convertible Senior Notes Offeringfinancing2025-05-212030-05-15150000000.0 USDstated
Convertible Notes Initial Conversion Termsfinancing2025-05-21-4.45 USDstated
Underwriter Over-Allotment Optionfinancing2025-05-212025-06-2022500000.0 USDverified
Net Proceeds from Convertible Notesfinancing2025-05-212025-05-22145875000.0 USDverified
Bitmain Amendment Early Payment for Miner Deliverypartnership2025-05-212025-06-23108192217.75 USDverified
Bitmain Bitcoin Purchase Optionpartnership2025-05-212025-11-30120213575.28 USDoutcome unconfirmed
Total Portfolio Capacity Targetfacility capacity2025-05-21-3000.0 MWstated
Odessa Facility Capacityfacility capacity - Odessa Facility2025-05-21-207.0 MWstated
Joint Venture Bitcoin Mining Capacityfacility capacity2025-05-21-120.0 MWstated
Joint Venture Hashratefacility capacity2025-05-21-4.4 EH/sstated
Development Pipeline Capacityfacility capacity2025-05-21-2800.0 MWstated
Black Pearl Data Center Total Capacityfacility capacity - Black Pearl Facility2025-05-21-300.0 MWstated
Black Pearl Bitcoin Mining Energizationfacility timeline - Black Pearl Facility2025-05-212025-06-30150.0 MWverified
Mining Rigs Delivery to Black Pearlfacility timeline - Black Pearl Facility2025-05-212025-07-31-verified
Lump sum payment to Bitmain for miner deliveriesfinancing2025-05-192025-05-30108192217.75 USDverified
Complete delivery of all remaining minersfacility timeline2025-05-192025-06-23-verified
Option to purchase bitcoin at original payment pricefinancing2025-05-192025-08-30120213575.28 USDoutcome unconfirmed
Black Pearl data center Phase 1 energizationfacility timeline - Black Pearl Facility2025-05-19--stated
Mining rigs arrival at Black Pearl facilityfacility timeline - Black Pearl Facility2025-05-19--stated
Convertible senior notes offeringfinancing2025-05-19-150000000.0 USDstated
$150M convertible senior notes offeringfinancing2025-05-192030-05-15150000000.0 USDstated
Underwriter overallotment optionfinancing2025-05-19-22500000.0 USDstated
Odessa Facility bitcoin mining capacityfacility capacity - Odessa Facility2025-05-19-207.0 MWstated
Odessa Facility hashrate capacityfacility capacity - Odessa Facility2025-05-19-11.3 EH/sstated
Joint venture bitcoin mining facilitiespartnership2025-05-19-40.0 MWstated
Joint ventures hashrate and equity interestpartnership2025-05-19-4.4 EH/sstated
Development pipeline capacityfacility capacity2025-05-19-2800.0 MWstated
Black Pearl mining capacity energizationfacility timeline - Black Pearl Facility2025-05-192025-06-30150.0 MWverified
Black Pearl Phase 1 energization and miner arrivalfacility timeline - Black Pearl Facility2025-05-192025-06-30-verified
Total portfolio and pipeline capacityfacility capacity2025-05-19-3000.0 MWstated
Bitmain miner delivery commitmentpartnership2025-05-192025-06-23-verified
Bitmain equipment payment commitmentfinancing2025-05-192025-05-30108192217.75 USDverified
Bitmain bitcoin purchase optionfinancing2025-05-192025-08-30-outcome unconfirmed
Joint ventures hashrate capacityfacility capacity2025-05-19-4.4 EH/sstated
Total portfolio and development pipeline capacityfacility capacity2025-05-19-3.0 GWstated
Additional facility energization May 2025facility timeline2025-05-192025-05-31-verified
Black Pearl Phase 1 energization June 2025facility timeline - Black Pearl Facility2025-05-192025-06-30-verified
Mining rigs delivery July 2025facility timeline - Black Pearl Facility2025-05-192025-07-31-verified
Bitmain mining equipment deliveryfacility timeline2025-05-192025-06-23-verified
Convertible senior notes offeringfinancing2025-05-19-150.0 USD millionstated
Early payment to Bitmain for mining equipmentfinancing2025-05-192025-05-30108192217.75 USDverified
Amendment to Bitmain mining equipment supply agreementpartnership2025-05-19--stated
Proposed $150M convertible senior notes due 2030financing2025-05-19-150000000.0 USDstated
Underwriters' over-allotment option on notesfinancing2025-05-19-22500000.0 USDstated
Concurrent delta offering of borrowed sharesfinancing2025-05-19--stated
Notes proceeds to complete Black Pearl Phase 1facility timeline - Black Pearl Facility2025-05-19--stated
Bitmain rig delivery for Black Pearl by June 23, 2025facility timeline - Black Pearl Facility2025-05-192025-06-23-verified
Bitmain purchase agreement amendment with 10% cost reductionpartnership2025-05-19-10.0 percentstated
Fortress JV financing term sheet for Barber Lakefinancing - Barber Lake Facility2025-05-05--stated
Black Pearl Phase I energization in May 2025facility timeline - Black Pearl Facility2025-05-052025-05-31150.0 MWverified
Inventory rigs deployed at Black Pearl a quarter earlyfacility timeline - Black Pearl Facility2025-05-052025-06-30-verified
Hashrate ~16.0 EH/s by end of Q2 2025guidance2025-05-052025-06-3016.0 verified
Hashrate ~23.1 EH/s by end of Q3 2025guidance2025-05-052025-09-3023.1 verified
Self-mining hashrate ~13.5 EH/s after Odessa upgradefacility capacity2025-05-05--stated
HPC tenants in diligence at Barber Lakecustomer - Barber Lake Facility2025-05-05--stated
2.8 GW site capacity pipelinefacility capacity2025-05-05-2800.0 MWstated
Self-mining hashrate target 2Q 2025guidance2025-05-052025-06-30-verified
Self-mining hashrate target 3Q 2025guidance2025-05-052025-09-30-verified
Black Pearl Phase I energization 2Q 2025facility timeline - Black Pearl Facility2025-05-052025-06-30-verified
Black Pearl Phase I 150 MW ramp to ~9.6 EH/s by 3Q 2025facility capacity - Black Pearl Facility2025-05-052025-09-30150.0 MWverified
Black Pearl construction progressfacility timeline - Black Pearl Facility2025-05-05-50.0 MWstated
Black Pearl 300 MW total; Phase II 150 MW under evaluationfacility capacity - Black Pearl Facility2025-05-05-300.0 MWstated
Barber Lake 300 MW approved and energizedfacility capacity - Barber Lake Facility2025-05-05-300.0 MWstated
Barber Lake MOU for additional 500 MW data centerpartnership - Barber Lake Facility2025-05-05-500.0 MWstated
Stingray 100 MW energization 3Q 2026facility timeline - Stingray Facility2025-05-052026-09-30100.0 MWoutcome unconfirmed
Reveille, Mikeska, Milsing, McLennan 2027 growth sitesfacility capacity - McLennan Site2025-05-052027-12-311570.0 MWstated
2.8 GW pipeline across 7 sitesfacility capacity2025-05-05-2800.0 MWstated
327 MW current operating capacityfacility capacity2025-05-05-327.0 MWstated
Black Pearl first phase bitcoin mining capacityfacility capacity - Black Pearl Facility2025-02-24-150.0 MWstated
Total portfolio and development pipeline capacityfacility capacity2025-02-24-3000.0 MWstated
Black Pearl substation energizationfacility timeline - Black Pearl Facility2025-02-242025-06-30300.0 MWverified
Stingray site energizationfacility timeline - Stingray Facility2025-02-242026-06-30100.0 MWdelayed
Reveille site energizationfacility timeline - Reveille Site2025-02-242027-06-3070.0 MWstated
Total electrical capacity target by end of 2025guidance2025-02-242025-12-31477.0 MWverified
Total hashrate target by end of 2025guidance2025-02-242025-12-3125.2 EH/sverified
Company-owned hashrate target by end of 2025guidance2025-02-242025-12-3123.0 EH/sverified
Acquisition of purchase options for three sitesacquisition2025-02-24-500.0 MWstated
Luminant power supply agreement through July 2027partnership - Odessa Facility2025-02-242027-07-312.7 c/kWhstated
Barber Lake ERCOT interconnection approvalregulatory2025-02-24-300.0 MWstated
Black Pearl ERCOT interconnection approvalregulatory2025-02-24-300.0 MWstated
Stingray ERCOT interconnection approvalregulatory2025-02-24-100.0 MWstated
Reveille interconnection approvalregulatory2025-02-24-70.0 MWstated
Pipeline site energizationfacility timeline2025-02-242025-05-31-verified
Planned MW and hashrate deployment for 2025facility capacity2025-02-242025-12-31150.0 MWverified
Odessa Facility capacityfacility capacity - Odessa Facility2025-02-24-207.0 MWstated
Luminant power purchase agreementfinancing - Odessa Facility2025-02-242027-07-312.7 c/kWhstated
Alborz Facility joint venture ownershippartnership - Alborz Facility2025-02-24-49.0 percentstated
Alborz Facility capacityfacility capacity - Alborz Facility2025-02-24-40.0 MWstated
Bear Facility capacityfacility capacity - Bear Facility2025-02-24-40.0 MWstated
Site option rights acquired for three sitesacquisition2025-02-242026-10-31500.0 MWstated
WindHQ Joint Venture Agreementpartnership2025-02-24--stated
2025 year-end capacity deploymentfacility capacity2025-02-242025-12-31477.0 MWverified
Option to acquire three additional sitesacquisition2025-02-242027-02-28500.0 MWstated
Luminant power costfinancing - Odessa Facility2025-02-242027-07-312.7 c/kWhstated
Luminant take-or-pay obligationfinancing - Odessa Facility2025-02-24-66.7 percentstated
Odessa operations start and completionfacility timeline - Odessa Facility2025-02-24--stated
Current aggregate operational capacityfacility capacity2025-02-24-15.7 EH/sstated
Current company-owned capacityfacility capacity2025-02-24-13.5 EH/sstated
2025 total MW capacity targetguidance2025-02-242025-12-31477.0 MWverified
2025 aggregate hashrate targetguidance2025-02-242025-12-3125.2 EH/sverified
Odessa Facility capacityfacility capacity - Odessa Facility2025-02-24-11.3 EH/sstated
Alborz expansion potentialfacility capacity - Alborz Facility2025-02-24-163.0 MWstated
Bear Facility expansion potentialfacility capacity - Bear Facility2025-02-24-115.0 MWstated
Black Pearl HPC/mining capacityfacility capacity - Black Pearl Facility2025-02-24-150.0 MWstated
Alborz Astra Wind Farm power supplypartnership - Alborz Facility2025-02-24--stated
Site purchase optionsacquisition2025-02-24-500.0 MWstated
Odessa proprietary efficiency technologyproduct2025-02-24--stated
Proprietary data center management softwareproduct2025-02-24--stated
Uptime Institute M&O Approved Site awardproduct2025-02-24--stated
Odessa fleet upgrade completedfacility capacity2025-02-24--stated
Stingray data center site acquisitionacquisition2025-02-24-100.0 MWstated
Barber Lake adjacent land acquisitionacquisition2025-02-24--stated
Priority Power exclusivity for 500 MW HPC data center at Barber Lakepartnership2025-02-24-500.0 MWstated
Black Pearl Phase I energizationfacility timeline2025-02-242025-06-30150.0 MWverified
2.8 GW site pipelinefacility capacity2025-02-24-2800.0 MWstated
Bitmain S21 XP option exercised for Black Pearlproduct2025-02-24--stated
Self-mining hashrate target Q3 2025guidance2025-02-242025-09-30-verified
Black Pearl energization 2Q 2025facility timeline2025-02-242025-06-30-verified
Black Pearl Phase I 150 MWfacility capacity2025-02-242025-06-30150.0 MWverified
Black Pearl construction progressfacility timeline2025-02-24--stated
Barber Lake 500 MW data center MOUpartnership2025-02-24-500.0 MWstated
337 acres adjacent to Barber Lakeacquisition2025-02-24--stated
Barber Lake 300 MW interconnection approval; site energizedregulatory2025-02-24-300.0 MWstated
Stingray 100 MW site acquisitionacquisition2025-02-24-100.0 MWstated
Stingray energization Q2 2026facility timeline2025-02-242026-06-30100.0 MWoutcome unconfirmed
Portfolio capacity ~927 MW in 2025facility capacity2025-02-242025-12-31927.0 MWoutcome unconfirmed
Portfolio capacity ~1.0 GW in 2026facility capacity2025-02-242026-12-311000.0 MWstated
Portfolio capacity ~2.6 GW in 2027facility capacity2025-02-242027-12-312600.0 MWstated
Total development pipeline ~2.8 GWfacility capacity2025-02-24-2800.0 MWstated
Current operating capacity ~327 MWfacility capacity2025-02-24-327.0 MWstated
SoftBank equity investment via PIPE transactionfinancing2025-01-30-50000000.0 USDstated
Barber Lake property exclusive arrangement with SoftBankpartnership - Barber Lake Facility2025-01-302025-02-28-outcome unconfirmed
Shelf registration statement filing requirement for SoftBank sharesregulatory2025-01-30--stated
Amended and restated equity offering sales agreementfinancing2024-09-03-725.7 USDstated
Controlled equity offering sales agreement with initial agentspartnership2024-09-02--stated
Sales agreement amendment adding Stifel and Virtu as agentspartnership2024-09-02--stated
Amended and restated sales agreement adding BTIG and replacing Stifel with KBWpartnership2024-09-02--stated
Remaining authorized equity offering capacityfinancing2024-09-02-125678380.0 USDstated
Maximum authorized shares issuable under offeringfinancing2024-09-02-129688346.0 sharesstated
Purchase of 6,600 Canaan A1566 minersproduct2024-06-092024-11-306600.0 unitsoutcome unconfirmed
Canaan initial miners purchase pricefinancing2024-06-09-16400472.0 USDstated
Option to purchase additional Canaan miners up to 160 MWfacility capacity2024-06-092025-06-30160.0 MWoutcome unconfirmed
Refundable prepayment for Canaan optionfinancing2024-06-092024-07-055302074.0 USDverified
Upgrade of Bitmain miners from T21 to S21 Proproduct2024-06-09-30364.0 unitsstated
Acceleration of Bitmain miner deliveryfacility timeline2024-06-092024-10-31-verified
Bitmain S21 Pro miners purchase pricefinancing2024-06-09-134287826.4 USDstated
Share reserve allocation for employee incentivespersonnel2024-05-15-18.5 million sharesstated
Open market share sales from reservefinancing2024-05-15-9.2 million sharesstated
Share allocation for remaining beneficiariespersonnel2024-05-15-9.3 million sharesstated
Tyler Page elected as directorpersonnel2024-05-05--stated
Cary Grossman elected as directorpersonnel2024-05-05--stated
Distribution of 16.1 million Cipher Mining shares to preferred equityholdersfinancing2024-01-232024-01-2516127092.0 shareswithdrawn
Bitmain Antminer T21 Miners Purchase (2025 Delivery)acquisition2023-12-172025-04-0199473360.0 USDverified
Optional Bitmain Antminer T21 Miners Purchase (2024)acquisition2023-12-17-121577960.0 USDstated
Closing of Purchase and Sale Agreement with Trinity Mining Groupacquisition2023-12-07-2397424.0 sharesstated
Form S-3 shelf registration statementfinancing2023-12-07-500.0 USDstated
Bitmain Antminer S21 purchase agreementacquisition2023-11-07-24.0 USDstated
Bitmain miner shipment schedulefacility timeline2023-11-072024-06-30-outcome unconfirmed
Bitmain mining hardware capacityfacility capacity2023-11-07-1.2 EH/sstated
Black Pearl data center lease purchaseacquisition2023-11-07-7.0 USDstated
Black Pearl lease termfacility timeline - Black Pearl Facility2023-11-07-10.0 yearsstated
Black Pearl ERCOT power approvalfacility capacity - Black Pearl Facility2023-11-07-300.0 MWstated
Black Pearl acquisition closingfacility timeline - Black Pearl Facility2023-11-072023-12-31-verified
Oncor collateral deposit for Black Pearlfinancing - Black Pearl Facility2023-11-072026-05-156.3 USDverified
Black Pearl energization commitmentfacility capacity - Black Pearl Facility2023-11-072026-05-15135.0 MWverified
Direct stock offering to Trinity Mining Groupfinancing2023-11-072023-12-317000000.0 USDoutcome unconfirmed
Black Pearl data center facility lease and asset acquisitionacquisition2023-11-072023-12-317000000.0 USDverified
Black Pearl facility minimum energization requirementfacility timeline - Black Pearl Facility2023-11-072026-05-15135.0 MWverified
Collateral posting to Oncor Electric Delivery Companyfinancing - Black Pearl Facility2023-11-072023-12-316300000.0 USDverified
Bitmain ASIC miner purchase agreementproduct2023-11-072024-01-0124000000.0 USDoutcome unconfirmed
ERCOT energy consumption approval for Black Pearl Facilityregulatory2023-11-072023-12-31300.0 MWverified
Odessa Facility lease extends to July 2027facility timeline - Odessa Facility2023-08-282027-07-31-stated
Fourth Amendment to Power Purchase Agreement with Luminantpartnership - Odessa Facility2023-08-28--stated
PPA notice requirements reduced from 2 hours to 10 minutespartnership - Odessa Facility2023-08-28--stated
Second Amendment to Lease Agreement with Luminant affiliatepartnership - Odessa Facility2023-08-28--stated
Odessa Facility lease term durationfacility timeline - Odessa Facility2023-08-282027-07-31-stated
Reduced notice requirements for power consumption changespartnership - Odessa Facility2023-08-28--stated
Robert Flatley appointed to Board; Board size increased to 8personnel2023-08-07--stated
Robert Flatley serves on Audit and Compensation Committeespersonnel2023-08-07--stated
$250M At-the-Market Common Stock Offeringfinancing2023-08-03-250000000.0 USDstated
Odessa Data Center Power Capacityfacility capacity - Odessa Facility2023-08-03-207.0 MWstated
Q3 2023 Miner and Hashrate Capacity Expansionfacility timeline2023-08-032023-09-3080500.0 minersoutcome unconfirmed
Joint Venture Data Center Ownership with WindHQpartnership - Chief Facility2023-08-03-49.0 percentstated
Controlled Equity Offering Sales Agreement for up to $250Mfinancing2023-08-03-250.0 USDstated
Odessa facility owned capacityfacility capacity - Odessa Facility2023-05-31-207.0 MWstated
Joint venture with WindHQ LLC for three facilitiespartnership - Chief Facility2023-05-31-49.0 percentstated
Total mining operations capacityfacility capacity2023-05-31--stated
Company-owned mining capacityfacility capacity2023-05-31--stated
11,000 A1346 miners purchase from Canaan Creativeacquisition2023-05-082023-09-3011000.0 unitsverified
Installation of new miners at Odessa Facilityfacility timeline - Odessa Facility2023-05-08--stated
Odessa facility capacityfacility capacity - Odessa Facility2023-05-03-207.0 MWstated
Total operational hashrate capacity as of Feb 28, 2023facility capacity2023-05-03-6.1 EH/sstated
Owned operational hashrate capacity as of Feb 28, 2023facility capacity2023-05-03-5.2 EH/sstated
WindHQ joint venturepartnership - Chief Facility2023-05-03-49.0 percentstated
William Iwaschuk executive rolespersonnel2023-05-03--stated
Independent registered public accounting firmregulatory2023-03-22--stated
Class II director electionspersonnel2023-03-22--stated
Holly Morrow Evans nominated as Class II directorpersonnel2023-03-22--stated
James Newsome nominated as Class II directorpersonnel2023-03-22--stated
Wesley Williams nominated as Class II directorpersonnel2023-03-22--stated
Patrick Kelly appointed Co-President and Chief Operating Officerpersonnel2023-03-202023-03-20-verified
William Iwaschuk appointed Co-President, Chief Legal Officer and Corporate Secretarypersonnel2023-03-202023-03-20-verified
Olivia Stennett appointed Chief Administrative Officerpersonnel2023-03-20--stated
Patrick Kelly appointed Co-President and Chief Operating Officerpersonnel2023-03-192023-03-20-verified
William Iwaschuk appointed Co-President, Chief Legal Officer and Corporate Secretarypersonnel2023-03-192023-03-20-verified
Olivia Stennett appointed Chief Administrative Officerpersonnel2023-03-192023-03-20-outcome unconfirmed
Total company miners and hashrate as of Feb 28, 2023facility capacity2023-03-13--stated
Odessa Facility mining operations startfacility timeline - Odessa Facility2023-03-13--stated
Odessa Facility capacity as of Feb 28, 2023facility capacity - Odessa Facility2023-03-13--stated
Odessa Facility Q1 2023 capacity targetguidance2023-03-132023-03-3147000.0 unitsverified
Odessa Facility full buildout targetguidance2023-03-13-60000.0 unitsstated
Additional miners purchase timelineguidance2023-03-132023-12-31-outcome unconfirmed
Alborz Facility mining start datefacility timeline - Alborz Facility2023-03-13--stated
Alborz Facility miner installation completionfacility timeline - Alborz Facility2023-03-13--stated
Alborz Facility total capacityfacility capacity - Alborz Facility2023-03-13-40.0 MWstated
Cipher's ownership share of Alborz hashratefacility capacity - Alborz Facility2023-03-13--stated
Alborz Facility expansion potentialguidance2023-03-13-165.0 MWstated
Bear Facility completionfacility timeline - Bear Facility2023-03-13-10.0 MWstated
Bear Facility hashrate capacityfacility capacity - Bear Facility2023-03-13--stated
Bear Facility expansion potentialguidance2023-03-13-135.0 MWstated
WindHQ Joint Venture framework agreementpartnership - Chief Facility2023-03-13--stated
WindHQ Joint Venture ownership structurepartnership - Chief Facility2023-03-13-49.0 percentstated
Luminant Power Purchase Agreementpartnership - Odessa Facility2023-03-13--stated
Luminant Power Agreement take-or-pay obligationpartnership - Odessa Facility2023-03-13-66.7 percentstated
Average electricity cost from power agreementspartnership2023-03-132027-12-312.7 USDstated
Standard Power Hosting Agreement terminationpartnership2023-03-13--stated
Miner equipment types at Odessa Facilityproduct2023-03-13--stated
Odessa Facility operational capacityfacility capacity - Odessa Facility2023-03-13-4.2 EH/sstated
Odessa Q1 2023 capacity targetfacility capacity - Odessa Facility2023-03-132023-03-314.7 EH/sverified
Odessa full build-out capacity targetfacility capacity - Odessa Facility2023-03-13-6.2 EH/sstated
Odessa miner purchasing guidanceguidance2023-03-132023-12-31-outcome unconfirmed
Alborz Facility capacityfacility capacity - Alborz Facility2023-03-13-1.3 EH/sstated
Alborz LLC ownership stakepartnership - Alborz Facility2023-03-13-49.0 percentstated
Power purchase agreements through 2027financing2023-03-132027-12-312.7 c/kWhstated
Odessa Q1 2023 miner and hashrate deploymentguidance2023-03-132023-03-3147000.0 minersverified
Odessa miner purchases to fill capacity by end of 2023guidance2023-03-132023-12-3110800.0 minersoutcome unconfirmed
Odessa Facility current capacity and miner countfacility capacity - Odessa Facility2023-03-13-39000.0 minersstated
WindHQ joint venture three data centerspartnership - Chief Facility2023-03-13-49.0 percentstated
Power supply agreement pricing through 2027facility timeline2023-03-132027-12-312.7 c/kWhstated
Luminant Power Agreement secured capacityfacility capacity - Odessa Facility2023-03-13-66.7 percentstated
Odessa Facility Q1 2023 miner deploymentfacility capacity - Odessa Facility2023-03-132023-03-3147000.0 minersverified
Odessa Facility Q1 2023 hashrate capabilityfacility capacity - Odessa Facility2023-03-132023-03-314.7 EH/sverified
Odessa Facility full buildout hashrate targetfacility capacity - Odessa Facility2023-03-13-6.2 EH/sstated
Odessa additional miner purchases 2023guidance2023-03-132023-12-31-outcome unconfirmed
Power access cost commitment through 2027financing2023-03-132027-12-312.7 c/kWhstated
Luminant Power Agreement minimum annual capacity obligationpartnership - Odessa Facility2023-03-13-138.0 MWstated
Odessa Facility 2023 miner expansion planfacility capacity - Odessa Facility2023-03-132023-12-3110800.0 unitsverified
Long-term electricity access through 2027financing2023-03-132027-12-312.7 c/kWhstated
Odessa expansion to Q1 2023facility capacity - Odessa Facility2023-03-132023-03-3147000.0 minersverified
Luminant power capacity to Odessafinancing - Odessa Facility2023-03-132027-12-31207.0 MWstated
Odessa mining start datefacility timeline - Odessa Facility2023-03-13--stated
Total operational hashrate and power (Feb 28, 2023)facility capacity2023-03-13-6.1 EH/sstated
Cipher-owned hashrate and power (Feb 28, 2023)facility capacity2023-03-13-5.2 EH/sstated
Odessa Q1 2023 expansion targetguidance2023-03-132023-03-314.7 EH/sverified
Odessa miner procurement through 2023guidance2023-03-132023-12-31-outcome unconfirmed
Odessa Facility capacity fill by end of 2023facility capacity - Odessa Facility2023-03-132023-12-3110800.0 minersverified
At-the-market offering agreement with H.C. Wainwrightfinancing2022-10-06-250000000.0 USDstated
Business combination with Good Works Acquisition Corpacquisition2022-10-06--stated
Alborz facility mining operations commencedfacility timeline - Alborz Facility2022-10-06--stated
Power and joint venture agreements for mining operationspartnership2022-10-06-2.7 c/kWhstated
Planned cryptocurrency mining buildout scalefacility capacity2022-10-06-4.0 sitesstated
Alborz facility mining operations startfacility timeline - Alborz Facility2022-10-06--stated
Power agreements and joint venture agreements for mining buildoutpartnership2022-10-06--stated
Long-term electricity access at fixed ratepartnership2022-10-06-2.7 c/kWhstated
At The Market Offering Agreement with H.C. Wainwright & Co.financing2022-09-21-250.0 USDstated
At The Market Offering Agreement with H.C. Wainwright & Co.financing2022-09-20-250.0 USDstated
Tyler Page special retention RSU grantpersonnel2022-09-202023-09-13500000.0 unitsverified
Edward Farrell special retention RSU grantpersonnel2022-09-20-1100000.0 unitsstated
Patrick Kelly special retention RSU grantpersonnel2022-09-202023-09-131100000.0 unitsverified
William Iwaschuk special retention RSU grantpersonnel2022-09-202023-09-131100000.0 unitsverified
Long-term electricity supply agreement at fixed ratepartnership2022-09-20-2.7 c/kWhstated
Four cryptocurrency mining sites under joint venture and power agreementspartnership2022-09-20-4.0 sitesstated
Tyler Page Special Retention RSU grantpersonnel2022-09-142023-09-13500000.0 RSUsverified
Edward Farrell Special Retention RSU grantpersonnel2022-09-142023-09-131100000.0 RSUsverified
Patrick Kelly Special Retention RSU grantpersonnel2022-09-142023-09-131100000.0 RSUsverified
William Iwaschuk Special Retention RSU grantpersonnel2022-09-142023-09-131100000.0 RSUsverified
Luminant payment for schedule modificationfinancing - Odessa Facility2022-09-012022-09-105056006.56 USDverified
Parent company guaranty to Luminantfinancing - Odessa Facility2022-09-01-45000000.0 USDstated
Third Amendment to Power Purchase Agreement with Luminantpartnership - Odessa Facility2022-09-01--stated
Planned electricity delivery ramp at Odessa facilityfacility capacity - Odessa Facility2022-09-012023-02-28207.0 MWverified
Luminant cash payment for PPA modificationfinancing - Odessa Facility2022-08-312022-09-105.056 USDverified
Parent guaranty for Odessa facilityfinancing - Odessa Facility2022-08-31-45.0 USDstated
Power Purchase Agreement with Luminant for Odessa facilitypartnership - Odessa Facility2022-08-31--stated
Alborz facility mining operations startupfacility timeline - Alborz Facility2022-08-08--stated
Alborz facility miner deploymentfacility capacity - Alborz Facility2022-08-08-10578.0 minersstated
Equipment purchase deposits and future commitmentsfinancing2022-08-08-196.7 USD millionstated
Partially-owned mining sites through joint venture investmentspartnership2022-08-08--stated
Bitmain Antminer S19j Pro mining equipment orderfacility capacity2022-05-032022-09-3027000.0 unitsverified
SuperAcme MicroBT mining equipment orderfacility capacity2022-05-032022-12-3160000.0 unitsoutcome unconfirmed
Power hosting and electricity supply agreementspartnership2022-05-03-2.7 c/kWhstated
Waiver of share transfer restrictions for pledgingfinancing2022-04-13--stated
Extension of lock-up period for pledged sharesfinancing2022-04-13--stated
Cancellation of Bitfury shares in settlementfinancing2022-04-13-2890173.0 sharesstated
Bitfury board observer rightspartnership2022-04-13--stated
Pledge-enabled lock-up waiver with lock-up period expirationpartnership2022-04-11--stated
Board observer rights granted to Bitfury entitiespartnership2022-04-11--stated
Share cancellation for debt satisfactionfinancing2022-04-11-10000000.0 USDstated
Power and hosting agreements with Standard Power, WindHQ, and Luminantpartnership2022-03-03-2.7 c/kWhstated
Agreement to purchase 27,000 Antminer S19j Pro miners from Bitmainacquisition2022-03-032022-09-3027000.0 unitsverified
Framework agreement to purchase 60,000 MicroBT miners from SuperAcmeacquisition2022-03-032022-12-3160000.0 unitsoutcome unconfirmed
Mining operations launch and site readiness milestonesfacility timeline2022-03-032022-03-31-outcome unconfirmed
445MW power deployment target by end of H1 2023facility capacity2022-03-032023-06-30445.0 MWoutcome unconfirmed
Mining machine hashrate of 8.5 EH/s contracted for 2022facility capacity2022-03-032022-12-318.5 EH/sdelayed
745MW cumulative power capacity target by end of 2025guidance2022-03-032025-12-31745.0 MWoutcome unconfirmed
32 EH/s cumulative hashrate target by end of 2025guidance2022-03-032025-12-3132.0 EH/soutcome unconfirmed
8.5 EH/s total hashrate from equipment contracts in 2022acquisition2022-03-032022-12-318.5 EH/soutcome unconfirmed
7.2 EH/s owned hashrate capacity in 2022acquisition2022-03-032022-12-317.2 EH/soutcome unconfirmed
Average electricity cost 2.7 cents/kWh for at least 5 yearspartnership2022-03-03-2.7 cents/kWhstated
32 EH/s hashrate capacity by end of 2025facility capacity2022-03-032025-12-3132.0 EH/soutcome unconfirmed
Power and infrastructure readiness at two mining sites by end of March 2022facility timeline2022-03-032022-03-312.0 sitesoutcome unconfirmed
745MW electrical capacity and 32 EH/s hashrate by end of 2025facility capacity2022-03-032025-12-31745.0 MWoutcome unconfirmed
Power and hosting agreements providing access to 2.7 c/kWh electricitypartnership2022-03-03-2.7 c/kWhstated
SuperAcme Mining Hardware Purchaseacquisition2022-03-032022-12-3160000.0 unitsoutcome unconfirmed
Power and Hosting Agreements with Electricity Costpartnership2022-03-03-2.7 c/kWhstated
Mining Site Deployment and Readinessfacility timeline2022-03-032022-03-31-outcome unconfirmed
Expected 2022 Owned Mining Hashratefacility capacity2022-03-032022-12-317.2 EH/sdelayed
Potential Electrical Power Capacity 2025facility capacity2022-03-032025-12-31745.0 MWoutcome unconfirmed
Potential Hashrate Capacity 2025facility capacity2022-03-032025-12-3132.0 EH/soutcome unconfirmed
Business Combination with GWAC completionacquisition2021-11-17--stated
Business Combination net proceedsfinancing2021-11-17-383900000.0 USDstated
Bitfury equity ownership and controlpartnership2021-11-17--stated
Initial Bitcoin mining facility buildout locationsfacility timeline2021-11-17--stated
Business Combination with Good Works Acquisition Corpacquisition2021-11-11-383064147.0 USDstated
Mining equipment capital commitmentfacility capacity2021-11-11-74345874.0 USDstated
Bitfury mining rig purchase agreementpartnership2021-10-122022-12-3128000.0 unitsoutcome unconfirmed
PIPE Financing commitmentfinancing2021-10-07-322350000.0 USDstated
Bitfury strategic investmentfinancing2021-10-07-60000000.0 USDstated
Power supply agreements with fixed-rate electricity accesspartnership2021-10-07-2.7 c/kWhstated
Planned cryptocurrency mining facilities in four US citiesfacility timeline2021-10-07--stated
Cryptocurrency mining capacity deployment timelinefacility timeline2021-10-07--stated
Bitmain Antminer S19j Pro purchase agreementproduct2021-10-072022-09-3027000.0 unitsverified
SuperAcme MicroBT miner purchase agreementproduct2021-10-072022-12-3160000.0 unitsverified
Cipher Mining raised $60 million from Bitfury in private placementfinancing2021-09-22-60000000.0 USDstated
Cipher Mining Inc. formed through merger of Good Works and Cipher Mining Technologies Inc.acquisition2021-09-22--stated
60,000 MicroBT miners purchase agreement with SuperAcmepartnership2021-09-092022-12-3160000.0 unitsoutcome unconfirmed
60,000 MicroBT miners supply agreement with SuperAcmepartnership2021-09-082022-07-01113378400.0 USDverified
Framework Agreement with SuperAcme Technology for Bitcoin minerspartnership2021-09-072022-12-31113378400.0 USDoutcome unconfirmed
Antminer purchase agreement with Bitmainpartnership2021-09-01-27000.0 unitsstated
Business Combination with Cipher Mining Technologies Inc. completedacquisition2021-08-30--stated
PIPE Investment - 37.5M shares at $10/sharefinancing2021-08-30-375000000.0 USDstated
Bitfury Private Placement - 6M shares for $60Mfinancing2021-08-30-60000000.0 USDstated
Master Services and Supply Agreement with Bitfurypartnership2021-08-30--stated
Tyler Page appointed Chief Executive Officerpersonnel2021-08-30--stated
Edward Farrell appointed Chief Financial Officerpersonnel2021-08-30--stated
Patrick Kelly appointed Chief Operating Officerpersonnel2021-08-30--stated
William Iwaschuk appointed Chief Legal Officerpersonnel2021-08-30--stated
Board of Directors appointedpersonnel2021-08-30--stated
SPAC merger with Good Works Acquisition Corpacquisition2021-08-252021-08-26-verified
Nasdaq public listingregulatory2021-08-252021-08-27-outcome unconfirmed
Merger Agreement with Good Works Acquisition Corp.acquisition2021-08-09-200000000.0 sharesstated
Hart-Scott-Rodino Antitrust Improvements Act approval requiredregulatory2021-08-09--stated
Nasdaq listing approval requiredregulatory2021-08-09--stated
Non-solicitation and non-compete agreement with Bitfurypersonnel2021-08-09--stated
Business Combination deadlineacquisition2021-08-092022-07-22-verified
Proposed business combination with Good Works Acquisition Corp.acquisition2021-08-02--stated
SEC declares Form S-4 registration statement effectiveregulatory2021-08-02--stated
Special shareholders meeting scheduled to vote on business combinationacquisition2021-08-022021-08-25-outcome unconfirmed
Business combination expected to close following shareholder voteacquisition2021-08-02--stated
Cipher Mining expected to list on Nasdaq post-acquisition closeacquisition2021-08-02--stated
PIPE Investment Commitmentfinancing2021-08-01-375000000.0 USDstated
Bitfury Private Placementfinancing2021-08-01-50000000.0 USDstated
GWAC Merger Agreementacquisition2021-08-01-200000000.0 sharesstated
Nasdaq Listing Applicationregulatory2021-08-01--stated
PIPE Investmentfinancing2021-07-25-375000000.0 USDstated
Bitfury Private Placementfinancing2021-07-25-50000000.0 USDstated
Merger Exchange Ratioacquisition2021-07-25-400000.0 sharesstated
Nasdaq Listing Applicationregulatory2021-07-25--stated
Bitfury PIPE financing commitmentfinancing2021-07-11-50000000.0 USDstated
Standard Power hosting agreementpartnership2021-07-11-200.0 MWstated
Luminant power purchase agreementpartnership2021-07-11-200.0 MWstated
WindHQ initial power supply agreementpartnership2021-07-112022-12-31110.0 MWoutcome unconfirmed
WindHQ expanded power supply agreementpartnership2021-07-112026-12-31500.0 MWstated
Total mining power capacity targetfacility capacity2021-07-112026-12-31910.0 MWstated
GWAC-Cipher merger and share exchangeacquisition2021-07-08-200000000.0 sharesstated
PIPE Investors private placementfinancing2021-07-08-375000000.0 USDstated
Bitfury Top HoldCo private placementfinancing2021-07-08-50000000.0 USDstated
Nasdaq listing applicationregulatory2021-07-08--stated
Bitfury Top HoldCo post-merger ownership stakepartnership2021-07-08-77.66 percentstated
Business Combination Mergeracquisition2021-06-14--stated
PIPE Investor Capital Commitmentfinancing2021-06-14-375000000.0 USDstated
Bitfury Private Placement Commitmentfinancing2021-06-14-50000000.0 USDstated
Merger Closing Cash Requirementfinancing2021-06-14-400000000.0 USDstated
Nasdaq Stock Listingguidance2021-06-14--stated
Sponsor and related parties ownership stakepartnership2021-06-13-13.5 percentstated
Working capital available outside trust accountfinancing2021-06-13-1276364.0 USDstated
Minimum net tangible assets thresholdfinancing2021-06-13-5000001.0 USDstated
Convertible working capital loansfinancing2021-06-13-1500000.0 USDstated
Business combination completion deadlineguidance2021-06-13-21.0 monthsstated
Sponsor indemnification for trust account claimspartnership2021-06-13-10.0 USD per sharestated
Merger with Good Works Acquisition Corpacquisition2021-06-132021-06-30200000000.0 sharesverified
Post-merger board compositionpersonnel2021-06-132021-06-30-outcome unconfirmed
Retention of Cipher managementpersonnel2021-06-132021-06-30-outcome unconfirmed
Minimum merger financing requirementfinancing2021-06-13-400000000.0 USDstated
Hart-Scott-Rodino antitrust approvalregulatory2021-06-13--stated
Nasdaq listing approvalregulatory2021-06-13--stated
Standard Power hosting contract for 200 MWpartnership2021-05-18-200.0 MWstated
Option for additional 100 MW hosting capacityfacility capacity2021-05-18-100.0 MWstated
Merger agreement with Good Works Acquisition Corp.acquisition2021-05-13--stated
Merger Agreement with Cipher Mining Technologies Inc.acquisition2021-05-13--stated
Exchange ratio in mergeracquisition2021-05-13-400000.0 sharesstated
PIPE investor subscriptionfinancing2021-05-13-375000000.0 USDstated
Bitfury private placement subscriptionfinancing2021-05-13-50000000.0 USDstated
Available cash at Business Combination closingfinancing2021-05-13-400000000.0 USDstated
Post-merger ownership by Cipher Stockholderacquisition2021-05-13-77.66 percentstated
Post-merger ownership by GWAC public stockholdersacquisition2021-05-13-6.44 percentstated
Post-merger ownership by PIPE Investorsacquisition2021-05-13-14.2 percentstated
Post-merger ownership by Sponsoracquisition2021-05-13-0.29 percentstated
Post-merger ownership by Private Placement Shareholdersacquisition2021-05-13-1.41 percentstated
Nasdaq listing for New Cipherguidance2021-05-13--stated
Corporate name change to Cipher Mining Inc.acquisition2021-05-13--stated
Bitfury Private Placement commitmentfinancing2021-05-13-50000000.0 USDstated
Business combination completion deadlineacquisition2021-05-06-21.0 monthsstated
Available working capitalfinancing2021-05-06-1276364.0 USDstated
Convertible working capital loansfinancing2021-05-06-1500000.0 USDstated
Material weakness in disclosure controls as of December 31, 2020regulatory2021-05-06--stated
Warrant accounting reclassification to debt liabilitiesregulatory2021-05-06--stated
Planned enhancement of accounting processes and controlsregulatory2021-05-06--stated
Business Combination completion deadlineacquisition2021-05-062022-07-2221.0 monthsverified
Minimum fair market value requirement for Business Combination targetacquisition2021-05-06-80.0 percentstated
Merger agreement execution dateacquisition2021-05-06--stated
Merger consideration valuationacquisition2021-05-06-2000000000.0 USDstated
Expected Business Combination closing timelineacquisition2021-05-06--stated
Post-merger board compositionpersonnel2021-05-06--stated
Management team retentionpersonnel2021-05-06--stated
Equity incentive plan adoptionpersonnel2021-05-06--stated
Liquid capital available for business combinationfinancing2021-02-16-170000000.0 USDstated
Founder shares to be donated to nonprofitsfinancing2021-02-16-750000.0 sharesstated
Business combination marketing fee payable to I-Bankers Securitiesfinancing2021-02-16-7650000.0 USDstated

Executive compensation FY2025

YearNameRole as filedSalaryBonusStock awardsOtherTotalSource
2025Farrell EdwardFormer Chief Financial Officer$415.6K$787.5K$24.02M$14.0K$25.24MView cached copy (2026-08-31)Live source ↗
2025Tyler PageChief Executive Officer$825.0K$1.65M$12.48M$14.0K$14.97MView cached copy (2026-08-31)Live source ↗
2025Gregory J.d. Mumford—$108.0K$400.0K$7.04M—$7.54MView cached copy (2026-08-31)Live source ↗
2025Patrick Arthur KellyCo-President and Chief Operating Officer$525.0K$787.5K$3.74M$14.0K$5.07MView cached copy (2026-08-31)Live source ↗
2025William IwaschukCo-President, Chief Legal Officer and Corporate Secretary$525.0K$787.5K$3.74M$14.0K$5.07MView cached copy (2026-08-31)Live source ↗

As reported in the company's DEF 14A Summary Compensation Table (SEC Reg S-K Item 402(c)). Stock and option awards are grant-date fair values — what the award was worth on the day it was granted, not cash received and not what it is worth now. Every row here reconciles: its columns add up to the total the filing printed.

Show earlier years (FY2024, FY2023, FY2021)
YearNameRole as filedSalaryBonusStock awardsOtherTotalSource
2024Tyler PageChief Executive Officer$825.0K$1.65M$14.86M$13.8K$17.35MView cached copy (2026-08-31)Live source ↗
2024Patrick Arthur KellyCo-President and Chief Operating Officer$525.0K$787.5K$4.46M$13.8K$5.78MView cached copy (2026-08-31)Live source ↗
2024William IwaschukCo-President, Chief Legal Officer and Corporate Secretary$525.0K$787.5K$4.46M$5.2K$5.78MView cached copy (2026-08-31)Live source ↗
2024Farrell EdwardFormer Chief Financial Officer$525.0K$787.5K$3.47M$12.9K$4.79MView cached copy (2026-08-31)Live source ↗
2023Tyler PageChief Executive Officer$562.5K$2.48M$2.60M$9.0K$5.66MView cached copy (2026-08-31)Live source ↗
2023William IwaschukCo-President, Chief Legal Officer and Corporate Secretary$362.5K$1.24M$1.30M$11.3K$2.92MView cached copy (2026-08-31)Live source ↗
2023Patrick Arthur KellyCo-President and Chief Operating Officer$362.5K$1.24M$1.30M$9.8K$2.91MView cached copy (2026-08-31)Live source ↗
2023Farrell EdwardFormer Chief Financial Officer$362.5K$1.24M$1.30M$8.4K$2.91MView cached copy (2026-08-31)Live source ↗
2021Tyler PageChief Executive Officer$102.43M———$102.65MView cached copy (2026-09-13)Live source ↗
2021Edward J Farrell—$150.0K—$7.63M—$7.78MView cached copy (2026-09-13)Live source ↗
2021Patrick Arthur Kelly—$150.0K—$7.63M—$7.78MView cached copy (2026-09-13)Live source ↗
2021William Iwaschuk—$150.0K—$7.63M—$7.78MView cached copy (2026-09-13)Live source ↗

As reported in the company's DEF 14A Summary Compensation Table (SEC Reg S-K Item 402(c)). Stock and option awards are grant-date fair values — what the award was worth on the day it was granted, not cash received and not what it is worth now. Every row here reconciles: its columns add up to the total the filing printed.

Insider transactions (SEC Form 3/4/5)

Totals across all insiders

BucketInvested (shares)Invested (USD)Divested (shares)Divested (USD)Net directionTxnsInvested @ last priceDivested @ last price
All time56,131,801$0736,236$9.66M↓ Divested $9.66M100$501.82M$6.58M
202656,131,801$0736,236$9.66M↓ Divested $9.66M100$501.82M$6.58M
2026-Q33,361,801$0397,396$6.29M↓ Divested $6.29M57$30.05M$3.55M
2026-Q452,770,000$0338,840$3.37M↓ Divested $3.37M43$471.76M$3.03M

Invested = shares acquired (buys, grants, option exercises) — insider adding to the position. Divested = shares reduced (sells, dispositions, tax-withholding) — cash flowing TO the insider. Net direction shows which side wins on dollar terms in each bucket. % of holder's stake not yet computed (pending Form 3/4 holdings ingest). See methodology. The two @ last price columns restate the same share counts at the most recent share price we read (close of 2026-10-19); they are a valuation, not a cash flow, and they move every day the market does.

Individual filings

DateInsiderKindSharesAmount (USD)Value @ last priceSource
2026-10-14Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordTax withholding on vesting67,768$673,614$605.8KView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordTax withholding on vesting67,768$673,614$605.8KView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordTax withholding on vesting67,768$673,614$605.8KView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordTax withholding on vesting67,768$673,614$605.8KView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordTax withholding on vesting67,768$673,614$605.8KView cached copy (2026-10-16)Live source ↗
2026-10-14Gregory J.d. MumfordOption / RSU exercise125,000-$1.12MView cached copy (2026-10-16)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
Show older filings (75 more)
DateInsiderKindSharesAmount (USD)Value @ last priceSource
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition · Forward sale contract (obligation to sell)1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-10-05V3 Holding Ltd INSTITUTIONOther acquisition / disposition1,840,000-$16.45MView cached copy (2026-10-08)Live source ↗
2026-09-30Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units17,109-$153.0KView cached copy (2026-10-03)Live source ↗
2026-09-30Gregory J.d. MumfordOption / RSU exercise17,109-$153.0KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Performance Stock Units76,427-$683.3KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Restricted Stock Units29,611-$264.7KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Restricted Stock Units33,967-$303.7KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise76,427-$683.3KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise29,611-$264.7KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise33,967-$303.7KView cached copy (2026-10-03)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise · Performance Stock Units76,427-$683.3KView cached copy (2026-10-03)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise · Restricted Stock Units29,611-$264.7KView cached copy (2026-10-03)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise · Restricted Stock Units33,967-$303.7KView cached copy (2026-10-03)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise76,427-$683.3KView cached copy (2026-10-03)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise29,611-$264.7KView cached copy (2026-10-03)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise33,967-$303.7KView cached copy (2026-10-03)Live source ↗
2026-09-30Tyler PageOption / RSU exercise · Performance Stock Units254,756-$2.28MView cached copy (2026-10-03)Live source ↗
2026-09-30Tyler PageOption / RSU exercise · Restricted Stock Units105,285-$941.2KView cached copy (2026-10-03)Live source ↗
2026-09-30Tyler PageOption / RSU exercise · Restricted Stock Units113,225-$1.01MView cached copy (2026-10-03)Live source ↗
2026-09-30Tyler PageOption / RSU exercise254,756-$2.28MView cached copy (2026-10-03)Live source ↗
2026-09-30Tyler PageOption / RSU exercise105,285-$941.2KView cached copy (2026-10-03)Live source ↗
2026-09-30Tyler PageOption / RSU exercise113,225-$1.01MView cached copy (2026-10-03)Live source ↗
2026-09-30Tyler PageOption / RSU exercise · Performance Stock Units254,756-$2.28MView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageOption / RSU exercise · Restricted Stock Units105,285-$941.2KView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageOption / RSU exercise · Restricted Stock Units113,225-$1.01MView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageTax withholding on vesting130,053$2,058,739$1.16MView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageOption / RSU exercise254,756-$2.28MView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageTax withholding on vesting53,748$850,831$480.5KView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageOption / RSU exercise105,285-$941.2KView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageTax withholding on vesting57,802$915,006$516.7KView cached copy (2026-10-09)Live source ↗
2026-09-30Tyler PageOption / RSU exercise113,225-$1.01MView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Performance Stock Units76,427-$683.3KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Restricted Stock Units29,611-$264.7KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Restricted Stock Units33,967-$303.7KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukTax withholding on vesting42,265$669,055$377.8KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukOption / RSU exercise76,427-$683.3KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukTax withholding on vesting16,375$259,216$146.4KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukOption / RSU exercise29,611-$264.7KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukTax withholding on vesting18,784$297,351$167.9KView cached copy (2026-10-09)Live source ↗
2026-09-30William IwaschukOption / RSU exercise33,967-$303.7KView cached copy (2026-10-09)Live source ↗
2026-09-30Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units17,109-$153.0KView cached copy (2026-10-09)Live source ↗
2026-09-30Gregory J.d. MumfordTax withholding on vesting6,895$109,148$61.6KView cached copy (2026-10-09)Live source ↗
2026-09-30Gregory J.d. MumfordOption / RSU exercise17,109-$153.0KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise · Performance Stock Units76,427-$683.3KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise · Restricted Stock Units29,611-$264.7KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise · Restricted Stock Units33,967-$303.7KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyTax withholding on vesting39,016$617,623$348.8KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise76,427-$683.3KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyTax withholding on vesting15,117$239,302$135.1KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise29,611-$264.7KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyTax withholding on vesting17,341$274,508$155.0KView cached copy (2026-10-09)Live source ↗
2026-09-30Patrick Arthur KellyOption / RSU exercise33,967-$303.7KView cached copy (2026-10-09)Live source ↗
2026-09-30Gregory J.d. MumfordOption / RSU exercise · Restricted Stock Units17,109-$153.0KView cached copy (2026-10-03)Live source ↗
2026-09-30Gregory J.d. MumfordOption / RSU exercise17,109-$153.0KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Performance Stock Units76,427-$683.3KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Restricted Stock Units29,611-$264.7KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise · Restricted Stock Units33,967-$303.7KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise76,427-$683.3KView cached copy (2026-10-03)Live source ↗
2026-09-30William IwaschukOption / RSU exercise29,611-$264.7KView cached copy (2026-10-03)Live source ↗

Federal court dockets (via CourtListener/RECAP)

Every docket has its full metadata cached locally so we don't send visitors through a login wall. Click a case number to see our cached docket page.

CourtCase numberCase titleLinkFiled
txwd7:25-cv-00567Malikie Innovations Ltd. v. Foundry Digital LLCParty2025-12-12
nywd6:26-cv-06874Malikie Innovations Ltd. v. Foundry Digital LLCMentioned2026-08-28
txwd7:26-mc-00323Neural AI, LLC v. CoreWeave, Inc.Mentioned2026-08-18
txsd4:25-mc-01122Mkrtchyan v. PayneMentioned2025-06-16
txed2:25-cv-00519Malikie Innovations Ltd. v. Core Scientific, Inc.Mentioned2025-05-12
cacd2:24-cv-08280Electric Solidus, Inc. v. Proton Management LTD.Mentioned2024-09-25
nysd1:24-cv-00904IN RE HUT 8 CORP. SECURITIES LITIGATIONMentioned2024-02-07
nvd2:23-cv-01055In re Marathon Digital Holdings, Inc. Derivative LitigationMentioned2023-07-08
nvd2:23-cv-00470Moreno v. Marathon Digital Holdings, Inc.Mentioned2023-03-30
txsb22-90341Core Scientific, Inc.Mentioned2022-12-21
njd2:22-cv-07273NETWORK RACING PTY LTD. v. IREN LIMITEDMentioned2022-12-14
njb22-19361BlockFi Inc.Mentioned2022-11-28
txwd1:22-cv-01191Pang v. LevittMentioned2022-11-14
nysb22-10964Celsius Network LLCMentioned2022-07-13
wawd2:21-cv-01551Jaeger v. Zillow Group IncMentioned2021-11-16