This annual report contains or may contain forward-looking statements as defined in Section 27A of the Securities Act, and Section 21E of the Exchange Act, that involve significant risks and uncertainties. All statements other than statements of historical facts are forward-looking statements. These forward-looking statements include information about our possible or assumed future results of operations or our performance. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “estimates,” and variations of such words and similar expressions are intended to identify the forward-looking statements, but absence of these words does not mean that a statement is not forward-looking. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. These forward-looking statements include statements about:
| • | price and volatility of Bitcoin and other cryptocurrencies; |
| • | our ability to maintain competitive positions in proprietary hash rate; |
| • | our ability to procure and/or manufacture mining rigs at a lower cost; |
| • | our ability to expand mining datacenters or begin or complete any project that is “in the pipeline,” contracted or negotiated but not yet under active construction; |
| • | our ability to develop and deploy new generations of mining rigs; |
| • | our ability to control electricity cost; |
| • | our ability to make effective judgments regarding pricing strategy and resource allocation; |
| • | our ability to upgrade and expand product offerings and to successfully develop our ASIC and mining rig and HPC and AI cloud business; |
| • | regulatory changes or actions that may restrict the use of cryptocurrencies or the operation of cryptocurrency networks in a manner that may require us to cease certain or all operations. |
| • | the risks to our business of earthquakes, fires, floods, and other natural catastrophic events and interruptions by man-made issues such as strikes and terrorist attacks; |
| • | the volatility of the market price of our Class A ordinary shares, which could cause the value of your investment to decline; |
| • | the risk that an active trading market for our Class A ordinary shares may never develop or be sustained; |
| • | our ability to maintain the listing of Class A ordinary shares on Nasdaq; |
| • | the trading price of our securities, which has been and may continue to be volatile; |
| • | unexpected costs or expenses; |
| • | future issuances, sales or resales of our Class A ordinary shares; |
| • | our expectation regarding the use of proceeds from our financing activities; |
| • | our expectations regarding our cash runway; |
| • | general economic and business conditions in our markets; and |
| • | other risk factors discussed in the section entitled “Item 3. Key Information – D. Risk Factors” of this annual report. |
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this annual report. Although we believe that the expectations reflected in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates which are inherently subject to significant uncertainties and contingencies, many of which are beyond our control. Actual results may differ materially from those expressed or implied by such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements contained in this annual report, or the documents to which we refer readers in this annual report, to reflect any change in our expectations with respect to such statements or any change in events, conditions or circumstances upon which any statement is based.
PART I
