Cipher Mining | 10-K: Annual report

Summary by Moomoo AI

Cipher Mining, a technology company focused on Bitcoin mining, has announced that it does not plan to pay cash dividends on its common stock for the foreseeable future, as it intends to retain future earnings for operations, expansion, and debt repayment. The company may issue additional shares of common stock or other equity securities, which could dilute ownership interests and potentially depress the market price of its common stock. Cipher Mining has also increased the aggregate of shares that may be issued under its Incentive Award Plan annually, with the latest increase on January 1, 2024. Furthermore, the company has entered into an at-the-market offering agreement, allowing it to sell shares of common stock up to $250 million, which is part of a larger $500 million securities offering. Cipher Mining's ability to pay dividends may be limited by covenants of any existing and future outstanding indebtedness. Anti-takeover provisions in the company's Certificate of Incorporation and Delaware law could make acquisitions more difficult and prevent stockholder attempts to replace or remove current management. The company's Certificate of Incorporation also designates the Court of Chancery of the State of Delaware and the federal district courts of the United States as the exclusive forums for disputes between the company and its stockholders. Cipher Mining's stock is subject to market volatility, and the company may be a target for securities litigation, which could divert management's attention and incur substantial costs. The company has developed a cybersecurity risk management program to protect its systems and information, and it leases all of its locations, including data center facilities in Texas. Cipher Mining has not been involved in any material pending legal proceedings and does not anticipate any claims or proceedings to have a material effect on its business. The company's common stock and public warrants are traded on the Nasdaq Stock Exchange under the symbols 'CIFR' and 'CIFRW,' respectively. Cipher Mining has never paid cash dividends on its capital stock and does not intend to do so in the foreseeable future. The company's future plans include expanding its Bitcoin mining business by developing additional data centers and expanding capacity at current data centers.

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Cipher Mining | 10-K: Annual report

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