UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 6-K



REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August, 2022



Commission File Number: 001-40487



HUT 8 MINING CORP.
(Exact Name of Registrant as Specified in Its Charter)



24 Duncan Street, Suite 500, Toronto, Ontario, M5V 2B8
 (Address of principal executive offices)



Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F   ☐            Form 40-F  ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐



Exhibits
 
Exhibit No.
Description
   
Press Release of Hut 8 Mining Corp., dated August 11, 2022
Unaudited Condensed Consolidated Interim Financial Statements for the three and six months ended June 30, 2022 and 2021
Management’s Discussion and Analysis for the three and six months ended June 30, 2022 and 2021
Form 52-109F2 – Certification of Interim Filings (CEO)
Form 52-109F2 – Certification of Interim Filings (CFO)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
HUT 8 MINING CORP.
 
       
 
By:
/s/ Jaime Leverton
 
 
Name: Jaime Leverton
 
 
Title: Chief Executive Officer
 

Date: August 11, 2022





Exhibit 99.1


Hut 8 Reports Operating and Financial Results for Q2 2022

Strong quarterly revenue of $43.8 million
 
Bitcoin holdings increased 14.6% to 7,406 in Q2
 
Achieved adjusted EBITDA(i) of $6.8 million

TORONTO, ON, August 11, 2022 -- Hut 8 Mining Corp. (Nasdaq | TSX: HUT), ("Hut 8" or the "Company") one of North America's largest, innovation-focused digital asset mining pioneers and high performance computing infrastructure provider, is pleased to announce its financial results for the quarter ended June 30, 2022. All dollar figures are in Canadian Dollars (“CAD”), unless otherwise stated.

“We have been anticipating market volatility for nearly a year and took proactive measures to successfully navigate the current downturn through the balance of the cycle,” said Jaime Leverton, CEO of Hut 8. “Our continued growth in digital asset mining operations and in our Bitcoin reserves, coupled with our first full quarter generating uncorrelated fiat revenue in our high performance computing business, has positioned us well to drive future success.”

“Our operational orientation and conservative, balance sheet first approach, continued to serve us well in the second quarter,” said Shane Downey, CFO of Hut 8. “We generated strong revenue in our digital asset mining business, made strides in solidifying and growing our high performance computing business and remain focused on the continued health of the company overall.”

Q2 2022 HIGHLIGHTS


Revenue increased by $10.3 million to $43.8 million compared to $33.5 million for the quarter ended June 30, 2021 ("Q2 2021”).


The Company mined 946 Bitcoin in the quarter ended June 30, 2022 ("Q2 2022”), a 71% increase compared to the same period in 2021 due to an increase in hashrate from additional highly efficient miners and initial ramping of activities at Hut 8’s third mining site in North Bay, Ontario.


Hut 8’s high performance computing operations generated $4.7 million of revenue in the quarter, the majority of which is monthly recurring revenue.


Hut 8’s mining site in North Bay, Ontario has been gradually ramping up with approximately 20 MW of power and approximately 5,800 miners installed as of June 30, 2022, which are adding approximately 565 PH/s to Hut 8’s mining capacity.



(i) EBITDA, Adjusted EBITDA and mining profit are non-IFRS performance measures; refer to the Non-IFRS Measures section of this press release.


The Company installed 7,199 new MicroBT M30S, M30S+, and M31S+ miners at the Drumheller, Alberta, Medicine Hat, Alberta, and North Bay, Ontario facilities during Q2 2022. The installation of these miners brought Hut 8’s operating capacity to 2.78 EH/s as of June 30, 2022, an increase of 9% in hashrate compared to March 31, 2022.


The Company further strengthened its executive team with the appointment of Aniss Amdiss as Chief Legal Officer, effective July 11, 2022.

FINANCIAL SUMMARY

For the periods ended June 30
 
Three Months Ended
   
Six Months Ended
 
(CAD thousands, except per share amounts)
 
2022
   
2021
   
2022
   
2021
 
Operating results
                       
Digital assets mined
   
946
     
553
     
1,888
     
1,092
 
                                 
Financial results
                               
Total revenue
 
$
43,845
   
$
33,549
   
$
97,178
   
$
65,532
 
Net (loss) income
   
(88,067
)
   
(4,040
)
   
(32,359
)
   
15,094
 
Mining profit (i)
   
14,904
     
19,329
     
47,813
     
37,272
 
Adjusted EBITDA (i)
   
6,762
     
14,356
     
33,871
     
30,608
 
                                 
Per share
                               
Net income - basic
 
$
(0.49
)
 
$
(0.03
)
 
$
(0.19
)
 
$
0.13
 
Net income - diluted
 
$
(0.49
)
 
$
(0.03
)
 
$
(0.19
)
 
$
0.12
 
(i) Non-IFRS measure - see "Non-IFRS Measures" section below. Certain comparative figures have been restated where necessary to conform with current period presentation.
 
                   
As At
 
(CAD thousands)
                 
June 30,
2022
   
December 31, 2021
 
Financial position
                               
Cash
                 
$
60,132
   
$
140,127
 
Total digital assets
                   
188,812
     
323,946
 
Total assets
                   
572,868
     
720,709
 
Total liabilities
                   
63,585
     
154,741
 
Total shareholder's equity
                   
509,283
     
565,967
 

Revenue for Q2 2022, was $43.8 million compared to $33.5 million in Q2 2021. The increase was primarily driven by the Company’s digital asset mining operations, where the Company mined 946 Bitcoin and generated $39.1 million of revenue, versus 553 Bitcoin mined and $31.4 million of revenue in Q2 2021. The increase in Bitcoin mined is due to the significant increase in Hut 8’s average hashrate stemming from the expansion of the Company’s highly efficient mining fleet and ramp-up activities of the Company’s new site in North Bay, Ontario. The Company’s newly-acquired high performance computing operations generated $4.7 million of primarily recurring revenue in the quarter.

Net loss for Q2 2022 was $88.1 million and net loss per share was $0.49, compared to net loss of $4.0 million and net loss per share of $0.03 for the same period in 2021. The change reflects the non-cash revaluation loss on digital assets, partially offset by higher revenue and the non-cash revaluation gain on warrants liability.

Mining profit(i) was $14.9 million in Q2 2022, compared to $19.3 million in Q2 2021. The change is mainly due to a lower average Bitcoin price and increased average power costs, which were partially offset by the revenue associated with the higher number of Bitcoin mined.

Adjusted EBITDA(i) was $6.8 million, compared to $14.4 million in Q2 2021. Increased revenues from mining operations and contributions from high performance computing operations were offset by compressed mining margins due to lower average Bitcoin price and higher general and administrative expenses incurred to support the growth in Hut 8’s mining and high performance computing operations.

Cost of revenue consists of site operating costs and depreciation and was $47.7 million for Q2 2022 compared to $16.6 million in Q2 2021. Site operating costs for the quarter ended June 30, 2022, was $26.8 million, of which $24.5 million was attributable to our mining operations and $2.3 million to our high performance computing operations. The average cost of mining each Bitcoin for Q2 2022 was approximately $25,900, compared to approximately $24,700 per Bitcoin in Q2 2021. The increase in average cost of mining Bitcoin was primarily due to higher power prices, partially offset by the deployment of a more efficient mining fleet. Depreciation expense increased to $20.9 million during Q2 2022 compared to $3.0 million in Q1 2021, driven by the significant deployment of new mining equipment over the past twelve months as well as $1.3 million of additional depreciation from our newly acquired high performance computing operations.

For more information, please refer to the Management’s Discussion & Analysis and the unaudited condensed interim consolidated financial statements of the Company for the three and six months ended June 30, 2022 and 2021. These documents will be available on the Company’s website at www.hut8mining.com, under the Company’s SEDAR profile at www.sedar.com, and under the Company’s EDGAR profile at www.sec.gov.

NON-IFRS MEASURES

This press release makes reference to certain measures that are not recognized under IFRS and do not have a standardized meaning prescribed by IFRS. They are therefore not necessarily comparable to similar measures presented by other companies. The Company uses non-IFRS measures including "Adjusted EBITDA" and “Mining profit” as additional information to complement IFRS measures by providing further understanding of the Company’s results of operations from Management’s perspective and should not be viewed as alternatives to, or replacements of, measures of operating results and liquidity presented in accordance with IFRS.

The following tables and definitions reconcile non-IFRS measures used by the Company to analyze the operational performance of Hut 8, to their nearest IFRS measure and should be read in conjunction with the unaudited condensed consolidated interim financial statements for the three and six months ended June 30, 2022 and 2021.

Mining Profit

Mining profit represents gross profit (revenue less cost of revenue), excluding depreciation and revenue and site operating costs directly attributable to hosting services and high performance computing operations. Mining profit shows profitability of the Company’s core digital asset mining operation, without the impact of non-cash depreciation expense. Mining profit measure provides the investors the ability to assess the profitability of the mining operations exclusive of general and administrative expenses.

The following table reconciles Gross profit to our non-IFRS measure, Mining profit:

   
Three Months Ended
   
Six Months Ended
 
For the periods ended June 30
 
2022
   
2021
   
2022
   
2021
 
Gross profit (loss)
 
$
(3,841
)
 
$
16,917
   
$
12,614
   
$
29,124
 
                                 
Add (deduct):
                               
Revenue from hosting
   
     
(2,193
)
   
(751
)
   
(3,618
)
Revenue from high performance computing
   
(4,713
)
   
     
(8,001
)
   
 
Site operating costs attributable to hosting
   
243
     
1,628
     
797
     
2,986
 
Site operating costs attributable to high performance computing
   
2,311
     
     
3,885
     
 
Depreciation
   
20,904
     
2,977
     
39,269
     
8,780
 
Mining profit
 
$
14,904
   
$
19,329
   
$
47,813
   
$
37,272
 


Adjusted EBITDA

Adjusted EBITDA represents EBITDA (net income or loss excluding net finance income or expense, income tax or recovery, depreciation, and amortization) adjusted to exclude non-cash share-based compensation, fair value gain or loss on revaluation of digital assets and warrants, non-recurring impairment charges or reversals of impairment, and costs associated with one-time or non-recurring transactions. Adjusted EBITDA is used to assess profitability without the impact of non-cash accounting policies, capital structure and one-time or non-recurring transactions. This performance measure provides a consistent comparable metric for profitability of the Company across time periods.

The following table reconciles net income (loss) to our non-IFRS measure, adjusted EBITDA:

For the periods ended June 30
 
Three Months Ended
   
Six Months Ended
 
(CAD thousands)
 
2022
   
2021
   
2022
   
2021
 
Net income (loss)
 
$
(88,067
)
 
$
(4,040
)
 
$
(32,359
)
 
$
15,094
 
                                 
Add (deduct):
                               
Net finance costs
   
1,543
     
(639
)
   
2,835
     
(987
)
Depreciation and amortization
   
21,247
     
2,977
     
39,841
     
8,780
 
Share based payment
   
1,977
     
1,768
     
3,276
     
4,524
 
Gain on used of digital assets
   
     
     
     
(182
)
Foreign exchange loss (gain)
   
(27
)
   
212
     
684
     
643
 
Share based payment taxes withholding
   
     
     
     
1,245
 
One-time transaction costs
   
     
470
     
1,611
     
470
 
Deferred income tax recovery (expense)
   
8,472
     
12,590
     
9,593
     
(780
)
Sales tax expense
   
     
1,018
     
913
     
1,801
 
Reevaluation of digital assets
   
104,898
     
     
104,898
     
 
Gain on revaluation of warrants
   
(43,281
)
   
     
(97,421
)
   
 
Adjusted EBITDA
 
$
6,762
   
$
14,356
   
$
33,871
   
$
30,608
 

CORPORATE UPDATES

Hut 8 anticipates that based on the current installed hashrate and scheduled deliveries of new miners, the Company will reach 3.55 EH/s organically by the end of 2022.

As part of the Company’s ongoing integration of the recently acquired high performance computing operations, Hut 8 rationalized certain low-margin product and service offerings during the second quarter. Hut 8 believes these improvements will better position the Company to realize profitable revenue growth in 2023. As a result, the Company has withdrawn the revenue growth guidance provided in its Q1 2022 results.

CONFERENCE CALL

Hut 8’s Q2 2022 conference call will begin at 10 a.m. ET on August 11, 2022. Those wishing to join via telephone should dial in 5 minutes early:


Within Canada and the US: 1-888-664-6392 access code: 62590720#

ANALYST COVERAGE OF HUT 8 MINING

A full list of Hut 8 Mining analyst coverage can be found here.

FORWARD-LOOKING INFORMATION

This press release includes "forward-looking information" and "forward-looking statements" within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, "forward-looking information"). All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion and growth of the Company’s businesses, operations, plans and other such matters is forward-looking information. Forward-looking information is often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" or similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information. Specifically, such forward-looking information included in this press release include, but are not limited to, statements with respect to the following: the Company’s position and ability to seize opportunities in the digital asset industry; the Company’s ability to advance the HODL strategy in the long-term; the Company’s growth strategy; estimates of increased recurring revenue from the Company’s high-performance computing business and the amount thereof; the Company’s estimated margins of the high performance computing business and its ability to optimize margins in the future; expectations for other economic, business, regulatory and/or competitive factors related to the Company or the Bitcoin industry generally; and projected hash rate, expenses and profitability.
 
Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events based on certain material factors and assumptions at the time the statement was made. Material assumptions include: assumptions regarding the level of demand and financial performance of the digital asset industry, effective tax rates, the U.S./Canadian dollar exchange rate, the expected impact of the COVID-19 pandemic, inflation, access to capital, timing and receipt of regulatory approvals, acquisition and divestiture activities, operational expenses, returns on investments, transaction costs and fluctuations in energy prices and the Company's energy requirements.
 
Forward-looking information is necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by Hut 8 as of the date of this press release, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to security and cybersecurity threats and hacks, malicious actors or botnet obtaining control of processing power on the Bitcoin network, further development and acceptance of the Bitcoin network, changes to Bitcoin mining difficulty, loss or destruction of private keys, increases in fees for recording transactions in the Blockchain, erroneous transactions, reliance on a limited number of key employees, reliance on third party mining pool service providers, regulatory changes, classification and tax changes, momentum pricing risk, fraud and failure related to digital asset exchanges, difficulty in obtaining banking services and financing, difficulty in obtaining insurance, permits and licenses, internet and power disruptions, geopolitical events, uncertainty in the development of cryptographic and algorithmic protocols, uncertainty about the acceptance or widespread use of digital assets, failure to anticipate technology innovations, the COVID19 pandemic, climate change, currency risk, lending risk and recovery of potential losses, litigation risk, business integration risk, changes in market demand, changes in network and infrastructure, system interruption, changes in leasing arrangements, counterparty risk, failure to achieve intended benefits of power purchase agreements, including securing full power benefits at current sites, the ability to implement business plans, forecasts, and other expectations, and identify and realize additional opportunities and other risks related to the digital asset mining and data centre business. For a complete list of the factors that could affect the Company, please see the "Risk Factors" section of the Company's Annual Information Form dated March 17, 2022 and Hut 8’s other continuous disclosure documents which are available on Company’s website at www.hut8mining.com, under the Company’s SEDAR profile at www.sedar.com and under the Company’s EDGAR profile at www.sec.gov.

These factors are not intended to represent a complete list of the factors that could affect Hut 8; however, these factors should be considered carefully. There can be no assurance that such estimates and assumptions will prove to be correct. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described in this press release as intended, planned, anticipated, believed, sought, proposed, estimated, forecasted, expected, projected or targeted and such forward-looking statements included in this press release should not be unduly relied upon. The impact of any one assumption, risk, uncertainty, or other factor on a particular forward-looking statement cannot be determined with certainty because they are interdependent and Hut 8’s future decisions and actions will depend on management’s assessment of all information at the relevant time. The forward-looking statements contained in this press release are made as of the date of this press release, and Hut 8 expressly disclaims any obligation to update or alter statements containing any forward-looking information, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law.

About Hut 8
 
Hut 8 is one of North America’s largest innovation-focused digital asset miners, led by a team of business-building technologists, bullish on bitcoin, blockchain, Web 3.0 and bridging the nascent and traditional high performance computing worlds. With two digital asset mining sites located in Southern Alberta and a third site in North Bay, Ontario, all located in Canada, Hut 8 has one of the highest capacity rates in the industry and one of the highest inventories of self-mined Bitcoin of any digital asset miner or publicly-traded company globally. With 36,000 square feet of geo-diverse data centre space and cloud capacity connected to electrical grids powered by significant renewables and emission-free resources, Hut 8 is revolutionizing conventional assets to create the first hybrid data centre model that serves both the traditional high performance compute (Web 2.0) and nascent digital asset computing sectors, blockchain gaming, and Web 3.0. Hut 8 was the first Canadian digital asset miner to list on the Nasdaq Global Select Market. Through innovation, imagination, and passion, Hut 8 is helping to define the digital asset revolution to create value and positive impacts for its shareholders and generations to come.


Investor contact:
Sue Ennis
sue@hut8mining.com

Media contact:
Erin Dermer
erin.dermer@hut8mining.com





Exhibit 99.2



HUT 8 MINING CORP.

Unaudited Condensed Consolidated Interim Financial Statements
(In thousands of Canadian dollars)


For the three and six months ended June 30, 2022 and 2021

1

HUT 8 MINING CORP.
Unaudited Condensed Consolidated Interim Statements of Financial Position
(In thousands of Canadian dollars)


As at
 
Note
   
June 30, 2022
   
December 31, 2021
 
                   
Assets
                 
Current assets
                 
Cash
       
$
60,132
   
$
140,127
 
Accounts receivable and other
         
2,927
     
647
 
Digital assets
   
6
     
188,812
     
323,946
 
Deposits and prepaid expenses
   
5
     
3,095
     
3,359
 
             
254,966
     
468,079
 
Non-current assets
                       
Plant and equipment
   
7
     
194,793
     
96,126
 
Deposits and prepaid expenses
   
5
     
109,531
     
156,504
 
Intangible assets and goodwill
   
8
     
13,578
     
-
 
Total assets
         
$
572,868
   
$
720,709
 
                         
Liabilities and shareholders’ equity
                       
Current liabilities
                       
Accounts payable and accrued liabilities
         
$
12,180
   
$
9,570
 
Lease liabilities
           
1,423
     
216
 
Loans payable
   
9
     
10,423
     
16,278
 
             
24,026
     
26,064
 
Non-current liabilities
                       
Lease liabilities
           
18,556
     
427
 
Loans payable
   
9
     
19,403
     
23,773
 
Warrants liability
           
1,600
     
99,021
 
Deferred tax liabilities
           
     
5,456
 
Total liabilities
           
63,585
     
154,741
 
                         
Shareholders’ equity
                       
Share capital
   
10
     
714,461
     
636,597
 
Warrants
           
2,122
     
2,163
 
Contributed surplus
           
13,319
     
11,928
 
Accumulated deficit
           
(220,619
)
   
(188,260
)
AOCI - Unrealized gain on bitcoin revaluation
           
-
     
103,540
 
Total shareholder’s equity
           
509,283
     
565,968
 
Total liabilities and shareholders’ equity
         
$
572,868
   
$
720,709
 

See accompanying notes to the unaudited condensed consolidated interim financial statements.

2

HUT 8 MINING CORP.
Unaudited Condensed Consolidated Interim Statements of Operations and Comprehensive Income
(In thousands of Canadian dollars, except for per share amounts)


         
Three Months Ended
   
Six Months Ended
 
For the periods ended June 30
 
Note
   
2022
   
2021
   
2022
   
2021
 
Revenue
   
13
   
$
43,845
   
$
33,549
   
$
97,178
   
$
65,532
 
Cost of revenue
   
14
     
(47,686
)
   
(16,632
)
   
(84,564
)
   
(36,408
)
Gross (loss) profit
           
(3,841
)
   
16,917
     
12,614
     
29,124
 
                                         
General and administrative expenses
   
15
     
(12,278
)
   
(8,794
)
   
(23,812
)
   
(15,336
)
Gain on disposition of digital assets
           
     
     
     
182
 
Operating (loss) income
           
(16,119
)
   
8,123
     
(11,198
)
   
13,970
 
                                         
Foreign exchange loss
           
27
     
(212
)
   
(684
)
   
(643
)
Finance expense
           
(1,862
)
   
(149
)
   
(3,707
)
   
(370
)
Finance income
           
319
     
788
     
872
     
1,357
 
Amortization
           
(343
)
   
     
(572
)
   
 
Gain on revaluation of warrants liability
           
43,281
     
     
97,421
     
 
Net (loss) income before tax
           
25,303
     
8,550
     
82,132
     
14,314
 
                                         
Loss on revaluation of digital assets
           
(104,898
)
   
-
     
(104,898
)
   
-
 
Deferred income tax (expense) recovery
           
(8,472
)
   
(12,590
)
   
(9,593
)
   
780
 
Net (loss) income
         
$
(88,067
)
 
$
(4,040
)
 
$
(32,359
)
 
$
15,094
 
                                         
Other comprehensive (loss) income
                         
Items that will not be reclassified to net income
         
Revaluation (loss) gain on digital assets, net of tax
           
(98,591)
     
(95,070)
     
(103,540)
      2,534
 
Total comprehensive (loss) income
         
$
(186,658
)
 
$
(99,110
)
 
$
(135,899
)
 
$
17,628
 
                                         
Net (loss) income per share:
                                       
Basic
         
$
(0.49
)
 
$
(0.03
)
 
$
(0.19
)
 
$
0.13
 
Diluted
         
$
(0.49
)
 
$
(0.03
)
 
$
(0.19
)
 
$
0.12
 
                                         
Weighted average number of shares outstanding:
 
Basic
           
178,013,476
     
123,297,871
     
174,258,330
     
118,297,534
 
Diluted
           
178,013,476
     
129,284,763
     
174,258,330
     
124,202,426
 

3

HUT 8 MINING CORP.
Unaudited Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity
(In thousands of Canadian dollars)


For the six months ended
 
Number of shares
   
Share capital
   
Warrants
   
Contributed surplus
   
Accumulated deficit
   
Accumulated other comprehensive income (loss)
   
Total
 
Balance, December 31, 2021
   
169,590,061
   
$
636,597
   
$
2,163
   
$
11,928
   
$
(188,260
)
 
$
103,540
   
$
565,968
 
Net loss
   
     
     
     
     
(32,359
)
   
     
(32,359
)
Other comprehensive loss
   
     
     
     
     
     
(103,540
)
   
(103,540
)
Comprehensive income
   
     
     
     
     
(32,359
)
   
(103,540
)
   
(135,899
)
Other equity movements
                                                       
Shares issued for equity raises
   
22,098,392
     
75,905
     
     
     
     
     
75,905
 
Shares issued on vesting of RSU
   
287,986
     
1,345
     
     
(1,345
)
   
     
     
 
Shares issued on vesting of DSU
   
76,296
     
574
     
     
(574
)
   
     
     
 
Shares issued under employee stock purchase plan
   
6,392
     
26
     
     
     
     
     
26
 
Shares issued on exercise of warrants
   
863
     
3
     
(2
)
   
     
     
     
1
 
Shares issued on exercise of options
   
3,333
     
11
     
     
(5
)
   
     
     
6
 
Expiry of broker warrants
   
     
     
(39
)
   
39
     
     
     
 
Share based payments
   
     
     
     
3,276
     
     
     
3,276
 
Balance, June 30, 2022
   
192,063,323
   
$
714,461
   
$
2,122
   
$
13,319
   
$
(220,619
)
 
$
   
$
509,283
 

For the six months ended
 
Number of shares
   
Share capital
   
Shares to be issued
   
Warrants
   
Contributed surplus
   
Accumulated deficit
   
Accumulated other comprehensive income
   
Total
 
Balance, December 31, 2020
   
97,245,223
   
$
178,231
   
$
398
   
$
2,560
   
$
4,234
   
$
(115,549
)
 
$
45,681
   
$
115,555
 
Net income
   
     
     
     
     
     
15,094
     
     
15,094
 
Other comprehensive income
   
     
     
     
     
     
     
2,534
     
2,534
 
Comprehensive income
   
     
     
     
     
     
15,094
     
2,534
     
17,628
 
Other equity movements
                                                               
Shares issued for equity raises
   
38,500,000
     
130,219
     
     
49,814
     
     
     
     
180,033
 
Shares issued on vesting of RSU
   
304,813
     
853
     
     
     
(853
)
   
     
     
 
Shares issued on vesting of DSU
   
42,500
     
53
     
     
     
(53
)
   
     
     
 
Share based payments withholding
   
     
     
     
     
(729
)
   
     
     
(729
)
Shares issued on exercise of options
   
170,639
     
1,207
     
     
     
(484
)
   
     
     
723
 
Shares issued on exercise of warrants
   
6,631,062
     
38,444
     
     
(7,837
)
   
     
     
     
30,607
 
Shares issued on settlement of accounts payable
   
380,000
     
398
     
(398
)
   
     
     
     
     
 
Share based payments
   
     
     
     
     
4,524
     
     
     
4,524
 
Balance, June 30, 2021
   
143,274,237
   
$
349,405
   
$
   
$
44,537
   
$
6,639
   
$
(100,455
)
 
$
48,215
   
$
348,341
 

4

HUT 8 MINING CORP.
Unaudited Condensed Consolidated Interim Statements of Cash Flows
(In thousands of Canadian dollars)


For the six months ended June 30
 
2022
   
2021
 
             
Cash provided by (used in):
           
Operating activities:
           
Net (loss) income
 
$
(32,359
)
 
$
15,094
 
Change in non-cash operating items:
               
Digital assets mined
   
(88,426
)
   
(61,914
)
Digital assets traded for cash
   
     
1,291
 
Depreciation and amortization
   
39,841
     
8,780
 
Gain on disposition of digital assets
   
     
(182
)
Loss on revaluation of digital assets
   
104,898
     
 
Gain on revaluation of warrants liability
   
(97,421
)
   
 
Share based payments
   
3,276
     
4,524
 
Income tax expense (recovery)
   
9,593
     
(780
)
Net finance expense (income) and other
   
2,835
     
(987
)
Foreign exchange loss
   
684
     
643
 
     
(57,079
)
   
(33,531
)
Net change in working capital (Note 16)
   
1,315
     
2,212
 
Net cash used in operating activities
   
(55,764
)
   
(31,319
)
                 
Investing activities
               
Purchase of plant and equipment
   
(102,390
)
   
(10,248
)
Deposits and prepaid expenses
   
46,972
     
(61,529
)
Business acquisition
   
(30,174
)
   
 
Net cash used in investing activities
   
(85,592
)
   
(71,777
)
                 
Financing activities
               
Repayment of loan payable
   
     
(25,372
)
Finance draws from equipment financing
   
     
8,411
 
Repayment of equipment financing
   
(11,051
)
   
(2,746
)
Proceeds from issuance of common shares, net of issuance costs
   
75,931
     
180,033
 
Proceeds from exercise of warrants and options
   
14
     
31,330
 
Finance income received
   
831
     
1,014
 
Finance expense paid
   
(3,428
)
   
(370
)
Payment (recovery) of lease obligations
   
(919
)
   
9
 
Net cash provided by financing activities
   
61,378
     
192,309
 
(Decrease) increase in cash
   
(79,978
)
   
89,213
 
Cash, beginning of period
   
140,127
     
2,816
 
Effect of movement in exchange rates on cash held in foreign currencies
   
(17
)
   
651
 
Cash, end of period
 
$
60,132
   
$
92,680
 

5

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
1.
Organization and nature of the business

Hut 8 Mining Corp. was incorporated under the laws of the Province of British Columbia on June 9, 2011. The registered office of the Company is located at 745 Thurlow Street, Suite 2400, Vancouver, BC, Canada V6E 0C5 and the headquarters are located at 24 Duncan St., Suite 500, Toronto, ON, Canada, M5V 2B8. Hut 8 Mining Corp.’s common shares are listed under the symbol “HUT” on the Toronto Stock Exchange and The Nasdaq Global Select Market.

Hut 8 Mining Corp. and its subsidiaries (the “Company”) are primarily in the business of the mining of digital assets – with an operational focus on utilizing specialized equipment to solve complex computational problems to validate transactions on different blockchains and receiving Bitcoin in return for successful services. Additionally, the Company operates cloud and colocation date centre facilities in Canada targeting enterprise customers seeking high performance computing services.

These unaudited condensed consolidated interim financial statements (“interim financial statements”) were approved by the Company’s Board of Directors on August 10, 2022.

2.
Basis of preparation

These interim financial statements for the three and six months ended June 30, 2022 and 2021 have been prepared in accordance with International Accounting Standards 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”).

These interim financial statements do not include all the disclosures required by International Financial Reporting Standards (“IFRS”) for annual consolidated financial statements and accordingly should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2021 (“annual financial statements”) prepared in accordance with IFRS as issued by the IASB. Certain comparative figures have been reclassified to conform to current presentation.

The preparation of the interim financial statements requires Management to make judgments, estimates and assumptions that affect the application of accounting policies and reported assets, liabilities, revenue and expenses, consistent with those described in the Company’s annual financial statements and as described in these interim financial statements. Estimates and underlying assumptions are reviewed on an ongoing basis. Estimates are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount or values may vary in certain instances from the assumptions and estimates made. Changes will be recorded, with corresponding effect in profit or loss, when, and if, better information is obtained. The future impact of uncertainties around the outbreak of the novel coronavirus (“COVID-19”) pandemic could generate, in future reporting periods, a significant risk of material adjustment to the reported amounts of assets, liabilities, revenue and expenses in the interim financial statements. Examples of accounting estimates and judgments that may be impacted by the pandemic include: revenue recognition, impairment of goodwill and intangible assets, and allowance for expected credit losses.

The Company is in the business of digital currencies, many aspects of which are not specifically addressed by current IFRS guidance. IFRS does not currently provide specific guidance to address many aspects of the digital asset industry. The Company is required to make judgments as to the application of IFRS and the selection of its accounting policies. The Company has disclosed its presentation, recognition and derecognition, and measurement of digital currencies, and the recognition of revenue as well as significant assumptions and judgments, however, if specific guidance is enacted by the IASB in the future, the impact may result in changes to the Company’s earnings and financial position as presented.

6

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
During the three and six month ended June 30, 2021, Management reviewed the Company’s accounting classification related to the digital assets under lending agreement. Under the revised assessment, changes in fair value are recorded in other comprehensive income. Prior to this change, the revaluation of the fair value of the loans receivable was accounted for through profit or loss. Certain comparative figures have been reclassified to conform with this presentation. The gain on revaluation of digital assets of $22,935 for the six month ended June 30, 2021 was reclassified to other comprehensive income.

3.
Selected significant accounting policies

  (a)
Revenue recognition

The high performance computing business earns revenue by providing cloud and colocation services to clients. Revenue is measured at the fair value of the consideration received or receivable for services, net of discounts and sales taxes. Revenue is recognized as the related services are provided to customers. The Company applies the five step IFRS 15 Revenue from Contracts with Customers model in determining the appropriate treatment of its various sources of revenue. The principal sources of revenue to the Company and recognition of these revenues are as follows:


-
Monthly recurring revenue (“MRR”) from high performance computing services are recognized as service revenue ratably over the enforceable term of individual contracts which is typically the stated term. The Company satisfies its performance obligation as these services are made available over time. The Company believes this method to be the best representation of transfer of services as it is consistent with industry practice to measure satisfaction through passage of time.


-
Transaction price is determined as the list price of services (net of discounts) that the Company delivers to its customers, taking into account the term of each individual contract, and the ability to enforce and collect the consideration.


-
Revenue from installation services, which are not treated as distinct performance obligations, are recognized over the enforceable term of individual contracts consistent with the schedule of MRR discussed above.


-
Usage revenue (overage and consumption-based services) is recorded as service revenue in the month the usage is incurred/service is consumed by the customer, based on a fixed agreed upon amount per unit consumed.


-
Payment is typically due at the beginning of each month for MRR services and at the end of each month for usage revenue


(i)
Sale of bundled services

The Company offers certain customers bundled connectivity, colocation, and cloud services. Total consideration in contracts with customers are allocated to distinct performance obligations based on their stand-alone selling prices. The Company determined the stand-alone selling price to be the list price at which the Company sells connectivity, and colocation and cloud services.

  (ii)
Service Credits

The Company has obligations for credits under its contracts with customers when certain criteria are met. Credits are measured at agreed upon contractual rates and are recognized net of revenue and presented in total revenue on the statement of comprehensive loss.

7

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
  (b)
Goodwill:

Goodwill represents the excess of the cost of the Company’s business acquisitions over the fair value of the Company’s share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Goodwill is carried at cost less accumulated impairment charges and is not amortized but is subject to an impairment test annually and whenever impairment indicators are identified.

  (c)
Intangible assets

Intangible assets consist of customer relationships acquired through acquisitions or business combinations.

Intangible assets acquired as part of business acquisitions are measured initially at fair value.

Intangible assets with a finite life are amortized on a straight-line basis over their estimated useful lives. Amortization is recognized over the assets’ estimated useful lives as follows:

Customer relationships
8 years
 

Amortization expense has been presented in profit or loss as amortization. Assets are removed from asset and accumulated amortization balances once they become fully amortized. Proceeds from disposals are netted against the related assets and accumulated amortization, and resulting gains and losses are included in profit or loss.

4.
Business acquisition

On January 31, 2022, the Company completed its acquisition of TeraGo’s cloud and colocation high performance computing business. The purchase price of the acquisition was $30.2 million. The purchase price on Closing was satisfied by delivering cash. The acquisition consisted of five data centres across Canada. The high performance computing business spans from Toronto, Ontario to Vancouver, British Columbia with more than 36,000 square feet of geo-diverse data centre space.

The acquisition has been accounted for using the acquisition method of accounting. The goodwill is primarily attributable to the ability to expand the Company’s presence in the digital asset ecosystem and strengthen its competitive position. The goodwill is deductible for tax purposes. The Company is currently evaluating the fair value of the assets acquired and liabilities assumed, and given the recent date of acquisition, the process is still ongoing. The allocation of the purchase consideration for this acquisition is preliminary and is as follows:

       
Net working capital
 
$
691
 
Plant and equipment
   
24,856
 
Intangible assets
   
11,000
 
Goodwill
   
3,150
 
Lease liabilities
   
(9,523
)
   
$
30,174
 

As at June 30, 2022, $1.1 million of acquisition-related costs had been incurred and are included in the unaudited condensed consolidated interim statements of operations and comprehensive income for the three and six months ended June 30, 2022. The pro forma operating revenue and profit related to the acquisition is not material for the three and six months ended June 30, 2022.

8

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
5.
Deposits and prepaid expenses

As at
 
June 30, 2022
   
December 31, 2021
 
Current
           
Prepaid insurance
 
$
466
   
$
1,580
 
Prepaid electricity
   
285
     
1,308
 
Other
   
2,344
     
471
 
Total current deposits and prepaid expenses
 
$
3,095
   
$
3,359
 
                 
Non-current
               
Deposits for equipment purchase
 
$
72,381
   
$
110,761
 
Deposits related to power purchase agreement
   
20,000
     
20,000
 
Deposits related to operating site development
   
7,834
     
18,609
 
Deposits related to electricity supply under electricity supply agreement
   
8,522
     
6,253
 
Other
   
794
     
881
 
Total non-current deposits
 
$
109,531
   
$
156,504
 

6.
Digital assets

The Company’s Bitcoin are either held in custody or subject to lending arrangements. The details of the Bitcoin are as follows:

   
Amount
   
Number of digital assets
 
As at
 
June 30, 2022
   
December 31, 2021
   
June 30, 2022
   
December 31, 2021
 
Digital assets held in custody
 
$
188,812
   
$
206,531
     
7,406
     
3,518
 
Digital assets subject to lending arrangement
   
     
117,415
     
     
2,000
 
Total digital assets
 
$
188,812
   
$
323,946
     
7,406
     
5,518
 

Below is the Company’s Bitcoin mined and transacted:

   
Amount
   
Number of Bitcoin
 
Total digital assets, January 1, 2021
 
$
101,962
     
2,762
 
Bitcoin mined
   
165,398
     
2,786
 
Bitcoin traded for cash
   
(1,291
)
   
(30
)
Gain on disposition of digital assets
   
182
     
 
Revaluation of digital assets
   
57,695
     
 
Total digital assets, December 31, 2021
 
$
323,946
     
5,518
 
Bitcoin mined
   
88,426
     
1,888
 
Revaluation of digital assets
   
(223,560
)
   
 
Total digital assets, June 30, 2022
 
$
188,812
     
7,406
 

Digital assets held are revalued each reporting period based on the fair market value of the price of Bitcoin on the reporting date. As of June 30, 2022, the price of Bitcoin was $25,945 (US$19,785) (December 31, 2021 - $58,707 (US$46,306)), resulting in a revaluation loss for the six months ended June 30, 2022, of $223.5 million. The Company recorded $103.5 million of the loss in other comprehensive loss, net of taxes of $15.1 million, and the remaining loss of $104.9 million was recorded in statement of profit or loss. As of June 30, 2021, the price of Bitcoin was $43,430 (US$35,041), resulting in a revaluation gain for the six months ended June 30, 2021, of $3.3 million, net of taxes of $0.7 million. This gain was recorded to other comprehensive income.

9

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
7.
Plant and equipment

The changes in the carrying value of plant and equipment are as follows:

   
Mining infrastructure
   
Mining servers
   
Data centre infrastructure
   
Computer and network equipment
   
Leasehold improvements
   
Right-of-use assets
   
Total
 
Cost
                                         
Balance, January 1, 2021
 
$
45,287
   
$
88,215
   
$
   
$
   
$
   
$
504
   
$
134,006
 
Additions
   
1,420
     
85,012
     
     
     
     
460
     
86,892
 
Balance, December 31, 2021
   
46,707
     
173,227
     
     
     
     
964
     
220,898
 
Additions
   
23,558
     
78,456
     
135
     
209
     
32
     
10,690
     
113,080
 
Acquired through business acquisition
   
     
     
10,432
     
4,531
     
287
     
9,606
     
24,856
 
Balance, June 30, 2022
 
$
70,265
   
$
251,683
   
$
10,567
   
$
4,740
   
$
319
   
$
21,260
   
$
358,834
 
Accumulated Depreciation
                                                       
Balance, January 1, 2021
 
$
21,860
   
$
79,522
   
$
   
$
   
$
   
$
101
   
$
101,483
 
Depreciation
   
6,027
     
17,073
     
     
     
     
189
     
23,289
 
Balance, December 31, 2021
   
27,887
     
96,595
     
     
     
     
290
     
124,772
 
Depreciation
   
1,705
     
35,119
     
545
     
682
     
40
     
1,178
     
39,269
 
Balance, June 30, 2022
 
$
29,592
   
$
131,714
   
$
545
   
$
682
   
$
40
   
$
1,468
   
$
164,041
 
Net book value as of
                                                       
December 31, 2021
 
$
18,820
   
$
76,632
   
$
   
$
   
$
   
$
674
   
$
96,126
 
June 30, 2022
 
$
40,673
   
$
119,969
   
$
10,022
   
$
4,058
   
$
279
   
$
19,792
   
$
194,793
 

10

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
8.
Intangible assets and goodwill

   
Customer Relationships
   
Goodwill
   
Total
 
Cost
                 
Balance, January 1, 2021
 
$
   
$
   
$
 
Additions
   
     
     
 
Balance, December 31, 2021
   
-
     
-
     
-
 
Acquired through business acquisitions
   
11,000
     
3,150
     
14,150
 
Balance, June 30, 2022
 
$
11,000
   
$
3,150
   
$
14,150
 
                         
Accumulated Amortization
                       
Balance, January 1, 2021
 
$
   
$
   
$
 
Amortization
   
     
     
 
Balance, December 31, 2021
   
-
     
     
 
Amortization
   
572
     
     
572
 
Balance, June 30, 2022
 
$
572
   
$
   
$
572
 
                         
Net book value as of
                       
December 31, 2021
 
$
   
$
   
$
 
June 30, 2022
 
$
10,428
   
$
3,150
   
$
13,578
 

9.
Loans payable

The Company has a loan outstanding as at June 30, 2022, of $31,027 with Trinity Capital Inc. (December 31, 2021 - $34.2 million), net of deferred financing costs of $1.2 million (December 31, 2021 - $1.4 million). The loan bears an interest rate of 9.5% and is secured against the financed equipment.

The Company has a loan outstanding as at June 30, 2022, of $nil (December 31, 2021 - $5.9 million) with Foundry Digital LLC. The loan bore an interest rate of 16.5% and was secured against the financed equipment, as well as digital currency and future mined digital currencies by the financed equipment. The Company settled the loan during the six months ended June 30, 2022.

11

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
10.
Equity

 
(a)
Common shares

The Company has authorized share capital of an unlimited number of common shares.

   
Number of shares
   
Amount
 
Balance, January 1, 2021
   
97,245,223
   
$
178,231
 
Shares issued for services(i)
   
380,000
     
398
 
Shares issued for RSUs and DSUs(ii)
   
359,813
     
1,039
 
Shares issued for exercise of options
   
170,639
     
1,207
 
Shares issued for equity raises, net of issuance cost ($4,003)
   
58,682,500
     
314,756
 
Shares issued on exercise of warrant liability
   
4,089,999
     
109,287
 
Shares issued for exercise of warrants
   
8,661,887
     
31,679
 
Balance, December 31, 2021
   
169,590,061
     
636,597
 
Shares issued for equity raises, net of issuance cost ($1,544)
   
22,098,392
     
75,905
 
Shares issued for RSUs and DSUs(ii)
   
364,282
     
1,919
 
Shares issued under employee share purchase plan
   
6,392
     
26
 
Shares issued for exercise of options
   
3,333
     
11
 
Shares issued on exercise of warrants
   
863
     
3
 
Balance, June 30, 2022
   
192,063,323
   
$
714,461
 

  (i)
Shares issued as payment of invoices to key service providers.
  (ii)
Shares issued upon vesting of restricted share units (“RSU”) and deferred share units (“DSU”), net of employment withholdings.

At-the-market (“ATM”) offering agreement

On February 11, 2022, the Company entered into an ATM offering agreement to sell the Company’s common shares with maximum proceeds of up to $82.6 million (US$65.0 million). During the six months ended June 30, 2022, the Company issued 22,098,392 common shares totaling $77.4 million (US$61.2 million) under the ATM and incurred $1.5 million in issuance cost. Subsequent to June 30, 2022, the Company completed the ATM offering on July 18, 2022 and issued an additional 2,331,068 common shares totaling $4.9 million (US$3.8 million) and incurred $0.1 million in issuance costs.

 
(b)
Incentive plan

Stock options

The stock option activity is as follows:

   
Number of options
   
Weighted average exercise price
 
Balance, January 1, 2021
   
761,667
   
$
4.38
 
Granted
   
60,000
     
6.57
 
Forfeiture
   
(104,361
)
   
1.96
 
Exercised
   
(170,639
)
   
4.23
 
Options outstanding, December 31, 2021
   
546,667
     
5.13
 
Exercised
   
(3,333
)
   
1.8
 
Forfeiture
   
(63,334
)
   
2.3
 
Options outstanding, June 30, 2022
   
480,000
   
$
5.00
 
Options exercisable, June 30, 2022
   
480,000
   
$
5.00
 

12

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
During the six months ended June 30, 2022, the Company recorded a total of $0.1 million (June 30, 2021 - $0.1 million) as share-based compensation expense. During the six months ended June 30, 2021, the Company also recorded a reversal of share-based compensation totaling $0.2 million due to forfeiture of 63,334 options. The compensation expense was based on the fair value of each stock option on the date of the grant using the Black-Scholes option pricing model. No stock options were granted for the six months ended June 30, 2022.

Restricted Share Units (“RSUs”) and Deferred Share Units (“DSUs”)

During the six months ended June 30, 2022, the Company recorded a total $3.5 million (June 30, 2021 - $4.6 million) as share-based compensation expense related to RSUs and DSUs.

11.
Financial instruments and risk management

Financial hierarchy:

Financial instruments recorded at fair value are classified using a fair value hierarchy that reflects the significance of inputs used in making the measurements. The hierarchy is summarized as follows:

Level 1:
Unadjusted quoted prices in active markets for identical assets and liabilities;
Level 2:
Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly from observable market data; and
Level 3:
Inputs that are not based on observable market data.

The Company’s financial instruments have been classified as follows:

June 30, 2022
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Fair value carried through profit and loss
                       
Warrants Liability
 
$
-
   
$
1,600
   
$
-
   
$
1,600
 
Deposits
   
108,737
     
-
     
-
   
$
108,737
 
                                 
December 31, 2021
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Fair value carried through profit and loss
                               
Warrants Liability
   
-
     
99,021
     
-
   
$
99,021
 
Deposits
   
156,093
     
-
     
-
   
$
156,093
 

The Company determined that the carrying value of cash, accounts receivable, accounts payable and accrued liabilities approximate the corresponding fair value because of the relatively short periods to maturity of these instruments and the low credit risk.

The loans payable balance has a carrying value of $29.8 million (December 31, 2021 - $40.1 million) and a fair value of $31.0 million (December 31, 2021 - $41.5 million). The fair value is determined based on the cost of borrowing for a company with a similar risk profile (Level 2).

12.
Digital assets and risk management

(a)
Digital assets

Digital assets are measured using Level 2 fair values, determined by taking the rate from Coinmarketcap.

Digital asset prices are affected by various forces including global supply and demand, interest rates, exchange rates, inflation or deflation and the global political and economic conditions. The profitability of the Company is directly related to the current and future market price of digital assets; in addition, the Company may not be able liquidate its inventory of digital assets at its desired price if required. A decline in the market prices for digital assets could negatively impact the Company’s future operations. The Company has not hedged the conversion of any of its sales of digital assets.

13

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
Digital assets have a limited history and the fair value historically has been relatively volatile. Historical performance of digital assets is not indicative of their future price performance. The Company’s digital assets currently solely consist of Bitcoin.

The Company’s digital assets subject to Lending Arrangements are exposed to credit risk. The Company limits its credit risk by loaning the digital assets to counterparties that are believed to have sufficient capital to meet their obligations as they come due based on the Company’s review of their size, credit quality and reputation. As of each reporting period, the Company assesses if there are significant increases in credit risk requiring recognition of a loss or write-down. Such loss or write-down would be reflected in the fair value of the digital assets subject to Lending Arrangements. While the Company intends to only transact with counterparties that it believes to be creditworthy, there can be no assurance that a counterparty will not default and that the Company will not sustain a material loss on a transaction as a result. During the six months ended June 30, 2022, the Company terminated the Lending Agreements and retrieved the digital assets lent under the Lending Agreements.

The Company uses the services of BitGo Trust Company Inc. (“BitGo”). BitGo carries a US$100.0 million insurance policy backing its digital asset custody services. Hut 8 does not self-custody its Bitcoin.

As of June 30, 2022, had the market price of Bitcoin increased or decreased by 10% with all other variables held constant, the corresponding digital assets value increase or decrease respectively would amount to $18.9 million.

13.
Revenue

The details of our revenue by type are as follows:

   
Three months ended
   
Six months ended
 
For the six months ended June 30
 
2022
   
2021
   
2022
   
2021
 
Digital assets mined
 
$
39,134
   
$
31,357
   
$
88,426
   
$
61,914
 
High performance computing
   
4,711
     
-
     
8,001
     
-
 
Hosting fees
   
-
     
2,192
     
751
     
3,618
 
Total revenue
 
$
43,845
   
$
33,549
   
$
97,178
   
$
65,532
 

14.
Cost of revenue

The details of our costs of revenue by type are as follows:

   
Three months ended
   
Six months ended
 
For the six months ended June 30
 
2022
   
2021
   
2022
   
2021
 
Site operating costs
 
$
(26,782
)
 
$
(13,655
)
 
$
(45,295
)
 
$
(27,628
)
Depreciation
   
(20,904
)
   
(2,977
)
   
(39,269
)
   
(8,780
)
Total cost of revenue
 
$
(47,686
)
 
$
(16,632
)
 
$
(84,564
)
 
$
(36,408
)

14

HUT 8 MINING CORP.

(In thousands of Canadian dollars, except for per share amounts)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2022
15.
General and administrative expenses

The details of our general and administrative expenses by type are as follows:

   
Three months ended
   
Six months ended
 
For the six months ended June 30
 
2022
   
2021
   
2022
   
2021
 
Professional fees
 
$
(2,312
)
 
$
(2,738
)
 
$
(4,620
)
 
$
(3,218
)
General, office and other
   
(2,036
)
   
(158
)
   
(3,281
)
   
(440
)
Sales tax expense
   
(2,024
)
   
(1,018
)
   
(5,187
)
   
(1,800
)
Share based payments
   
(1,977
)
   
(1,768
)
   
(3,276
)
   
(4,524
)
Salary and benefits
   
(1,869
)
   
(680
)
   
(3,786
)
   
(2,538
)
Insurance expense
   
(1,344
)
   
(628
)
   
(2,425
)
   
(828
)
Investor relations and regulatory
   
(716
)
   
(1,804
)
   
(1,237
)
   
(1,988
)
Total general and administrative expense
 
$
(12,278
)
 
$
(8,794
)
 
$
(23,812
)
 
$
(15,336
)

16.
Supplementary cashflow information

Change in working capital for the six months ended June 30, 2022 and 2021 was as follows:

For the six months ended June 30
 
2022
   
2021
 
Accounts receivable and other
 
$
(1,110
)
 
$
(487
)
Prepaid expense
   
1,039
     
(5,636
)
Accounts payable and accrued liabilities
   
1,386
     
8,335
 
   
$
1,315
   
$
2,212
 


15



Exhibit 99.3


HUT 8 MINING CORP.

Management’s Discussion and Analysis

For the three and six months ended June 30, 2022 and 2021

August 11, 2022


HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
TABLE OF CONTENTS

Part I – Company and Highlights
 
Company
4
2022 second quarter summary
4
2022 second quarter highlights
5
   
Part II – Review of Financial Results
 
2022 second quarter operating results summary
6
Analysis of second quarter 2022 financial results
6
Analysis of six months ended June 30, 2022 financial results
7
Summary of quarterly information
9
   
Part III – Non-IFRS Measures
 
Non-IFRS measures
11
   
Part IV – Financial Condition, Liquidity and Capital Resources
 
Cashflow information
13
Dividends
13
Financial position
14
Capital resources
16
   
Part V – Risks
 
Risks and uncertainties
17
   
Part VI – Accounting Policies, Critical Accounting Estimates and Internal Controls
 
Accounting estimates and judgments
17
Management’s report on disclosure controls and procedures and Internal Control Over Financial Reporting
18
Abbreviations
18


HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
MANAGEMENT’S DISCUSSION AND ANALYSIS

Hut 8 Mining Corp. was incorporated under the laws of the Province of British Columbia on June 9, 2011. Its registered office is located at 745 Thurlow Street, Suite 2400, Vancouver, BC, Canada V6E 0C5, and the corporate headquarters are located at 24 Duncan St., Suite 500, Toronto, ON, Canada, M5V 2B8.

This Management’s Discussion and Analysis (“MD&A”) is dated August 11, 2022, and should be read in conjunction with the unaudited interim condensed consolidated financial statements for the six months ended June 30, 2022 and 2021, the audited consolidated financial statements for the years ended December 31, 2021 and 2020, the annual MD&A for the year ended December 31, 2021, and the annual information form (“AIF”) dated March 17, 2022, of Hut 8 Mining Corp. Unless otherwise noted, all financial information is presented in Canadian dollars and in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board. Certain totals, subtotals and percentages may not reconcile due to rounding. This information is available on our website at www.hut8mining.com, on the Company’s profile on the System for Electronic Document Analysis and Retrieval (“SEDAR”) at www.sedar.com and on the EDGAR section of the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.

In this MD&A, unless the context otherwise requires, all references to “we”, “us”, “our”, “Hut 8”, and the “Company” refer to Hut 8 Mining Corp. and its subsidiaries as one enterprise; all references to “digital assets” refer to Bitcoin; and all references to “Management” refer to the directors and executive officers of the Company.
 
The Company qualifies as an eligible Canadian issuer under the Multijurisdictional Disclosure System and as a “foreign private issuer” as such term is defined in Rule 405 under the U.S. Securities Act of 1933, as amended, and Rule 3b-4 under the U.S. Securities Exchange Act of 1934, as amended. As a result, we comply with U.S. continuous reporting requirements by filing our Canadian disclosure documents with the SEC; our annual report is filed under Form 40-F and we furnish our quarterly interim reports under Form 6-K.

To assist investors in assessing our financial performance, this discussion also makes reference to certain non- IFRS measures that are not separately defined under IFRS such as “adjusted EBITDA” and “mining profit”. Non-IFRS measures do not have any standard meaning prescribed by IFRS and therefore may not be comparable to similar measures presented by other issuers. See “Non-IFRS Measures” section of this MD&A for reconciliations of non-IFRS measures to IFRS measures.

2

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
FORWARD-LOOKING STATEMENTS

This MD&A contains “forward-looking statements” within the meaning of applicable securities laws, such as statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. They are based on certain factors and assumptions, including expected growth, results of operations, business prospects and opportunities. Use of words such as “may”, “will”, “would”, “could”, “should”, “intend”, “plan”, “anticipate”, “allow”, “predict”, “estimate”, “expect”, “might, “potential”, “likely” “believe”, or other words of similar effect may indicate a “forward-looking” statement. These statements are not guarantees of future performance and are subject to numerous risks and uncertainties, including those described in our publicly filed documents and in this MD&A under the heading “Risks and Uncertainties”. Those risks and uncertainties include, but are not limited to, the ability to maintain profitability and manage growth, reliance on information systems and technology, reputational risk, reliance on key professionals, the ability to successfully integrate acquisitions, digital asset mining difficulty, electricity rate risks, general economic conditions and pandemics, natural disasters or other unanticipated events (including the novel coronavirus (“COVID-19”) pandemic). Many of these risks and uncertainties can affect our actual results and could cause our actual results to differ materially from those expressed or implied in any forward-looking statement made by us or on our behalf.

In particular, but without limiting the foregoing, this MD&A contains forward-looking statements pertaining to: the Company’s growth strategy; the Company’s expectations regarding the digital asset revolution and its impact on Hut 8’s shareholders; the use of proceeds of the ATM (as defined herein); the Company’s ability to pay dividends in the future; the Company’s ability to collect outstanding accounts receivable; the Company’s ability to draw on existing loan facilities for additional liquidity; and the Company’s ability to  secure additional financing when required.

With respect to the forward-looking statements contained in this MD&A, Management has assessed material factors and made assumptions regarding, among other things: volatility in trading price; supply chain disruptions; the economic impacts of the COVID-19 pandemic; Hut 8’s ability to obtain qualified staff and equipment in a timely and cost-effective manner; predictability and consistency of the legislative and regulatory regime governing taxes and cryptocurrencies; the Company’s ability to acquire and deploy additional miners on a timely basis, and scale and increase the power supply at newly acquired digital asset mining sites; the value of cryptocurrencies potentially being subject to momentum pricing; the exposure of digital asset exchanges and other trading venues to fraud and failure due to being largely unregulated; the impact of geopolitical events on the supply and demand for cryptocurrencies; uncertainty of the acceptance and/or widespread use of digital assets; future cash flows; future sources of funding and Hut 8’s ability to obtain external financing when required and on acceptable terms; future debt levels; the timely receipt of regulatory approvals; and the impact of industry competition.

The forward-looking statements contained herein reflect Management’s current views, but the assessments and assumptions upon which they are based may prove to be incorrect. Although Management believes that its underlying assessments and assumptions are reasonable based on currently available information, given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. All forward-looking statements in this MD&A are qualified by these cautionary statements. Additional risks, uncertainties and other factors are discussed in the Company’s annual information form dated March 17, 2022, a copy of which is available electronically on the Company’s website at www.hut8mining.com, under the Company’s SEDAR profile at www.sedar.com and under the Company’s EDGAR profile at www.sec.gov.

Certain information in this MD&A is “financial outlook” within the meaning of applicable Canadian securities laws. The purpose of the financial outlook is to provide readers with disclosure of Hut 8’s reasonable expectations of its anticipated results. The financial outlook is provided as of the date of this MD&A. Readers are cautioned that the financial outlook may not be appropriate for other purposes.

These statements are made as of the date of this MD&A and, except as required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Additionally, we undertake no obligation to comment on analyses, expectations or statements made by third parties in respect of us, our financial or operating results or our securities.

3

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
PART I – COMPANY AND HIGHLIGHTS
 
COMPANY

Hut 8 is one of North America’s largest innovation-focused digital asset miners, bullish on Bitcoin, blockchain, web 3.0 and bridging the nascent and traditional high performance computing worlds. With two digital asset mining sites located in energy-rich Alberta, Canada and a third site in Ontario, Canada, Hut 8 has industrial scale digital asset mining capacity, and given its operating history, one of the largest holdings of self-mined Bitcoin relative to other digital asset miners and publicly traded companies globally.

The Company’s acquisition of TeraGo Inc.’s (“TeraGo”) cloud and colocation data centre and cloud services business establishes Hut 8 as a leader in high-performance computing, providing unique positioning for the Company within the digital asset ecosystem. The high performance computing business spans from Toronto, Ontario to Vancouver, British Columbia with more than 36,000 square feet of geo-diverse data centre space powered by predominantly emission-free energy sources.

With this acquisition, Hut 8 is bridging traditional cloud and high-performance computing, taking an innovative approach to revolutionizing conventional assets to create the first hybrid data centre model that serves both the traditional high-performance compute (Web 2.0) and nascent blockchain and Web 3.0 spaces. Hut 8 has established a Tier 0 to Tier 3 computing platform and allocated digital asset mining and open-source distributed ledger technology to traditionally underutilized areas in a conventional high performance compute data centre. The business consists of approximately 400 commercial customers, operating across a variety of industry verticals including gaming, visual effects, and government agencies, and a platform for the development of applications and services to underserved markets and customers in the growing digital asset, blockchain, gaming, and Web 3.0 industries.

Hut 8’s team of business-building technologists are believers in decentralized systems, stewards of powerful industry-leading solutions, and drivers of innovation in digital asset mining and high-performance computing, with a focus on environmental, social and governance alignment. Through innovation, imagination, and passion, Hut 8 is helping to define the digital asset revolution to create value and positive impacts for its shareholders and generations to come.

FINANCIAL SUMMARY

 
For the periods ended June 30
 
Three months ended(i)
   
Six months ended
 
 
2022
   
2021
   
2022
   
2021
 
Financial results
                       
Total revenue
 
$
43,845
   
$
33,549
   
$
97,178
   
$
65,532
 
Net (loss) income
   
(88,067
)
   
(4,040
)
   
(32,359
)
   
15,094
 
Mining profit(ii)
   
14,904
     
19,329
     
47,813
     
37,272
 
Adjusted EBITDA(ii)
   
6,762
     
14,356
     
33,871
     
30,608
 
                                 
Per share
                               
Net (loss) income – basic
 
$
(0.49
)
 
$
(0.03
)
 
$
(0.19
)
 
$
0.13
 
Net (loss) income – diluted
 
$
(0.49
)
 
$
(0.03
)
 
$
(0.19
)
 
$
0.12
 
                                 
Operating results
                               
Digital assets mined
   
946
     
553
     
1,888
     
1,092
 

(i)
Certain comparative figures have been reclassified to conform with this presentation. The loss on revaluation of digital assets of $22,935 for the three months ended June 30, 2021, was reclassified to other comprehensive income.
(ii)
These items are non-IFRS measures and should not be considered a substitute or alternative for IFRS measures. see “Non-IFRS Measures” section in this MD&A below. Certain comparative figures have been restated where necessary to conform with current period presentation.

4

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
HIGHLIGHTS:


Revenue increased by $10.3 million to $43.8 million for the quarter ended June 30, 2022, compared to $33.5 million for the quarter ended June 30, 2021. The Company mined 946 Bitcoin in the quarter ended June 30, 2022, a 71% increase compared to the quarter ended June 30, 2021 due to increase in hashrate from additional highly efficient miners and ramp-up activities at the Company’s third mining site in North Bay, Ontario. The Company’s newly-acquired high performance computing operations generated $4.7 million of primarily recurring revenue in the quarter.


Net loss for the quarter ended June 30, 2022 was $88.1 million, compared to net loss of $4.0 million in the prior year’s quarter. The net loss is driven by the non-cash revaluation loss on digital assets, partially offset by the non-cash revaluation gain on warrants liability


Mining profit(i) was $14.9 million for the quarter ended June 30, 2022, compared to $19.3 million in the prior year’s quarter. The decrease in mining profit is mainly due to lower average Bitcoin price during the quarter, as well as higher average power costs, which were partially offset by the revenue associated with the higher number of Bitcoin mined.


Adjusted EBITDA(i) was $6.8 million for the quarter ended June 30, 2022, compared to $14.4 million the prior year’s quarter. Higher revenues from mining operations and contributions from the newly acquired high performance computing operations were offset by compressed mining margins due to average Bitcoin price and higher general and administrative expenses incurred to support the growth of the Company’s digital asset mining and high performance computing operations.


Net loss per share was $0.49 during the quarter ended June 30, 2022, compared to net loss per share of $0.03 for the same quarter in 2021. The higher net loss per share reflects the non-cash revaluation loss on digital assets, partially offset by higher revenue and the non-cash revaluation gain on warrants liability.


The Company’s third mining site at North Bay, Ontario, began initial ramp up on June 2, 2022 with approximately 20 MW of power as of June 30, 2022, with approximately 5,800 miners installed which are adding approximately 565 PH/s to Hut 8’s operating capacity.


The Company installed 7,199 new MicroBT M30S, M30S+ and M31S+ miners at the Drumheller, Alberta; Medicine Hat, Alberta; and North Bay, Ontario facilities during the quarter ended June 30, 2022. The installation of these miners brought the Company’s operating capacity to 2.78 EH/s as of June 30, 2022, an increase of 39% in hashrate compared to December 31, 2021.


The Company further strengthened its executive team with the appointment of Aniss Amdiss as Chief Legal Officer, effective July 11, 2022.

(i)
These items are non-IFRS measures and should not be considered a substitute or alternative for IFRS measures. See “Non-IFRS Measures” section in this MD&A below. Certain comparative figures have been restated where necessary to conform with current period presentation.

5

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
PART II – REVIEW OF FINANCIAL RESULTS

2022 SECOND QUARTER OPERATING RESULTS SUMMARY

   
Three months ended
   
Six Months ended
 
For the periods ended June 30
 
2022
   
2021(i)
   
$ Change
   
% Change
   
2022
   
2021(i)
   
$ Change
   
% Change
 
Revenue
 
$
43,845
   
$
33,549
   
$
10,296
     
31
%
 
$
97,178
   
$
65,532
   
$
31,646
     
48
%
Cost of revenue
   
(47,686
)
   
(16,632
)
   
(31,054
)
   
187
%
   
(84,564
)
   
(36,408
)
   
(48,156
)
   
132
%
Gross (loss) profit
   
(3,841
)
   
16,917
     
(20,758
)
   
(123
%)
   
12,614
     
29,124
     
(16,510
)
   
(57
%)
Gross (loss) profit margin
   
(9
%)
   
50
%
                   
13
%
   
44
%
               
                                                                 
General and administrative expenses
   
(12,278
)
   
(8,794
)
   
(3,484
)
   
40
%
   
(23,812
)
   
(15,336
)
   
(8,476
)
   
55
%
Gain on disposition of digital assets
   
-
     
-
     
-
     
-
     
-
     
182
     
(182
)
   
(100
%)
Operating (loss) income
   
(16,119
)
   
8,123
     
(24,242
)
   
(298
%)
   
(11,198
)
   
13,970
     
(25,168
)
   
(180
%)
                                                                 
Foreign exchange gain (loss)
   
27
     
(212
)
   
239
     
(113
%)
   
(684
)
   
(643
)
   
(41
)
   
6
%
Net finance (expense) income
   
(1,543
)
   
639
     
(2,182
)
   
(341
%)
   
(2,835
)
   
987
     
(3,822
)
   
(387
%)
Amortization
   
(343
)
   
-
     
(343
)
   
-
     
(572
)
   
-
     
(572
)
   
-
 
Gain on revaluation of warrants liability
   
43,281
     
-
     
43,281
     
-
     
97,421
     
-
     
97,421
     
-
 
Loss on revaluation of digital assets
   
(104,898
)
   
-
     
(104,898
)
   
-
     
(104,898
)
   
-
     
(104,898
)
   
-
 
Net (loss) income before tax
   
(79,595
)
   
8,550
     
(88,145
)
   
(1,031
%)
   
(22,766
)
   
14,314
     
(37,080
)
   
(259
%)
                                                                 
Deferred income tax (expense) recovery
   
(8,472
)
   
(12,590
)
   
4,118
     
(33
%)
   
(9,593
)
   
780
     
(10,373
)
 
NM
 
Net income (loss)
 
$
(88,067
)
 
$
(4,040
)
 
$
(84,027
)
 
NM
   
$
(32,359
)
 
$
15,094
   
$
(47,453
)
   
(314
%)
                                                                 
Net income (loss) per share:
                                                               
- basic
 
$
(0.49
)
 
$
(0.03
)
                 
$
(0.19
)
 
$
0.13
                 
- diluted
   
(0.49
)
   
(0.03
)
                   
(0.19
)
   
0.12
                 

(i)
Certain comparative figures have been reclassified to conform with this presentation. The loss on revaluation of digital assets of $22,935 for the three months ended June 30, 2021, was reclassified to other comprehensive income

Three months ended June 30, 2022 versus June 30, 2021

Revenue for the quarter ended June 30, 2022, was $43.8 million compared to $33.5 million in the prior year period. The increase was primarily driven by the Company’s digital asset mining operations, where the Company mined 946 Bitcoin and generated $39.1 million of revenue, versus 553 Bitcoin mined and $31.4 million of revenue in the prior year period. The increase in Bitcoin mined is due to the significant increase in the Company’s average hashrate stemming from the expansion of the Company’s highly efficient mining fleet and ramp-up activities at the Company’s third mining site in North Bay, Ontario. The increase in the Company’s hashrate was partially offset by the increase in the Bitcoin mining network difficulty. The increase in revenue was achieved despite a 27% decrease in average Bitcoin price of ($41,366 for the current year quarter compared to $56,703 in the prior year’s quarter). The Company’s newly acquired high performance computing operations added $4.7 million of revenue.

Cost of revenue consists of site operating costs and depreciation and was $47.7 million for the second quarter of 2022 compared to $16.6 million in the period year period. Site operating costs consist primarily of electricity costs as well as personnel, network monitoring and equipment repair and maintenance costs at our mining and high performance computing operations. Site operating costs for the quarter ended June 30, 2022, was $26.8 million, of which $24.5 million was attributable to our mining operations and $2.3 million was attributable to our high performance computing operations. The average cost of mining each Bitcoin for the second quarter of 2022 was approximately $25,900, compared to approximately $24,700 per Bitcoin in the prior year for the same period. The increase in average cost of mining Bitcoin was primarily due to higher power prices, partially offset by the deployment of more efficient mining fleet. Depreciation expense increased to $20.9 million during the second quarter of 2022 compared to $3.0 million in the same period of 2021, driven by the significant deployment of new mining equipment over the past twelve months as well as $1.3 million of additional depreciation from our newly acquired high performance computing operations.

6

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
General and administrative expenses were $12.3 million for the quarter ended June 30, 2022, compared to $8.8 million in the prior year period. Included in general and administrative expenses are $1.9 million of expenses directly attributable to the newly acquired high performance computing operations. The remaining increase of $1.6 million is driven by sales tax expenses, share based compensation payments, salaries and benefits, as well as higher insurance expense. The increase was partially offset by lower investor relations and regulatory costs as the prior year included costs associated with the Company’s listing on the Nasdaq Global Select Market (the “NASDAQ”) and various capital markets initiatives. Insurance expense increased from $0.6 million to $1.3 million, reflecting increased premiums driven by global insurance markets, combined with an expansion of director and officer liability insurance and incremental coverage related to high performance computing operations. General, office and other costs increased mainly due to additional software licenses and travel costs. The increase in personnel costs is attributable to Company’s overall growth, including the onboarding of management personnel team to support the growth and operation of the high performance computing business.

Net finance expense was $1.5 million during the second quarter of 2022 compared to a net finance income of $0.6 million during the second quarter of 2021. The increase in net finance expense is due to a combination of higher interest expense on the Company’s loans payable, and a decrease in finance income as result of  the Company’s decision to temporarily suspend its Bitcoin yield program during the quarter ended June 30, 2022, due to market uncertainty and risk.

The Company recorded a $104.9 million non-cash loss on revaluation of its digital assets during the three months ended June 30, 2022, as a result of the decrease in price of Bitcoin. The Company incurred a total non-cash loss of $217.8 million on the revaluation of the Company’s holdings of Bitcoin, $112.9 million of the loss was offset against the accumulated gain recorded in other comprehensive income and the remaining $104.9 million non-cash loss was recorded as an expense in the statement of operations.

The Company recorded a $43.3 million non-cash gain on revaluation of its warrants liability during the three months ended June 30, 2022, as a result of a decrease in the fair value of the warrant liability. The decrease in fair value is primarily due to the decrease in the share price of the Company during the three months ended June 30, 2022.

Deferred income tax expense for the three months ended June 30, 2022 was $8.5 million, compared to deferred income tax expense of $12.6 million for the same period in 2021. The decrease in deferred tax expense was due to lower taxable income for the quarter.

Net loss was $88.1 million and net loss per share was $0.49 for the three months ended June 30, 2022, compared to net loss of $4.0 million and net loss per share of $0.03 for the same period in 2021. The change was driven by the higher cost of revenue and non-cash loss on revaluation of digital assets recorded in the second quarter of 2022.

Six months ended June 30, 2022 versus June 30, 2021

Revenue for the six months ended June 30, 2022, was $97.2 million compared to $65.5 million in the prior year period. The increase was primarily driven by the Company’s digital asset mining operations, where the Company mined 1,888 Bitcoin and generated $88.4 million of revenue, versus 1,092 Bitcoin mined and $61.9 million of revenue in the prior year period. The increase in Bitcoin mined is attributable to the more than doubling of average hashrate year over year stemming from additions to the Company’s highly efficient fleet of mining equipment and ramp-up activities at the Company’s third mining site in North Bay, Ontario. The increase in revenue came despite the lower average Bitcoin price of $46,836 for the six-month period ended June 30, 2022 compared to $56,697 in the same period of the prior year. The Company’s newly acquired high performance computing operations added $8.0 million of revenue. The Company earned $0.8 million of hosting revenue for the six months ended June 30, 2022, prior to acquiring the digital asset mining equipment of its remaining hosting customer during the period to become 100% self mining. This compares with hosting revenue of $3.6 million in the six months ended June 30, 2021.

7

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
Cost of revenue consists of site operating costs and depreciation. Site operating costs for the six months ended June 30, 2022, was $45.3 million, of which $41.4 million was attributable to our mining operations and $3.9 million was attributable to our high performance computing operations. The average cost of mining each Bitcoin for the six months ended June 30, 2022, was approximately $24,000, compared to approximately $25,300 per Bitcoin in the prior year for the same period. The decrease is primarily due to the deployment of more efficient mining equipment, which was partially offset by higher power prices during the six months ended June 30 2022 compared to the same period in 2021. Depreciation expense increased to $39.3 million during the six months ended June 30, 2022, compared to $8.8 million in the same period of 2021, driven by the increased number of miners deployed over the past twelve months as well as $2.0 million of additional depreciation expense related to our newly acquired high performance computing operations.

General and administrative expenses were $23.8 million for the six months ended June 30, 2022, compared to $15.3 million in the prior year period. Included in general and administrative expenses are $2.6 million of expenses attributable to the newly acquired high performance computing operations. The remaining increase of $5.9 million is driven by sales tax expenses, professional fees, salaries and benefits, as well as higher insurance expense. The increase was partially offset by lower investor relations and regulatory costs as the prior year included costs associated with the Company’s listing on the Nasdaq Global Select Market (“NASDAQ”) and various capital markets initiatives. Insurance expense increased from $0.8 million to $2.4 million, reflecting increased premiums driven by global insurance markets, combined with an expansion of director and officer liability insurance and incremental coverage related to the high performance computing operations. General, office and other costs increased mainly due to additional software licenses, and travel costs. Sales tax expense increased by $3.4 million mainly driven by overall increase in the Company’s purchases.

Net finance expense was $2.8 million during the first six months of 2022 compared to a net finance income of $1.0 million during the first six months 2021. The increase in net finance expense is due a combination of higher interest expense on the Company’s loans payable, and a decrease in finance income as result of the Company’s decision to temporarily suspend its Bitcoin yield program during the quarter ended June 30, 2022, due to market uncertainty and risk.

The Company recorded a $104.9 million non-cash loss on revaluation of its digital assets during the three months ended June 30, 2022, as a result of the decrease in price of Bitcoin. The Company incurred a total non-cash loss of $223.5 million on the revaluation of the Company’s holdings of Bitcoin, of which $118.6 million was offset against the accumulated gain recorded in other comprehensive income and the remaining $104.9 million non-cash loss was recorded as an expense in statement of operations.

The Company recorded a $97.4 million non-cash gain on revaluation of its warrants liability during the six months ended June 30, 2022, as a result of a decrease in the fair value of the warrant liability. The decrease in fair value is primarily due to the decrease in the share price of the Company during the six months ended June 30, 2022.

Deferred income tax expense for the six months ended June 30, 2022 was $9.6 million, compared to a deferred income tax income of $0.8 million for the same period in 2021. The increase in deferred tax expense was due to lower taxable income.

Net loss was $32.4 million and net loss per share was $0.19 for the six months ended June 30, 2022, compared to net income of $15.1 million and net income per share of $0.13 for the same period in 2021. The change was driven by the higher cost of revenue and non-cash loss on revaluation of digital assets partially offset by the gain recorded on the revaluation of warrants liability for the six months ended June 30, 2022.

8

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
SUMMARY OF QUARTERLY INFORMATION

The table below highlights our quarterly results for the eight most recently completed quarters:

For the three months ended
 
Jun 30,
2022
Q2
   
Mar 31,
2022
Q1
   
Dec 31,
2021
Q4
   
Sep 30,
2021
Q3
   
Jun 30,
2021
Q2
   
Mar 31,
2021
Q1(i)(ii)
   
Dec 31,
2020
Q4
   
Sep 30,
2020
Q3
 
Revenue
 
$
43,845
   
$
53,333
   
$
57,901
   
$
50,341
   
$
33,549
   
$
31,983
   
$
12,986
   
$
5,755
 
Net income (loss)
   
(88,067
)
   
55,708
     
(111,178
)
   
23,374
     
(4,040
)
   
19,134
     
27,330
     
(900
)
Net income (loss) per share:
                                                               
- Basic
 
$
(0.49
)
 
$
0.33
   
$
(0.67
)
 
$
0.16
   
$
(0.03
)
 
$
0.17
   
$
0.28
   
$
(0.01
)
- Diluted
 
$
(0.49
)
 
$
0.31
   
$
(0.67
)
 
$
0.15
   
$
(0.03
)
 
$
0.15
   
$
0.28
   
$
(0.01
)

(i)
Certain comparative figures have been reclassified to conform with this presentation. The loss on revaluation of digital assets of $22,935 for the three months ended June 30, 2021, was reclassified to other comprehensive income

Generally, the revenue generated from the Company’s mining operations was the primary contributor to the quarterly variations in revenue and net income (loss). Over the last eight completed quarters, the factors discussed below caused variations in revenues and net income on a quarterly basis:

In Q2 2022, the Company mined 946 Bitcoin at an average revenue per Bitcoin mined of $41,368, contributing $39.1 million to revenue. The Company also earned $4.7 million from the high performance computing line of business. The net loss of $88.1 million was predominantly driven by a non-cash loss of $104.9 million related to the revaluation of the Company’s Bitcoin holdings, which was partially offset by a $43.3 million non-cash gain on revaluation of warrants, and increased cost of revenue and general and administrative expenses associated with the growth of the business and costs related to the high performance computing operations.

In Q1 2022, the Company mined 942 Bitcoin at an average revenue per Bitcoin mined of $52,327, contributing $49.3 million to revenue. The Company also earned $3.3 million from its newly acquired high performance computing line of business. The net income of $55.7 million was attributable to the increase in revenue, as well as a $54.1 million non-cash gain on revaluation of warrants. These were partially offset by increased cost of revenue and general and administrative expenses associated with the growth of the business and costs related to the high performance computing operations.

In Q4 2021, the Company mined 789 Bitcoin at an average revenue per Bitcoin mined of $70,364, contributing $55.5 million to revenue. The Company also earned $2.4 million from its hosting clients. The Company purchased one of its hosting customer’s equipment during the fourth quarter of 2021 and deployed the equipment to mine digital assets. The Company incurred a net loss of $111.2 million as the increase in revenue was more than offset by increased cost of revenue and general and administrative expenses associated with the growth of the business and transaction costs related to data center business and a $114.2 million non-cash loss on revaluation of warrant liability.

In Q3 2021, the Company mined 905 Bitcoin at an average revenue per Bitcoin mined of $52,967, contributing $47.9 million to revenue. The net income of $23.4 million was driven by the revenue generated from the Company’s mining operations, partially offset by increased cost of revenue and general and administrative expenses associated with the growth of the business.

In Q2 2021, the Company mined 553 Bitcoin at an average revenue per Bitcoin mined of $56,703, contributing $31.4 million to revenue. The net loss of $4.0 million occurred as a result of $12.6 million of deferred tax expense and higher general and administrative expenses associated with the Company’s growth and expansion. The Company also extended the useful life of its infrastructure assets from 4 to 10 years, resulting in a lower depreciation expense of $3.0 million, compared to Q1-2021 expense of $5.8 million.

In Q1 2021, the Company mined 539 Bitcoin at an average revenue per Bitcoin mined of $56,692, contributing $30.6 million to revenue. Net income of $19.1 million was due to the revenue generated, partially offset by site operating costs, and general and administrative expenses.

9

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
In Q4 2020, the Company mined 516 Bitcoin at an average revenue per Bitcoin mined of $22,730, contributing $11.7 million to revenue. Net income of $27.3 million was driven by a gain of $13.2 million from the reversal of prior-year impairment charges, and a deferred tax recovery of $15.0 million associated with the unrealized gain on the fair value of the Bitcoin.

In Q3 2020, the Company mined 372 Bitcoin at an average revenue per Bitcoin mined of $14,152, contributing $5.3 million to revenue. The net loss of $0.9 million was impacted by higher costs incurred, which more than offset the revenue generated from the Company’s mining operations and the $5.6 million revaluation gain of its Bitcoin at quarter-end.

10

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
PART III – NON-IFRS MEASURES

NON-IFRS MEASURES

This MD&A makes reference to certain measures that are not recognized under IFRS and do not have a standardized meaning prescribed by IFRS. They are therefore not necessarily comparable to similar measures presented by other companies. The Company uses non-IFRS measures including “Adjusted EBITDA” and “Mining profit” as additional information to complement IFRS measures by providing further understanding of the Company’s results of operations from Management’s perspective and should not be viewed as alternatives to, or replacements of, measures of operating results and liquidity presented in accordance with IFRS.

The following tables and definitions reconcile non-IFRS measures used by the Company to analyze the operational performance of Hut 8, to their nearest IFRS measure and should be read in conjunction with the unaudited condensed consolidated interim financial statements for the three and six months ended June 30, 2022 and 2021.

Mining Profit

Mining profit represents gross profit (revenue less cost of revenue), excluding depreciation and revenue and site operating costs directly attributable to hosting services and high performance computing operations. Mining profit shows profitability of the Company’s core digital asset mining operation, without the impact of non-cash depreciation expense. Mining profit measure provides the investors the ability to assess the profitability of the mining operations exclusive of general and administrative expenses.

The following table reconciles gross profit (loss) to our non-IFRS measure, mining profit:

   
Three Months Ended
   
Six Months Ended
 
For the periods ended June 30
 
2022
   
2021
   
2022
   
2021
 
Gross (loss) profit
 
$
(3,841
)
 
$
16,917
   
$
12,614
   
$
29,124
 
Add (deduct):
                               
Revenue from hosting
   
     
(2,193
)
   
(751
)
   
(3,618
)
Revenue from high performance computing
   
(4,713
)
   
     
(8,001
)
   
 
Site operating costs attributable to hosting
   
243
     
1,628
     
797
     
2,986
 
Site operating costs attributable to high
performance computing
   
2,311
     
     
3,885
     
 
Depreciation
   
20,904
     
2,977
     
39,269
     
8,780
 
Mining profit
 
$
14,904
   
$
19,329
   
$
47,813
   
$
37,272
 

11

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
Adjusted EBITDA

Adjusted EBITDA represents EBITDA (net income or loss excluding net finance income or expense, income tax or recovery, depreciation, and amortization) adjusted to exclude non-cash share-based compensation, fair value gain or loss on revaluation of digital assets and warrants, non-recurring impairment charges or reversals of impairment, and costs associated with one-time or non-recurring transactions. Adjusted EBITDA is used to assess profitability without the impact of non-cash accounting policies, capital structure and one-time or non-recurring transactions. This performance measure provides a consistent comparable metric for profitability of the Company across time periods.

The following table reconciles net income (loss) to our non-IFRS measure, adjusted EBITDA:

For the periods ended June 30
(CAD thousands)
 
Three Months Ended
   
Six Months Ended
 
 
2022
   
2021
   
2022
   
2021
 
Net (loss) income
 
$
(88,067
)
 
$
(4,040
)
 
$
(32,359
)
 
$
15,094
 
Add (deduct):
                               
Net finance costs
   
1,543
     
(639
)
   
2,835
     
(987
)
Depreciation and amortization
   
21,247
     
2,977
     
39,841
     
8,780
 
Share based payment
   
1,977
     
1,768
     
3,276
     
4,524
 
Gain on used of digital assets
   
     
     
     
(182
)
Foreign exchange (gain) loss
   
(27
)
   
212
     
684
     
643
 
Share based payment taxes withholding
   
     
     
     
1,245
 
One-time transaction costs
   
     
470
     
1,611
     
470
 
Deferred income tax recovery (expense)
   
8,472
     
12,590
     
9,593
     
(780
)
Sales tax expense
   
     
1,018
     
913
     
1,801
 
Revaluation of digital assets
   
104,898
     
     
104,898
     
 
Gain on revaluation of warrants
   
(43,281
)
   
     
(97,421
)
   
 
Adjusted EBITDA
 
$
6,762
   
$
14,356
   
$
33,871
   
$
30,608
 

12

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
PART IV - FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

CASHFLOW INFORMATION

The following table provides an overview of the Company’s cash flows for the periods indicated:

 
For the periods ended June 30
 
Six months ended
 
 
2022
   
2021
 
Net cash provided by (used in):
           
Operating activities
 
$
(55,764
)
 
$
(30,667
)
Investing activities
   
(85,592
)
   
(71,777
)
Financing activities
   
61,378
     
192,309
 
Increase (decrease) in cash
 
$
(79,978
)
 
$
89,865
 

Net cash used in operating activities for the six months ended June 30, 2022, was $55.8 million, compared to $30.7 million in the same period of the prior year. The difference is primarily attributed to digital assets mined which have not been liquidated for cash, totaling $88.4 million in the first six months of 2022, versus $61.9 million in the prior year period.

Cash used in investing activities for the six months ended June 30, 2022, amounted to $85.6 million, versus $71.8 million in the same period of the prior year. The increase was driven by the $30.2 million acquisition of the high performance computing operations and investment in digital asset mining equipment and construction of the North Bay, Ontario site, compared to a lower level of spending on purchases and deposits on mining equipment in the prior year period.

Cash provided by financing activities for the six months ended June 30, 2022, was $61.4 million. The Company raised $75.9 million of net proceeds from its previously announced $82.5 million (US$65 million) at-the-market (“ATM”) offering, which was partially offset by $11.1 million of equipment financing repayments and $3.4 million of finance expenses paid associated with the respective equipment financing and lease liabilities. This compares to cash provided by financing activities of $192.3 million in the same period of the prior year, reflecting the private placement of $180.0 million completed in January 2021 and June 2021, partially offset by $25.4 million in loan repayments.

The Company may be able to access additional liquidity through the issuance of securities, drawing down on existing debt facilities and the sale of digital assets. The Company manages and continually monitors its commitments and contractual obligations to ensure that these can be met with funding provided by capital resources available. However, our ability to fund operating expenses, capital expenditures and future debt service requirements will depend on, among other things, our ability to source external funding, our future operating performance, which will be affected by the profitability of digital asset mining, our ability to meet our debt covenants, and general economic, financial and other factors, including factors beyond our control such as the COVID-19 pandemic, inflation and recessionary conditions. See “Forward-Looking Statements” and “Risks and Uncertainties”.

DIVIDENDS

The Company has never paid dividends. Payment of any future dividends, if any, will be at the discretion of the Company’s board of directors after taking into account many factors, including operating results, financial condition, and current and anticipated cash needs. All of the common shares in the capital of Company will be entitled to an equal share in any dividends declared and paid on a per share basis.

13

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
FINANCIAL POSITION

The following is a summary of key balance sheet items as at the following period ends:

As at
 
June 30, 2022
   
December 31, 2021
 
Cash
 
$
60,132
   
$
140,127
 
Accounts receivable and other
   
2,927
     
647
 
Digital assets
   
188,812
     
323,946
 
Current and long-term deposits and prepaid expenses
   
112,626
     
159,863
 
Plant and equipment
   
194,793
     
96,126
 
Intangibles assets and goodwill
   
13,578
     
 
Accounts payable and accrued liabilities
   
12,180
     
9,570
 
Current and long-term lease liabilities
   
19,979
     
643
 
Current and long-term loans payable
   
29,826
     
40,051
 
Warrant liability
   
1,600
     
99,021
 
Deferred tax liabilities
   
     
5,456
 
Total shareholders’ equity
   
509,283
     
565,968
 

Cash

As of June 30, 2022, the Company had cash on hand of $60.1 million compared to $140.1 million as of December 31, 2021. The changes in cash are discussed above in the summary of cash flow activities.

Accounts receivable and other

The Company’s accounts receivable and other balance increased by $2.3 million due to acquisition of the high performance computing operation.

Digital assets

As of June 30, 2022, digital assets had a fair market value of $188.8 million (December 31, 2021 - $323.9 million) and consists of 7,406 Bitcoin (December 31, 2021 – 5,518 Bitcoin). The decrease in digital assets value was due to a decline in Bitcoin price, which was $25,495 as of June 30, 2022, compared to $58,707 as of December 31, 2021.  This decrease was partially offset by an increase in number of Bitcoin mined and held, as the Company mined 1,888 Bitcoin during the quarter ended June 30, 2022, all of which was deposited into custody.

The Company had all of its Bitcoin held in custody as of June 30, 2022 and did not have any Bitcoin subject to outstanding lending arrangements. The digital assets balance as of December 31, 2021, included 2,000 Bitcoin subject to lending arrangements with a fair market value of $117.4 million.

Deposits and prepaid expenses

The Company’s deposits and prepaid expenses balance decreased by $47.2 million, primarily due to $78.5 million of mining equipment and $23.6 million of infrastructure assets that were put into service. These decreases were partially offset by additions of $54.9 million in prepayments for mining equipment and infrastructure.

Plant and equipment

The Company’s plant and equipment increased by $98.7 million to $194.8 million, driven by $78.5 million of new mining equipment being put into service, acquisition of $24.9 million of assets from the newly acquired high performance computing operations, and $23.6 million of mining infrastructure additions (primarily related to the development of our North Bay site).

14

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
Intangibles and goodwill

The Company’s intangibles and goodwill balance relates to the Company’s acquisition of high performance computing operations from TeraGo. The Company recorded $10.4 million in customer relationships, net of amortization, and $3.1 million of goodwill as of June 30, 2022.

Accounts payable and accrued liabilities

Accounts payable and accrued liabilities increased by $2.5 million due to higher accruals and outstanding payable balances associated with high performance computing operations.

Lease liabilities

The current and long-term lease liabilities increased by $19.3 million due to recognition of six new leases under IFRS 16 – Leases, five of which were assumed as part of the high performance computing acquisition, with the  sixth lease relating to the Company’s mining site in North Bay, Ontario.

Loans payable

The current and long-term loans payable decreased by $10.2 million due to the scheduled loan repayments of the equipment financing loans.

Warrant liability

The warrant liability decreased by $97.4 million due to the decline in the Company’s share price during the six months ended June 30, 2022, which is a key input in the valuation of the warrant liability.

Deferred tax liabilities

The Company’s deferred tax liabilities decreased by $5.5 million due to deferred tax expense incurred on the taxable income for the six months ended June 30, 2022.

Total shareholders’ equity

Shareholders’ equity decreased from $566.0 million as of December 31, 2021, to $509.3 million as of June 30, 2022, due to the unrealized loss associated with the revaluation of the digital assets held by the Company.  This net loss was partially offset by the increase in share capital stemming from issuances under the Company’s ATM offering.

15

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
CAPITAL RESOURCES

As at
 
June 30, 2022
   
December 31, 2021
 
Cash
 
$
60,132
   
$
140,127
 
Loans payable
   
29,826
     
40,051
 
Shareholders’ equity
   
509,283
     
565,967
 

Loans Payable

Trinity Capital Inc. (“Trinity”)

The Company has a loan outstanding as at June 30, 2022, of $31.0 million with Trinity (December 31, 2021 - $34.2 million), net of deferred financing costs of $1.2 million (December 31, 2021 - $1.4 million). The loan bears a nominal interest rate of 9.5% and is secured against the financed equipment. The Company made principal payments during the six months ended June 30, 2022 totaling $5.2 million and recorded a foreign exchange loss of $0.6 million (December 31, 2021 - $0.3 million).

Foundry Digital LLC (“Foundry”)

The Company fully repaid its equipment financing loan with Foundry during the six months ended June 30, 2022. The security interest against the financed equipment was released concurrent with the repayment.

Share Capital

As of the date of this MD&A, the Company’s issued, and outstanding share capital is composed of 194,394,391 common shares, 480,000 stock options, 154,467 warrants recorded in equity, 15,160,001 warrants recorded as a financial liability, 3,497,031 restricted share units, and 256,315 deferred share units.

On February 11, 2022, the Company entered into an ATM offering agreement to sell the Company’s common shares with maximum proceeds of up to $82.5 million (US$65.0 million). During the six months ended June 30, 2022, the Company issued 22,098,392 common shares totaling $77.4 million (US$61.2 million) under the ATM offering and incurred $1.5 million in issuance costs. Subsequent to June 30, 2022, the Company issued an additional 2,331,068 common shares totaling $4.9 million (US$3.8 million) and incurred $0.1 million in issuance costs.

The Company’s capital currently consists of common shares. The Company’s capital management objectives are to safeguard its ability to continue as a going concern and to have sufficient capital to be able to identify, evaluate and then acquire an interest in a business or assets. The Company does not have any externally imposed capital requirements to which it is subject. The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the Company’s assets. To maintain or adjust its capital structure, the Company may attempt to issue new securities. See “Forward-Looking Statements” and “Risks and Uncertainties” of this MD&A.

Commitments

The Company has an open term revolving credit facility with Galaxy Digital with a facility size of up to US$50 million which upon posting digital asset collateral, the Company can draw on as an additional source of liquidity. As of June 30, 2022, the facility has an outstanding balance of $nil (December 31, 2021 - $nil).

The Company does not have any material contractual obligations other than those described in this MD&A and does not have any off-balance sheet financing arrangements.

16

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
PART V - RISKS

RISKS AND UNCERTAINTIES
 
The results of operations, business prospects and financial considerations of the Company remain subject to a number of risks and uncertainties and are affected by a number of factors outside of our control. For more information about our risks and uncertainties, please refer to the “Risks and Uncertainties” section of our MD&A for the year ended December 31, 2021, and the “Risk Factors” section of the AIF dated March 17, 2022. The risks and uncertainties remain substantially unchanged from those previously disclosed.

PART VI  ACCOUNTING POLICIES, CRITICAL ACCOUNTING ESTIMATES AND INTERNAL CONTROLS

ACCOUNTING ESTIMATES AND JUDGMENTS

The preparation of the unaudited interim condensed financial statements requires Management to make judgments, estimates and assumptions that affect the application of accounting policies and reported assets, liabilities, revenue and expenses, consistent with those described in the Company’s annual financial statements and as described in these interim financial statements. Estimates and underlying assumptions are reviewed on an ongoing basis. Estimates are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount or values may vary in certain instances from the assumptions and estimates made. Changes will be recorded, with corresponding effect in profit or loss, when, and if, better information is obtained. The future impact of uncertainties around the outbreak of the novel coronavirus (“COVID-19”) pandemic could generate, in future reporting periods, a risk of material adjustment to the reported amounts of assets, liabilities, revenue and expenses in the interim financial statements. Examples of accounting estimates and judgments that may be impacted by the pandemic include: revenue recognition, impairment of goodwill and intangible assets, and allowance for expected credit losses.

The Company operates in the digital asset industry, many aspects of which are not specifically addressed by current IFRS guidance. IFRS does not currently provide specific guidance to address many aspects of the digital asset industry. The Company is required to make judgments as to the application of IFRS and the selection of its accounting policies. The Company has disclosed its presentation, recognition and derecognition, and measurement of digital currencies, and the recognition of revenue as well as significant assumptions and judgments, however, if specific guidance is enacted by the IASB in the future, the impact may result in changes to the Company’s earnings and financial position as presented.

For a full discussion of accounting policies, including new and revised standards issued by the IASB and estimates and judgments, refer to the audited consolidated financial statements for the years ended December 31, 2021 and 2020, the annual MD&A for the year ended December 31, 2021 and Note 3 of the unaudited interim condensed consolidated financial statements for the three and six months ended June 30, 2022.

17

HUT 8 MINING CORP.
Management’s Discussion and Analysis
For the three and six months ended June 30, 2022 and 2021
(In thousands of Canadian Dollars, except per share amounts)
MANAGMENT’S REPORT ON DISCLOSURE CONTROLS AND PROCEDURES AND INTERNAL CONTROL OVER FINANCIAL REPORTING

Management is responsible for establishing and maintaining adequate disclosure controls and procedures (“DC&P”) and internal controls over financial reporting (“ICFR”), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the Company. The DC&P provide reasonable assurance that material information relating to the Company is made known to the Chief Executive Officer and the Chief Financial Officer of the Company.  The ICFR have been designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with IFRS.

No changes were made in the Company’s design of internal controls over financial reporting during the quarter ended June 30, 2022 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

Due to inherent limitations in all controls systems, a control system can provide only reasonable, not absolute, assurance that the objective of the control system is met and may not prevent or detect misstatements or instances of fraud. Management’s estimates may be incorrect, or assumptions about future events may be incorrect, resulting in varying results. Additionally, controls may be circumvented by the unauthorized acts of individuals, by collusion of two or more people or by Management override.

ABBREVIATIONS

The following summarizes the abbreviations used in this document:

EH
exahash
EH/s
exahash per second
MW
megawatts
PH
petahash
PH/s
petahashes per second


18



Exhibit 99.4

FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
FULL CERTIFICATE

I, Jaime Leverton, Chief Executive Officer of Hut 8 Mining Corp., certify the following:
 
1.
Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Hut 8 Mining Corp. (the “issuer”) for the interim period ended June 30, 2022.

2.
No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.
Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.
Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.
Design:  Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings


(a)
designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that


(i)
material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and


(ii)
information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and


(b)
designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1
Control framework:  The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2
ICFR - material weakness relating to design:  N/A.

5.3
Limitation on scope of design:  N/A.

1

6.
Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on April 1, 2022 and ended on June 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: August 11, 2022.
 
 (signed) “Jaime Leverton”
 
Jaime Leverton
Chief Executive Officer


2



Exhibit 99.5

FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
FULL CERTIFICATE

I, Shane Downey, Chief Financial Officer of Hut 8 Mining Corp., certify the following:
 
1.
Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Hut 8 Mining Corp. (the “issuer”) for the interim period ended June 30, 2022.

2.
No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.
Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.
Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.
Design:  Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings


(a)
designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that


(i)
material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and


(ii)
information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and


(b)
designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1
Control framework:  The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2
ICFR - material weakness relating to design:  N/A.

5.3
Limitation on scope of design:  N/A.

1

6.
Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on April 1, 2022 and ended on June 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: August 11, 2022.
 
 (signed) “Shane Downey”
 
Shane Downey
Chief Financial Officer


2