EX-99.1 10 ex_991southcarolinaproforma.htm EX-99.1 Document


Greenidge Generation Holdings Inc.

Unaudited Pro Forma Condensed Consolidated Financial Information

On November 9, 2023, Greenidge Generation Holdings Inc. (“Greenidge”) entered into a Debt Settlement Agreement (the “Debt Settlement Agreement”), by and among, Greenidge, Greenidge Generation LLC, other subsidiary borrowers of Greenidge and NYDIG ABL LLC (“NYDIG”) in order to settle the Senior Secured Loan and the Secured Promissory Note, which NYDIG acquired from B. Riley Commercial on July 20, 2023. In exchange for the debt settlement and additional cash considerations, Greenidge transferred to NYDIG the South Carolina Datacenter Facility and 22 acres of land on which it is located. In conjunction with the sale, Greenidge and NYDIG terminated the Hosting Agreement at the South Carolina site.
The sale of the South Carolina Facility is considered a significant disposition for the purposes of Item 2.01 of Form 8-K. As a result, the Company prepared the accompanying unaudited pro forma condensed consolidated financial statements in accordance with Article 11 of Regulation S-X. The Company determined that the sale of the South Carolina Facility did not qualify for discontinued operations accounting under financial statement presentation authoritative guidance. The accompanying unaudited pro forma condensed consolidated balance sheet as of September 30, 2023 assumes the sale of the South Carolina Facility occurred on September 30, 2023. The accompanying unaudited condensed consolidated statements of operations for the nine months ended September 30, 2023, and for the fiscal year ended December 21, 2022, assumes the sale had occurred on January 1, 2022. The pro forma adjustments are described in the accompanying notes and are based upon information and assumptions available at the time of the filing.

The unaudited pro forma condensed consolidated financial information is subject to the assumptions and adjustments described in the accompanying notes. The unaudited pro forma consolidated financial statements are presented based on certain estimates and assumptions are intended for informational purposes only, which are not necessarily indicative of what our financial position or results of operations actually would have been had the sale of the South Carolina Facility been completed as of the dates indicated, nor are they necessarily indicative of future results.

The unaudited pro forma consolidated financial statements and accompanying notes should be read together with our historical consolidated financial statements as of and for the fiscal year ended December 31, 2022 included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31, 2023.


















Greenidge Generation Holdings Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
As of September 30, 2023
(Dollar amounts in thousands, except share data)

September 30, 2023
(Unaudited)South Carolina FacilityPro Forma
ASSETS
CURRENT ASSETS:
Cash and cash equivalents$10,687 $— (a)$10,687 
Accounts receivable, net of allowance for doubtful accounts of
$0 at June 30, 2023 and December 31, 2022
275 — 275 
Prepaid expenses and other assets8,017 (3,500)(a)4,517 
Emissions and carbon offset credits1,597 — 1,597 
Income tax receivable857 — 857 
Current assets held for sale507 — 507 
Total current assets21,940 (3,500)18,440 
LONG-TERM ASSETS:
Property and equipment, net47,777 — 47,777 
Other long-term assets800 — 800 
Long-term assets held for sale19,295 (19,295)(a)— 
Total assets89,812 (22,795)67,017 
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable13,664 (7,867)(a)5,797 
Accrued emissions expense7,924 — 7,924 
Accrued expenses8,016 (481)(a)7,535 
Short-term environmental liability1,700 — 1,700 
Long-term debt, current portion2,365 (2,365)(b)— 
Current liabilities held for sale1,732 (865)(a)867 
Total current liabilities35,401 (11,578)23,823 
LONG-TERM LIABILITIES:
Long-term debt, net of current portion and deferred financing fees87,085 (17,139)(b)69,946
Environmental liabilities27,733 27,733
Other long-term liabilities4,820 (2,160)(a)2,660
Total liabilities155,039 (30,877)124,162 
STOCKHOLDERS' EQUITY:
Preferred stock, par value $0.0001, 20,000,000 shares authorized, none outstanding— — — 
Common stock, par value— 
Additional paid-in capital308,031 — 308,031 
Cumulative translation adjustment(342)— (342)
Accumulated deficit(372,917)8,082 (a)(364,835)
Total stockholders' equity(65,227)8,082 (57,145)
Total liabilities and stockholders' equity$89,812 $(22,795)$67,017 






Greenidge Generation Holdings Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Nine months ended September 30, 2023
(in thousands, except per share data)

Nine Months Ended 9/30/2023South Carolina Facility Pro Forma
REVENUE:
Datacenter hosting revenue$28,740 (10,019)(c)18,721 
Cryptocurrency mining revenue17,033 (1,858)(c)15,175 
Power and capacity4,973 — 4,973 
Total revenue50,746 (11,877)38,869 
OPERATING COSTS AND EXPENSES:
Cost of revenue - datacenter hosting (exclusive of depreciation)20,830 (8,893)(c)11,937 
Cost of revenue - cryptocurrency mining (exclusive of depreciation)10,639 (940)(c)9,699 
Cost of revenue - power and capacity (exclusive of depreciation)4,762 — 4,762 
Selling, general and administrative22,724 (563)(c)22,161 
Depreciation10,368 (569)(c)9,799 
Impairment of long-lived assets4,000 — 4,000 
Gain on sale of assets(1,752)— (1,752)
Remeasurement of environmental liability1,600 — 1,600 
Total operating costs and expenses73,171 (10,965)62,206 
Operating loss(22,425)(912)(23,337)
OTHER EXPENSE, NET:
Interest expense, net(9,725)1,020 (e)(8,705)
Gain (Loss) on Sale of Digital Assets398 — 398 
Other income (expense), net(4)— (4)
Total other expense, net(9,331)1,020 (8,311)
Loss from continuing operations before income taxes(31,756)108 (31,648)
(Loss) income per basic share:
Loss per basic share from continuing operations$(5.01)$0.02 $(4.99)
(Loss) income per diluted share:
Loss per diluted share from continuing operations$(5.01)$0.02 $(4.99)
Average Shares Outstanding
Basic6,341 6,341 6,341 
Diluted6,341 6,341 6,341 











Greenidge Generation Holdings Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
As of December 31, 2022
(in thousands, except per share data)
Year Ended 12/31/2022South Carolina FacilityPro Forma
REVENUE:
Cryptocurrency datacenter$73,809 $(15,968)(d)$57,841 
Power and capacity16,170 — 16,170 
Total revenue89,979 (15,968)74,011 
OPERATING COSTS AND EXPENSES:
Cost of revenue - cryptocurrency datacenter (exclusive of depreciation and amortization)45,933 (7,471)(d)38,462 
Cost of revenue - power and capacity (exclusive of depreciation and amortization)13,906 — 13,906 
Selling, general and administrative36,946 (1,182)(d)35,764 
Depreciation and amortization35,136 (5,270)(d)29,866 
Gain on sale of assets(1,780)— (1,780)
Impairment of long-lived assets176,307 — 176,307 
Remeasurement of environmental liability16,694 — 16,694 
Total operating costs and expenses323,142 (13,923)309,219 
Operating (loss) income from operations(233,163)(2,045)(235,208)
OTHER INCOME (EXPENSE), NET:
Interest expense, net(21,575)2,962 (e)(18,613)
(Loss) gain on sale of digital assets(15)— (15)
Other income, net14 — 14 
Total other expense, net(21,576)2,962 (18,614)
(Loss) income from continuing operations before taxes(254,739)917 (253,822)
Provision for income taxes15,002 — 15,002 
Net (loss) income from continuing operations(269,741)917 (268,824)
(Loss) earnings per basic share:
(Loss) earnings per basic share from continuing operations$(6.37)$0.02 $(6.34)
(Loss) earnings per diluted share:
(Loss) earnings per diluted share from continuing operations$(6.37)$0.02 $(6.34)
Average Shares Outstanding
Basic42,37342,37342,373
Diluted42,37342,37342,373
















The unaudited pro forma condensed consolidated financial statements represent the following adjustments:

(a) Represents the Company’s divestiture of assets related to the South Carolina Facility as of September 30, 2023.
(b) Reflects the settlement of the Senior Secured Loan and the Secured Promissory note as of September 30, 2023.
(c) Reflects the elimination of results of operations attributable to the South Carolina Facility for the six months ended September 30, 2023.
(d) Reflects the elimination of results of operations attributable to the South Carolina Facility for the twelve months ended December 31, 2022.
(e) Reflects the settlement of the Senior Secured Loan and the Secured Promissory note as of January 1, 2022.