Digihost Announces US$5.35 Million Private Placement

Rhea-AI Summary

Digihost Technology (Nasdaq/TSXV: DGHI) has announced a private placement of equity securities for gross proceeds of up to US$5.35 million. The placement includes 2,026,516 subordinate voting shares and warrants exercisable for up to 1,013,258 shares at a combined purchase price of US$2.64.

The warrants have an exercise price of US$3.66 per share with a three-year exercise period. The company may increase the placement size by up to 25%. The proceeds will be used for infrastructure expansion acquisitions and working capital. The private placement is expected to close around February 5, 2025, subject to regulatory approvals including TSX Venture Exchange approval.

Positive

• Secured US$5.35 million in new funding
• Potential for 25% increase in placement size
• Three-year warrant term provides future funding potential

Negative

• Potential dilution for existing shareholders
• Subject to regulatory approval uncertainty

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

HOUSTON, Jan. 31, 2025 (GLOBE NEWSWIRE) -- Digihost Technology Inc. (“Digihost” or the “Company”) (Nasdaq / TSXV: DGHI), an innovative energy infrastructure company that develops cutting-edge data centers, is pleased to announce that the Company has entered into subscription agreements with certain investors for gross proceeds of up to US$5.35 million in a private placement of its equity securities (the “Private Placement”), comprised of 2,026,516 subordinate voting shares of the Company (“Shares”) and warrants (the “Warrants”) exercisable for up to 1,013,258 Shares of the Company, at a combined purchase price of US$2.64. The Company reserves the right to accept additional subscriptions to increase the size of the Private Placement by up to an additional 25%. Each Warrant has a per Share exercise price of US$3.66 and an exercise period of three years from the issuance date.

The net proceeds of the Private Placement will be used by the Company primarily for acquisitions related to infrastructure expansion and for general working capital purposes. The consummation of the Private Placement is subject to the receipt of all required corporate and regulatory approvals, including the approval of the TSX Venture Exchange, and other customary closing conditions, and is expected to occur on or about February 5, 2025.

No securities were offered or sold to Canadian residents in connection with the private placement.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This news release shall not constitute an offer of securities for sale in the United States. The securities being offered have not been registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.

About Digihost

Digihost is an innovative energy infrastructure company that develops cutting-edge data centers to drive the expansion of sustainable energy assets.

For further information, please contact:

Michel Amar, Chief Executive Officer
Digihost Technology Inc.
www.digihostpower.com
Digihost Investor Relations
T: 888-474-9222
Email: IR@digihostpower.com

Cautionary Statement

Trading in the securities of the Company should be considered highly speculative. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

Except for the statements of historical fact, this news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) that are based on expectations, estimates and projections as at the date of this news release and are covered by safe harbors under Canadian and United States securities laws. Forward-looking information in this news release includes information about the Private Placement, including closing of the Private Placement and approval of the TSX Venture thereof and the use of net proceeds from the Private Placement, potential further improvements to profitability and efficiency across mining operations, including, as a result of the Company’s expansion efforts, potential for the Company’s long-term growth, and the business goals and objectives of the Company. Factors that could cause actual results to differ materially from those described in such forward-looking information include, but are not limited to: the failure to satisfy the conditions to closing of the Private Placement; future capital needs and uncertainty of additional financing; share dilution resulting from equity issuances; risks relating to the strategy of maintaining and increasing Bitcoin holdings and the impact of depreciating Bitcoin prices on working capital; effects on Bitcoin prices as a result of the most recent Bitcoin halving; development of additional facilities and installation of infrastructure to expand operations may not be completed on the timelines anticipated by the Company, or at all; ability to access additional power from the local power grid; a decrease in cryptocurrency pricing, volume of transaction activity or generally, the profitability of cryptocurrency mining; further improvements to profitability and efficiency may not be realized; development of additional facilities to expand operations may not be completed on the timelines anticipated by the Company; ability to access additional power from the local power grid; an increase in natural gas prices may negatively affect the profitability of the Company’s power plant; the digital currency market; the Company’s ability to successfully mine digital currency on the cloud; the Company may not be able to profitably liquidate its current digital currency inventory, or at all; a decline in digital currency prices may have a significant negative impact on the Company’s operations; the volatility of digital currency prices; and other related risks as more fully set out in the Annual Information Form of the Company and other documents disclosed under the Company’s filings at www.sedarplus.ca and www.SEC.gov/EDGAR. The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainties therein. The Company undertakes no obligation to revise or update any forward-looking information other than as required by law.

FAQ

What is the size of Digihost's (DGHI) January 2025 private placement?

Digihost announced a private placement of US$5.35 million, with potential to increase by up to 25%.

What is the warrant exercise price for DGHI's 2025 private placement?

The warrants have an exercise price of US$3.66 per share with a three-year exercise period.

How will Digihost (DGHI) use the proceeds from its 2025 private placement?

The proceeds will be used primarily for acquisitions related to infrastructure expansion and general working capital purposes.

When is DGHI's private placement expected to close?

The private placement is expected to close on or about February 5, 2025, subject to regulatory approvals.

How many shares and warrants are included in DGHI's 2025 private placement?

The placement includes 2,026,516 subordinate voting shares and warrants exercisable for up to 1,013,258 shares.