HIVE Blockchain Technologies Ltd.
Consolidated Financial Statements
For the years ended March 31, 2022 and 2021
(Expressed in US dollars)
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of
HIVE Blockchain Technologies Ltd.
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated statements of financial position of HIVE Blockchain Technologies Ltd. and its subsidiaries (together, the "Company") as of March 31, 2022, and 2021and the related consolidated statements of income and comprehensive income, changes in equity and cash flows for the years then ended, including the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2022 and 2021, and its financial performance and its cash flows for the years then ended in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.
Restatement
As discussed in Note 30 to the consolidated financial statements, an error resulting in an overstatement of previously reported net income for the year ended March 31, 2021 was discovered by the Company's management during the current year and accordingly, the March 31, 2021 consolidated financial statements have been restated to correct the misstatement. Also, discussed in Note 30, the Company changed its accounting policy for its digital currencies in the current year as a result of its current operations.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the Company's auditor since 2019.
/s/
Chartered Professional Accountants |
July 19, 2022
HIVE Blockchain Technologies Ltd. Consolidated Statements of Financial Position (Expressed in US dollars unless otherwise indicated) |
March 31, | March 31, | |||||
2022 | 2021 | |||||
Restated (Note 30) | ||||||
Assets | ||||||
Current assets | ||||||
Cash | $ | $ | ||||
Amounts receivable and prepaids (Note 9) | ||||||
Investments (Note 8) | ||||||
Digital currencies (Note 10) | ||||||
Plant and equipment (Note 11) | ||||||
Long term receivable (Note 9) | ||||||
Deposits (Note 12) | ||||||
Investment in sublease | ||||||
Right of use asset (Note 17) | ||||||
Goodwill and intangible asset (Notes 6, 13) | ||||||
Total assets | $ | $ | ||||
Liabilities and equity | ||||||
Current liabilities | ||||||
Accounts payable and accrued liabilities | $ | $ | ||||
Taxes payable | ||||||
Current portion of lease liability (Note 17) | ||||||
Term loan (Note 16) | ||||||
Loans payable (Notes 5, 15, 28) | ||||||
Current income tax liability (Note 20) | ||||||
Convertible loan - liability component (Note 14) | ||||||
Convertible loan - derivative component (Note 14) | ||||||
Loans payable (Notes 5, 15, 28) | ||||||
Lease liability (Note 17) | ||||||
Deferred tax liability (Note 20) | ||||||
Total liabilities | ||||||
Equity | ||||||
Share capital (Note 21) | ||||||
Equity reserve | ||||||
Accumulated other comprehensive income | ||||||
Accumulated deficit | ( |
) | ( |
) | ||
Total equity | ||||||
Total liabilities and equity | $ | $ |
Nature of operations (Note 1)
Commitments and contingencies (Note 18)
Subsequent Events (Note 32)
Approved by the Board of Directors and authorized for issue on : July 19, 2022
"Frank Holmes" |
Director |
"Marcus New" |
Director |
Page 1 |
HIVE Blockchain Technologies Ltd. Consolidated Statements of Income and Comprehensive Income (Expressed in US dollars unless otherwise indicated) |
Year ended March 31, | ||||||
2022 | 2021 | |||||
Restated (Note 30) | ||||||
Revenue from digital currency mining (Note 10) | $ | $ | ||||
Hosting revenue | ||||||
Cost of sales | ||||||
Operating and maintenance costs | ( |
) | ( |
) | ||
Depreciation (Notes 11, 13, 17) | ( |
) | ( |
) | ||
Revaluation of digital currencies (Note 10) | ||||||
Gain on sale of digital currencies (Note 10) | ||||||
Expenses | ||||||
General and administrative (Note 24) | ( |
) | ( |
) | ||
Foreign exchange gain (loss) | ||||||
Share-based compensation (Note 21) | ( |
) | ( |
) | ||
( |
) | ( |
) | |||
Realized gain on investments (Note 8) | ||||||
Unrealized (loss) gain on investments (Note 8) | ( |
) | ||||
Change in fair value of derivative liability (Note 14) | ( |
) | ||||
Change in fair value of contingent consideration (Note 7) | ||||||
Impairment of goodwill and intangibles (Note 13) | ( |
) | ||||
Gain (loss) on sale of subsidiary (Note 5) | ( |
) | ||||
Gain on sale of mining assets | ||||||
Finance expense (Note 23) | ( |
) | ( |
) | ||
Net income before tax for the year | ||||||
Tax expense (Note 20) | ( |
) | ( |
) | ||
Net income for the year | $ | $ | ||||
Other comprehensive income | ||||||
Other comprehensive income to be reclassified to profit or loss in subsequent periods: | ||||||
Revaluation gain on digital currencies (Note 10) | ||||||
Translation adjustment | ||||||
Net income and comprehensive income for the year | $ | $ | ||||
Basic income per share | $ | $ | ||||
Diluted income per share | $ | $ | ||||
Weighted average number of common shares outstanding | ||||||
Basic (Note 22) | ||||||
Diluted (Note 22) |
The accompanying notes are an integral part of these consolidated financial statements
Page 2 |
HIVE Blockchain Technologies Ltd. Consolidated Statements of Changes in Equity (Expressed in US dollars unless otherwise indicated) |
Share capital | Accumulated other | |||||||||||||||||
Equity | comprehensive | Accumulated | Total | |||||||||||||||
Shares issued | Amount | reserve | income | deficit | equity | |||||||||||||
$ | $ | $ | $ | $ | ||||||||||||||
At March 31, 2020 | ( |
) | ( |
) | ||||||||||||||
Share-based compensation | - | - | - | - | ||||||||||||||
Shares offering | - | - | - | |||||||||||||||
Share issuance costs | - | ( |
) | - | - | - | ( |
) | ||||||||||
Quebec acquisition | - | - | - | |||||||||||||||
Exercise of options | ( |
) | - | - | ||||||||||||||
Vesting of restricted stock units | ( |
) | - | - | ( |
) | ||||||||||||
Shares issued for services | - | - | - | |||||||||||||||
Income for the year (restated - Note 30) | - | - | - | - | ||||||||||||||
Translation adjustment | - | - | - | - | ||||||||||||||
Revaluation gain on digital currencies (restated - Note 30) | - | - | - | - | ||||||||||||||
Realized gain on digital currencies (restated - Note 30) | - | - | - | ( |
) | - | ||||||||||||
At March 31, 2021 (restated - Note 30) | ( |
) | ||||||||||||||||
Share-based compensation | - | - | - | - | ||||||||||||||
Warrants issued for asset purchase | - | - | - | - | ||||||||||||||
Shares offering | - | - | - | |||||||||||||||
Special warrants | - | - | - | |||||||||||||||
Issuance costs | - | ( |
) | - | - | - | ( |
) | ||||||||||
Atlantic acquisition | - | - | - | |||||||||||||||
Shares and warrants issued for investment | - | - | ||||||||||||||||
Exercise of options | ( |
) | - | - | ||||||||||||||
Vesting of restricted stock units | ( |
) | - | - | ||||||||||||||
Income for the year | - | - | - | - | ||||||||||||||
Translation adjustment | - | - | - | - | ||||||||||||||
Revaluation gain on digital currencies | - | - | - | - | ||||||||||||||
Realized gain on digital currencies | - | - | - | ( |
) | - | ||||||||||||
At March 31, 2022 | ( |
) |
The accompanying notes are an integral part of these consolidated financial statements
Page 3 |
HIVE Blockchain Technologies Ltd. Consolidated Statements of Cash Flows (Expressed in US dollars unless otherwise indicated) |
For the year ended March 31, | ||||||
2022 | 2021 | |||||
Restated - Note 30 | ||||||
Operating activities | ||||||
Income for the year: | $ | $ | ||||
Adjusted for: | ||||||
Depreciation and amortization | ||||||
Loss on sale of subsidiary (gain) |
( |
) | ||||
Loss (gain) on investment |
( |
) | ||||
Change in fair value of contingent consideration | ( |
) | ||||
Impairment of goodwill and intangibles | ||||||
Change in fair value of derivative liability | ( |
) | ||||
Accretion and interest on convertible debt | ||||||
Tax expense | ||||||
Share-based compensation | ||||||
Interest expense | ||||||
Foreign exchange gain (loss) |
( |
) | ||||
Changes in non-cash working capital items: | ||||||
Amounts receivable and prepaids | ( |
) | ||||
Taxes payable | ( |
) | ||||
Digital currencies | ( |
) | ( |
) | ||
Accounts payable and accrued liabilities | ||||||
Cash provided by operating activities | ||||||
Investing activities | ||||||
Deposits on equipment | ( |
) | ( |
) | ||
Investments | ( |
) | ( |
) | ||
Quebec acquisition | ( |
) | ||||
Proceeds from disposal of mining equipment |
||||||
Purchase of mining equipment | ( |
) | ( |
) | ||
Cash divested from sale of subsidiary | ( |
) | ( |
) | ||
Cash used in investing activities | ( |
) | ( |
) | ||
Financing activities | ||||||
Exercise of options | ||||||
Shares offering | ||||||
Issuance of warrants | ||||||
Repayment of loan | ( |
) | ||||
Issuance of debenture | ||||||
Repayment of debenture | ( |
) | ( |
) | ||
Lease payments made, net of lease payments received | ( |
) | ( |
) | ||
Cash provided by financing activities | ||||||
Effect of exchange rate changes on cash | ( |
) | ||||
Net change in cash during the year | ( |
) | ||||
Cash, beginning of year | ||||||
Cash, end of year | $ | $ | ||||
Supplemental cash flow information | ||||||
Share consideration issued for Quebec acquisition | $ | $ | ||||
Share consideration issued for Atlantic acquisition | $ | $ | ||||
Share consideration issued for investments | $ | $ | ||||
Warrants issued for asset purchase | $ | $ | ||||
Recognition of right of use assets and lease liabilities | $ | $ | ||||
Supplemental disclosures: | ||||||
Interest paid | $ | |||||
Income taxes paid |
The accompanying notes are an integral part of these consolidated financial statements
Page 4 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
1. Nature of Operations
HIVE Blockchain Technologies Ltd. (the "Company") was incorporated in the province of British Columbia on June 24, 1987. The Company is a reporting issuer in each of the Provinces and Territories of Canada and is listed for trading on the TSXV, under the symbol "HIVE.V", as well on the Nasdaq's Capital Markets Exchange under "HIVE", and on the Open Market of the Frankfurt Stock Exchange under "HBFA". The Company's head office is located at Suite 855, 789 Pender Street, Vancouver, BC, V6C 1H2, and the Company's registered office is located at Suite 2500, 700 West Georgia Street, Vancouver, BC, V7Y 1B3.
In connection with the Company's change of business filed in September 2017 ("Change of Business"), the Company acquired digital currency mining data centre equipment in Iceland. Following the initial acquisition, the Company acquired additional data centre equipment in Iceland and Sweden throughout fiscal 2018. Phases one and two of Sweden commenced operations on January 15, 2018 and March 31, 2018 respectively, while phase three commenced operations on April 30, 2018. On April 9, 2020 the Company acquired a data centre in Quebec, Canada (Note 6), and on April 15, 2021 the Company acquired a data centre in New Brunswick, Canada (Note 7). The Company is in the business of providing infrastructure solutions, including the provision of computational capacity to distributed networks, in the blockchain industry. The Company's operations are focused on the mining and sale of digital currencies to upgrade, expand and scale up its mining operations. Digital currencies are subject to risks unique to the asset class and different from traditional assets. Additionally, the Company may at times hold assets by third party custodians or exchanges that are limited in oversight by regulatory authorities.
The Company affected the consolidation of its common shares (Note 32) based on one post-consolidation common share for each five pre-consolidated common shares. All common shares and per share amounts have been retroactively restated to reflect the consolidation.
The negative impact on the global supply chain related to the COVID-19 pandemic has presented challenges to the Company including increased shipping costs and delaying obtaining equipment from China on a timely basis. Additionally, the Company continues to face uncertainty in the availability of equipment from suppliers as it relates to the Company's ASIC equipment.
2. Basis of Presentation and Significant Accounting Policies
(a) Statement of Compliance
These consolidated financial statements, including comparatives, have been prepared in accordance with International Financial Reporting Standards ("IFRS") and Interpretations issued by the International Financial Reporting Standards Interpretations Committee ("IFRIC") as issued by the International Accounting Standards Board ("IASB").
The consolidated financial statements have been prepared on a historical cost basis except for convertible loan - derivative component and digital assets that have been measured at fair value. In addition, these consolidated financial statements have been prepared using the accrual basis of accounting, except for cash flow information.
The Company is in the business of the mining and sale of digital currencies to upgrade, expand, and scale up its mining operations, many aspects of which are not specifically addressed by current IFRS guidance. The Company is required to make judgements as to the application of IFRS and the selection of accounting policies. The Company has disclosed its presentation, recognition and de-recognition, and measurement of digital currencies, and the recognition of revenue as well as significant assumptions and judgements; 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.
These consolidated financial statements were approved and authorized for issuance by the Board of Directors on July 19, 2022.
Page 5 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
(b) Consolidation
These consolidated financial statements include the financial statements of the Company and its wholly-owned subsidiaries, which are controlled by the Company (the "Group"). Control is achieved when the parent company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if, and only if, the Group has all of the following: (i) power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee); (ii) exposure, or rights, to variable returns from its involvement with the investee; and (iii) the ability to use its power over the investee to affect its returns.
The financial statements of subsidiaries are included in these consolidated financial statements from the date that control commences until the date that control ceases. All inter-company transactions, balances, income and expenses are eliminated on consolidation.
As of March 31, 2022, the Company had the following wholly owned subsidiaries: HIVE Blockchain Switzerland AG, Bikupa Datacenter AB, Bikupa Datacenter 2 AB, Hive Digital Data Ltd., Liv Eiendom AS, 9376-9974 Quebec Inc., GPU Atlantic Inc., and HIVE Performance Computing Ltd. HIVE Blockchain Switzerland AG had one wholly owned subsidiary, HIVE Blockchain Iceland ehf.
(c) Presentation and functional currency
Foreign currency transactions are recorded at the exchange rate as at the date of the transaction. At each statement of financial position date, monetary assets and liabilities are translated using the year end foreign exchange rate. Non-monetary assets and liabilities in foreign currencies other than the functional currency are translated using the historical rate. All gains and losses on translation of these foreign currency transactions are included in the profit and loss. The functional currency for HIVE Blockchain Technologies Ltd. is the Canadian dollar, and it is the US dollar for its other wholly owned subsidiaries. The presentation currency is the US dollar.
(d) Goodwill
Goodwill represents the excess of the purchase price paid for an acquisition over the fair value of the net tangible and intangible assets acquired. Following the initial recognition, goodwill is measured at cost less any accumulated impairment losses.
Goodwill has an indefinite useful life, is not subject to amortization and therefore, subject to impairment testing annually for any impairment, or more frequently in the case that events or circumstances indicate. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Company's cash-generating units (CGUs) or group of CGUs that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the of the acquiree are assigned to those units.
Page 6 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
(e) Revenue recognition
Revenue from contracts with customers is recognized when control over the goods or services is transferred to the customer. The transaction price is the amount of the consideration that is expected to be received based on the contract terms, excluding amounts collected on behalf of third parties (such as taxes). The following are the specific revenue recognition criteria which must be met before revenue is recognized:
1. Revenues from digital currency mining
The Company has entered into contracts with mining pools and has undertaken the performance obligation of providing computing power and transaction verification services to the mining pool in exchange for non-cash consideration in the form of digital currencies. The Company measures the non-cash consideration received at the fair market value of the digital currencies received. Management estimates fair value on a daily basis as the quantity of digital currency received multiplied by the spot price on the day it was received, and subsequently measured as an intangible asset. Any difference between the fair value of the digital currencies recorded upon receipt from mining activities and the actual realized price upon disposal are recorded as a gain or loss on disposition of digital currencies.
Digital currency on hand at the end of a reporting period, if any, is classified as digital assets, and is accounted for under IAS 38 Intangible Assets, as an intangible asset with an indefinite useful life initially measured at cost, deemed to be the fair value upon receipt as described above, and subsequently measured under the revaluation model. Under the revaluation model, increases in the digital currency's carrying amount is recognized in other comprehensive income and under accumulated other comprehensive income in equity. However, increases are recognized in profit or loss to the extent that it reverses a revaluation decrease of digital currency previously recognized in profit or loss. The fair value of digital currency on hand at the end of the reporting period is calculated as the quantity of digital currency on hand multiplied by price quoted on Coinmarketcap.com as at the reporting date. The Company reports digital currency on hand at the end of the reporting period as digital assets, which are classified as current assets as management has determined that the digital currency on hand at the end of the reporting period have markets with sufficient liquidity to allow conversion within the Company's normal operating cycle.
2. Revenues from hosting digital currency mining equipment:
The Company has entered into hosting contracts where it operates mining equipment on behalf of third parties within its facilities. Revenue from hosting contracts is measured as the Company meets its obligation of operating the hosted equipment over time.
(f) Plant and equipment:
Plant and equipment include data center equipment are carried at cost, including directly attributable costs, less accumulated depreciation, accumulated impairment losses and any related investment grants, and excluding day-to-day servicing expenses. Cost includes spare parts and auxiliary equipment that are used in connection with the data center equipment.
Items of data center equipment are recorded at cost less accumulated depreciation. Cost includes all expenditures incurred to bring assets to the location and condition necessary for them to be operated in the manner intended by management.
Page 7 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
(f) Plant and equipment (continued...)
Subsequent costs are included in the asset's carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of any replaced parts is derecognized. All other repairs and maintenance are charged to profit or loss during the fiscal period in which they are incurred.
Gains and losses on disposal are determined by comparing the proceeds with the carrying amount and are recognized in profit or loss.
Plant and equipment is broken into the following major assets and depreciated as follows:
- Data center mining equipment - straight line over
- Buildings straight line over
- Leasehold improvements - See below
Leasehold improvements are depreciated on a straight-line basis over the shorter of the lease term (including the extension option held by the Company and intended to be exercised) and the expected life of the improvement. The useful life, depreciation method and residual value of an asset are reviewed at least each year-end and any changes are accounted for prospectively as a change in accounting estimate. Depreciation of an asset ceases at the earlier of the date that the asset is classified as held for sale and the date that the asset is derecognized.
(g) Intangible assets
Intangible assets acquired separately are initially measured at cost plus direct acquisition costs. Intangible assets acquired in business combinations are measured at their fair value as at the acquisition date. Intangible assets with a finite useful life are amortized over their useful lives using the straight line method and are reviewed for impairment whenever there is an indication that the asset may be impaired. The amortization period and the amortization method for an intangible asset are reviewed at least at each year end. Intangible assets consist of acquired software and certain customer relationships acquired in a business combination used in the Company's digital currency mining operations. The intangible assets are amortised on a straight line basis over two to four years.
(h) Impairment of non-financial assets
The Company evaluates the need to record an impairment of non-financial assets whenever events or changes in circumstances indicate that the carrying amount is not recoverable. If the carrying amount of non-financial assets exceeds their recoverable amount, the assets are reduced to their recoverable amount. The recoverable amount is the higher of fair value less costs of sale and value in use. In measuring value in use, the expected future cash flows are discounted using a pre-tax discount rate that reflects the risks specific to the asset. The recoverable amount of an asset that does not generate independent cash flows is determined for the CGU to which the asset belongs. Impairment losses are recognized in profit or loss. An impairment loss of an asset, other than goodwill, is reversed only if there have been changes in the estimates used to determine the asset's recoverable amount since the last impairment loss was recognized. Reversal of an impairment loss, as above, shall not be increased above the lower of the carrying amount that would have been determined (net of depreciation or amortization) had no impairment loss been recognized for the asset in prior years and its recoverable amount. The reversal of impairment loss of an asset presented at cost is recognized in profit or loss.
Page 8 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
(i) Financial instruments
1. Financial assets
Initial recognition and measurement
Financial assets are initially measured at fair value plus transaction costs that can be directly attributed to the acquisition of the financial asset, except in the case of a financial asset measured at fair value through profit or loss in respect of which transaction costs are charged to profit or loss.
The classification determines the method by which the financial assets are carried on the statement of financial position subsequent to inception and how changes in value are recorded. Amounts receivables are measured at amortized cost with subsequent impairments recognized in profit or loss. Investments are classified as FVTPL.
Subsequent measurement
Financial assets at amortized cost are subsequently measured using the effective interest rate (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified, or impaired. The Company's financial assets at amortized cost includes amounts receivables. Net changes in financial assets measured at fair value are recognized in the statement of profit or loss. A derivative embedded in a hybrid contract, with a financial liability or non-financial host, is separated from the host and accounted for as a separate derivative if: the economic characteristics and risks are not closely related to the host; a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative; and the hybrid contract is not measured at fair value through profit or loss.
Embedded derivatives are measured at fair value with changes in fair value recognized in profit or loss. This category includes the embedded derivative arising from the repayment terms of the convertible loan in Note 14 Reassessment only occurs if there is either a change in the terms of the contract that significantly modifies the cash flows that would otherwise be required or a reclassification of a financial asset out of the fair value through profit or loss category.
Impairment
The Company recognizes an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms. For accounts receivables, the Company applies a simplified approach in calculating ECLs. Therefore, the Company does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.
Financial liabilities
Initial recognition and measurement:
Financial liabilities are classified at initial recognition at fair value through profit or loss, convertible debenture, term loan, loans payable, lease liability and accounts payables. All financial liabilities are recognized initially at fair value and, in the case of convertible debenture, term loan, loans payable and lease liability, net of directly attributable transaction costs. The Company's financial liabilities include convertible debenture, term loan, loans payable, lease liability and accounts payables.
Page 9 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
Subsequent measurement
Financial liabilities are either measured at fair value through profit or loss or at amortized cost. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the effective interest rate (EIR) method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as financial expenses in the consolidated statement of income. This category generally applies to interest-bearing loans and borrowings.
Derecognition of financial assets
Financial assets are derecognized when the contractual rights to receive the cash flows from the financial asset expire, or when the Company transfers the contractual rights to receive the cash flows from the financial asset or assumes an obligation to pay the cash flows received in full to a third party without significant delay.
Derecognition of financial liabilities
Financial liabilities are derecognized when and only when they are extinguished - that is, when the obligation defined in the contract is fulfilled, cancelled or expires. A financial liability is fulfilled when the debtor repays the liability by paying cash; providing other financial assets, goods or services, or is otherwise legally released from the liability.
Fair value measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurement is based on the assumption that the transaction will take place in the asset's or the liability's principal market, or in the absence of a principal market, in the most advantageous market. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. Fair value measurement of non-financial assets takes into account the ability of a market participant to derive economic benefits from the asset through its best use, or by selling it to another market participant capable of using the asset to its best use.
Assets and liabilities measured at fair value, or whose fair value is disclosed are classified into categories within the fair value hierarchy, based on the lowest level input that is significant to the overall fair value measurement:
- Level 1 - Unadjusted quoted prices in an active market of identical assets and liabilities;
- Level 2 - Non-quoted prices included in Level 1 that are either directly or indirectly observable;
- Level 3 - Inputs for the asset or liability that are not based on observable market data
Data that is not based on observable market information, such as valuation techniques without the use of observable market data
Page 10 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
(j) Provisions
Under IAS 37, provisions represent liabilities to the Company for which the amount or timing is uncertain. Provisions are recognized when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligations and the amounts can be reliably estimated. When the Company expects that part or all of the expense will be refunded, such as an insurance claim, the refund will be recognized as a separate asset only on the date when there is certainty of receiving the asset. The expense will be recognized in the statement of profit or loss net of the expected refund.
(k) Income tax
The income tax expense for the year comprises current and deferred taxes. These taxes are recognized in profit or loss, except to the extent that they relate to items which are recognized in other comprehensive income or loss or directly in shareholders' equity.
Current taxes
The current tax liability is measured using the tax rates and tax laws that have been enacted or substantively enacted by the reporting date as well as adjustments required in connection with tax liabilities in respect of previous years.
Deferred taxes
Deferred taxes are computed in respect of temporary differences between the carrying amounts in the financial statements and the amounts attributed for tax purposes. Deferred taxes are measured at the tax rate that is expected to apply when the asset is realized, or the liability is settled, based on tax laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is not probable that they will be utilized. Deductible carry forward losses and temporary differences for which deferred tax assets had not been recognized are reviewed at each reporting date and a respective deferred tax asset is recognized to the extent that their utilization is probable. Taxes that would apply in the event of the disposal of investments in investees have not been taken into account in computing deferred taxes as long as the disposal of the investments in investees is not probable in the foreseeable future.
(l) Share-based compensation
The Company utilizes the Black-Scholes Option Pricing Model ("Black-Scholes") to estimate the fair value of stock options granted to directors, officers, employees, consultants and charities. The use of Black- Scholes requires management to make various estimates and assumptions that impact the value assigned to the stock options including the forecast future volatility of the stock price, the risk-free interest rate, dividend yield and the expected life of the stock options. Any changes in these assumptions could have a material impact on the share-based compensation calculation value, however the most significant estimate is the volatility. Expected future volatility can be difficult to estimate as the Company has a limited operating history and is in an emerging industry with no comparable publicly traded competitors at the time of grant. Due to the emerging nature of the industry, volatility estimates require significant estimates. The Company estimated volatility based on historic share prices of companies operating in emerging innovative industries. Historical volatility is not necessarily indicative of future volatility.
Page 11 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
(m) Leases
The Company assesses whether a contract is or contains a lease, at inception of the contract. The Company recognizes a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets (such as tablets and personal computers, small items of office furniture and telephones). The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise:
Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
Variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
The amount expected to be payable by the lessee under residual value guarantees;
The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is presented as a separate line in the consolidated statement of financial position. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability and by reducing the carrying amount to reflect the lease payments made. The Company remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:
The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which case the lease liability is remeasured by discounting the revised lease payments using an unchanged discount rate (unless the lease payment change is due to a change in a floating interest rate, in which case a revised discount rate is used).
A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification. The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day, less any lease incentives received and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.
Page 12 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
(n) Business combinations
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred which is measured at acquisition date at fair value, and the amount of any non-controlling interests in the acquiree. For each business combination, the Company elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition-related costs are expensed as incurred and included in general and administrative expenses.
The Company determines that it has acquired a business when the acquired set of activities and assets include an input and a substantive process that together significantly contribute to the ability to create outputs. Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests and any previous interest held over the net identifiable assets acquired and liability assumed).
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Company's cash-generating units (CGUs) or group of CGUs that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.
(o) Cash
Cash and cash equivalents may include cash on hand, demand deposits and short-term highly liquid investments that are readily convertible into known amounts of cash, with maturities of 90 days or less when acquired. As of March 31, 2022 and 2021, the Company did not classify any balances as cash equivalents.
(p) Future accounting standards
Amendments to IFRS 7, IFRS 4, and IFRS 16 - Interest rate benchmark reform
The IASB issued amendments to IFRS 9, IAS 39, IFRS 16, IFRS 4, and IFRS 7 on August 26, 2020, completing Phase 2 of the Interest Rate Benchmark Reform (IBOR reform) project. This was necessary because major interest rate benchmarks were reformed or even replaced. The impact of is limited either because the interest rate benchmarks we are mainly using will stay in place or because the instruments have fixed interest rates.
Amendments to IFRS 16, 'Leases' - Covid-19 related rent concessions Extension of the practical expedient
On 28 May 2020, the IASB issued Covid-19-Related Rent Concessions - amendment to IFRS 16 Leases. The amendments provide relief to lessees from applying IFRS 16 guidance on lease modification accounting for rent concessions arising as a direct consequence of the Covid-19 pandemic. As a practical expedient, a lessee may elect not to assess whether a Covid-19 related rent concession from a lessor is a lease modification. A lessee that makes this election accounts for any change in lease payments resulting from the Covid-19 related rent concession the same way it would account for the change under IFRS 16, if the change were not a lease modification.
The amendment was intended to apply until 30 June 2021, but as the impact of the Covid-19 pandemic is continuing, on 31 March 2021, the IASB extended the period of application of the practical expedient to 30 June 2022.The amendment applies to annual reporting periods beginning on or after 1 April 2021. However, the Company has not received Covid-19-related rent concessions, but plans to apply the practical expedient if it becomes applicable within allowed period of application.
Page 13 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
2. Basis of Presentation and Significant Accounting Policies (continued...)
Amendment to IAS 12 - deferred tax related to assets and liabilities arising from a single transaction
In May 2021, the IASB issued Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). The amendments narrowed the scope of the initial recognition exemption to exclude transactions that give rise to equal and offsetting temporary differences. The amendments are effective January 1, 2023, with early adoption permitted. The Company does not anticipate any significant impact from these amendments on the consolidated financial statements as a result of the initial application.
Amendments to IAS 1, Practice statement 2 and IAS 8
Presentation of Financial Statements was amended to clarify that the classification of liabilities as current or non-current is based on rights that are in existence at the end of the reporting period and specifies that classification is unaffected by expectations about whether an entity will exercise its right to defer settlement of a liability. The amendments are effective January 1, 2023 with early application permitted. The amendments are required to be adopted retrospectively.
Amendments to IAS 1, Presentation of financial statements', on classification of liabilities
In February 2021, the IASB issued Definition of Accounting Estimates (Amendments to IAS 8). The amendments introduced a definition of accounting estimates and included other amendments to help entities distinguish changes in accounting estimates from changes in accounting policies. The amendments are effective January 1, 2023, with early adoption permitted. The Company does not anticipate any significant impact from these amendments on the consolidated financial statements as a result of the initial application.
The Company continues to review changes to IFRS standards. There are no other pending IFRSs or IFRIC interpretations that are expected to be relevant to the Company's consolidated financial statements.
Page 14 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
3. Significant Judgements
(a) Functional currency
The functional currency of the Company has been assessed by management based on consideration of the currency and economic factors that mainly influence the Company's digital currencies, operating and maintenance costs, financing and related transactions. Specifically, the Company considers the currencies in which digital currencies are most commonly denominated and the currencies in which expenses are settled, by each entity, as well as the currency in which each entity receives or raises financing. Changes to these factors may have an impact on the judgment applied in the determination of the Company's functional currency.
(b) Digital currencies - accounting
There is currently no specific definitive guidance in IFRS or alternative accounting frameworks for accounting for the revenue recognition from digital currency mining as well as subsequent measurement of digital currencies held. Management has determined that revenues should be recognized as the fair value of digital currencies received in exchange for mining services on the date that digital currencies are received and subsequently measured as an intangible asset. Management has exercised significant judgement in determining the appropriate accounting treatment. In the event authoritative guidance is issued by the IASB, the Company may be required to change its accounting policies, which could have a material effect on the Company's financial statements.
(c) Assessment of transactions as an asset acquisition or business combination
Management determines whether assets acquired and liabilities assumed constitute a business. A business consists of inputs and processes applied to those inputs that have the ability to create outputs. Whether an acquisition is classified as a business combination or asset acquisition can have a significant impact on the presentation made on and after acquisition.
The Company completed two acquisitions in April 2020 and April 2021 both of which have been accounted for as business combinations as indicated in Note 6 and Note 7 respectively.
Page 15 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
4. Significant Estimates
(a) Determination of asset and liability fair values and allocation of purchase consideration
Significant acquisitions require judgements and estimates to be made at the date of acquisition in relation to determining the relative fair value of the allocation of the purchase consideration over the fair value of the assets acquired and liabilities assumed. The information necessary to measure the fair values as at the acquisition date of assets acquired requires management to make certain judgements and estimates about the future performance of these assets.
(b) Impairment of assets
Goodwill and intangible assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
(c) Useful economic life
Depreciation of data centre equipment is an estimate of its expected life. In order to determine the useful life of computing equipment, assumptions are required about a range of computing industry market and economic factors, including required hash rates, technological changes, availability of hardware and other inputs.
(d) Deferred and current taxes
The determination of the Company's tax expense for the year and deferred tax assets and liabilities involves significant estimation and judgement by management. In determining these amounts, management interprets tax legislation in a variety of jurisdictions and makes estimates of the expected timing of the reversal of deferred tax assets and liabilities, the deferral and deductibility of certain items and interpretation of the treatment for tax purposes of digital currencies by taxation authorities. Management also makes estimates of future earnings, which affect the extent to which potential future tax benefits may be used. The Company is subject to assessments by various taxation authorities, which may interpret legislation differently. These differences may affect the final amount or the timing of the payment of taxes. The Company provides for such differences where known based on management's best estimate of the probable outcome of these matters.
Page 16 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
In May 2018, the Company completed the acquisition of two entities in Norway (the "Norway Acquisition"), Liv Eiendom AS ("Liv Eiendom") and Kolos Norway AS ("Kolos").
As consideration for the acquisition, the Company made cash payments of
On May 10, 2021, the Company completed the sale of the net assets of Kolos Norway AS:
Net liability disposed of | $ | ||
Less: Payment to acquirer | ( |
) | |
Gain on disposal | $ |
The following are balance sheet items that were derecognized in the sale of the subsidiary:
May 10, 2021 | |||
Assets | |||
Current assets | |||
Cash and equivalents | $ | ||
Amounts receivable and prepaids | |||
Total assets | $ | ||
Liabilities and equity | |||
Current liabilities | |||
Accounts payable and accrued liabilities | $ | ||
Loans payable | |||
Total liabilities | |||
Net Assets | $ | ( |
) |
Page 17 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
6. Quebec Acquisition
On April 8, 2020, the Company completed the acquisition of
In consideration for
(i) Issuance of
(ii) Cash payment of $
The allocation of the total purchase price to the net assets acquired is as follows:
Prepaid expenses | $ | ||
Plant and equipment (Note 11) | |||
Right of use asset (Note 17) | |||
Intangible asset* | |||
Accounts payable | ( |
) | |
Lease liability | ( |
) | |
Net assets acquired | $ | ||
Cash paid | |||
Shares issued | |||
Holdback payable | |||
Total consideration | $ |
* Intangible asset relates to favourable supply arrangements acquired as part of the business acquisition and is being amortized over the term of the existing facility lease.
Page 18 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
7. Atlantic Acquisition
On April 15, 2021, the Company completed the acquisition of
GPU Atlantic has a 50-megawatt data centre campus located in New Brunswick, Canada.
Current assets | $ | ||
Plant and equipment | |||
Land | |||
Building | |||
Sales taxes refunds | |||
Intangible assets* | |||
Goodwill** | |||
Accounts payable | ( |
) | |
Long-term debt | ( |
) | |
Net assets acquired | $ |
Consideration paid | Contingent to | Closing to | ||||
April 15, 2021 | March 31, 2022 | |||||
Closing common shares - |
||||||
Milestone common shares - |
||||||
Total consideration | $ | $ |
As part of the transaction, the Company also acquired a $
* Intangible assets includes an internally generated mining monitoring, tracking and generating software.
** Goodwill represents expected synergies, future income growth potential, and other intangibles that do not qualify for separate recognition. None of the goodwill arising on the acquisition is expected to be deductible for tax purposes.
The hosting revenues and expenditures from GPU Atlantic for the year ended March 31, 2022, were $
The purchase price allocation for acquisitions reflects fair value estimates which are subject to change within the measurement period. The primary areas of purchase price allocation that are subject to change relate to the fair values of certain tangible assets, based on their condition, and residual goodwill. The Company recorded and impairment of $
Measurement period adjustments that the Company determines to be material will be applied retrospectively to the period of acquisition in the Company's consolidated financial statements and, depending on the nature of the adjustments, other periods subsequent to the period of acquisition could also be affected. The Company expects to finalize the accounting for the acquisition in its interim condensed consolidated financial statements as at and for the three months ended June 30, 2022
Page 19 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
8. Investments
The Company's investment holdings that are not traded in active markets by the Company are considered investments. Investments are accounted for as financial assets which are initially recognized at fair value and subsequently measured through fair value through profit or loss
On April 21, 2021, the Company completed a share swap transaction with Valour Inc. (formerly DeFi Technologies Inc.) pursuant to which HIVE received
As at March 31, 2022, in addition to the investment of Valour Inc., the Company holds a number of non-material investments in both private and public companies. Investments were valued at $
The continuity of investments was as follows:
Investments | |||
Balance, March 31, 2020 | $ | ||
Additions | |||
Unrealized gain on investments | |||
Balance, March 31, 2021 | $ | ||
Additions | |||
Unrealized loss on investments | ( |
) | |
Balance, March 31, 2022 | $ |
9. Amounts Receivable and Prepaids
March 31, 2022 | March 31, 2021 | |||||
Sales tax receivable | $ | $ | ||||
Prepaid expenses and other receivables | ||||||
Energy tax receivable | ||||||
Receivable on sale of subsidiary* | ||||||
Total | $ | $ | ||||
Less: current portion | ( |
) | ( |
) | ||
Long term portion | $ | $ |
* Receivable is conditional upon ruling by the by the Swedish Tax Authority related to an ongoing value added tax process. If the ruling is favourable then the amounts will be received; otherwise the amounts will not be collectible. Management has assessed the collectability using a probability model under a range of scenarios and this receivable reflects the results of that process.
Page 20 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
10. Digital Currencies
As at March 31, 2022, the Company's digital currencies consisted of the below, with a fair value of $
The Company's holdings of digital currencies consist of the following:
March 31, 2022 | March 31, 2021 | |||||
Bitcoin | $ | $ | ||||
Ethereum | ||||||
Ethereum Classic | ||||||
Total | $ | $ |
Page 21 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
10. Digital Currencies (continued...)
The continuity of digital currencies was as follows:
Bitcoin | Amount | Number of coins | ||||
Digital assets, March 31, 2020 | $ | |||||
Digital currency mined | ||||||
Digital currency sold | ( |
) | ( |
) | ||
Revaluation adjustment | ||||||
Digital assets, March 31, 2021 | ||||||
Digital currency mined | ||||||
Digital currency sold | ( |
) | ( |
) | ||
Revaluation adjustment | ( |
) | ||||
Digital currencies, March 31, 2022 | $ | |||||
Ethereum | Amount | Number of coins | ||||
Digital assets, March 31, 2020 | $ | |||||
Digital currency mined | ||||||
Digital assets received | ||||||
Digital currency sold | ( |
) | ( |
) | ||
Revaluation adjustment | ||||||
Digital assets, March 31, 2021 | ||||||
Digital currency mined | ||||||
Digital currency sold | ( |
) | ( |
) | ||
Revaluation adjustment | ||||||
Digital currencies, March 31, 2022 | $ | |||||
Ethereum Classic | Amount | Number of coins | ||||
Digital assets, March 31, 2020 | $ | |||||
Digital currency mined | ||||||
Digital assets received | ( |
) | ( |
) | ||
Digital currency sold | ( |
) | ( |
) | ||
Revaluation adjustment | ( |
) | ||||
Digital assets, March 31, 2021 | ||||||
Digital currency mined | ||||||
Digital assets received | ||||||
Digital currency sold | ( |
) | ( |
) | ||
Revaluation adjustment | ||||||
Digital currencies, March 31, 2022 | $ |
During the year ended March 31, 2022 the Company sold digital currencies for proceeds totalling $
Page 22 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
11. Plant and Equipment
Building and | ||||||||||||
Cost | Equipment | Land | Leaseholds | Total | ||||||||
Balance, March 31, 2020 | $ | $ | $ | $ | ||||||||
Quebec acquisition (Note 6) | ||||||||||||
Additions | ||||||||||||
Balance, March 31, 2021 | ||||||||||||
Atlantic acquisition (Note 7) | ||||||||||||
Disposals | ( |
) | ( |
) | ||||||||
Additions | ||||||||||||
Balance, March 31, 2022 | $ | $ | $ | $ | ||||||||
Building and | ||||||||||||
Accumulated depreciation and impairment | Equipment | Land | Leaseholds | Total | ||||||||
Balance, March 31, 2020 | $ | $ | $ | $ | ||||||||
Depreciation | ||||||||||||
Balance, March 31, 2021 | ||||||||||||
Disposals | ( |
) | ( |
) | ||||||||
Depreciation | ||||||||||||
Balance, March 31, 2022 | $ | $ | $ | $ | ||||||||
Carrying amount | ||||||||||||
Balance, March 31, 2021 | $ | $ | $ | $ | ||||||||
Balance, March 31, 2022 | $ | $ | $ | $ |
12. Deposits
The deposits at March 31, 2022 and March 31, 2021 relate to required amounts on account with electricity providers in Sweden and deposit for equipment purchases, consisting of:
Description | March 31, 2022 | March 31, 2021 | ||||
Vattenfall AB | $ | $ | ||||
Bodens Energi | ||||||
Skellefteå Kraft | ||||||
Equipment Deposits | ||||||
Total | $ | $ |
The Company is exposed to counterparty risk through the significant deposits for the prepaid digital currency mining equipment it places with suppliers of mining hardware to secure orders and delivery dates. The risk of a supplier failing to meet its contractual obligations may result in late deliveries or long-term deposits and equipment prepayments that are not realized. The Company attempts to mitigate this risk by procuring mining hardware from the larger more established suppliers and with whom the company has existing relationships and knowledge of their reputation in the market.
Page 23 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
13. Goodwill and Intangible Assets
Intangible Assets | Goodwill | Total | |||||||
Balance, March 31, 2020 | $ | $ | $ | ||||||
Additions- Quebec Acquisition | |||||||||
Amortization | ( |
) | ( |
) | |||||
Balance, March 31, 2021 | $ | $ | $ | ||||||
Additions- Atlantic Acquisition | |||||||||
Amortization | ( |
) | ( |
) | |||||
Impairment | ( |
) | ( |
) | ( |
) | |||
Balance, March 31, 2022 | $ | $ | $ |
The Company amortized its intangible assets over its term and recorded $
The Company tested the goodwill arising from the acquisition of Atlantic acquisition for impairment which is allocated to its cash generating unit (CGU). The recoverable amount of CGU was determined based on fair value less costs to dispose calculations which require the use of assumptions. The calculations use cash flow projections based on financial forecasts approved by management covering a five-year period using the estimated assumptions described below:
Bitcoin prices were forecasted over the forecast period and using a Monte Carlo simulation model. If revenues were adjusted down by 5% the impairment charge will change by $
The discount rate was calculated based on market participant factors. Changes in the discount rate by +/- 5% would adjust the impairment charge by $
As a result, the Company recorded and impairment of $
Page 24 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
14. Convertible Loan
On January 12, 2021, the Company closed its non-brokered private placement of unsecured debentures (the "Debentures"), for aggregate gross proceeds of $
The Debentures mature on the date that is
The Company determined that the Convertible Loan contained an embedded derivative and that the conversion feature does not qualify as equity as it does not satisfy the "fixed for fixed" requirement as the number of potential common shares to be issued is contingent on a variable carrying amount for the financial liability. The financial liability is variable because the functional currency of Hive Blockchain Technologies Ltd. is Canadian dollars and the Convertible Loan is denominated in US dollars, therefore the amount of common shares to be issued depends on the foreign exchange rate at the date of settlement. Consequently, the conversion feature is classified as a derivative liability.
The Company allocated the proceeds of $
Page 25 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
Liability Component
Balance, March 31, 2020 | $ | ||
Value on initial recognition | |||
Principal payment | ( |
) | |
Accretion | |||
Balance, March 31, 2021 | |||
Principal payment | ( |
) | |
Interest payment | ( |
) | |
Accretion | |||
Balance, March 31, 2022 | $ |
Derivative Component
Balance, March 31, 2020 | $ | ||
Value on initial recognition | |||
Change in fair value of liability | |||
Balance, March 31, 2021 (Restated - Note 30) | |||
Change in fair value of liability | ( |
) | |
Balance, March 31, 2022 | $ |
The derivative component is re-valued each reporting period. As at March 31, 2022, the derivative component was revalued at $
Page 26 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
15. Loans Payable
As part of the Norway Acquisition (Note 5) the Company assumed loans with a principal balance of $
A continuity of the loan balances are as follows:
Norway | Boden | Total | |||||||
(Notes 5) | (Note 28) | ||||||||
Balance - March 31, 2020 | |||||||||
Additions (Note 25) |
|||||||||
Interest | |||||||||
Foreign exchange movement | |||||||||
Balance - March 31, 2021 | |||||||||
Interest | |||||||||
Repayment | ( |
) | ( |
) | |||||
Foreign exchange movement | ( |
) | ( |
) | |||||
Sale of Norway subsidiary (Note 5) | ( |
) | ( |
) | |||||
Balance - March 31, 2022 | |||||||||
Less: Current portion | ( |
) | ( |
) | |||||
Non-current portion | $ | $ | $ |
16. Term Loan
As part of the Atlantic acquisition (Note 7), the Company acquired a $
The term loan has financial ratios and minimum tangible asset covenants that must be maintained by Hive Atlantic Datacentres Ltd. As at March 31, 2022 the covenant to maintain a ratio of total debt to tangible net worth equal to or less than 2:1 was not met. Subsequent to year end, the lender has acknowledged this non-compliance, and confirmed that this does not result in a default of the loan. The term loan includes an unlimited guarantee from the Company.
Balance, March 31, 2021 | $ | ||
Atlantic acquisition (Note 7) | |||
Repayments | ( |
) | |
Balance, March 31, 2022 |
Page 27 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
17. Right of Use Asset and Lease Liability
During the year ended March 31, 2022, the Company recognized interest expense on the lease liability of $
Cost | Right of Use Assets | ||
Balance, March 31, 2020 | $ | ||
Additions (Note 6) | |||
Foreign exchange | |||
Balance, March 31, 2021 | $ | ||
Additions | |||
Foreign exchange | ( |
) | |
Balance, March 31, 2022 | $ | ||
Accumulated Depreciation | |||
Balance, March 31, 2020 | $ | ( |
) |
Depreciation | ( |
) | |
Foreign exchange | ( |
) | |
Balance, March 31, 2021 | $ | ( |
) |
Depreciation | ( |
) | |
Foreign exchange | |||
Balance, March 31, 2022 | $ | ( |
) |
Carrying Amount | |||
Balance, March 31, 2021 | $ | ||
Balance, March 31, 2022 | $ |
Page 28 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
17. Right of Use Asset and Lease Liability (continued...)
Lease Liability | |||
Balance, March 31, 2020 | $ | ||
Additions (Note 6) | |||
Lease payments made | ( |
) | |
Interest expense on lease liabilities | |||
Foreign exchange | |||
Balance, March 31, 2021 | $ | ||
Lease payments made | ( |
) | |
Additions | |||
Interest expense on lease liabilities | |||
Foreign exchange | ( |
) | |
Less: current portion | ( |
) | |
Balance, March 31, 2022 | $ | ||
Lease Disclosures | |||
Interest expense on lease liabilities | $ | ||
Total cash outflow for leases | $ |
Maturity Analysis - Undiscounted Contractual Payments | |||
Less than 1 year | $ | ||
1 to 2 years | |||
2 to 3 years | |||
3 to 4 years | |||
4 to 5 years | |||
5 to 6 years | |||
Beyond 6 years | |||
$ |
Page 29 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
18. Commitments and Contingencies
(a) Service agreements
The Company has a service agreement to operate and maintain their data centre computing equipment for the purpose of mining crypto currency on the cloud. As part of the arrangement, proprietary software is installed on the Company's computing equipment to assist in optimizing the use of the equipment.
(b) Power purchase agreement
The Company entered into a supplemental power pricing arrangement that provides a fixed price for up to 12 MW of electricity consumption each month at the Company's Bikupa Datacenter AB location in Sweden. The fixed price agreement was assessed and is being accounted for as an executory contract; electricity costs are expensed as incurred.
(c) Capital and other commitments:
There were no capital or other commitments at the current or prior year end in addition to the commitments disclosed above.
(d) Obligations on Mining equipment
The Company had purchase commitments of $
(e) Litigation
From time to time, the Company is involved in routine litigation incidental to the Company's business. Management believes that adequate provisions have been made where required and the ultimate resolution with respect to any claim will not have a material adverse effect on the financial position or results of the operations of the Company
19. Related Party Transactions
The Company had the following related party transactions not otherwise disclosed in these consolidated financial statements:
a) As at March 31, 2022, the Company had $
b) As at March 31, 2022, the Company had $
Key Management Compensation
Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of members of the Company's Board of Directors and corporate officers.
For the year ended March 31, 2022, key management compensation includes salaries and wages paid to key management personnel and directors of $
Page 30 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
20. Tax Note
A reconciliation of income taxes at statutory rates with the reported taxes is as follows:
March 31, 2022 | March 31, 2021 | |||||
Income for the year from continuing operations before tax | $ | $ | ||||
Expected income tax | $ | $ | ||||
Change in statutory, foreign tax, foreign exchange rates and other | ( |
) | ( |
) | ||
Permanent differences | ||||||
Impact on sale of subsidiary | ||||||
Share issue cost | ( |
) | ( |
) | ||
Adjustment to prior years provision and other | ||||||
Change in unrecognized deductible temporary differences | ( |
) | ( |
) | ||
Tax expense | $ | $ | ||||
Current income tax | $ | $ | ||||
Deferred income tax | ||||||
Total income tax | $ | $ |
The significant components of the Company's deferred tax assets and liabilities are as follows:
March 31, 2022 | March 31, 2021 | |||||
Deferred tax assets (liabilities) | ||||||
Plant and equipment | $ | ( |
) | $ | ||
Energy tax receivable | ( |
) | ( |
) | ||
Digital currencies | ( |
) | ( |
) | ||
Right of use asset and lease liability | ||||||
Investments | ( |
) | ||||
Non-capital losses | ||||||
$ | ( |
) | $ |
The significant components of the Company's deductible temporary differences, unused tax losses and unused tax credits not included in deferred tax assets/liabilities:
March 31, 2022 | March 31, 2021 | Expiry | |||||||
Intangible asset | $ | $ | |||||||
Share issue costs and other | |||||||||
Loss carryforwards | |||||||||
Intercompany loan | |||||||||
Plant and equipment | |||||||||
$ | $ |
Page 31 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
21. Equity
(a) Authorized
Unlimited common shares without par value
Unlimited preferred shares without par value
(b) Issued and fully paid common shares
On May 24, 2022, the Company proceeded with the consolidation of its common shares
During the year ended March 31, 2022, the Company:
During the year ended March 31, 2021, the Company:
Page 32 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
21. Equity (continued...)
(b) Issued and fully paid common shares (continued...)
(c) Stock options
The Company has established a rolling Stock Option Plan (the "Plan"). Under the Plan, the number of shares reserved for issuance may not exceed
Following is a summary of changes in stock options outstanding for the year ended March 31, 2022:
Weighted average | ||||||
Outstanding | exercise price | |||||
Balance, March 31, 2020 | C$ | |||||
Granted | ||||||
Forfeited | ( |
) | ||||
Exercised | ( |
) | ||||
Balance, March 31, 2021 | C$ | |||||
Granted | ||||||
Cancelled | ( |
) | ||||
Exercised | ( |
) | ||||
Balance, March 31, 2022 | C$ |
The stock options outstanding and exercisable as at March 31, 2022, are as follows:
Outstanding | Exercisable | Exercise price | Expiry date |
C$ |
September 14, 2022 | ||
|
February 11, 2026 | ||
June 4, 2026 | |||
September 14, 2027 | |||
|
October 11, 2027 | ||
|
March 26, 2028 | ||
|
September 18, 2028 | ||
December 21, 2028 | |||
February 10, 2030 | |||
|
May 29, 2030 | ||
|
December 24, 2030 | ||
|
February 23, 2031 | ||
|
April 6, 2031 | ||
|
April 29, 2031 | ||
|
October 7, 2031 | ||
|
November 10, 2031 | ||
|
December 8, 2031 | ||
Page 33 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
21. Equity (continued...)
(d) Warrants
Following is a summary of changes in warrants outstanding for the year ended March 31, 2022:
Warrants | Weighted average | |||||
outstanding | exercise price | |||||
Balance, March 31, 2020 | C$ | |||||
Issued | ||||||
Balance, March 31, 2021 | C$ | |||||
Issued** | ||||||
Balance, March 31, 2022 | C$ |
The warrants outstanding and exercisable as at March 31, 2022, are as follows:
Outstanding | Exercisable | Exercise price | Expiry date | ||||||
* | C$ | May 22, 2023 | |||||||
C$ | January 12, 2024 | ||||||||
** | C$ | July 12, 2023 | |||||||
C$ | May 30, 2024 | ||||||||
*** | C$ | September 15, 2024 | |||||||
* Of the
** For the year ended March 31, 2022, the Company issued
*** On December 1, 2021, the Company issued
On November 30, 2021, the Company completed an agreement with Stifel GMP as lead underwriter and sole book runner to include a syndicate of underwriters (the "Underwriters"), whereby the Underwriters will purchase, on a bought-deal basis,
On January 12, 2022, each Special Warrant was deemed to be exercised into one Unit comprised of one common share of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant being a "Warrant"). Each Warrant is exercisable for one share on or before May 30, 2024, at an exercise price of C$
Page 34 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
21. Equity (continued...)
(e) Restricted share-units
The Company has established a Restricted Share Unit Plan (the "RSU Plan"). Under the RSU Plan, together with any other share compensation arrangement, the number of shares reserved for issuance may not exceed
Following is a summary of changes in restricted share units outstanding for the year ended March 31, 2022:
Outstanding | |||
Balance, March 31, 2020 | |||
Granted | |||
Exercised | ( |
) | |
Balance, March 31, 2021 | |||
Granted | |||
Cancelled | ( |
) | |
Exercised | ( |
) | |
Balance, March 31, 2022 |
Subsequent to March 31, 2022,
(f) Share-based compensation
During the year ended March 31, 2022, $
The following weighted average assumptions were used for the valuation of the stock options:
Fiscal Years | ||||||
2022 | 2021 | |||||
Risk-free interest rate | ||||||
Expected life (years) | ||||||
Annualized volatility | ||||||
Dividend rate |
Page 35 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
22. Income per Share
Income per common share represents net income for the year divided by the weighted average number of common shares outstanding during the year.
Diluted income per share is calculated by dividing the applicable net income by the sum of the weighted average number of common shares outstanding and all additional common shares that would have been outstanding if potentially dilutive common shares had been issued during the year.
Year ended | Year ended | |||||
March 31, 2022 | March 31, 2021 | |||||
Basic weighted average number of common shares outstanding | ||||||
Effect of dilutive stock options and warrants | ||||||
Effect of convertible loan | ||||||
Diluted weighted average common shares outstanding |
23. Finance Expense
Finance expenses were comprised of the following for the years ending:
March 31, 2022 | March 31, 2021 | |||||
Interest on convertible loan | $ | $ | ||||
Interest on loans payable | ||||||
Interest on lease liabilities | ||||||
Total | $ | $ |
24. General and Administrative Expenses
General and administrative expenses were comprised of the following for the years ending:
March 31, 2022 | March 31, 2021 | |||||
Management fees, salaries and wages | $ | $ | ||||
Marketing | ||||||
Office, administration, and regulatory | ||||||
Professional fees, advisory, and consulting | ||||||
Total | $ | $ |
Page 36 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
25. Financial Instruments and Risk Management
The fair values of investments were measured using the cost, market or income approaches. The investments measured at fair value are classified into one of the three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values, with the designation based upon the lowest level of input that is significant to the fair value measurement. The three levels of the fair value hierarchy are:
Level 1 Inputs: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.
Level 2 Inputs: Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.
Level 3 Inputs: Unobservable inputs for the asset or liability (Unobservable inputs reflect management's assumptions on how market participants would price the asset or liability based on the information available).
Valuation of Assets that use Level 2 Inputs ("Level 2 Assets"). The fair value of Level 2 Assets would use the quoted price from the exchanges which the Company most frequently uses, with no adjustment.
The Company is exposed, in varying degrees, to a variety of financial related risks. The fair value of the Company's financial instruments, including cash, amounts receivable, investments, and accounts payable and accrued liabilities approximates their carrying value due to their short-term nature. The type of risk exposure and the way in which such exposure is managed is provided as follows:
At the year end the Company classified its financial assets into the following levels:
As at March 31, 2022 | As at March 31, 2021 | |||||||||||||||||
Assets | Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | ||||||||||||
Cash | $ | $ | ||||||||||||||||
Digital currencies | $ | $ | ||||||||||||||||
Investments | $ | $ | $ | $ | $ | $ | ||||||||||||
$ | $ | $ | $ | $ | $ | |||||||||||||
Liabilities | ||||||||||||||||||
Convertible loan -derivative component (restated) | $ | $ | $ | $ | $ | $ | ||||||||||||
$ | $ | $ | $ | $ | $ |
Valuation of Assets / Liabilities that use Level 1 Inputs ("Level 1 Assets / Liabilities"). Consists of the Company's investments in common stock, where quoted prices in active markets are available.
Valuation of Assets / Liabilities that use Level 2 Inputs ("Level 2 Assets / Liabilities"). Consists of the Company's digital currencies, where quoted prices in active markets are available. The fair value is determined by the volume-weighted average of prices across principal exchanges as of 12:00 AM UTC, per coinmarketcap.com*.
Page 37 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
25. Financial Instruments and Risk Management (continued...)
* Coinmarketcap.com is a pricing aggregator, as the principal market or most advantageous market is not always known. The Company believes any price difference amongst the principal market and an aggregated price to be immaterial.
Valuation of Assets / Liabilities that use Level 3 Inputs ("Level 3 Assets / Liabilities"). Consists of the Company's investments in preferred stock, convertible notes and common stock. For the Company's common stock investments:
A verified prior transaction is initially given 100% weighting in a fair value conclusion (if completed at arm's length), but subsequently such weighting is adjusted based on the merits of newly observed data. As a result, in the absence of disconfirming data, an unadjusted prior transaction price may not be considered "stale" for months or, in some cases, years.
Level 3 Continuity
The following is a reconciliation of Level 3 assets and liabilities for the year ended March 31, 2022:
Fair value at | Change in fair | Fair Value at, | |||||||||||||
Level 3 Continuity | March 31, 2021 | Additions | Disposals | value | March 31,2022 | ||||||||||
Assets | |||||||||||||||
Investments | $ | $ | $ | $ | $ | ||||||||||
$ | $ | $ | $ | $ | |||||||||||
Liabilities | |||||||||||||||
Convertible loan - derivative component (restated) | $ | $ | $ | $ | ( |
) | $ | ||||||||
$ | $ | $ | $ | ( |
) | $ | 4,986,353 |
The carrying values of the Company's cash, amounts receivable, accounts payable and accrued liabilities, term loan and loans payable approximate fair value due to their short maturities. The carrying value of the Company's lease liability is measured as the present value of the discounted future cash flows.
Credit risk
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company's primary exposure to credit risk is on its cash held in bank accounts as at March 31, 2022. The majority of cash is deposited in bank accounts held primarily with one major bank in Canada so there is a concentration of credit risk. This risk is managed by using a major bank that is a high credit quality financial institution as determined by rating agencies.
For the custody of its digital currencies, the Company uses the services of two institutions through custodial agreements, one located in Liechtenstein and another in the United States.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk by maintaining cash balances to ensure that it is able to meet its short term and long-term obligations as and when they fall due. The Company manages company-wide cash projections centrally and regularly updates projections for changes in business and fluctuations caused by digital currency prices and exchange rates.
Page 38 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
25. Financial Instruments and Risk Management (continued...)
As at March 31, 2022, the contractual maturities of financial and other liabilities, including estimated interest payments, are as follows:
Contractual ash flows |
within 1 year | 1 to 3 years | 3 to 5 years | 5+ years | |||||||||||
Accounts payable and accrued liabilities | $ | $ | $ | $ | $ | ||||||||||
Term loan | |||||||||||||||
Convertible loan | |||||||||||||||
Lease commitments | |||||||||||||||
Loans payable and interest | |||||||||||||||
Total | $ | $ | $ | $ | $ |
Foreign currency risk
Currency risk relates to the risk that the fair values or future cash flows of the Company's financial instruments will fluctuate because of changes in foreign exchange rates. Exchange rate fluctuations affect the costs that the Company incurs in its operations as well as the currency in which the Company has historically raised capital.
The Company's presentation currency is the US dollar, major purchases are transacted in US dollars, while financing to date has been completed in Canadian and US dollars. As the Company operates in an international environment, some of the Company's financial instruments and transactions are denominated in currencies other than an entity's functional currency. A portion of the Company's general and administrative costs are incurred mainly in currencies separate from each entity's functional currency, such as Swiss Francs, the Euro, the Swedish Krona, and Icelandic Krona. The fluctuation of these currencies in relation to the US dollar will consequently impact the profitability of the Company and may also affect the value of the Company's assets and liabilities and the amount of shareholders' equity.
The Company's net monetary position in the significant foreign currencies as of March 31, 2022 is summarized below with the effect on earnings before tax of a 10% fluctuation of each currency relative to the functional currency of the entity holding it to the US dollar:
Net Monetary Position | Impact of 10% variance | |||||
March 31, 2022 | in foreign exchange rate | |||||
(USD$equivalent) | (in foreign currency) | |||||
US Dollars | ||||||
Canadian Dollars | ||||||
Swiss Francs | ( |
) | ||||
Swedish Krona | ||||||
Icelandic Krona |
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to interest rate risk is limited and only relates to its ability to earn interest income on cash balances at variable rates. Changes in short term interest rates will not have a significant effect on the fair value of the Company's cash account. The interest rate on the Company's loans are fixed in nature and have limited exposure to changes in interest rates.
Page 39 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
25. Financial Instruments and Risk Management (continued...)
Price Risk
Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk. The Company is not exposed to any significant price risks with respect to its financial instruments.
Loss of access risk
The loss of access to the private keys associated with the Company's digital currency holdings may be irreversible and could adversely affect an investment. Digital currencies are controllable only by an individual that possesses both the unique public key and private key or keys relating to the "digital wallet" in which the digital currency is held. To the extent a private key is lost, destroyed or otherwise compromised and no backup is accessible the Company may be unable to access the digital currencies.
Irrevocability of transactions
Digital currency transactions are irrevocable and stolen or incorrectly transferred digital currencies may be irretrievable. Once a transaction has been verified and recorded in a block that is added to the blockchain, an incorrect transfer or theft generally will not be reversible, and the Company may not be capable of seeking compensation.
Regulatory oversight risk
Regulatory changes or actions may restrict the use of digital currencies or the operation of digital currency networks or exchanges in a manner that adversely affects investments held by the Company.
Digital Asset Risk
Digital currencies are measured at fair value less cost to sell. Digital currency prices are affected by various forces including global supply and demand, interest rates, exchanges rates, inflation or deflation and the political and economic conditions. Further, digital currencies have no underlying backing or contracts to enforce recovery of invested amounts. The profitability of the Company is related to the current and future market price of digital currencies; in addition, the Company may not be able to liquidate its holdings of digital currencies at its desired price if necessary. Investing in digital currencies is speculative, prices are volatile and market movements are difficult to predict. Supply and demand for such currencies change rapidly and are affected by a variety of factors, including regulation and general economic trends. Digital currencies have a limited history, their fair values have historically been volatile and the value of digital currencies held by the Company could decline rapidly. A decline in the market prices of digital currencies could negatively impact the Company's future operations. Historical performance of digital currencies is not indicative of their future performance.
Many digital currency networks are online end-user-to-end-user networks that host a public transaction ledger (blockchain) and the source code that comprises the basis for the cryptographic and algorithmic protocols governing such networks. In many digital currency transactions, the recipient or the buyer must provide its public key, which serves as an address for a digital wallet, to the seller. In the data packets distributed from digital currency software programs to confirm transaction activity, each party to the transaction user must sign transactions with a data code derived from entering the private key into a hashing algorithm, which signature serves as validation that the transaction has been authorized by the owner of the digital currency. This process is vulnerable to hacking and malware and could lead to theft of the Company's digital wallets and the loss of the Company's digital currency.
Page 40 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
25. Financial Instruments and Risk Management (continued...)
Digital currencies are loosely regulated and there is no central marketplace for exchange. Supply is determined by a computer code, not a central bank. Additionally, exchanges may suffer from operational issues, such as delayed execution, that could have an adverse effect on the Company.
Additionally, to the extent that the digital asset exchanges representing a substantial portion of the volume in digital asset trading are involved in fraud or experience security failures or other operational issues, such digital asset exchanges' failures may result in loss or less favorable prices of digital currencies, or may adversely affect the Company, its operations and its investments.
Safeguarding of Digital Assets
The Company utilizes the Fireblocks platform to maintain custody, transfer, and secure a material portion of its digital currencies associated with its operations. Fireblocks, with locations in New York and Tel Aviv, utilizes a secure hot vault and secure transfer environment to help establish connections between the Company's wallets and exchanges. Fireblocks utilizes multi-party computation ("MPC") protection layers to distribute private key secrets across multiple locations to ensure there is no single point of failure associated with the private keys. The use of MPC ensures private key shards are never concentrated to a single device at any point in time. The Company utilizes the Fireblocks Policy Engine to designate transaction approval policies for digital assets held within the Fireblocks portal. As such, administrators configure automated rules to ensure all transactions are disbursed based on the asset sent, total value of the transaction, source and destination of funds and signor requirements. All transactions initiated from Fireblocks that fail to meet the Company's predefined criteria per the engine policy are automatically rejected. All internal wallets owned by the Company and external wallets for addresses of the Company's counterparties require multiple approvals in accordance with our whitelisting policy. As such, the Company settles with counterparties or entities without the risk of losing funds due to deposit address attacks or errors. Fireblocks is SOC 2 Type II certified for the defined period and undergoes a SOC 2 review on an annual basis. The Company reviews the Fireblocks SOC 2 report to ensure they maintain a secure technology infrastructure and that their systems are designed and operating effectively. Additionally, the Company reviews its own complementary user entity controls in conjunction with the Fireblocks controls to ensure that applicable trust services criteria can be met. Fireblocks maintains an insurance policy which has coverage for technology, cyber, and professional liability and is rated "A" by A.M. Best based on the strength of the policy and has had no known security breaches or incidents reported to date.
Digital asset mining risk
The digital asset mining industry has seen rapid growth and innovation, and the Company may be unable to compete effectively. The Company's expenses may be greater than we anticipate, and our investments to make the Company more efficient or to gain digital asset mining market share may not outpace monetization efforts. ASIC and GPU miners and other necessary hardware are also subject to malfunction, technological obsolescence, the global supply chain and difficulty and cost in obtaining new hardware. Any major malfunction out of the typical range of downtime for normal maintenance and repair could cause a significant disruption in our ability to continue mining, which could result in lower yields and harm our digital asset mining market share. New miners can be costly and may be in short supply. There can be no assurances that the most efficient mining hardware will be readily available when we identify the need for it. We face competition in acquiring mining machines from major manufacturers and, at a given time, mining machines may only be available for pre-order months in advance. As a result of competition for the latest generation mining machines, or if we unexpectedly need to replace our mining machines due to a faulty shipment or other failure, we may not be able to secure replacement machines at reasonable costs on a timely basis.
Page 41 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
25. Financial Instruments and Risk Management (continued...)
Digital currency mining operations can consume significant amounts of electricity, and recently, there has been increased focus on, and public debate surrounding, the negative environmental, social and governance considerations associated with such operations. Regulatory changes or actions in foreign jurisdictions may affect the Company's business or restrict the use of one or more digital assets, mining activity or the operation of their networks or the digital asset exchange market in a manner that adversely affects the Company's business and if regulators or public utilities take actions that restrict or otherwise impact mining activities, there may be a significant decline in such activities, which could adversely affect digital asset networks, the Company's business and the market price of the Company's common shares.
Digital asset mining risk
The Company's business strategy currently focuses on mining Bitcoin and Ethereum, and our hardware is limited to mining using current "proof-of-work" protocols. There could be developments in proof of work protocols, or other competing validation methods or processes that render such business strategy obsolete. Proof-of-stake is an alternative method of validating digital asset transactions. Proof-of-stake methodology does not rely on resource intensive calculations to validate transactions and create new blocks in a blockchain; instead, the validator of the next block is determined, sometimes randomly, based on a methodology in the blockchain software. Rewards, and sometimes penalties, are issued based on the amount of digital assets a user has "staked" in order to become a validator. Should Bitcoin or Ethereum shift from a proof-of-work validation method to a proof-of-stake or other method, the transaction verification process (i.e., "mining" or "validating") may render our mining business less competitive or less profitable.
In addition, the aggregate computing power of the global Bitcoin and Ethereum networks have generally grown over time and we expect it to continue to grow in the future. The barriers to entry for new Bitcoin and Ethereum miners are relatively low, which can give rise to additional capacity from competing miners. As the hash rate in the Bitcoin and Ethereum networks increase, the amount of Bitcoin and Ethereum earned per unit of hash rate decreases. The Bitcoin and Ethereum protocols respond to increasing total hash rate by increasing the "difficulty" of Bitcoin and Ethereum mining respectively. If this "difficulty" increases at a significantly higher rate, we would need to increase our hash rate at the same rate in order to maintain market share and generate equivalent block rewards. Therefore, in order to maintain or increase our market share, we may be required to make significant capital expenditures.
Any decrease in the Company's effective market share would result in a reduction in our share of block rewards and transaction fees, which could adversely affect our financial performance and financial position.
Uncertain tax position
Various foreign jurisdictions have, and may continue to adopt laws, regulations or directives that affect a digital asset network, the digital asset markets, and their users, particularly digital asset exchanges and service providers that fall within such jurisdictions' regulatory scope. For example, if China or other foreign jurisdictions were to ban or continue to otherwise restrict mining activity, including by regulating or limiting manufacturers' ability to produce or sell semiconductors or hard drives in connection with mining, it would have a material adverse effect on digital asset networks, the digital asset market, and as a result, impact our business.
Page 42 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
25. Financial Instruments and Risk Management (continued...)
A number of foreign jurisdictions have recently taken regulatory action aimed at digital asset activities. China has made transacting in digital currencies illegal for Chinese citizens in mainland China, and additional restrictions may follow. As recently as September 2021, China's central bank has further restricted digital asset-related activities, stating that activity by overseas digital asset exchanges, and services offering trading, order matching, and token issuance and derivatives, constitute illegal activity. Both China and South Korea have banned initial coin offerings entirely and regulators in other jurisdictions, including Canada, Singapore, and Hong Kong, have opined that initial coin offerings may constitute securities offerings subject to local securities regulations. In May 2021, the Chinese government announced renewed efforts to restrict digital currencies trading and mining activities, citing concerns about high energy consumption and its desire to promote financial stability. Regulators in the Inner Mongolia and other regions of China have proposed regulations that would create penalties for companies engaged in digital currency mining activities and introduce heightened energy saving requirements on industrial parks, data centers and power plants providing electricity to digital currency miners. The United Kingdom's Financial Conduct Authority published final rules in October 2020 banning the sale of derivatives and exchange traded notes that reference certain types of digital currencies, contending that they are "ill-suited" to retail investors citing extreme volatility, valuation challenges and association with financial crime.
Foreign laws, regulations or directives may conflict with those of the jurisdiction we operate in and may negatively impact the acceptance of one or more digital assets by users, merchants and service providers and may therefore impede the growth or sustainability of the digital asset economy in the European Union, China, Japan, Russia and the United States and globally, or otherwise negatively affect the value of digital assets that we invest in. The effect of any future regulatory change on our business or the digital assets that we invest in is impossible to predict, but such change could be substantial and substantial and adverse to our investment and trading strategies, the value of our assets and the value of any investment in us.
26. Digital Currency and Risk Management
Digital currencies are measured using Level 2 inputs (Note 25).
Digital currency 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 coins; in addition, the Company may not be able liquidate its inventory of digital currency at its desired price if required. A decline in the market prices for coins could negatively impact the Company's future operations. The Company has not hedged the conversion of any of its coin sales or future mining of digital currencies.
Digital currencies have a limited history and the fair value historically has been very volatile. Historical performance of digital currencies are not indicative of their future price performance. The Company's digital currencies currently consist of Bitcoin, Ethereum, and Ethereum Classic. The table below shows the impact for every 10% variance in the price of each of these digital currencies on the Company's earnings before tax, based on their closing prices at March 31, 2022.
Impact of 10% variance in price | |||
Bitcoin | $ | ||
Ethereum | |||
Ethereum Classic |
Page 43 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
27. Capital Management
The Company manages its capital to maintain its ability to continue as a going concern and to provide returns to shareholders and benefits to other stakeholders. The capital structure of the Company consists of equity comprised of issued share capital and reserves.
The Company manages its capital structure and makes adjustments to it in light of economic conditions. The Company, upon approval from its Board of Directors, will balance its overall capital structure through new share issues or by undertaking other activities as deemed appropriate under the specific circumstances.
The Company is subject to externally imposed capital requirements due to its term loan (Note 16). The Company's overall strategy with respect to capital risk management remains unchanged from the year ended March 31, 2021.
Page 44 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
28. Loss on Sale of Swedish Subsidiary
On March 31, 2021, the Company completed the sale of the net assets of Boden Technologies AB:
Consideration: | |||
Cash | $ | ||
Receivable1 | |||
Less: Net assets derecognized | ( |
) | |
Loss on disposal | $ | ( |
) |
1Receivable is conditional upon ruling by the by the Swedish Tax Authority related to an ongoing value added tax process. If the ruling is favourable then the amounts will be received; otherwise the amounts will not be collectible. Management has assessed the collectability using a probability model under a range of scenarios and this receivable reflects the results of that process.
March 31, 2021 | |||
Assets | |||
Current assets | |||
Cash and equivalents | $ | ||
Amounts receivable and prepaids | |||
Receivable from Bikupa | |||
Total assets | $ | ||
Liabilities and equity | |||
Current liabilities | |||
Accounts payable and accrued liabilities | $ | ||
Net Assets | $ |
As part of the sale, the Company incurred a loan payable of $
Page 45 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
29. Segmented Information
The Company operates in one segment, the mining and sale of digital currencies. External revenues are attributed by geographical location, based on the country from which services are provided.
March 31, 2022 | Canada | Sweden | Iceland | Switzerland | Bermuda | Total | ||||||||||||
Revenue from digital currency mining | $ | $ | $ | $ | $ | $ | ||||||||||||
March 31, 2021 | Canada | Sweden | Iceland | Switzerland | Bermuda | Total | ||||||||||||
Revenue from digital currency mining | $ | $ | $ | $ | $ | $ |
The Company's plant and equipment are located in the following jurisdictions:
March 31, 2022 | Canada | Sweden | Iceland | Switzerland | Bermuda | Total | ||||||||||||
Plant and equipment | $ | $ | $ | $ | $ | $ | ||||||||||||
ROU Asset | ||||||||||||||||||
$ | $ | $ | $ | $ | $ | |||||||||||||
March 31, 2021 | Canada | Sweden | Iceland | Switzerland | Bermuda | Total | ||||||||||||
Plant and equipment | $ | $ | $ | $ | $ | $ | ||||||||||||
ROU Asset | ||||||||||||||||||
$ | $ | $ | $ | $ | $ |
30. Restatement
Error in the valuation of convertible debentures
During the preparation of the 2022 year end consolidated financial statements the Company identified an error in the calculation of the fair value and therefore the allocation of value of convertible debentures issued in the fiscal 2021 period. The Company identified that the incorrect share price was used in valuation of the derivative liability. The error impacted the consolidated statement of financial position as at March 31, 2021 and the consolidated statement of income and comprehensive income with an increased in fair value of the derivative liability by $
Change in accounting policy
In the current year, the Company changed the accounting over its digital currencies from a broker - dealer model under IAS 2, Inventories to IAS 38, Intangible Assets. The Company believes that the change in recording its digital currencies will provide shareholders with a better reflection of the Company's business activities and enhance the comparability of the Company's financial information to its industry peers. There was no significant impact to the consolidated financial statements as a result of this change for the year ended March 31, 2020.
Page 46 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
30. Restatement (continued...)
The change in the accounting for digital currencies represents a voluntary change in accounting policy, which is accounted for retrospectively. In order to satisfy the requirements of IAS 38 Intangible Assets, with respect to the change, the consolidated financial statements for the year March 31, 2021, have been restated from using the procedures outlined below:
The table below summarizes the restated consolidated financial statements for March 31, 2021:
As previously | Adjustments | As Restated | |||||||
reported | |||||||||
Consolidated Statements of Financial Position | |||||||||
Convertible loan - derivative component | $ | $ | $ | ||||||
Accumulated other comprehensive income | |||||||||
Deficit | ( |
) | ( |
) | ( |
) | |||
Consolidated Statements of income and Comprehensive income | |||||||||
Other Items | |||||||||
Change in fair value of derivative liability | $ | ( |
) | $ | ( |
) | $ | ( |
) |
Revaluation of digital currencies | $ | $ | ( |
) | $ | ||||
Gain on sale of digital currencies | $ | $ | ( |
) | $ | ||||
Net income for the year | $ | $ | ( |
) | $ | ||||
Other comprehensive income | |||||||||
Revaluation gain on digital currencies | $ | $ | $ | ||||||
Net income and comprehensive income for the year | $ | $ | ( |
) | $ | ||||
Basic income per share | $ | $ | ( |
) | $ | ||||
Diluted income per share | $ | $ | ( |
) | $ | ||||
Consolidated Statements of Changes in Equity | |||||||||
Net income for the year | $ | $ | ( |
) | $ | ||||
Revaluation of digital currencies | $ | $ | $ | ||||||
Total equity | $ | $ | ( |
) | $ | ||||
Consolidated Statements of Cashflows | |||||||||
Operating activities | |||||||||
Net income for the year | $ | $ | ( |
) | $ | ||||
Change in fair value of derivative liability | $ | $ | $ | ||||||
Digital currencies | $ | ( |
) | $ | $ | ( |
) | ||
Cash providing by operating activities | $ | $ | $ |
Page 47 |
HIVE Blockchain Technologies Ltd. Notes to the Consolidated Financial Statements For the years ended March 31, 2022 and 2021 (Expressed in US dollars unless otherwise indicated) |
|
31. Comparative Figures
Certain figures in the comparative period consolidated statements of financial position, consolidated statements of income and comprehensive income, consolidated statements of changes in equity and consolidated statements of cash flows have been reclassified to meet the current presentation. In the current year reclassified Hosting revenue to conform to the nature of the amount and the operations of the Company.
On May 24, 2022, the Company completed with the consolidation (the "Consolidation") of its common shares ("Common Shares")
As a result of the Consolidation, the number of listed HIVE Warrants outstanding was not altered; however,
Page 48 |