The Securities Commission granted Hut 8 Mining Corp. (the Filer) an order to cease being a reporting issuer under the applicable securities laws. Hut 8 Mining Corp., a digital asset mining company, underwent a business combination with U.S. Data Mining Group, Inc. (USBTC) and Hut 8 Corp. (New Hut) through a plan of arrangement. As a result, Hut 8 Mining Corp. became a wholly-owned subsidiary of New Hut, and its common shares were exchanged for shares of New Hut common stock.
The Filer’s securities were delisted from the Toronto Stock Exchange and Nasdaq, and no securities of the Filer remain outstanding except for certain equity awards (RSUs, DSUs, Options, and Warrants), which were adjusted to be settled in New Hut Shares or cash equivalents. The Filer is not in default of any obligations under the securities legislation and has no intention to seek public financing.
The decision was made based on the Filer’s representations, including the completion of the arrangement, the adjustment of outstanding securities, the delisting of Filer’s shares, and the fact that no securities are traded on any marketplace. The Filer is not an OTC reporting issuer and has provided notice to securityholders of its intention to cease being a reporting issuer.
The order was made under the Securities Act, R.S.O. 1990, c. S.5, as amended, specifically section 1(10)(a)(ii), and the relevant regulatory instruments including National Policy 11-206 Process for Cease to be a Reporting Issuer Applications, Multilateral Instrument 11-102 Passport System, and National Instrument 14-101 Definitions. The Ontario Securities Commission, as the principal regulator, is satisfied that the Filer meets the criteria to cease being a reporting issuer. The decision was dated January 2, 2024.