Item 7.01
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Regulation FD Disclosure.
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On April 15, 2021, the Company issued a press
release providing an update with respect to its recent purchases of Bitcoin mining equipment, including under the Agreements and
other similar recent contracts, and its future plans with respect to its cryptocurrency mining activities. A copy of this press
release is attached hereto as Exhibit 99.1 and is being furnished with this Current Report on Form 8-K (“Current Report”).
The information set forth under Item 7.01 of
this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be incorporated
by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation
by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report
will not be deemed an admission as to the materiality of any information in this Current Report that is disclosed solely pursuant
to this Item 7.01.
Forward Looking Statements
This Current Report, including Exhibit 99.1 attached hereto, contains
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than
statements of historical fact contained in this Current Report, including statements regarding the expected delivery dates of the
mining servers, the Company’s digital currency mining activities, clean energy initiatives, business strategy, and plans
are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that
may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance
or achievements expressed or implied by the forward-looking statements. In addition, projections, assumptions and estimates of
the Company’s future performance, its clean energy initiatives, future profitability associated with mining cryptocurrencies,
and the future performance of the markets in which the Company operates, are necessarily subject to a high degree of uncertainty
and risk. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “would,”
“could,” “should,” “expect,” “plan,” “anticipate,” “could,”
“intend,” “target,” “project,” “contemplate,” “believe,” “estimate,”
“predict,” “potential” or “continue” or the negative of these terms or other similar expressions.
The forward-looking
statements in this Current Report are only predictions. The Company has based
these forward-looking statements largely on its current expectations and projections about future events and financial trends that
the Company believes may affect its financial condition, operating results, business strategy, short-term and long-term business
operations and objectives. These forward- looking statements speak only as of the date of this Current Report and are subject to
a number of risks, uncertainties and assumptions. The events and circumstances reflected in such forward-looking statements may
not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements due
to risks, uncertainties and other factors described in the Company’s press releases and in its filings with the Securities
and Exchange Commission (“SEC”), including under the heading “Risk Factors” in the Company’s Annual
Report on Form 10-K and any subsequent filings with the SEC. Moreover, the Company operates in a very competitive and rapidly changing
environment. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict all risks
and uncertainties. Except as required by applicable law, the Company does not plan to publicly update or revise any forward-looking
statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.