GlobeNewswire Inc | Nov 10, 2021 09:00AM EST

November 10, 2021

LAS VEGAS, Nov. 10, 2021 (GLOBE NEWSWIRE) -- Marathon Digital Holdings, Inc. (NASDAQ:MARA) ("Marathon" or "Company"), one of the largest enterprise Bitcoin self-mining companies in North America, reported financial results for the third quarter ended September 30, 2021.

Third Quarter and Recent Financial Highlights

-- Increased total revenue to $51.7 million, a 76% increase from $29.3 million in the second quarter of 2021 and a 6,091% increase year-over-year from $835,000 in the third quarter of 2020 -- Produced 1,252 self-mined bitcoins in the third quarter of 2021, a 91% increase from 654 bitcoins in the second quarter of 2021; as of September 30, 2021, produced 2,098 self-mined bitcoins in 2021 -- Marathons investment fund, which purchased 4,812.66 BTC for approximately $150 million in January 2021, increased in fair value by $58.8 million during the first nine months of 2021 -- Non-GAAP income from operations* was $43.5 million, or $0.43 per diluted share -- Non-GAAP net income** was $85.4 million, or $0.85 per diluted share -- As of September 30, 2021, cash and cash equivalents was $32.9 million and total liquidity, defined as cash and bitcoin holdings, was approximately $315.6 million -- In October, obtained a $100 million revolving line of credit, secured by bitcoin and USD, with Silvergate Bank

* Non-GAAP income from operations excludes the impact of depreciation and amortization of fixed assets, impairment losses on mined cryptocurrency, server maintenance contract amortization, and stock compensation expense. This metric does not include the change in fair value of the Companys investment fund, which purchased 4,812.66 BTC for approximately $150 million in January 2021.

** Non-GAAP net income excludes the impact of depreciation and amortization of fixed assets, impairment losses on mined cryptocurrency, server maintenance contract amortization, and stock compensation expense. This metric includes the change in fair value of the Companys investment fund, which purchased 4,812.66 BTC for approximately $150 million in January 2021.

Third Quarter and Recent Bitcoin Mining Highlights

-- Increased the number of total miners deployed to 25,272 miners, which could generate approximately 2.7 EH/s as of September 30, 2021 -- As of September 30, 2021, held approximately 7,035 bitcoins, each of which had a market price of approximately $43,718; as a result, the approximate fair market value of Marathons bitcoins held as digital currencies was approximately $307.6 million

Third Quarter and Recent Corporate Highlights

-- Purchased an additional 30,000 S19j Pro miners from Bitmain, which is expected to increase Marathons mining operations to approximately 133,000 miners producing approximately 13.3 EH/s once all miners are deployed -- Enhanced the Companys board of directors with the appointments of Sarita James and Said Ouissal in August 2021 -- Began onboarding bitcoin miners, including DMG Blockchain, to MaraPool, Marathons bitcoin mining pool, which provides its members with industry leading transparency, an intuitive reporting system, and access to exclusive services from NYDIG -- In October, added Sam Doctor, chief strategy officer at BitOoda, to the Companys advisory board -- In October, began chartering planes to mitigate the impact of global logistics issues and to ensure that shipments of new miners occur in a timely manner -- In November, appointed Adam Swick to VP of Strategy to help grow the Company through business strategy, strategic partnerships, M&A activity, and other means

Management CommentaryIn the third quarter, we increased our hash rate to 2.7 EH/s and generated 1,252 self-mined bitcoins, which is a 91% increase from our second quarter bitcoin production, said Fred Thiel, Marathons CEO. As a result, we held approximately 7,035 BTC at the end of the third quarter, and we are continuing to grow these holdings each month as we increase our hash rate and maintain our strategy to hodl the bitcoin we mine. Beyond our bitcoin production, the quarter was highlighted by enhancements to our leadership team, the purchase of new miners from Bitmain, and the first bitcoin miner other than Marathon being added to MaraPool. While global logistics issues are currently impacting every industry, we recently began chartering planes to mitigate these issues and expedite the delivery of our miners. With the remainder of the 130,000 machines we previously purchased expected to come online between now and mid 2022, we believe the coming quarters will be transformative for Marathon, and we look forward to continuing to scale our operations.

Marathons CFO, Sim Salzman, commented, With our increased hash rate and bitcoins price appreciating , we grew our revenues 76% quarter-over-quarter from $29.3 million in the second quarter of 2021 to $51.7 million in the third quarter of 2021. This growth coupled with our efficient operations allowed us to generate non-GAAP income from operations of $43.5 million, or $0.43 per diluted share.Additionally, our non-GAAP net income, which excludes non-cash items and includes the change in fair value of our investment fund, was $85.4 million, or $0.85 per diluted share, as the increase in bitcoins price drove our investment fund to appreciate as well. We exited the quarter with $32.9 million in cash and with total liquidity of approximately $315.6 million. Subsequent to the quarters end, we obtained a $100 million line of credit, secured by our bitcoin holdings and USD, which further strengthened our liquidity position. Given our track record and growth trajectory, we maintain our position that Marathons financial performance will continue to improve as we focus on efficiently increasing our hash rate.

Third Quarter 2021 Financial ResultsTotal revenue increased to $51.7 million, a 76% increase from $29.3 million in the second quarter of 2021 and a 6,091% increase year-over-year from $835,000 in the third quarter of 2020.

Loss from operations was $64.3 million in the third quarter of 2021 compared to income from operations of $4.6 million in the second quarter of 2021 and a loss from operations of $2.0 million in the third quarter of 2020. In the third quarter of 2021, operating expenses included $107.6 million of non-cash items, including $95.7 million in non-cash stock based compensation and a $6.7 million impairment of cryptocurrencies.

Non-GAAP income from operations was $43.5 million, or $0.43 per diluted share, compared to $20.1 million, or $0.21 per diluted share, in the second quarter of 2021 and a loss of $795,000, or ($0.03) per diluted share, in the third quarter of 2020. Non-GAAP income from operations excludes the impact of non-cash items, such as depreciation and amortization of fixed assets, impairment losses on mined cryptocurrency, server maintenance contract amortization, and stock compensation expense. Additionally, this metric does not include the change in fair value of the Companys investment fund, which purchased 4,812.66 BTC for approximately $150 million in January 2021.

The Companys investment fund increased in fair value by $58.8 million during the first nine months of 2021. During the third quarter of 2021, due to the price of bitcoin increasing from $34,856 at June 30, 2021 to $43,718 at September 30, 2021, the Companys investment fund incurred an increase in fair market value of approximately $41.9 million.

Net loss in the third quarter of 2021 totaled $22.2 million, or ($0.22) per diluted share, compared to net loss of $108.9 million, or ($1.09) per diluted share, in the second quarter of 2021 and net loss of $2.0 million, or ($0.06) per diluted share, in the third quarter of 2020. In the first three quarters of 2021, Marathons net income was materially impacted by changes in the fair market value of the Companys investment fund discussed above, as well as non-cash stock based compensation expense.

Non-GAAP net income in the third quarter of 2021 totaled $85.4 million, or $0.85 per diluted share, compared to non-GAAP net loss of $94.6 million, or ($0.93) per diluted share, in the second quarter of 2021 and non-GAAP net loss of $773,000, or ($0.02) per diluted share, in the third quarter of 2020. Non-GAAP net income excludes the impact of non-cash items, such as depreciation and amortization of fixed assets, impairment losses on mined cryptocurrency, server maintenance contract amortization, and stock compensation expense. This metric includes the change in fair value of the Companys investment fund, which purchased 4,812.66 BTC for approximately $150 million in January 2021.

In the third quarter of 2021, the Company generated 1,252 bitcoins. The Company last sold bitcoin on October 21, 2020, and since then, has been accumulating or hodling all bitcoin generated. As of September 30, 2021, the Company held approximately 7,035 bitcoins, including the 4,813 bitcoins the Company purchased for an average price of $31,168 by investing $150 million into a fund-of-one.

Marathons Digital AssetsFor the third quarter ended September 30, 2021, the carrying value of Marathons mined digital assets (comprised solely of bitcoin) was $73.9 million, which reflects cumulative impairment charges of $18.5 million year-to-date. Marathon accounts for its digital assets as indefinite-lived intangible assets, which are initially recorded at cost. Subsequently, they are measured at cost, net of any impairment losses incurred since acquisition. Marathon determines the fair value of its bitcoin based on quoted (unadjusted) prices on the active exchange that Marathon has determined is its principal market for bitcoin.Marathon considers the lowest price of one bitcoin quoted on the active exchange at any time since acquiring the specific bitcoin. If the carrying value of a bitcoin exceeds that lowest price, an impairment loss has occurred with respect to that bitcoin in the amount equal to the difference between its carrying value and such lowest price.Impairment losses are recognized as impairment of mined cryptocurrency in Marathons Consolidated Condensed Statement of Operations.

As of September 30, 2021, the average cost and average carrying value of Marathons mined bitcoins were approximately $41,570 and $33,260, respectively.As of November 9, 2021, Marathon held approximately 7,536 bitcoins, of which 4,813 are held in an investment fund of one while the other 2,723 were generated by the Companys operations. The market price of one bitcoin in the principal market on November 9, 2021 was approximately $67,000, and the approximate fair market value of the bitcoins the Company has invested in and held as digital currencies was therefore over $504.9 million (*unaudited).

Investor NoticeInvesting in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward-looking statements described under "Risk Factors" in Item 1A of our most recent Annual Report on Form 10-K for the fiscal year ended December 31,2020. If any of these risks were to occur, our business, financial condition or results of operations would likely suffer. In that event, the value of our securities could decline,and you could lose part or all of your investment. The risks and uncertainties we describe are not the only ones facing us. Additional risks not presently known to us or that we currently deem immaterial may also impair our business operations. In addition, our past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results in the future. Future changes in the network-wide mining difficulty rate or Bitcoinhash ratemay also materially affect the future performance of Marathon's production of bitcoin. Additionally, all discussions of financial metrics assume mining difficulty rates as of November 2021. See "Safe Harbor" below.

Forward-Looking StatementsStatements made in this press release include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by the use of words such as may, will, plan, should, expect, anticipate, estimate, continue, or comparable terminology. Such forward-looking statements are inherently subject to certain risks, trends and uncertainties, many of which the Company cannot predict with accuracy and some of which the Company might not even anticipate and involve factors that may cause actual results to differ materially from those projected or suggested. Readers are cautioned not to place undue reliance on these forward-looking statements and are advised to consider the factors listed above together with the additional factors under the heading Risk Factors in the Company's Annual Reports on Form 10-K, as may be supplemented or amended by the Company's Quarterly Reports on Form 10-Q. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise.

About Marathon Digital HoldingsMarathon is a digital asset technology company that mines cryptocurrencies with a focus on the blockchain ecosystem and the generation of digital assets.

Marathon Digital HoldingsCompanyContact:Charlie SchumacherTelephone: 800-804-1690Email:charlie@marathondh.com

MARATHON DIGITAL HOLDINGS, INC. AND SUBSIDIARIESCONSOLIDATED CONDENSED BALANCE SHEETS

September 30, December 31, 2021 2020 (Unaudited) (Unaudited)ASSETS Current assets: Cash and cash equivalents $ 32,854,092 $ 141,322,776 Digital currencies 64,357,910 2,271,656 Digital currencies, restricted 9,573,684 - Other receivable - 74,767,226 Deposit 203,258,440 65,647,592 Investment fund 208,765,274 - Prepaid expenses and other current assets 35,750,562 2,399,965 Total current assets 554,559,962 286,409,215 Other assets: Property and equipment,net of accumulateddepreciation and impairment charges of$14,442,777 and $6,480,359 for September 93,932,227 17,224,321 30, 2021 and December 31, 2020,respectivelyPrepaid service contract 14,899,389 8,415,000 Right-of-use assets - 200,301 Intangible assets, net of accumulatedamortization of $260,980 and $207,598 for 949,020 1,002,402 September 30, 2021 and December 31, 2020,respectivelyTotal other assets 109,780,636 26,842,024 TOTAL ASSETS $ 664,340,598 $ 313,251,239 LIABILITIES AND STOCKHOLDERS? EQUITY Current liabilities: Accounts payable and accrued expenses $ 3,374,507 $ 999,742 Current portion of lease liability - 121,596 Warrant liability 549,663 322,437 Total current liabilities 3,924,170 1,443,775 Long-term liabilities SBA PPP loan payable - 62,500 Total long-term liabilities - 62,500 Total liabilities 3,924,170 1,506,275 Commitments and Contingencies Stockholders' Equity: Preferred stock, 0.0001 par value,50,000,000 shares authorized, no shares - - issued and outstanding at September 30,2021 and December 31, 2020, respectivelyCommon stock, 0.0001 par value; 200,000,000shares authorized; 102,506,558 and81,974,619 issued and outstanding at 10,251 8,197 September 30, 2021 and December 31, 2020,respectivelyAdditional paid-in capital 824,612,618 428,242,763 Accumulated other comprehensive loss (450,719 ) (450,719 )Accumulated deficit (163,755,722 ) (116,055,277 )Total stockholders? equity 660,416,428 311,744,964 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 664,340,598 $ 313,251,239

MARATHON DIGITAL HOLDINGS, INC. AND SUBSIDIARIESCONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS(Unaudited)

For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Revenues Cryptocurrency $ 51,707,483 $ 835,184 $ 90,182,155 $ 1,713,832 mining revenueTotal revenues 51,707,483 835,184 90,182,155 1,713,832 Operatingcosts and expensesCost of 10,263,009 1,636,046 19,663,258 3,529,770 revenueCompensationand related 97,181,544 614,604 153,670,098 1,908,741 taxesConsulting 159,300 259,563 378,260 325,688 feesProfessional 857,921 206,368 3,331,728 515,562 feesGeneral and 797,574 112,800 1,383,110 311,303 administrativeImpairment ofmined 6,731,890 - 18,472,750 - cryptocurrencyTotaloperating 115,991,238 2,829,381 196,899,204 6,591,064 expensesIncome (loss)from (64,283,755 ) (1,994,197 ) (106,717,049 ) (4,877,232 )operationsOther income (expenses)Other income - 7,983 62,500 114,391 Loss onconversion of - - - (364,832 )noteChange in fairvalue of 41,850,203 - 58,765,274 - investment inNYDIG fundRealized gain(loss) on sale 8,152 11,206 9,088 15,466 of digitalcurrenciesChange in fairvalue of 168,666 (21,875 ) (227,225 ) (18,651 )warrantliabilityChange in fairvalue of - - - (66,547 )mining payableInterest 84,454 2,466 409,661 4,845 incomeInterest (287 ) - (2,694 ) (20,984 )expenseTotal other(expenses) 42,111,188 (220 ) 59,016,604 (336,312 )incomeLoss before $ (22,172,567 ) $ (1,994,417 ) $ (47,700,445 ) $ (5,213,544 )income taxesIncome tax - - - - expenseNet loss $ (22,172,567 ) $ (1,994,417 ) $ (47,700,445 ) $ (5,213,544 ) Net loss pershare, basic $ (0.22 ) $ (0.06 ) $ (0.49 ) $ (0.28 )and diluted:Weightedaverage sharesoutstanding, 100,803,809 31,520,736 98,230,795 18,868,967 basic anddiluted:

Marathon Digital Holdings, Inc. and SubsidiariesReconciliation of GAAP and Non-GAAP Financial Information

The following is a reconciliation of non-GAAP income from operations, which excludes the impact of (i) depreciation and amortization of fixed assets (ii) impairment losses on mined cryptocurrency (iii) server maintenance contract amortization and (iv) stock compensation expense, to its most directly comparable GAAP measures for the periods indicated:

For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Reconciliationof non-GAAP income fromoperations:Operating loss $ (64,283,755 ) $ (1,994,197 ) $ (106,717,049 ) $ (4,877,232 ) DepreciationandAmortization 4,340,198 805,483 8,015,801 1,851,341 of FixedAssetsImpairment ofmined 6,731,890 - 18,472,750 - cryptocurrencyServermaintenance 949,280 - 2,071,280 - contractamortizationStockCompensation 95,739,709 393,970 147,646,821 948,768 ExpenseNon-GAAPincome (loss) $ 43,477,322 $ (794,744 ) $ 69,489,603 $ (2,077,123 ) fromoperations

The above table does not incorporate any other income (expenses) including but not limited to the change in fair value of the Companys investment fund, which purchased 4,812.66 BTC for approximately $150 million in January 2021.

The following are reconciliations of our non-GAAP net income and non-GAAP diluted earnings per share, in each case excluding the impact of (i) depreciation and amortization of fixed assets (ii) impairment losses on mined cryptocurrency (iii) change in fair value of warrant liability (iv) server maintenance contract amortization and (v) stock compensation expense, to its most directly comparable GAAP measures for the periods indicated:

For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Reconciliationof non-GAAP net income:Net loss $ (22,172,567 ) $ (1,994,417 ) $ (47,700,445 ) $ (5,213,544 ) Non-cashadjustments to Net Income(loss)DepreciationandAmortization 4,340,198 805,483 8,015,801 1,851,341 of FixedAssetsImpairment ofmined 6,731,890 - 18,472,750 - cryptocurrencyChange in fairvalue of (168,666 ) 21,875 227,225 18,651 warrantliabilityServermaintenance 949,280 - 2,071,280 - contractamortizationStockCompensation 95,739,709 393,970 147,646,821 948,768 Expense Total Non-cashadjustments to $ 107,592,411 $ 1,221,328 $ 176,433,877 $ 2,818,760 Net Income(Loss) Non-GAAP net $ 85,419,844 $ (773,089 ) $ 128,733,432 $ (2,394,784 ) (loss) income Reconciliationof non-GAAPdiluted earnings(loss) pershare:Diluted (loss)earnings per $ (0.22 ) $ (0.06 ) $ (0.49 ) $ (0.28 ) shareDepreciationandAmortization 0.04 0.03 0.08 0.10 of FixedAssets (perdiluted share)Impairment ofminedcryptocurrency 0.07 - 0.19 - (per dilutedshare)Change in fairvalue ofwarrant - - - - liability (perdiluted share)Servermaintenancecontract 0.01 - 0.02 - amortization(per dilutedshare)StockCompensation 0.95 0.01 1.50 0.05 Expense (perdiluted share) Non-GAAPdilutedearnings $ 0.85 $ (0.02 ) $ 1.30 $ (0.13 ) (loss) pershare