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4. ACQUISITIONS (Tables)
 12 Months Ended
Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Schedule of Coinmaker Purchase Price Allocation

The preliminary allocation of the purchase price of the assets acquired are summarized below:

 


($ in thousands)

 

Preliminary
Allocation at
Acquisition Date

 

Land lease - right of use asset

 

$

266

 

Operating lease liability

 

 

(266

)

Building

 

 

1,328

 

Infrastructure

 

 

8,061

 

Total purchase price

 

$

9,389

 
Schedule of MIG Consideration

The Company accounted for this transaction as an acquisition of a business. The fair value of the consideration given to Mawson and the other sellers in connection with the transaction and the allocation of the purchase price in accordance with ASC 820 were as follows:

 


($ in thousands)

 

Fair Value

 

Cash

 

$

22,518

 

Financing provided by seller

 

 

6,500

 

1,590,175 shares of CLSK common stock

 

 

4,803

 

Total purchase price

 

$

33,821

 

 

 

 

 

Contingent Consideration

 

 

 

Earn-out Shares of CLSK common stock

 

 

3,325

 

Megawatt earnout (up to $2,000 max)

 

 

2,000

 

Total contingent consideration

 

$

5,325

 

 

 

 

 

Total purchase sale agreement consideration-Combined

 

$

39,146

 
Schedule of MIG Purchase Price Allocation


($ in thousands)

 

Allocation at
Acquisition Date

 

Right of use lease asset

 

$

5,010

 

Lease liability assumed

 

 

(5,100

)

Building

 

 

13,654

 

Infrastructure asset

 

 

4,465

 

Miners

 

 

12,914

 

Machinery and equipment

 

 

160

 

Goodwill

 

 

8,043

 

Total

 

$

39,146

 
Schedule of WAHA and SPRE Consideration

The Company determined the fair value of the consideration given to the Sellers in connection with the transaction and the allocation of the purchase price in accordance with ASC 820 were as follows:

 

Consideration:
($ in thousands)

 

Fair Value

 

Cash

 

$

19,772

 

Financing provided by SPRE

 

 

1,962

 

Mortgage assumed

 

 

2,158

 

Total Consideration

 

$

23,892

 
Schedule of WAHA and SPRE Purchase Price Allocation

Purchase Price Allocation:
($ in thousands)

 

Allocation at
Acquisition
Date

 

Land

 

$

100

 

Building/Improvements

 

 

14,700

 

Miners

 

 

9,092

 

Total

 

$

23,892

 
Schedule Unaudited Pro Forma Information Assuming Acquisitions

 

For the Year Ended

 

 ($ in thousands, except share and per share)

 

September 30, 2022

 

Net sales from continuing operations

 

$

209,304

 

Loss from continuing operations attributable to common shareholders

 

$

(33,758

)

Loss from continuing operations per common share - basic

 

$

(0.75

)

Weighted average common shares outstanding – basic

 

 

45,305,262

 

Loss from continuing operations per common share - diluted

 

$

(0.75

)

Weighted average common shares outstanding – diluted

 

 

45,305,262