XML 40 R9.htm IDEA: XBRL DOCUMENT v3.22.2.2
General
6 Months Ended
Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
GENERAL

NOTE 1 – GENERAL

 

General

 

Mawson Infrastructure Group, Inc. (the “Company” or “Mawson” or “we”), formerly known as Wize Pharma, Inc, and before that, known as OphthaliX Inc., was incorporated in the State of Delaware on February 10, 2012.

 

The accompanying consolidated financial statements, including the results of the Company’s subsidiaries: Mawson Infrastructure Group Pty Ltd (“Mawson AU”, previously known as Cosmos Capital Limited), Cosmos Trading Pty Ltd, Cosmos Infrastructure LLC, Cosmos Manager LLC, MIG No.1 Pty Ltd, Mawson AU Limited (incorporated June 8, 2022), Luna Squares LLC, Luna Squares Texas LLC (formed January 27, 2022), Luna Squares Repairs LLC, Luna Squares Property LLC and Mawson Mining LLC (collectively referred to as the “Group”), have been prepared by the Company, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). Wize NC Inc, Occuwize Ltd and Wize Pharma Ltd are additional subsidiaries of Mawson, however these companies have not been consolidated into the financial statements as these companies are subject to contingent value rights (“CVR”), further described in NOTE 10.

 

These consolidated, condensed unaudited interim financial statements should be read in conjunction with the audited consolidated financial statements of the Group as of December 31, 2021, and the notes thereto, included in the Company’s Annual Report on Form 10-K filed with SEC on March 21, 2022. Accordingly, they do not include all the information and footnotes required by U.S GAAP for complete financial statements. The results of the interim period are not necessarily indicative of the results to be expected for the full year ended December 31, 2022. These consolidated, condensed interim financial statements reflect all adjustments which, in the opinion of management, are necessary to present fairly the financial position, the results of operations and cash flows of the Company for the periods presented.

 

Mawson, through its subsidiaries, is a ‘Digital Asset Infrastructure’ business, which owns and operates modular data centers (“MDCs”) based in the United States and Australia. As at June 30, 2022 Mawson owned and had ordered 35,329 Application-Specific Integrated Circuit (“ASIC”) computers known as “Miners,” specifically focused on the SHA-256 algorithm, from a variety of manufacturers, including Bitmain Technology Holding Company (“Bitmain”), Canaan Creative (HK) Holdings Limited (“Canaan”) and Shenzhen MicroBT Electronics Technology Co., Ltd (“Whatsminer”).

 

Going Concern

 

For the six-month period ending June 30, 2022, the Company incurred a loss after tax of $13.98 million, and as at June 30, 2022 had net current liabilities of $55.96 million and had an accumulated deficit of $82.95 million. The Company’s cash position at June 30, 2022, was $2.50 million. These conditions raise substantial doubt upon the Company’s ability to continue as a going concern for at least a year from the date of approval of these unaudited consolidated financial statements.

 

Management of the Company believes that there are reasonable grounds to conclude that the Company will continue as a going concern after having regard for the following factors.

 

The Company’s plans include improving profitability and generating sufficient cash flow from operations.

 

Management of the Company is of the opinion that the Company can continue to access adequate debt and equity funding to meet its working capital requirements. In July 2022, the Company raised $3.60 million through an issue of secured convertible promissory notes and an aggregate of $5.62 million of net proceeds from the issuance of shares and warrants. The Company has the ability through its At the Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), to sell shares of our common stock with an aggregate sales price of up to $100 million. To the extent the Group were to raise additional capital or debt, this could cause additional dilution to our current stockholders. The terms of any future capital raise or debt issuance and the costs of any financing are uncertain. There are no assurances that the Group would be able to raise additional financing when needed or that it would be able to do so on favourable terms.

 

Based on internally prepared forecast cash flows which take into consideration what management considers to be reasonable scenarios given the inherent risks and uncertainties, combined with existing cash balances, management believes that the Company will be able to meet its obligations as they fall due for at least one year from the date of approval of these unaudited consolidated financial statements.

 

Accordingly, management of the Company believe that it is appropriate to prepare the Group’s financial statements on a going concern basis. However, should the Company be unable to source sufficient funding through the factors noted above, the Company may not be able to realize assets at their recognized values and extinguish its liabilities in the normal course of business at the amounts stated in these unaudited consolidated financial statements.

 

These unaudited consolidated financial statements do not include any adjustments relating to the recoverability and carrying amounts of assets and the amounts of liabilities should the Company be unable to continue as a going concern and meet its obligations and debts as and when they fall due.