UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2022~~March 31, 2023

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________________ to _____________________

Commission File Number: 001-40808

Greenidge Generation Holdings Inc.

(Exact Name of Registrant as Specified in its Charter)


Delaware						86-1746728
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

135 Rennell Drive, 3rd Floor Fairfield, CT						06890
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (203) 718-5960

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Class A Common Stock, $0.0001 par value	GREE	The Nasdaq Global Select Market
8.50% Senior Notes due 2026	GREEL	The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

Securities registered pursuant to Section 12(g) of the Act: None

As of ~~November 11, 2022,~~May 12, 2023, the registrant had ~~16,213,043~~32,828,811 shares of Class A common stock, $0.0001 par value per share, outstanding and 28,526,372 shares of Class B common stock, $0.0001 par value per share, outstanding.

Table of Contents


		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets (Unaudited)	3
	Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited)	4
	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)	5
	Condensed Consolidated Statements of Cash Flows (Unaudited)	76
	Notes to Condensed Consolidated Financial Statements (Unaudited)	87
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2321
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4332
Item 4.	Controls and Procedures	4332
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	4433
Item 1A.	Risk Factors	4433
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4935
Item 3.	Defaults Upon Senior Securities	4935
Item 4.	Mine Safety Disclosures	4936
Item 5.	Other Information	4936
Item 6.	Exhibits	4936
Exhibit Index		5036
Signatures		5137

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q includes certain statements that may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact are forward-looking statements for purposes of federal and state securities laws. These forward-looking statements involve uncertainties that could significantly affect our financial or operating results. These forward-looking statements may be identified by terms such as “anticipate,” “believe,” “continue,” “foresee,” “expect,” “intend,” “plan,” “may,” “will,” “would” “could” and “should” and the negative of these terms or other similar expressions. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Forward-looking statements in this document include, among other things, statements regarding our business plan, business strategy and operations in the future. In addition, all statements that address operating performance and future performance, events or developments that are expected or anticipated to occur in the future, including statements relating to creating value for stockholders, are forward-looking statements.

Forward-looking statements are subject to a number of risks, uncertainties and assumptions. Matters and factors that could cause actual results to differ materially from those expressed or implied in such forward-looking statements include but are not limited to the matters and factors described in Part I, Item 1A. “Risk Factors” of Greenidge's Form 10-K for the year ended December 31, ~~2021~~2022 filed with the Securities and Exchange Commission ("SEC") on March 31, ~~2022~~2023 and in this Quarterly Report on Form 10-Q, as well as those described from time to time in our future reports filed with the SEC, which should be reviewed carefully. Please consider Greenidge's forward-looking statements in light of those risks.

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

Greenidge Generation Holdings Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollar amounts in thousands, except share data)


		September 30, 2022 (Unaudited)			December 31, 2021			March 31, 2023			December 31, 2022
				(Unaudited)
ASSETS	ASSETS									ASSETS
CURRENT ASSETS:	CURRENT ASSETS:						CURRENT ASSETS:
Cash and cash equivalents	Cash and cash equivalents	$	28,013		$	82,599	Cash and cash equivalents	$	17,046		$	15,217
Restricted cash		10,500			—
Short-term investments		—			496

Digital assets	Digital assets	337			476		Digital assets	19			348
Accounts receivable		4,704			5,524
Prepaid expenses		9,694			9,146
Accounts receivable, net of allowance for doubtful accounts of $0 at March 31, 2023 and December 31, 2022							Accounts receivable, net of allowance for doubtful accounts of $0 at March 31, 2023 and December 31, 2022	42			2,696
Prepaid expenses and other assets							Prepaid expenses and other assets	4,846			6,266
Emissions and carbon offset credits	Emissions and carbon offset credits	1,259			2,361		Emissions and carbon offset credits	960			1,260
Income tax receivable							Income tax receivable	—			798
Current assets held for sale							Current assets held for sale	1,833			6,473
Total current assets	Total current assets	54,507			100,602		Total current assets	24,746			33,058
LONG-TERM ASSETS:	LONG-TERM ASSETS:						LONG-TERM ASSETS:
Property and equipment, net	Property and equipment, net	246,071			217,091		Property and equipment, net	69,800			130,417
Right-of-use assets		222			1,472
Intangible assets, net		2,841			3,537
Goodwill		3,062			3,062
Deferred tax assets		29			15,058
Other long-term assets	Other long-term assets	615			445		Other long-term assets	448			292

Total assets	Total assets	$	307,347		$	341,267	Total assets	94,994			163,767
LIABILITIES AND STOCKHOLDERS' EQUITY	LIABILITIES AND STOCKHOLDERS' EQUITY						LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:	CURRENT LIABILITIES:						CURRENT LIABILITIES:
Accounts payable	Accounts payable	$	4,064		$	5,923	Accounts payable	4,935			9,608
Accrued emissions expense	Accrued emissions expense	5,226			2,634		Accrued emissions expense	5,081			6,052
Accrued expenses	Accrued expenses	15,560			10,375		Accrued expenses	5,546			11,327
Income taxes payable		185			2,481
Short-term environmental liability							Short-term environmental liability	1,100			600

Long-term debt, current portion	Long-term debt, current portion	73,218			19,577		Long-term debt, current portion	5,358			67,161
Lease obligations, current portion		112			736

Current liabilities held for sale							Current liabilities held for sale	2,154			3,974
Total current liabilities	Total current liabilities	98,365			41,726		Total current liabilities	24,174			98,722
LONG-TERM LIABILITIES:	LONG-TERM LIABILITIES:						LONG-TERM LIABILITIES:
Long-term debt, net of current portion and deferred financing fees	Long-term debt, net of current portion and deferred financing fees	96,515			75,251		Long-term debt, net of current portion and deferred financing fees	85,949			84,585
Lease obligations, net of current portion		137			193
Environmental liabilities	Environmental liabilities	22,415			11,306		Environmental liabilities	26,900			27,400
Other long-term liabilities	Other long-term liabilities	358			368		Other long-term liabilities	3,595			107
Total liabilities	Total liabilities	217,790			128,844		Total liabilities	140,618			210,814
COMMITMENTS AND CONTINGENCIES (NOTE 13)
COMMITMENTS AND CONTINGENCIES (NOTE 10)							COMMITMENTS AND CONTINGENCIES (NOTE 10)
STOCKHOLDERS' EQUITY:	STOCKHOLDERS' EQUITY:						STOCKHOLDERS' EQUITY:
Preferred stock, par value $0.0001, 20,000,000 shares authorized, none outstanding	Preferred stock, par value $0.0001, 20,000,000 shares authorized, none outstanding	—			—		Preferred stock, par value $0.0001, 20,000,000 shares authorized, none outstanding	-			-
Common stock, par value $0.0001, 3,000,000,000 shares authorized, 42,964,462 and 40,865,336 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		4			4
Common stock, par value $0.0001, 3,000,000,000 shares authorized, 59,798,127 and 46,252,779 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively							Common stock, par value $0.0001, 3,000,000,000 shares authorized, 59,798,127 and 46,252,779 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively	6			5
Additional paid-in capital	Additional paid-in capital	290,576			281,815		Additional paid-in capital	303,345			293,769
Cumulative translation adjustment	Cumulative translation adjustment	(139)			—		Cumulative translation adjustment	(340)			(357)
Accumulated deficit	Accumulated deficit	(200,884)			(69,396)		Accumulated deficit	(348,635)			(340,464)
Total stockholders' equity	Total stockholders' equity	89,557			212,423		Total stockholders' equity	(45,624)			(47,047)
Total liabilities and stockholders' equity	Total liabilities and stockholders' equity	$	307,347		$	341,267	Total liabilities and stockholders' equity	$	94,994		$	163,767

The accompanying notes are an integral part of these condensed consolidated financial statements.

Greenidge Generation Holdings Inc.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ~~AND COMPREHENSIVE (LOSS) INCOME~~ (UNAUDITED)

(in thousands, except per share data)

Three Months Ended September 30, Nine Months Ended September 30,
2022 2021 2022 2021
REVENUE:
Cryptocurrency datacenter $ 18,272 $ 31,156 $ 61,571 $ 54,217
Power and capacity 3,613 3,077 12,395 7,255
Services and other 7,474 1,521 24,387 1,521
Total revenue 29,359 35,754 98,353 62,993
OPERATING COSTS AND EXPENSES:
Cost of revenue - cryptocurrency datacenter (exclusive of depreciation and amortization) 14,675 5,974 34,795 11,504
Cost of revenue - power and capacity (exclusive of depreciation and amortization) 3,760 2,831 10,955 6,688
Cost of revenue - services and other (exclusive of depreciation and amortization) 3,660 854 11,304 854
Selling, general and administrative 10,240 5,446 35,720 12,017
Merger and other costs 242 29,847 940 31,095
Depreciation and amortization 13,835 2,667 22,680 5,531
Impairment of long-lived assets — — 71,500 —
Remeasurement of environmental liability — — 11,109 —
Total operating costs and expenses 46,412 47,619 199,003 67,689
Loss from operations (17,053) (11,865) (100,650) (4,696)
OTHER EXPENSE, NET:
Interest expense, net (5,430) (1,009) (15,693) (1,377)
Interest expense - related party — — — (22)
Gain (loss) on sale of digital assets — 18 (15) 159
Loss on sale of assets (759) — (130) —
Other income (loss), net 144 (29) 200 (23)
Total other expense, net (6,045) (1,020) (15,638) (1,263)
Loss before income taxes (23,098) (12,885) (116,288) (5,959)
Provision for income taxes 79 (4,989) 15,200 (2,860)
Net loss (23,177) (7,896) (131,488) (3,099)
Foreign currency translation adjustment 27 — (139) —
Comprehensive loss $ (23,150) $ (7,896) $ (131,627) $ (3,099)
Loss per share:
Basic $ (0.55) $ (0.26) $ (3.16) $ (0.13)
Diluted $ (0.55) $ (0.26) $ (3.16) $ (0.13)


	Three Months Ended March 31,
	2023		2022
REVENUE:
Datacenter hosting revenue	$	6,944	$	—
Cryptocurrency mining revenue	6,451		23,232
Power and capacity	1,762		5,923
Total revenue	15,157		29,155
OPERATING COSTS AND EXPENSES:
Cost of revenue - datacenter hosting (exclusive of depreciation)	4,671		—
Cost of revenue - cryptocurrency mining (exclusive of depreciation)	3,248		8,456
Cost of revenue - power and capacity (exclusive of depreciation)	1,816		4,023
Selling, general and administrative	9,013		11,809
Depreciation	3,820		3,653


Gain on sale of assets	(1,744)		—

Total operating costs and expenses	20,824		27,941
Operating (loss) income	(5,667)		1,214
OTHER EXPENSE, NET:
Interest expense, net	(3,573)		(3,353)
Gain (loss) on sale of digital assets	398		(5)

Other income, net	—		16
Total other expense, net	(3,175)		(3,342)
Loss from continuing operations before income taxes	(8,842)		(2,128)
Benefit from income taxes	—		(381)
Net loss from continuing operations	(8,842)		(1,747)
Income from discontinued operations, net of tax	671		1,318
Net loss	$	(8,171)	$	(429)



(Loss) income per basic share:
Loss per basic share from continuing operations	$	(0.16)	$	(0.04)
Income per basic share from discontinued operations	0.01		0.03
Loss per basic share	$	(0.15)	$	(0.01)

(Loss) income per diluted share:
Loss per diluted share from continuing operations	$	(0.16)	$	(0.04)
Income per diluted share from discontinued operations	0.01		0.03
Loss per diluted share	$	(0.15)	$	(0.01)

Average Shares Outstanding
Basic	53,427		41,058
Diluted	53,427		41,058

The accompanying notes are an integral part of these condensed consolidated financial statements.

Greenidge Generation Holdings Inc.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

(in thousands, except share ~~and member unit~~ data)


		Preferred Stock			Common Stock			Additional Paid - In Capital			Common Units				Preferred Units				Senior Priority Units					Total Members' Capital		Cumulative Translation Adjustment				Accumulated Deficit						Total										Common Stock				Additional Paid - In Capital						Cumulative Translation Adjustment			Accumulated Deficit					Total
																																	Shares									Amount
Balance at January 1, 2023																						Balance at January 1, 2023							46,252,779					$	5					$	293,769														$		(357)				$	(340,464)				$	(47,047)
Stock-based compensation expense																						Stock-based compensation expense							—					—						481															—			—					481
Issuance of shares, net of issuance costs																						Issuance of shares, net of issuance costs							12,119,264					1						8,095															—			—					8,096
Restricted shares award issuance, net of withholdings																						Restricted shares award issuance, net of withholdings							92,751					—						—															—			—					—
Issuance of shares for amendment fee associated with debt modification (Note 9), net of issuance costs																						Issuance of shares for amendment fee associated with debt modification (Note 9), net of issuance costs							1,333,333					—						1,000															—			—					1,000
Foreign currency translation adjustment																						Foreign currency translation adjustment							—					—						—															17			—					17
Net loss																						Net loss							—					—						—															—			(8,171)					(8,171)
Balance at March 31, 2023																						Balance at March 31, 2023							59,798,127					$	6					$	303,345														$	(340)		$		(348,635)				$	(45,624)
		Shares	Amount		Shares	Amount				Additional Paid - In Capital		Number of Units		Members' Capital		Number of Units		Members' Capital		Number of Units			Members' Capital				Total Members' Capital				Cumulative Translation Adjustment						Accumulated Deficit						Total
Balance at January 1, 2022	Balance at January 1, 2022	—	$	—	40,865,336	$	4				—		—		—		—		—		—								Balance at January 1, 2022																40,865,336		$	4	$		281,815																	$	—	$	(69,396)	$	212,423
Stock-based compensation expense	Stock-based compensation expense	—	—		—	—		362			—		—		—		—		—		—			—		—								—								362		Stock-based compensation expense						—		—		362																		—		—		362
Issuance of shares, net of issuance costs	Issuance of shares, net of issuance costs	—	—		415,000	—		3,791			—		—		—		—		—		—			—		—				—						3,791			Issuance of shares, net of issuance costs									415,000		—		3,791																		—		—		3,791
Restricted shares award issuance, net of withholdings	Restricted shares award issuance, net of withholdings	—	—		82,601	—		(65)			—		—		—		—		—		—			—		—				—						(65)			Restricted shares award issuance, net of withholdings									82,601		—		(65)																		—		—		(65)
Proceeds from stock options exercised	Proceeds from stock options exercised	—	—		334	—		2			—		—		—		—		—					—		—				—						2			Proceeds from stock options exercised									334		—		2																		—		—		2
Foreign currency translation adjustment	Foreign currency translation adjustment	—	—		—	—		—			—		—		—		—		—		—			—		(32)				—						(32)			Foreign currency translation adjustment									—		—		—																		(32)		—		(32)
Net loss	Net loss	—	—		—	—		—			—		—		—		—		—		—			—						(429)						(429)			Net loss									—		—		—																		—		(429)		(429)
Balance at March 31, 2022	Balance at March 31, 2022	—	—		41,363,271	4		285,905			—		—		—		—		—		—			—		(32)				(69,825)						216,052			Balance at March 31, 2022									41,363,271		$	4	$	285,905																	$	(32)	$	(69,825)	$	216,052
Stock-based compensation expense		—	—		—	—		306			—		—		—		—		—		—			—		—				—						306
Issuance of shares, net of issuance costs		—	—		553,587	—		2,078			—		—		—				—		—			—		—				—						2,078
Proceeds from stock options exercised		—	—		1,962	—		12			—		—		—		—		—					—		—				—						12
Foreign currency translation adjustment		—	—		—	—		—			—		—		—		—		—		—			—		(134)				—						(134)
Net loss		—	—		—	—		—			—		—		—		—		—		—			—						(107,882)						(107,882)
Balance at June 30, 2022		—	—		41,918,820	4		288,301			—		—		—		—		—		—			—		(166)				(177,707)						110,432
Stock-based compensation expense		—	—		—	—		361			—		—		—		—		—		—			—		—				—						361
Issuance of shares, net of issuance costs		—	—		1,045,642	—		1,914			—		—		—				—		—			—		—				—						1,914
Foreign currency translation adjustment		—	—		—	—		—			—		—		—		—		—		—			—		27				—						27
Net loss		—	—		—	—		—			—		—		—		—		—		—			—		—				(23,177)						(23,177)
Balance at September 30, 2022		—	$	—	42,964,462	$	4	$	290,576		—		—		—		—		—		—			$	—	$		(139)			$	(200,884)					$	89,557

Preferred Stock Common Stock Additional
Paid - In
Capital Common Units Preferred Units Senior Priority Units Total
Members'
Capital Cumulative
Translation
Adjustment Accumulated
Deficit Total
Shares Amount Shares Amount Number
of Units Members'
Capital Number
of Units Members'
Capital Number
of Units Members'
Capital
Balance at January 1, 2021 — $ — — $ — $ — 750 — 39,228 39,074 10,000 30,202 $ 69,276 $ — $ (24,916) $ 44,360
Contribution of GGH Preferred Units, GGH Senior Priority Units, and notes payable to related party for GGHI Common Stock — — 26,800,300 3 72,888 — — (39,228) (39,074) (10,000) (30,202) (69,276) — — 3,615
Contribution of GGH Common Units for GGHI Common Stock — — 1,199,700 — — (750) — — — — — — — — —
Proceeds from sale of preferred stock, net of stock issuance costs of $3,387 1,620,000 1 — — 37,112 — — — — — — — — — 37,113
Stock-based compensation expense — — — — 1,063 — — — — — — — — — 1,063
Proceeds from stock options exercised — — 160,000 — 1,000 — — — — — — — — — 1,000
Stock issued to purchase miners — — 160,000 — 991 — — — — — — — — — 991
Net income — — — — — — — — — — — — — 4,797 4,797
Balance at June 30, 2021 1,620,000 1 28,320,000 3 113,054 — — — — — — — — (20,119) 92,939
Shares issued to Support.com shareholders upon Merger, net of issuance costs of $2,296 — — 2,960,731 — 91,588 — — — — — — — — — 91,588
Issuance of shares for investor fee associated with successful completion of Merger — — 562,174 — 17,826 — — — — — — — — — 17,826
Issuance of warrants to advisor in connection with completion of Merger — — — — 8,779 — — — — — — — — — 8,779
Conversion of preferred stock (1,620,000) (1) 6,480,000 1 — — — — — — — — — — —
Shares issued upon exercise of warrants — — 344,800 — 2,155 — — — — — — — — — 2,155
Stock-based compensation expense — — — — 411 — — — — — — — — — 411
Net loss — — — — — — — — — — — — — (7,896) (7,896)
Balance at September 30, 2021 — $ — 38,667,705 $ 4 $ 233,813 — — — — — — $ — $ — $ (28,015) $ 205,802

The accompanying notes are an integral part of these condensed consolidated financial statements.

Greenidge Generation Holdings Inc.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(in thousands)


		Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021			2023		2022
CASH FLOW FROM OPERATING ACTIVITIES:
OPERATING ACTIVITIES FROM CONTINUING OPERATIONS:						OPERATING ACTIVITIES FROM CONTINUING OPERATIONS:
Net loss	Net loss	$	(131,488)	$	(3,099)	Net loss	$	(8,171)	$	(429)
Adjustments to reconcile net loss to net cash flow from operating activities:
Depreciation and amortization		22,680		5,531
Income from discontinued operations						Income from discontinued operations	671		1,318
Net loss from continuing operations						Net loss from continuing operations	(8,842)		(1,747)
Adjustments to reconcile net loss from continuing operations to net cash flow from operating activities:						Adjustments to reconcile net loss from continuing operations to net cash flow from operating activities:
Depreciation						Depreciation	3,820		3,653
Accrued interest added to principal						Accrued interest added to principal	911		—
Deferred income taxes	Deferred income taxes	15,016		(2,945)		Deferred income taxes	—		(1,788)
Impairment of long-lived assets		71,500		—
Amortization of debt issuance costs	Amortization of debt issuance costs	3,059		54		Amortization of debt issuance costs	649		424

Impairment of digital assets		85		—
Loss on sale of assets		130		—
Remeasurement of environmental liability		11,109		170
Gain on sale of assets						Gain on sale of assets	(1,744)		—

Stock-based compensation expense	Stock-based compensation expense	1,029		1,474		Stock-based compensation expense	481		362
Investor fee paid in common stock		—		17,826
Advisor fee paid in warrants		—		8,779
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
Accounts receivable	Accounts receivable	820		272		Accounts receivable	2,654		(110)
Emissions and carbon offset credits	Emissions and carbon offset credits	1,102		107		Emissions and carbon offset credits	300		1,337
Digital assets						Digital assets	329		—
Prepaids and other assets	Prepaids and other assets	(548)		(5,955)		Prepaids and other assets	1,420		(1,593)
Income tax receivable						Income tax receivable	798		—
Accounts payable	Accounts payable	(1,559)		(455)		Accounts payable	1,252		1,416
Accrued emissions	Accrued emissions	2,592		(408)		Accrued emissions	(970)		3
Accrued expenses	Accrued expenses	5,185		5,315		Accrued expenses	(5,101)		1,365
Income taxes payable		(2,296)		—
Income tax payable						Income tax payable	—		1,401
Other	Other	358		—		Other	3,436		—
Net cash flow used for operating activities		(1,226)		26,666
CASH FLOW FROM INVESTING ACTIVITIES:
Net cash flow (used for) provided by operating activities from continuing operations						Net cash flow (used for) provided by operating activities from continuing operations	(607)		4,723
INVESTING ACTIVITIES FROM CONTINUING OPERATIONS:						INVESTING ACTIVITIES FROM CONTINUING OPERATIONS:
Purchases of and deposits for property and equipment	Purchases of and deposits for property and equipment	(127,374)		(65,757)		Purchases of and deposits for property and equipment	(6,459)		(71,137)
Proceeds from sale of assets	Proceeds from sale of assets	4,802		—		Proceeds from sale of assets	592		—
Proceeds from sale of marketable securities	Proceeds from sale of marketable securities	496		—		Proceeds from sale of marketable securities	—		496
Cash received in merger		—		27,113
Net cash flow used for investing activities		(122,076)		(38,644)
CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from issuance of preferred stock, net of issuance costs		—		37,113
Net cash flow used for investing activities from continuing operations						Net cash flow used for investing activities from continuing operations	(5,867)		(70,641)
FINANCING ACTIVITIES FROM CONTINUING OPERATIONS:						FINANCING ACTIVITIES FROM CONTINUING OPERATIONS:
Proceeds from issuance of common stock, net of issuance costs	Proceeds from issuance of common stock, net of issuance costs	7,783		—		Proceeds from issuance of common stock, net of issuance costs	8,096		3,791
Proceeds from stock options exercised	Proceeds from stock options exercised	14		1,000		Proceeds from stock options exercised	—		2
Proceeds from warrants exercised		—		2,155
Issuance costs associated with shares issued for Support acquisition		—		(2,296)
Restricted stock unit awards settled in cash for taxes	Restricted stock unit awards settled in cash for taxes	(65)		—		Restricted stock unit awards settled in cash for taxes	—		(65)
Proceeds from debt, net of issuance costs	Proceeds from debt, net of issuance costs	107,105		25,112		Proceeds from debt, net of issuance costs	—		80,371
Principal payments on debt	Principal payments on debt	(35,258)		(4,440)		Principal payments on debt	(3,283)		(5,702)

Repayments of lease obligations	Repayments of lease obligations	(363)		(569)		Repayments of lease obligations	—		(234)
Net cash flow provided by financing activities		$	79,216	$	58,075
CHANGE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH		(44,086)		46,097
Net cash flow provided by financing activities from continuing operations						Net cash flow provided by financing activities from continuing operations	4,813		78,163
Discontinued Operations:						Discontinued Operations:
Net cash flow from operating activities of discontinued operations						Net cash flow from operating activities of discontinued operations	915		1,607
Net cash flow from investing activities of discontinued operations						Net cash flow from investing activities of discontinued operations	2,575		2
Net cash flow from financing activities of discontinued operations						Net cash flow from financing activities of discontinued operations	—		—
Increase (decrease) in cash and cash equivalents from discontinued operations						Increase (decrease) in cash and cash equivalents from discontinued operations	3,490		1,609
CHANGE IN CASH AND CASH EQUIVALENTS						CHANGE IN CASH AND CASH EQUIVALENTS	1,829		13,854
CASH AND CASH EQUIVALENTS - beginning of year	CASH AND CASH EQUIVALENTS - beginning of year	82,599		5,052		CASH AND CASH EQUIVALENTS - beginning of year	15,217		82,599
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH - end of period		$	38,513	$	51,149
CASH AND CASH EQUIVALENTS - end of period						CASH AND CASH EQUIVALENTS - end of period	$	17,046	$	96,453

See Note 13 for supplemental cash flow information

The accompanying notes are an integral part of these condensed consolidated financial statements.

1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Greenidge Generation Holdings Inc. ~~(“Greenidge”~~("Greenidge") and its subsidiaries (collectively, the ~~“Company”~~"Company") own and operate a vertically integrated cryptocurrency datacenter and power generation company. The Company owns and operates facilities at two locations: the Town of Torrey, New York (the "New York Facility") and Spartanburg, South ~~Carolina.~~Carolina (the "South Carolina Facility"). The ~~Company’s cryptocurrency datacenter operations generate~~Company generates revenue in U.S. dollars by providing hosting, power and technical support services to third-party owned bitcoin mining equipment and generates revenue in the form of bitcoin by earning bitcoin as rewards and transaction fees for supporting the global bitcoin network with application-specific integrated circuit computers ~~(“ASICs”~~("ASICs" or ~~“miners”~~"miners") owned by the ~~Company.~~Company, which may be operated at the Company's sites or at third-party hosting sites through short-term hosting agreements. The earned bitcoin isare then exchanged for U.S. dollars. The Company also owns and operates a 106 megawatt ("MW") power facility that is connected to the New York Independent System Operator ~~(“NYISO”~~("NYISO") power grid. ~~The~~In addition to the electricity used "behind the meter" by the New York datacenter, the Company sells electricity to the NYISO at all times when its power plant is running and increases or decreases the amount of electricity sold based on prevailing prices in the wholesale electricity market and demand for electricity.

~~Merger with Support.com, Inc.~~

On September 14, 2021, GGH Merger Sub, Inc. (“Merger Sub”), a wholly owned subsidiary of Greenidge, merged with and into Support.com, Inc. (“Support.com”), with Support.com continuing as the surviving corporation (the “Merger”) and a wholly owned subsidiary of Greenidge, pursuant to the Agreement and Plan of Merger, dated March 19, 2021 (the “Merger Agreement”), among Greenidge, Support.com and Merger Sub.

The Merger combined the respective businesses of Greenidge and Support.com through an all-stock transaction and has been accounted for using the acquisition method of accounting in accordance with the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification ("ASC") 805, ~~Business Combinations~~, with Greenidge being deemed the acquiring company for accounting purposes (see Note 3). Prior to the Merger, Greenidge's class A common stock ("class A common stock") was registered pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and, upon completion of the Merger on September 15, 2021, began trading on The Nasdaq Global Select Market ("Nasdaq") under the ticker symbol “GREE”. Concurrently, Support.com deregistered its shares pursuant to the Exchange Act.

Support.com provides solutions and technical programs to customers delivered by home-based employees. Support.com’s homesourcing model, which enables outsourced work to be delivered by people working from home, has been specifically designed for remote work, with attention to security, recruiting, training, delivery, and employee engagement. Since the consummation of the Merger, the Support.com business operates as a wholly-owned subsidiary and a segment of Greenidge.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Presentation of Condensed Consolidated Financial Statements

In the opinion of Greenidge management, the accompanying condensed consolidated financial statements include all adjustments necessary for a fair presentation of the results for the interim periods presented and such adjustments are of a normal recurring nature. The results for the unaudited interim condensed consolidated statements of operations ~~and comprehensive (loss) income~~ are not necessarily indicative of results to be expected for the year ending December 31, ~~2022~~2023 or for any future interim period. The unaudited interim condensed ~~interim~~ consolidated financial statements do not include all of the information and notes required by United States Generally Accepted Accounting Principles ~~("GAAP")~~ for complete financial statements.

The Company has reflected the operations of its Support.com business as discontinued operations for all periods presented. See Note 3, “Discontinued Operations” for further information. Unless otherwise noted, amounts and disclosures throughout these notes to the Company's condensed consolidated financial statements relate solely to continuing operations and exclude all discontinued operations.

The accompanying condensed consolidated financial statements should be read in conjunction with the notes to the consolidated financial statements of the Company in ~~Greenidge's 2021~~its 2022 Annual Report on Form 10-K. ~~There have been no material changes to the Company’s significant accounting policies during 2022.~~

Going Concern

In accordance with the ~~FASB~~Financial Accounting Standards Board (the "FASB") Accounting Standards Update ~~(“ASU”~~("ASU") 2014-15, Presentation of Financial Statements – Going Concern, the ~~Company’s~~Greenidge's management evaluated whether there are conditions or events that pose risk associated with the Company's ability to continue as a going concern within one year after the date these financial statements have been issued. The Company’s condensed consolidated financial statements have been prepared assuming that it will continue as a going concern.

~~During the second quarter of~~When comparing to December 31, 2021, during 2022 the bitcoin price ~~of bitcoin decreased~~declined as much as 66% and ended the year 64% lower. Natural gas prices were much higher during 2022 compared to 2021, peaking at approximately ~~57%~~160% higher than the December 31, 2021 price, and ending the ~~price of natural gas increased~~year approximately ~~53% and these economic conditions did not improve during~~47% higher than the ~~third quarter.~~December 31, 2021 price. The ~~Company’s profit and cash flows are impacted significantly by volatility in the prices of bitcoin and natural gas, and the~~ volatility in these commodity prices ~~significantly~~negatively impacted the Company's results in 2022. As a result, management took certain actions during ~~2022.~~the second half of 2022 and the first quarter of 2023 to improve the Company's liquidity that are described further below. At ~~September 30, 2022,~~March 31, 2023, the Company had ~~$38.5~~$17.0 million of cash and cash equivalents, ~~including restricted cash, and $0.6 million of bitcoin holdings at fair value,~~ while having ~~$24.9~~$15.6 million of accounts payable and accrued expenses, as well as ~~$88.6~~$16.7 million of principal and interest payments on debt due within the next 12 months.

The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. ~~Management has evaluated different options~~In an effort to improve liquidity, on January 30, 2023, the Company entered into debt restructuring agreements with NYDIG ABL LLC ("NYDIG") and B. Riley Commercial Capital, LLC ("B. Riley Commercial"). The

Company also raised equity through issuances of its stock under a common stock purchase agreement, as amended, dated as of April 13, 2022 (the “Equity Purchase Agreement”), by and between the Company and B. Riley Principal Capital, LLC (“B. Riley Principal”) and an at-the-market issuance sales agreement, as amended, dated as of September 19, 2022, by and among the Company, B. Riley Securities, Inc. (“B. Riley Securities”) and Northland Securities, Inc., relating to shares of Greenidge’s Class A common stock (the "ATM Agreement"). See Note 5, "Debt" for further details regarding the debt restructuring agreements, and see Note 9, "Stockholder's Equity" for further details regarding the equity purchase agreements and the ATM Agreement.

The restructuring of the NYDIG debt is expected to improve the Company's liquidity during 2023 as annual interest payments on the remaining $17.3 million principal balance are approximately $2.5 million. This reduced debt service is substantially lower than the $62.7 million of principal and interest payments which would have been required in 2023 pursuant to the 2021 and 2022 Master Equipment Finance Agreements, both of which were refinanced in January 2023.

In September 2022, Greenidge entered into the ATM Agreement, and since October 23, 2022 through May 12, 2023, have received net proceeds of $11.0 million from sales of Class A common stock under the ATM Agreement, of which $9.0 million of net proceeds was received since January 1, 2023. See Note 9, "Stockholder's Equity", for further details.

In conjunction with the restructuring of the debt with NYDIG, the Company also entered into hosting agreements with NYDIG on January 30, 2023 (the “NYDIG Hosting Agreements”), which is expected to improve its liquidity position, as it provided for cost reimbursements for key input costs, while allowing the Company to participate in the upside as bitcoin prices rise.

In addition, the Company sold equipment, coupons and certain environmental credits for total proceeds of $11.7 million from the second quarter of 2022 through the first quarter of 2023 to raise additional funds.

Since entering into the NYDIG Hosting Agreements, the Company has identified opportunities to deploy its company-owned miners. In March 2023, the Company entered into a hosting agreement with Conifex Timber Inc. ("Conifex"), whereby Conifex will provide hosting services to Greenidge utilizing renewable power (the “Conifex Hosting

Agreement”). In April 2023, the Company entered into a hosting agreement with Core Scientific, Inc. ("Core") in which Core will host and operate Greenidge-owned bitcoin miners at its facilities (the “Core Hosting Agreement”, and

together with the NYDIG Hosting Agreements and the Conifex Hosting Agreement, the “Hosting Agreements”). In addition, the Company installed approximately 1,500 additional company-owned miners at its existing facilities. The Company believes that the installation of these miners at Conifex and Core facilities along with those miners at its own facilities will improve the Company's profits and liquidity during the remainder of 2023 and beyond.

Despite these improvements to the Company's financial condition, Greenidge management expects that it will require additional capital in order to fund the Company’s expenses and to support the Company’s debt servicing requirements. ~~These~~Management continues to assess different options to improve its liquidity which include, but are not limited to:

•selling or monetizing certain assets, including but not limited to sales of additional miners, sales of surplus mining infrastructure equipment, or sales of unannounced and undeveloped locations the Company was evaluating for expansion;

•issuances of equity, including but not limited to issuances under the ~~2022~~Equity Purchase Agreement ~~(as defined in Note 9, Stockholders' Equity) and~~and/or the ATM ~~Agreement (as defined in Note 9, Stockholders' Equity);~~Agreement.

•~~migrating certain~~a sale of the Company's excess real estate at its ~~equipment to lower cost locations; and~~South Carolina facility that is not used in its datacenter operations.

•negotiating with lenders to modify the terms of certain of the Company’s existing financings, which could result in various modifications, including but not limited to, the modification of interest rates and/or debt amortization, assignment of collateral and changes to the Company's business model.

On March 18, 2022, Greenidge issued a secured promissory note, as borrower, in favor of B. Riley Commercial Capital, LLC, as noteholder (the "Noteholder"), evidencing a $26.5 million aggregate principal amount loan by the Noteholder to Greenidge (the "Secured Promissory Note"). In the Company's efforts to further improve liquidity, Greenidge and the Noteholder amended the Secured Promissory Note on August 10, 2022. The amendment extended the maturity to June 2023, reduced scheduled monthly amortization payments and reduced mandatory prepayments.

The Company has received proceeds of $59.8 million since October 2021 from sales of common stock under the 2021 Purchase Agreement (as defined in Note 9, Stockholders' Equity) and the 2022 Purchase Agreement (as defined in Note 9, Stockholders' Equity), of which $2.5 million of proceeds, net of discounts, was received during the three months ended September 30, 2022. In September 2022, Greenidge entered into an ATM Agreement (as defined in Note 9, Stockholders' Equity), and since September 30, 2022 through November 11, 2022, the Company received proceeds of $1.6 million from sales of common stock under the ATM Agreement.

The Company sold assets, including certain miners and other assets during the nine months ended September 30, 2022 for proceeds of $4.8 million; however, demand for miners has continued to decline during the third quarter of 2022.

~~The Company anticipates~~estimates that ~~existing~~its cash resources will ~~be depleted~~fall below $10 million by the end of the first quarter of ~~2023. Depending~~2024, which would be considered an Event of Default as defined under the Senior Secured Loan that would require the repayment of the loan balance if a waiver is not obtained from the lender. The Company's estimate of cash resources available to the Company through 2023 and through the first quarter of 2024 is dependent on completion of certain actions, including its ~~assumptions regarding the timing and~~ ability to ~~achieve more normalized~~sell excess real estate in South Carolina, as mentioned above, bitcoin prices and blockchain difficulty levels similar to those existing as of ~~operating revenue,~~ the ~~estimated amount~~filing of ~~required liquidity will vary significantly. Similarly,~~this Quarterly Report on Form 10-Q and energy prices similar to the those experienced in the first quarter of 2023. While bitcoin prices have begun to recover in the first quarter of 2023, management cannot predict when or if bitcoin prices will recover to prior levels, or ~~when~~volatility in energy ~~costs may decrease.~~costs. While the Company continues to work to implement ~~the~~ options to improve liquidity, there can be no assurance that these efforts will be ~~successful.~~

~~Management's ability to successfully implement these options~~successful and the Company's liquidity could be negatively impacted by items outside of its control, in particular, significant decreases in the price of bitcoin, regulatory changes concerning cryptocurrency, increases in energy costs or other macroeconomic conditions and other matters identified in Part I, Item 1A "Risk Factors" ~~of our~~in the Company's Annual Report on Form 10-K for the year ended December 31, ~~2021 and Part II, Item 1A "Risk Factors" of~~2022. Given this ~~Quarterly Report on Form 10-Q. Given the lack of improvement in the above mentioned factors in the third quarter of 2022, there is~~ uncertainty regarding the ~~Company’s~~Company's financial condition ~~and~~over the next 12 months, the Company has concluded that there is substantial doubt about its ability to continue as a going concern for a reasonable period of time.

~~Restricted Cash~~

~~The Company has agreed to certain restrictions on $10.5 million of cash received associated with certain financings made during the three months ended September 30, 2022~~. ~~The Company agreed to certain restrictions associated with this cash which is classified as restricted as of September 30, 2022.~~

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year’s presentation. At December 31, 2022, the Company reported its Support.com business as discontinued operations. As a result, assets and liabilities related to the Support.com have been classified as held for sale for all periods presented.

Revenue From Contracts With Customers - Hosting

On January 30, 2023, Greenidge entered into the NYDIG Hosting Agreements, with Greenidge operating miners owned by NYDIG affiliates. Under these agreements, the Company agreed to host, power and provide technical support services, and other related services, to NYDIG affiliates’ mining equipment at certain Greenidge facilities for a term of five years. The terms of such arrangements requires NYDIG affiliates to pay a reimbursement fee that covers the cost of power and direct costs associated with management of the mining facilities, a hosting fee as well as a gross profit-sharing arrangement. Under the NYDIG Hosting Agreements, NYDIG affiliates are required to provide Greenidge an upfront security deposit, pay a configuration fee for the setup of new or relocated miners, and pay for repairs and parts consumed in non-routine maintenance (i.e., units that are out of service for more than 12 hours).

Datacenter Hosting Revenue

The Company generates revenue from contacts with customers from providing hosting services to a single third-party customer. Hosting revenue is recognized as services are performed on a variable basis. The Company recognizes variable hosting revenue each month as the uncertainty related to the consideration is resolved, hosting services are provided to its customer, and its customer utilizes the hosting service (the customer simultaneously receives and consumes the benefits of the Company's performance). The Company's performance obligation related to these services is satisfied over time. The Company recognizes revenue for services that are performed on a consumption basis (the amount of electricity utilized by the customer) as well as through a fixed fee that is earned monthly and a profit sharing component based on the net proceeds earned by the customer in the month from bitcoin mining activities. The Company bills its customer at the beginning of each month based on the anticipated consumption under the contract. Invoices are collected in the month of invoicing under the terms of the contract. The Company recognizes revenue based on actual consumption in the period ~~presentation.~~and invoices adjustments in subsequent periods or retains credits toward future consumption.

Recent Accounting Pronouncements, Adopted

~~In December 2019, the FASB~~There were not any recently adopted or newly issued ~~ASU No. 2019-12,~~ ~~Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes~~ ~~(“ASU 2019-12”), which is intended~~accounting pronouncements, that have had, or are expected to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. As an emerging growth company, the Company has elected to adopt this pronouncement following the effective date for private companies beginning with periods beginning after December 15, 2021. The Company adopted this standardhave, a material impact on ~~January 1, 2022, and the adoption did not materially impact~~ the Company's condensed consolidated financial ~~statements.~~

~~3. MERGER WITH SUPPORT.COM~~statements and disclosures.

As described in Note 1, on September 14, 2021, Greenidge and Support.com combined their respective businesses through an all-stock merger transaction where Support.com became a wholly owned subsidiary of Greenidge. The Merger has been accounted for as a business combination using the acquisition method of accounting in accordance with the provisions of FASB ASC 805, ~~Business Combinations~~ ~~(“ASC 805”). Greenidge was determined to be the acquiring company for accounting purposes.~~

~~Results of Support.com Operations Since the Merger~~

For the three months ended September 30, 2022, the acquired Support.com business contributed $7.5 million in revenue and $1.0 million of operating income, which includes approximately $0.2 million of amortization expenses of acquired intangible assets. For the nine months ended September 30, 2022, the acquired Support.com business contributed $24.4 million in revenue and $4.3 million of operating income, which includes approximately $0.7 million of amortization expenses of acquired intangible assets.

~~Supplemental Pro Forma Financial Information~~

In accordance with ASC 805, the following supplemental unaudited pro forma information gives effect to the Merger as if it had occurred on January 1, 2021. The unaudited pro forma financial information reflects certain adjustments related to the acquisition, such as:

•~~Conforming the accounting policies of Support.com to those applied by Greenidge;~~

•
~~Recording certain incremental expenses resulting from purchase accounting adjustments, such as amortization expense in connection with fair value adjustments to intangible assets; and~~

•~~Recording the related tax effects of pro forma adjustments.~~

$ in thousands Three Months Ended
September 30, 2021 Nine Months Ended
September 30, 2021
Revenues $ 42,448 $ 87,830
Net loss $ (11,783) $ (12,602)

The pro forma results for three and nine months ended September 30, 2021 include $30.0 million and $32.4 million, respectively, of transaction costs for both Greenidge and Support.com $24.5 million and $26.9 million after tax, respectively), such as advisor fees, legal and accounting expenses. These costs will not affect the combined company’s statement of operations beyond 12 months after the closing date, September 14, 2021.

The unaudited pro forma financial information should not be relied upon as being indicative of the historical results that would have been obtained if the Merger had actually occurred on that date, nor the results of operations of the Company in the future.

109

~~4. SEGMENT INFORMATION~~3. DISCONTINUED OPERATIONS

~~Effective September 14, 2021, following~~

A business is classified as held for sale when management having the ~~completion~~authority to approve the action commits to a plan to sell or exit the business, the sale or exit is probable to occur during the next 12 months at a price or cost that is reasonable in relation to its current fair value and certain other criteria are met. A business classified as held for sale is recorded at the lower of its carrying amount or estimated fair value less cost to sell. When the carrying amount of the ~~Merger (see Notes 1~~business exceeds its estimated fair value less cost to sell, a loss is recognized and ~~3),~~updated each reporting period as appropriate.

The contract for Support.com's largest customer was not renewed upon expiration on December 31, 2022. As a result of this material change in the business, management and the board of directors made the determination to consider various alternatives for Support.com, ~~began operating within~~including the disposition of assets. At December 31, 2022, the Company classified the Support.com business as held for sale and discontinued operations in the condensed consolidated financial statements as a ~~separate operating and reporting segment; therefore, Greenidge has two operating and reporting segments since the Merger: (i) Cryptocurrency Datacenter and Power Generation and (ii) Support Services.~~

The Cryptocurrency Datacenter and Power Generation segment generates revenue primarily by earning bitcoin, with miners that are owned by the Company, as rewards and transaction fees for supporting the global bitcoin network. The Cryptocurrency Datacenter and Power Generation segment also sells surplus electricity generated byresult of its ~~power plant, and not consumed in~~strategic shift to strictly focus on its cryptocurrency datacenter ~~operations, to the NYISO~~and power ~~grid at prices set on a daily basis through the NYISO wholesale market.~~ generation operations.

In ~~addition, the Company receives revenues from~~January 2023, Greenidge completed the sale of ~~its capacity~~a portion of the assets of Support.com for net proceeds of approximately $2.6 million and ~~ancillary services in~~is continuing to evaluate alternatives for the ~~NYISO wholesale market. The Cryptocurrency Datacenter~~remainder of the Support.com segment assets.

Major classes of assets and ~~Power Generation segment operates in~~liabilities consist of the ~~United States.~~following:


$ in thousands	March 31, 2023		December 31, 2022
Assets:
Accounts receivable	$	1,526	$	3,996
Prepaid expenses and other current assets	1,028		1,253
Current assets held for sale	2,554		5,249

Property and equipment, net	533		743
Other assets	481		481
Long-term assets held for sale	1,014		1,224
Loss on classification to held for sale	(1,735)		—
Assets held for sale	1,833		6,473

Liabilities:
Accounts payable	130		191
Accrued expenses	1,482		3,351

Current liabilities held for sale	1,612		3,542

Other long-term liabilities	542		432
Long-term liabilities held for sale	542		432
Liabilities held for sale	$	2,154	$	3,974

The ~~Support Services segment provides solutions~~Company reasonably expects to close on the sale or exit of Support.com within one year; therefore, the assets and ~~technical programs to customers delivered by home-based employees. The Support Services segment provides customer service, sales support,~~liabilities of Support.com have been presented as current at March 31, 2023 and technical support primarily to large corporations, businesses and professional services organizations. The Support Services segment also earns revenues for end-user software products provided through direct customer downloads and sales via partners. The Support Services segment operates primarily in the United States, but also has employees located in Philippines, India, Mexico, Colombia and Canada, including those staff providing support services.December 31, 2022.

The Company’s measure of profit or loss for segment reporting is income (loss) before income taxes, interest and depreciation and amortization and adjusted for share based compensation and excluding items not indicative of ongoing business trends (referred to as “Segment Adjusted EBITDA”). This is the measure used by the Company's Chief Operating Decision Maker to assess performance and allocate resources.

~~The table below presents information about reportable segments for the three and nine months ended September 30, 2022 and 2021, respectively:~~

Three Months Ended September 30, Nine Months Ended September 30,
$ in thousands 2022 2021 2022 2021
Revenues:
Cryptocurrency Datacenter and Power Generation $ 21,885 $ 34,233 $ 73,966 $ 61,472
Support Services 7,474 1,521 24,387 1,521
Total Revenues $ 29,359 $ 35,754 $ 98,353 $ 62,993

Segment Adjusted EBITDA (loss)
Cryptocurrency Datacenter and Power Generation $ (3,669) $ 20,973 $ 3,886 $ 33,464
Support Services 1,381 204 5,282 204
Total Segments Adjusted EBITDA (loss) $ (2,288) $ 21,177 $ 9,168 $ 33,668

1110

~~In addition, the table below provides a reconciliation~~Financial results from discontinued operations consist of the ~~total of~~following:


	Three Months Ended March 31,
$ in thousands	2023		2022
Revenue	$	2,121	$	8,500
Cost of revenue - services and other (exclusive of depreciation and amortization)	(1,894)		(4,071)
Depreciation and amortization	—		(325)
Selling, general and administrative	(1,217)		(2,583)
Merger and other costs	—		(213)
Gain on asset disposal	3,399		—
Loss on assets classified as held for sale	(1,735)		—
Other income, net	(3)		23
Pretax income from discontinued operations	671		1,331
Provision for income taxes	—		13
Income from discontinued operations, net of tax	$	671	$	1,318

The Company’s effective income tax rate from discontinued operations for the ~~Segments Adjusted EBITDA~~three months ended March 31, 2023 and 2022 was 0% and 1.0%, respectively , primarily due to ~~the consolidated (loss) income before income taxes:~~

Three Months Ended September 30, Nine Months Ended September 30,
$ in thousands 2022 2021 2022 2021
Total Segments Adjusted EBITDA (loss) $ (2,288) $ 21,177 $ 9,168 $ 33,668
Depreciation and amortization (13,835) (2,667) (22,680) (5,531)
Stock-based compensation (361) (411) (1,029) (1,474)
Merger and other costs (242) (29,847) (940) (31,095)
Expansion costs (183) (128) (2,375) (128)
Interest expense, net (5,430) (1,009) (15,693) (1,399)
Loss on sale of assets (759) — (130) —
Long-lived asset impairment — — (71,500) —
Remeasurement of environmental liability — — (11,109) —
Consolidated loss before income taxes $ (23,098) $ (12,885) $ (116,288) $ (5,959)
foreign rate differences.

5.4. PROPERTY AND EQUIPMENT

Property and equipment, net consisted of the following at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021:~~2022:


$ in thousands	$ in thousands	Estimated Useful Lives	September 30, 2022		December 31, 2021		$ in thousands	Estimated Useful Lives	March 31, 2023		December 31, 2022
Plant infrastructure		10 years	$	10,226	$	34,725

Miners	Miners	3 years	176,309		48,121		Miners	3 years	$	30,072	$	81,979
Miner facility infrastructure	Miner facility infrastructure	10 years	32,368		15,143		Miner facility infrastructure	10 years	14,223		14,203
Land	Land	N/A	8,460		8,460		Land	N/A	8,460		8,460
Equipment	Equipment	5 years	1,012		1,660		Equipment	5 years	45		45
Software		3 years	636		636
Coal ash impoundment		4 years	—		2,410

Construction in process	Construction in process	N/A	26,076		25,856		Construction in process	N/A	18,818		18,349
Miner deposits	Miner deposits	N/A	27,281		98,110		Miner deposits	N/A	—		7,381
			282,368		235,121				71,618		130,417
Less: Accumulated depreciation	Less: Accumulated depreciation		(36,297)		(18,030)		Less: Accumulated depreciation		(1,818)		—
			$	246,071	$	217,091			$	69,800	$	130,417

The Company has reevaluated the useful lives of the assets and adjusted the lives of the miners from 5 years to 3 years and the lives of plant infrastructure from 15 - 39 years to 10 years effective July 1, 2022. Total depreciation expense was ~~$13.6~~$3.8 million and ~~$2.7~~$3.7 million for the three months ended ~~September~~March 31, 2023 and 2022, respectively.

On January 30, 2023, Greenidge entered into an agreement regarding its 2021 and 2022 ~~and 2021, respectively, and $22.0 million and $5.5 million for~~Master Equipment Finance Agreements with NYDIG. During the ~~nine~~three months ended ~~September 30, 2022 and 2021, respectively.~~

~~The~~March 31, 2023, the Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. To determine recoverability of a long-lived asset, management evaluates whether the estimated future undiscounted net cash flows, based on prevailing market conditions, from the asset are less than its carrying amount. If impairment is indicated, the long-lived asset is written down to fair value.

~~As a result of the significant reduction in the price~~transferred ownership of bitcoin ~~and increased energy prices during the nine months ended September 30, 2022, the Company recognized a noncash impairment charge of $71.5 million for the assets associated~~mining equipment with ~~the Cryptocurrency Datacenter and Power Generation segment to reduce the~~ net book value of $50.0 million and miner deposits of $7.4 million that remained accrued to Greenidge for previous purchases of mining equipment with a bitcoin miner manufacturer and the ~~long-lived~~related debt was canceled pursuant to a debt settlement agreement entered into with NYDIG. There was no gain or loss recognized on the sales as these assets. The Company recognized a gain on the sale of assets of $1.7 million, which primarily related to the sale of bitcoin miner manufacturer coupons, including $1.1 million that were transferred as part of the debt restructuring agreement with NYDIG.

to fair value. Fair value was determined utilizing the market approach. The excess of the book value over the estimated fair value was allocated to the long-lived assets of the Cryptocurrency and Power Generation segment.

~~6. INTANGIBLE ASSETS~~

As described in Notes 1 and 3, on September 14, 2021, Greenidge and Support.com combined their respective businesses through an all-stock merger transaction that was accounted for as a business combination in accordance with ASC 805. Prior to the Merger, Greenidge did not have any intangible assets.

~~The following is a summary of finite-lived intangible assets:~~

$ in thousands
As of September 30, 2022 Intangible Assets Accumulated Amortization Intangible Assets, Net
Customer relationships $ 3,320 $ (867) $ 2,453
Tradename 490 (102) 388
Total $ 3,810 $ (969) $ 2,841
As of December 31, 2021 Intangible Assets Accumulated Amortization Intangible Assets, Net
Customer relationships $ 3,320 $ (244) $ 3,076
Tradename 490 (29) 461
Total $ 3,810 $ (273) $ 3,537

Amortization expense was $0.2 million and $0.7 million for the three and nine months ended September 30, 2022, respectively. There was less than $0.1 million of amortization expense for both the three and nine months ended September 30, 2021.

~~Future amortization expense is as follows:~~

$ in thousands Amortization
2022 (for the remainder of) $ 232
2023 928
2024 928
2025 684
Thereafter 69
Total $ 2,841

1311

7.5. DEBT

The Company has entered into equipment finance agreements that are secured by the purchased miner equipment. These agreements generally require monthly payments of principal, interest and a risk premium fee. The following table provides information on the ~~equipment financing~~Company's debt agreements:

$ in thousands Balance as of:
Note Loan Date Maturity Date Interest
Rate Amount Financed September 30, 2022 December 31, 2021
Equipment Financings:
A December 2020 June 2022 17.0 % $ 4,482 $ — $ 1,245
B December 2020 June 2022 17.0 % 428 — 95
C March 2021 November 2022 17.0 % 2,229 248 1,362
D April 2021 December 2022 17.0 % 4,012 669 2,674
E - H May 2021 October 2023 15.0 % 15,724 12,235 15,513
I July 2021 January 2023 17.0 % 4,457 1,238 3,468
J July 2021 March 2023 17.0 % 2,717 604 1,962
K October 2021 June 2023 17.0 % 2,223 864 1,976
L March 2022 April 2024 13.0 % 81,375 74,690 —
Bonds Payable October 2021/December 2021 October 2026 8.5 % 72,200 72,200 72,200
Secured Promissory Note March 2022 June 2023 7.5 % 26,500 13,410 —
Total debt 176,158 100,495
Less: Debt discount and issuance costs (6,425) (5,667)
Total debt at book value 169,733 94,828
Less: Current portion (73,218) (19,577)
Long-term debt, net of current portion and deferred financing fees $ 96,515 $ 75,251


$ in thousands							Balance as of:
Note	Loan Date	Maturity Date	Interest Rate		Amount Financed		March 31, 2023		December 31, 2022
Equipment Financings:
A-D	May 2021	October 2023	15.0	%	$	15,724	$	—	$	10,478
E	July 2021	January 2023	17.0	%	$	4,457	—		495
F	March 2022	April 2024	13.0	%	$	81,375	—		63,890
Senior Unsecured Notes	October 2021/December 2021	October 2026	8.5	%	$	72,200	72,200		72,200
Secured Promissory Note	March 2022	November 2023	7.5	%	$	26,500	7,797		10,430
Senior Secured Loan	January 2023	January 2025	15.0	%	$	17,322	17,322		—
Total Debt							97,319		157,493
Less: Debt discount and issue costs							(6,012)		(5,747)
Total debt at book value							91,307		151,746
Less: Current portion							(5,358)		(67,161)
Long-term debt, net of current portion and deferred financing fees							$	85,949	$	84,585

The Company incurred interest expense of ~~$5.4~~$3.6 million and ~~$1.0~~$3.4 million during the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $15.7 million and $1.4 million during the nine months ended September 30, 2022 and 2021,~~ respectively, under the terms of these financings.

~~Minimum future principal payments on debt as of September 30, 2022 were as follows:~~

$ in thousands
Remainder of 2022 $ 20,404
2023 66,479
2024 17,075
2025 —
2026 72,200
Total $ 176,158

~~Master Equipment Financing Agreement~~Senior Secured Loan

On March 21, 2022, Greenidge, as guarantor, together with its wholly-owned subsidiaries GTX Gen 1 Collateral LLC, GNY Collateral LLC and GSC Collateral LLC (collectively, the ~~“Borrowers”~~"Borrowers"), entered into a Master Equipment Finance Agreement (the ~~“NYDIG~~"NYDIG Financing ~~Agreement”~~Agreement") with NYDIG, ~~ABL LLC ("NYDIG"),~~ as lender, whereby NYDIG agreed to lend to the Borrowers approximately $81 million under loan schedules that were partially funded for approximately $54 million in March 2022, with additional funding of $17 million through ~~September 30,~~December 31, 2022, to finance the acquisition of certain miners and related equipment (the ~~“Financed Equipment”~~"Financed Equipment"). The Borrowers' obligations under the NYDIG Financing

Agreement ~~are~~were fully and unconditionally guaranteed by Greenidge. Outstanding borrowings under the NYDIG Financing Agreement ~~are~~were secured by all assets of the Borrowers, including without limitation, the Financed Equipment and proceeds thereof (including bitcoin). The ~~partially funded~~ loan schedules ~~bear~~bore interest at a rate of 13% per annum and ~~have~~had terms of ~~twenty-five~~25 months. Certain loan schedules ~~are~~were interest-only for a specified period and otherwise payments on loan schedules ~~include~~included both an interest and principal payment. Pursuant to the terms of the NYDIG Financing Agreement, the Borrowers and with certain exceptions, the Company, ~~will be~~were subject to certain covenants and restrictive provisions which, ~~will,~~ among other ~~things: limit~~things limited: the Borrowers’ ability to incur additional indebtedness for borrowed money; ~~limit~~ additional liens on the collateral or the equity interests of any of the Borrowers; ~~limit~~ consolidations or mergers including the Borrowers or the Company unless such would not constitute a Change in Control (as defined therein); ~~limit~~ disposing of the collateral or any portion of the collateral with certain exceptions; ~~limit~~ the Borrowers’ ability to make certain restricted payments and investments; and ~~limit~~ the ability to create certain direct obligations of the Borrowers or the Company unless the NYDIG Financing Agreement is at least pari passu in right of payment; each of which ~~are~~were subject to customary and usual exceptions and baskets. The loans under the NYDIG Financing Agreement ~~cannot~~could not be voluntarily partially prepaid, but ~~may~~could be prepaid in whole subject to a make-whole calculation. The NYDIG Financing Agreement is denoted in the table above as "Equipment Financings: L.A - D and F."

At December 31, 2022, Greenidge owed a payment of principal and interest in the amount of approximately $1.0 million due on December 25, 2022. Prior to defaulting on any payments, the Company and NYDIG entered into a waiver that stated both parties agreed that failure to pay the December 25, 2022 and the January 10, 2023 payments when due would not be an event of default if payment was made in full by January 27, 2023.

On January 30, 2023, the Company concurrently entered into a debt settlement agreement (the "Debt Settlement Agreement"), the Asset Purchase Agreement (the "NYDIG Purchase Agreement"), and a Senior Secured Loan Agreement

(the "Senior Secured Loan") with NYDIG in order to refinance and replace certain outstanding indebtedness under certain Master Equipment Financing Agreements and related loan documentation (the "MEFAs"). The $75.8 million in debt previously outstanding under the MEFAs was reduced by $58.5 million pursuant to the Debt Settlement Agreement and the remaining $17.3 million outstanding under the MEFAs was refinanced. In exchange for this reduction in debt, the Company transferred under the NYDIG Purchase Agreement $50.0 million of bitcoin miners to NYDIG and $8.5 million of miner deposits and coupons that remained accrued to Greenidge for previous purchases of mining equipment with a bitcoin miner manufacturer. As part of the Debt Settlement Agreement, the Company entered into the Senior Secured Loan Agreement, as borrower, with NYDIG, as administrative agent and as collateral agent and is denoted in the table above as "Senior Secured Loan".

The Company evaluated the amendment under ASC 470-50, "Debt Modification and Extinguishment", and concluded that the updated terms qualified as a debt modification, therefore, no gain or loss was recorded.

The initial principal balance under the Secured Loan (the "Refinanced Amount") is approximately $17.3 million. Interest is payable monthly at an interest rate of 15% per annum, computed on the basis of a 360 day year of twelve 30-day months through January 30, 2025. The Secured Loan includes clauses requiring the Company to maintain cash balances in excess of $10 million, and failure to maintain this balance may be considered an event of default by the lender. The Secured Loan contains customary representations, warranties and covenants including restrictions on indebtedness, liens, restricted payments and dividend, investments, asset sales and similar covenants and contains customary events of default. In addition, the Secured Loan allowed for a voluntary prepayment of the loan in kind of approximately $10.2 million by transferring ownership of certain mining infrastructure assets to NYDIG if NYDIG entered into a binding agreement by April 30, 2023, facilitated by Greenidge, securing rights to a site for a future mining facility. The Company was informed on April 30, 2023 that NYDIG would not be entering into the binding agreement for the future mining facility and that portion of the debt remains outstanding.

Secured Promissory Note

~~As disclosed in Note 2, on~~On March 18, 2022, Greenidge issued ~~the Secured Promissory Note~~a secured promissory note, as borrower, in favor of ~~the Noteholder.~~B. Riley Commercial as noteholder (the "Noteholder"), evidencing a $26.5 million aggregate principal amount loan by B. Riley Commercial to Greenidge (the "Secured Promissory Note"). The Secured Promissory Note is guaranteed by certain of Greenidge’s wholly-owned subsidiaries: Greenidge South Carolina LLC, GSC RE LLC and 300 Jones Road LLC. The loan outstanding under the Secured Promissory Note originally bore interest at a rate of 6% per annum and originally matured on July 20, 2022, subject to up to five 30-day extensions, through December 2022, that may be elected by Greenidge provided no Event of Default (as defined therein) ~~has~~ occurred and is continuing and Greenidge pays an Exit Fee (as defined therein) to the ~~Noteholder.~~B. Riley Commercial. Pursuant to the terms of the Secured Promissory Note, Greenidge and its subsidiaries ~~will be~~were subject to certain covenants and restrictive provisions which will, among other things, limit their ability to incur additional indebtedness for borrowed money or additional liens other than debt and liens permitted pursuant to the Secured Promissory Note; consolidate or merge unless Greenidge survives; or transfer all or substantially all of their assets; make certain restricted payments or investments; have a Change of Control (as defined therein); modify certain material agreements; and engage in certain types of transactions with affiliates; each of which are subject to customary and usual exceptions and baskets. The Secured Promissory Note is secured by a first priority mortgage lien on certain real property together with related improvements, fixtures and personal property located at Greenidge's South Carolina Facility. Greenidge’s obligations under the Secured Promissory Note may be prepaid in whole or in part without penalties or fees.

On August 10, 2022, Greenidge and ~~the Noteholder~~B. Riley Commercial agreed to amend the terms of the Secured Promissory Note, by extending the maturity to June 2023, reducing scheduled monthly amortization payments and revising the interest rate to 7.5%. The Exit Fees (as defined therein) associated with the four 30-day extensions subsequent to August 10, 2022, were accelerated and added to the principal balance as of that date. The principal balance following the amendment was $16.4 million as of August 10, 2022. Additionally mandatory repayments of the Secured Promissory Note were revised, such that 65% of the net cash proceeds received from sales of stock under the ~~2022~~Equity Purchase Agreement ~~shall~~would be paid to ~~Noteholder~~B. Riley Commercial to repay the Secured Promissory Note. The Company evaluated the amendment under ASC 470-50, "Debt Modification and Extinguishment", and concluded that the updated terms qualified as a debt modification, and therefore, no gain or loss was recorded.

On January 13, 2023, Greenidge and B. Riley Commercial entered into a Waiver and Acknowledgement Letter (the "B Riley Waiver") regarding the terms of the Amended and Restated Bridge Promissory Note dated August 10, 2022 executed by Greenidge in favor of B. Riley Commercial. Under the B Riley Waiver, B. Riley Commercial agreed that Greenidge’s failure to pay the approximately $1.5 million payment of principal and interest due under the BRCC Note on December 20, 2022 would not be an event of default if that payment were made in full by the earlier of January 20, 2023 or the date that Greenidge and B. Riley Commercial enter into a mutually satisfactory amendment to the BRCC Note

addressing, among other things, future amortization requirements under the Secured Promissory Note. The waiver left the due dates for other scheduled payments under the BRCC Note unaffected.

On January 30, 2023, Greenidge entered into the Consent and Amendment No. 1 to the Promissory Note (the "B. Riley Amendment") with B. Riley Commercial. The B. Riley Amendment modified the payment dates and principal and interest payment amounts under the Promissory Note, requiring no principal and interest payments until June 2023 and monthly payments thereafter through November 2023. Under the terms of the B. Riley Amendment, each of B. Riley Commercial and Atlas Holdings LLC ("Atlas"), or an affiliate thereof, purchased $1 million of Greenidge’s Class A common stock under the ATM Agreement. B. Riley Commercial purchased common stock on a principal basis at $0.75 per share and Atlas or its affiliate purchased common stock at market prices through B. Riley acting as sales agent. Greenidge also paid a $1 million dollar amendment fee to B. Riley Commercial, payable by the delivery of Greenidge Class A common stock to B. Riley Commercial, as principal under the ATM Agreement, at a price of $0.75 per share. Under the B. Riley Amendment, Greenidge is required to make mandatory monthly debt repayments under the Promissory Note of 15% of the net proceeds of sales of equity, including sales under the ATM Agreement and the equity purchase agreement. In addition, Greenidge may potentially reduce its monthly principal amortization payments from approximately $1.5 million to $400 thousand per month, if it were to pay at least $6 million of principal debt prior to June 20, 2023. Through May 12, 2023, Greenidge has used $2.9 million of net proceeds from sales under the ATM Agreement to repay a portion of the Promissory Note, reducing the principal balance.

Senior Unsecured Notes

During the fourth quarter of 2021, the Company sold $72.2 million of 8.50% Senior Notes due October 2026 (the "Notes") pursuant to the Company's registration statement on Form S-1. Interest on the Notes is payable quarterly in arrears on January 31, April 30, July 31 and October 31 of each year to the holders of record at the close of business on the immediately preceding January 15, April 15, July 15 and October 15, respectively. The Notes are senior unsecured obligations of the Company and rank equal in right of payment with the Company's existing and future senior unsecured indebtedness. The Notes trade on the Nasdaq Global Select Market under the symbol "GREEL."

The Company may redeem the Notes for cash in whole or in part at any time (i) on or after October 31, 2023 and prior to October 31, 2024, at a price equal to 102% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, (ii) on or after October 31, 2024 and prior to October 31, 2025, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, and (iii) on or after October 31, 2025 and prior to maturity, at a price equal to 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption. In addition, the Company may redeem the Notes, in whole, but not in part, at any time at its option, at a redemption price equal to 100.5% of the principal amount plus accrued and unpaid interest to, but not including, the date of redemption, upon the occurrence of certain change of control events.

Minimum Future Principal Payments

Minimum future principal payments on debt at March 31, 2023 were as follows:


$ in thousands
Remainder of 2023	$	7,797
2024	—
2025	17,322
2026	72,200
2027	—
Total	$	97,319

Fair Value Disclosure

The notional value and estimated fair value of the Company's debt totaled ~~$176.2~~$97.3 million and ~~$139.2~~$38.1 million, respectively at ~~September 30,~~March 31, 2023 and $157.5 million and $88.5 million, respectively at December 31, 2022. The notional value does not include unamortized discounts and debt issuance costs of ~~$6.4~~$6.0 million and $5.7 million at ~~September 30, 2022.~~March 31, 2023 and December

31, 2022, respectively. The estimated fair value of the ~~Bonds Payable,~~senior unsecured notes, representing the fair value of ~~our~~the Company's 8.50% senior secured notes due October 2026, was measured using quoted market prices at the reporting date. Such instruments were valued using Level 1 inputs. For the ~~Equipment Financings~~equipment financings, senior secured note and Secured Promissory Note, the Company believes the notional values approximate their fair values.

~~8. RELATED PARTY TRANSACTIONS~~

~~Letters of Credit~~6. EARNINGS PER SHARE

The Company calculates basic earnings per share by dividing the net income (loss) by the weighted average number of shares of common stock outstanding for the period. The diluted earnings per share is computed by assuming the exercise, settlement, and vesting of all potential dilutive common stock equivalents outstanding for the period using the treasury stock method.

The following table sets forth a reconciliation of the numerator and denominator used to compute basic earnings and diluted per share of common stock.


	Three Months Ended March 31,
$ in thousands, except per share amounts	2023		2022
Numerator
Net loss from continuing operations	$	(8,842)	$	(1,747)
Income from discontinued operations, net of tax	671		1,318
Net loss	$	(8,171)	$	(429)
Denominator
Basic weighted average shares outstanding	53,427		41,058


Diluted weighted average shares outstanding (a)	53,427		41,058

(Loss) income per basic share:
Loss per basic share from continuing operations	$	(0.16)	$	(0.04)
Income per basic share from discontinued operations	0.01		0.03
Loss per basic share	$	(0.15)	$	(0.01)

(Loss) income per diluted share:
Loss per diluted share from continuing operations	$	(0.16)	$	(0.04)
Income per diluted share from discontinued operations	0.01		0.03
Loss per diluted share	$	(0.15)	$	(0.01)

(a) For the three months ended March 31, 2023, there was no impact of dilution from any of the outstanding 154,535 RSUs or 3,639,184 common stock options due to the net loss, since inclusion of any impact from these awards would be anti-dilutive. For the three months ended March 31, 2022, there was no impact of dilution from any of the outstanding 431,618 RSUs or 579,858 common stock options due to the net loss, since inclusion of any impact from these awards would be antidilutive.

Reverse Stock Split

On April 11, 2023, the stockholders approved a reverse stock split of the Company's ~~controlling stockholder, Atlas Holdings LLC ("Atlas"), obtained~~issued and outstanding Class A common stock, par value $0.0001 per share and Class B common stock, par value $0.0001 per share, such that all outstanding shares of common stock shall be reclassified into a ~~letter~~smaller number of ~~credit from a financial institution~~shares such that every ten (10) shares of Class A common stock are combined and reclassified into one (1) share of Class A common stock and every ten (10) shares of Class B common stock are combined and reclassified into one (1) share of Class B common stock such that every holder of outstanding shares of common stock on the effective date specified in the ~~amount~~Certificate of ~~$5.0 million at September 30, 2022, payable~~Amendment shall receive, subject to the ~~New York State Department~~treatment of ~~Environmental~~fractional shares described in the Certificate of Amendment, one share of Class A common stock or Class B common stock, as applicable, in exchange for ten shares of Class A common stock or Class B common stock, as applicable, held by such holder (the “Reverse Stock Split,”).

~~Conservation ("NYSDEC"). This letter~~Since the Reverse Stock Split has not yet been consummated, the financial statements and footnotes presented have not yet been retroactively adjusted. The following unaudited proforma financial information presents the consolidated results of ~~credit guarantees the current value of the Company’s landfill environmental liability (see Note 13).~~

Atlas also obtained a letter of credit from a financial institution in the amount of $3.6 million at September 30, 2022, payable to Empire Pipeline Incorporated (“Empire”) in the event the Company should not make contracted payments for costs related to a pipeline interconnection project the Company has entered into with Empire (see Note 13).

~~Guarantee~~

An affiliate of Atlas has guaranteed the payment obligation of Greenidge in favor of Emera Energy Services, Inc. ("Emera") under an Energy Management Agreement and an ISDA Master Agreement under which Greenidge may enter into various transactions involving the purchase and sale of natural gas, electricity and other commodities with Emera. This guaranty is limited to $1.0 million.

~~Other~~

Affiliates of Atlas from time to time incur certain expansion costs for the benefit of Greenidge, which are fully reimbursed by Greenidge. The amount of costs reimbursed by Greenidge during the nine months ended September 30, 2022 was less than $0.1 million.

~~9. STOCKHOLDERS' EQUITY~~

~~Equity Purchase Agreement with B. Riley Principal Capital, LLC~~

On September 15, 2021, Greenidge entered into a common stock purchase agreement (the “2021 Purchase Agreement”) with B. Riley Principal Capital, LLC (the “Investor”) pursuant to which Greenidge has the right to “put” or sell to the Investor up to $500 million of shares of class A common stock, subject to certain limitations and conditions set forth in the 2021 Purchase Agreement, from time to time during the term of the 2021 Purchase Agreement. The per share purchase price for the shares of class A common stock that Greenidge elected to sell to the Investor pursuant to the 2021 Purchase Agreement were determined by reference to the volume weighted average price of class A common stock during the applicable purchase date on which Greenidge had timely delivered written notice to the Investor directing it to purchase shares under the 2021 Purchase Agreement, less a fixed 5% discount, which was to be increased to a fixed 6% discount at such time that the Company received aggregate cash proceeds of $200 million as payment for all shares of class A common stock purchased by the Investor in all prior sales of class A common stock made under the 2021 Purchase Agreement. The Investor had no obligation to purchase shares pursuant to the 2021 Purchase Agreement to the extent that such purchase would have caused the Investor to own more than 4.99% of the Company’s issued and outstanding shares of class A common stock.

Greenidge and the Investor entered into a mutual termination agreement on April 6, 2022 (the "Mutual Termination"), which became effective immediately upon signing. Prior to the termination, the Company had sold an aggregate of 2,547,500 shares of class A common stock pursuant to the 2021 Purchase Agreement representing proceeds of $54.9 million, net of discounts, under the 2021 Purchase Agreement. The Company did not incur any early termination penalties as a result of the Mutual Termination.

On April 7, 2022, Greenidge entered into a new common stock purchase agreement, as amended by Amendment No. 1 to Common Stock Purchase Agreement, dated as of April 13, 2022 (as amended, the “2022 Purchase Agreement”) with the Investor. Pursuant to the 2022 Purchase Agreement, Greenidge has the right to sell to the Investor up to $500 million in shares of its class A common stock, subject to certain limitations and the satisfaction of specified conditions in the 2022 Purchase Agreement, from time to time over the 24-month period commencing on April 28, 2022.

The per share purchase price for the shares of class A common stock that Greenidge elects to sell to the Investor pursuant to the 2022 Purchase Agreement will be determined by reference to the volume weighted average price of the class A common stock (“VWAP”) during the full primary (or “regular”) trading session on Nasdaq on the applicable purchase date, calculated in accordance with the 2022 Purchase Agreement, or, if the total aggregate number (or “volume”) of class A common stock traded on Nasdaq reaches a certain threshold amount (calculated in accordance with the 2022 Purchase Agreement) prior to the official close of the regular trading session on Nasdaq on such purchase date, then the VWAP will be calculated only for the period beginning at the official open (or “commencement”) of the regular trading session and ending at the time the volume of class A common stock traded on Nasdaq reaches such threshold amount

(such period for each purchase, the “Purchase Valuation Period”), less a fixed 5% discount to the VWAP for the Purchase Valuation Period, which shall be increased to 6% at such time that Greenidge has received aggregate cash proceeds of $200 million from all prior sales of class A common stock to the Investor under the 2021 Purchase Agreement and the 2022 Purchase Agreement.

The per share purchase price for the shares of class A common stock that Greenidge elects to sell to the Investor in an intraday purchase pursuant to the 2022 Purchase Agreement will be calculated in the same manner as in the case of a regular purchase, provided that the VWAP for such intraday purchase will be measured during the portion of the normal trading hours on Nasdaq on the applicable purchase date that will begin 30 minutes after the latest of (i) the time that the applicable intraday purchase notice is timely received by the Investor, (ii) the time that the Purchase Valuation Period for any prior regular purchase effected on the same purchase date (if any) has ended and (iii) the time that the Intraday Purchase Valuation Period (defined below) for the most recent prior intraday purchase effected on the same purchase date (if any) has ended, and ending at the earlier of (x) the official close of the regular trading session on Nasdaq on such purchase date and (y) the time the volume of shares of class A common stock traded on Nasdaq reaches a certain threshold amount calculated in accordance with the 2022 Purchase Agreement (such period for each intraday purchase, the “Intraday Purchase Valuation Period”), less a fixed 5% discount to the VWAP for the Intraday Purchase Valuation Period, which shall be increased to 6% at such time that Greenidge has received aggregate cash proceeds of $200 million from all prior sales of class A common stock to the Investor under the 2021 Purchase Agreement and the 2022 Purchase Agreement.

In addition, on April 13, 2022, Greenidge entered into Amendment No. 1 to the 2022 Purchase Agreement (the “Amendment”) with the Investor. The Amendment provides for an additional feature that would cause the period used to determine the applicable purchase price to be paid by the Investor for shares elected to be sold by Greenidge to terminate on the applicable purchase date if the trading price of the class A common stock falls below a minimum price threshold. The Amendment also modifies the maximum amount of shares of Greenidge’s class A common stock that Greenidge can elect to sell to the Investor in any single purchase effected by Greenidge.

Under the applicable Nasdaq rules, unless stockholder approval is obtained, Greenidge may not sell more than 19.99% of the total number of shares of its class A common stock and class B common stock issued and outstanding immediately prior to the execution of the 2022 Purchase Agreement, which number of shares shall be reduced on a share-for-share basis by the number of shares of class A common stock that may be aggregated with the transactions contemplated by the 2022 Purchase Agreement under the applicable Nasdaq rules. Sales of common stock pursuant to the 2022 Purchase Agreement, and the timing of any sales, are solely at the optionoperations of the Company ~~and~~for the ~~Company is under no obligation to sell any securities to the Investor under the 2022 Purchase Agreement.~~

~~In connection with the 2022 Purchase Agreement, Greenidge entered into a registration rights agreement with the Investor, pursuant to which Greenidge agreed to prepare~~three months ended March 31, 2023 and file a registration statement registering the resale by the Investor of those shares of Greenidge’s class A common stock to be issued under the 2022 Purchase Agreement. The registration statement became effective on April 28, 2022 (the "Effective Date"), relating to the resale of 5,720,951 shares of Greenidge’s class A common stock in connection with the 2022 Purchase Agreement.

From the Effective Date to September 30, 2022, Greenidge issued 1,599,229 shares of class A common stock to the Investor pursuant to the 2022 Purchase Agreement for aggregate proceeds of $5.0 million, net of discounts.

~~At The Market Issuance Sales Agreement with B. Riley Securities~~

~~On September 19,~~ 2022, as amended on October 3, 2022, Greenidge entered into an at market issuance sales agreement (the "ATM Agreement") with B. Riley Securities, Inc. ("B. Riley") and Northland Securities, Inc. ("Northland"), relating to shares of Greenidge’s class A common stock. Underif the ATM Agreement, B. Riley will use its commercially reasonable efforts to sell on Greenidge’s behalf the shares of Greenidge’s class A common stock requested to be sold by Greenidge, consistent with B. Riley’s normal trading and sales practices, under the terms and subject to the conditions set forth in the ATM Agreement. Greenidge has the discretion, subject to market demand, to vary the timing, prices and number of shares sold in accordance with the ATM Agreement. B. Riley may sell the Company’s class A common stock by any method permitted by law deemed to be an “at the market offering”Reverse Stock Split had occurred as ~~defined in Rule 415(a)(4) promulgated under the Securities Act. Greenidge will pay B. Riley commissions for its services in acting as sales agent, in an amount equal to up to 5.0%~~ of the gross proceeds of all class A common stock sold through it as sales agent under the ATM Agreement. Pursuant to the registration statement filed registering shares to be sold in accordance with the termsbeginning of the ~~ATM Agreement, Greenidge may offer and sell shares~~first period presented instead of ~~its class A common stock up to a maximum aggregate offering price~~on the expected effective date of ~~$22,800,000.~~May 16, 2023.

~~From October 1, 2022 through November 11, 2022, Greenidge issued 1,634,964 shares, which B. Riley sold for $1.6 million of net proceeds to Greenidge.~~


	(Unaudited)
	Three Months Ended March 31,
$ in thousands, except per share amounts	2023		2022
Numerator
Net loss from continuing operations	$	(8,842)	$	(1,747)
Income from discontinued operations, net of tax	671		1,318
Net loss	$	(8,171)	$	(429)

Denominator
Basic weighted average shares outstanding	5,343		4,106


Diluted weighted average shares outstanding	5,343		4,106

(Loss) income per basic share:
Loss per basic share from continuing operations	$	(1.66)	$	(0.42)
Income per basic share from discontinued operations	0.13		0.32
Loss per basic share	$	(1.53)	$	(0.10)

(Loss) income per diluted share:
Loss per diluted share from continuing operations	$	(1.66)	$	(0.42)
Income per diluted share from discontinued operations	0.13		0.32
Loss per diluted share	$	(1.53)	$	(0.10)

~~10.~~7. EQUITY BASED COMPENSATION

In February 2021, Greenidge adopted an equity incentive plan and reserved 3,831,112 shares of ~~class~~Class A common stock for issuance under the plan (the “2021 Equity Plan”), applicable to employees and non-employee directors. In April 2023, the stockholders approved an amendment and restatement of the Company's 2021 Equity Plan to increase the maximum aggregate number of shares of Class A common stock that may be issued for all purposes under the Plan by 5,000,000 shares of Class A common stock from 3,831,112 to 8,831,112 shares of Class A common stock and to remove the counting of shares of Class A common stock granted in connection with awards other than stock options and stock appreciation rights against the total number of shares available under the Plan as two shares of Class A common stock for every one share of Class A common stock granted in connection with such award. For the three months ended March 31, 2023, no additional shares had been granted under the 2021 Equity Plan. In October 2022, the Company registered 3,076,842 shares of Class A common stock, outside the 2021 Equity Plan, that were reserved for issuance upon the vesting and exercise of non-qualified stock options inducement grants.

Restricted Common Stock Unit Awards

~~During the nine months ended September 30, 2022, the Company awarded 55,870 restricted common~~Restricted stock ~~units (“RSUs”~~unit ("RSU") ~~under the 2021 Equity Plan to employees, which~~awards are generally eligible to vest over a three-year period.

The Company’s unvested RSU awards activity for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 is summarized below:

RSUs Weighted Average
Grant Date
Fair Value
Unvested at December 31, 2021 516,987 $ 6.80
Granted 55,870 $ 5.70
Vested (90,704) $ 6.25
Unvested at September 30, 2022 482,153 $ 6.77


	RSUs	Weighted Average Grant Date Fair Value
Unvested at December 31, 2022	247,286	$	6.89

Vested	(92,751)	$	6.49
Unvested at March 31, 2023	154,535	$	7.12

The value of RSU grants is measured based on their fair market value on the date of grant and amortized over their requisite service periods. ~~During~~There were no grants awarded during the ~~nine~~three months ended ~~September 30, 2022, the fair market value of the awards granted totaled $0.3 million, and as of September 30, 2022,~~March 31, 2023. At March 31, 2023, there was approximately ~~$2.0~~$0.9 million of total unrecognized compensation cost related to unvested restricted stock rights, which is expected to be recognized over a remaining weighted-average vesting period of approximately ~~1.02~~1.4 years.

Common Stock Options

The Company’s common stock options activity for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 is summarized below:

Options Weighted Average
Exercise Price
Per Share Weighted Average
Remaining
Contractual Life
(in years) Aggregate
Intrinsic
Value
Outstanding at December 31, 2021 583,080 $ 6.01 9.2 $ 5,854
Exercised (2,296) $ 6.25
Forfeited (9,554) $ 6.77
Expired (667) $ 6.25
Outstanding at September 30, 2022 570,563 $ 6.00 8.38 $ -
Exercisable as of September 30, 2022 447,930 $ 5.89 8.35 $ 8,386


	Options	Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value
Outstanding at December 31, 2022	3,641,850	$	2.05


Forfeited	(2,666)	$	6.25

Outstanding at March 31, 2023	3,639,184	$	2.04	9.3	$	1,638
Exercisable as of March 31, 2023	494,660	$	5.92	7.9	$	223

The value of common stock option grants is measured based on their fair market value on the date of grant and amortized over their requisite service periods. ~~As of September 30, 2022,~~At March 31, 2023, there was approximately ~~$0.2~~$2.7 million of total unrecognized compensation cost related to unvested common stock options, which is expected to be recognized over a remaining weighted-average vesting period of approximately ~~1.49~~2.5 years.

~~Stock-based~~Stock-Based Compensation

The Company recognized stock-based compensation expense of ~~$0.4~~$0.5 million and $0.4 million during the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $1.0 million and $1.5 million during the nine months ended September 30, 2022 and 2021,~~ respectively. Stock-based compensation expense is included in selling, general and

administrative expenses in the accompanying unaudited condensed consolidated statements of ~~operations and comprehensive (loss) income.~~operations.

~~11.~~8. INCOME TAXES

The income tax provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter, the estimate of the annual effective tax rate is updated, and if the estimated effective tax rate changes, a cumulative adjustment is made. In addition, the effect of changes in enacted tax laws or rates or tax status is recognized in the interim period in which the change occurs.

The ~~Company's~~ effective tax rate ~~was (0.3)% and (13.1)%~~ for the three ~~and nine~~ months ended ~~September 30, 2022, respectively.~~

March 31, 2023 was 0% which was lower than the statutory rate of 21% because the Company has recognized a full valuation allowance on its deferred tax assets. The Company continued to evaluate the realizability of deferred tax assets and due to continued reduced profitability ~~as a result of the declines in bitcoin prices ,concluded~~concluded that a valuation allowance should continue to be recognized for any deferred tax assets generated during the quarter. As a result, there was no net income tax benefit recorded for pretax losses of the U.S. operations in the three months ended ~~September 30, 2022.~~March 31, 2023.

The effective tax rate for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 was ~~different from~~17.9% which was lower than the ~~U.S. federal~~ statutory rate of 21% primarily due to ~~a charge of $15.0 million for the recognition of a valuation allowance during the second quarter of 2022 for deferred~~state income taxes and tax ~~assets. Deferred tax assets primarily relate to historical net operating loss carryforwards of the Support.com business that was acquired in 2021.~~

The Company's effective tax rate was 38.7% and 48.0% for the three and nine months ended September 30, 2021, respectively. The effective tax rates for the three and nine months ended September 30, 2021 include the recognition of a deferred tax liability caused by the reorganization from a limited liability company to a corporation during the three months ended March 31, 2021.

~~12. EARNINGS PER SHARE~~

~~The following table sets forth a reconciliation of the numerator and denominator used to compute basic earnings and diluted per share of common stock.~~

Three Months Ended September 30: Nine Months Ended September 30:
$ in thousands, except per share amounts 2022 2021 2022 2021
Numerator
Net loss $ (23,177) $ (7,896) $ (131,488) $ (3,099)
Less: Net income attributable to the member units before the reorganization — — — (648)
Net loss attributable to Greenidge $ (23,177) $ (7,896) $ (131,488) $ (3,747)
Denominator
Basic weighted average shares outstanding 42,239 30,116 41,620 28,949
Diluted weighted average shares outstanding 42,239 30,116 41,620 28,949
(Loss) earnings per share
Basic $ (0.55) $ (0.26) $ (3.16) $ (0.13)
Diluted $ (0.55) $ (0.26) $ (3.16) $ (0.13)
benefits associated with stock-based compensation.

1917

~~For~~9. STOCKHOLDERS' EQUITY

Equity Purchase Agreement with B. Riley Principal Capital, LLC

On September 15, 2021, as amended on April 7, 2022, Greenidge entered into the nine months ended September 30, 2021, basic (loss) earnings per share is applicable only for the period from January 29, 2021 through September 30, 2021, which is the period following the reorganization of Greenidge Generation Holdings LLC (" GGH") into Greenidge and presents the period that the Company had outstanding common stock. PriorEquity Purchase Agreement with B. Riley Principal. Pursuant to the ~~reorganization,~~Equity Purchase Agreement, Greenidge has the right to sell to B. Riley up to $500 million in shares of its Class A common stock, subject to certain limitations and the satisfaction of specified conditions in the Equity Purchase Agreement, from time to time over the 24-month period commencing on April 28, 2022.

In connection with the Equity Purchase Agreement, Greenidge entered into a registration rights agreement with the Investor, pursuant to which Greenidge agreed to prepare and file a registration statement registering the resale by the Investor of those shares of Greenidge’s Class A common stock to be issued under the Equity Purchase Agreement. The registration statement became effective on April 28, 2022 (the "Effective Date"), relating to the resale of 5,720,951 shares of Greenidge’s Class A common stock in connection with the Equity Purchase Agreement.

From the Effective Date to March 31, 2023, Greenidge issued 1,599,229 shares of Class A common stock to the Investor pursuant to the Equity Purchase Agreement for aggregate proceeds of $5.0 million, net of discounts, of which there were no issuances in the three months ended March 31, 2023.

At The Market Issuance Sales Agreement with B. Riley Securities

On September 19, 2022, as amended on October 3, 2022, Greenidge entered into the ATM Agreement with B. Riley and Northland, relating to shares of Greenidge’s Class A common stock. Under the ATM Agreement, B. Riley will use its commercially reasonable efforts to sell on Greenidge’s behalf the shares of Greenidge’s Class A common stock ~~outstanding,~~requested to be sold by Greenidge, consistent with B. Riley’s normal trading and sales practices, under the ~~limited liability structure of GGH consisted of member units. The Company analyzed the calculation of earnings per unit for periods prior~~terms and subject to the ~~reorganization~~conditions set forth in the ATM Agreement. Greenidge has the discretion, subject to market demand, to vary the timing, prices and ~~determined that~~number of shares sold in accordance with the ATM Agreement. B. Riley may sell the Company’s Class A common stock by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act. Greenidge pays B. Riley commissions for its services in acting as sales agent, in an amount to up to 5.0% of the gross proceeds of all Class A common stock sold through it ~~resulted in values that would not be meaningful~~as sales agent under the ATM Agreement. Pursuant to the ~~users~~registration statement filed registering shares to be sold in accordance with the terms of ~~these condensed consolidated financial statements.~~the ATM Agreement, Greenidge may offer and sell shares of its Class A common stock up to a maximum aggregate offering price of $22,800,000.

~~For~~From October 1, 2022 through May 12, 2023, Greenidge issued 16,698,400 shares under the ATM Agreement for net proceeds of $11.0 million, of which 12,119,264 shares were issued for net proceeds of $8.2 million for the three ~~and nine~~ months ended ~~September 30, 2022, there was no impact~~March 31, 2023. Additionally, Greenidge issued 1,333,333 shares to B. Riley as payment of ~~dilution from any of~~a $1.0 million amendment fee on the outstanding 482,153 RSUs or 570,563 common stock options due to the net loss, since inclusion of any impact from these awards would be anti-dilutive. For the three and nine months ended September 30, 2021, there were no shares excluded from the calculation of diluted earnings per share due to the net loss, since inclusion of any impact from these awards would be antidilutive.Promissory Note in February 2023.

~~13.~~10. COMMITMENTS AND CONTINGENCIES

Legal Matters

From time to time, the Company may be involved in various lawsuits and legal proceedings that arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in such matters may arise and harm the Company's business. The Company is currently not aware of any such legal proceedings or claims that it believes will have a material adverse effect on its business, financial condition or operating results.

Environmental Liabilities

The Company has a coal combustion residual ("CCR") liability associated with the closure of a coal ash pond located on the Company's property in the Town of Torrey, New York. In accordance with ASC 410-30, Environmental ~~Liabilities~~Obligations ("ASC 410-30"), the Company has a liability of $17.5 million as of each of March 31, 2023 and December 31, 2022. CCRs are subject to federal and state requirements. Estimates are based on various assumptions including, but not limited to, closure and post-closure cost estimates, timing of expenditures, escalation factors, and requirements of granted permits. Additional adjustments to the environment liability may occur periodically due to potential changes in remediation requirements regarding coal combustion residuals which may lead to material changes in estimates and assumptions.

The Company owns and operates a fully permitted landfill that also acts as a leachate treatment facility. In accordance with ASC 410-30, ~~Environmental Obligations ("ASC 410-30")~~, the Company has recorded an environmental liability of ~~$8.6~~$10.5 million as of ~~September 30, 2022~~each of March 31, 2023 and December 31, ~~2021.~~2022. As required by NYSDEC, companies with landfills are required to fund a trust to cover closure costs and expenses after the landfill has stopped operating or, in lieu of a trust, may negotiate to maintain a letter of credit guaranteeing the payment of the liability. Estimates are based on various assumptions including, but not limited to, closure and post-closure cost estimates, timing of expenditures, escalation factors, and requirements of granted permits. Additional adjustments to the environment liability may occur periodically due to potential changes in estimates and assumptions.

The ~~Company~~liability has coal combustion residual ("CCR") liabilities associated with the closure of a coal ash pond located on the Company's property in the Town of Torrey, New York. In accordance with ASC 410-30, the Company has a liability of $13.8 million as of September 30, 2022, which includes a charge of $11.1 million during the nine-months ended September 30, 2022 as a result of an update to the cost estimates as part of the ongoing evaluation of the site. CCRs are subject to federal and state requirements. Estimates arebeen determined based on ~~various assumptions including, but not limited~~estimated costs to ~~closure~~remediate as well as post-closure costs which are assumed over an approximate 30-year period and ~~post-closure cost estimates, timing~~assumes an annual inflation rate of expenditures, escalation factors, and requirements of granted permits. Additional adjustments to the environment liability may occur periodically due to potential changes in remediation requirements regarding coal combustion residuals which may lead to material changes in estimates and assumptions.3.0%.

Other Matters

Support.com has received and may in the future receive additional requests for information, including subpoenas, from other governmental agencies relating to the subject matter of a ~~Consent Order~~consent order and ~~Civil Investigative Demands.~~civil investigative demands. The Company intends to cooperate with these information requests and is not aware of any other legal proceedings against the Company by governmental authorities at this time.

Commitments

The Company entered into a contract with Empire in September 2020 that provides for the transportation to its pipeline of 15,000 dekatherms of natural gas per day, approximately $0.2 million per month. The contract ends in September 2030 and may be terminated by either party with 12 months' notice after the initial 10-year period.

~~14.~~11. CONCENTRATIONS

The Company has ~~one power~~a single hosting customer ~~NYISO,~~ that accounted for ~~12% and 9%~~46% of ~~consolidated~~the company's revenue ~~for~~during the three months ended ~~September 30, 2022 and 2021, respectively. NYISO accounted for 13% and 12% of consolidated~~March 31, 2023. There was no datacenter hosting revenue ~~for~~during the ~~nine~~three months ended ~~September 30, 2022 and 2021, respectively.~~March 31, 2022.

For ~~cryptocurrency datacenter~~the Company's self-mining operations, Greenidge considers its mining pool operators to be its customers. Greenidge has historically used a limited number of pool operators that have operated under contracts with a one-day term, which allows Greenidge the option to change pool operators ~~on a daily basis.~~at any time. Revenue from one of the Company’s pool operator customers accounted for approximately ~~60%~~34% and ~~62%~~65% of total revenue for the three months ended ~~September 30,~~March 31, 2023 and 2022, respectively.

The Company has one major power customer, NYISO, that accounted for 12% and ~~2021, respectively, and 56% and 37%~~20% of its revenue for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively.

The Support Services segment's largest customer accounted for approximately 19% and 18% of the Company's consolidated revenue during the three and nine months ended September 30, 2022, respectively, and also accounted for approximately 69% and 67% of the Company's consolidated accounts receivable balance at September 30, 2022 and December 31, 2021, respectively. The contract with the Support Services segment's largest customer expires on December 31, 2022 and has not been renewed.

The Company has one natural gas vendor that accounted for approximately ~~67%~~42% and 60% ~~of the aggregate cost of revenue- cryptocurrency data center and cost of revenue- power and capacity for the three months ended September 30, 2022 and 2021, respectively and 64% and 59%~~ of cost of revenue for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively.

~~15.~~12. RELATED PARTY TRANSACTIONS

Letters of Credit

The Company's controlling stockholder, Atlas, has a letter of credit from a financial institution in the amount of $5.0 million at March 31, 2023 and December 31, 2022, payable to the NYSDEC. This letter of credit guarantees the current value of the Company’s landfill environmental liability. See Note 10, "Commitments and Contingencies" under the section "Environmental Liabilities" for further details.

Atlas also has a letter of credit from a financial institution in the amount of $3.6 million at March 31, 2023 and December 31, 2022, payable to Empire Pipeline Incorporated (“Empire”) in the event the Company should not make contracted payments for costs related to a pipeline interconnection project the Company has entered into with Empire (see Note 10, "Commitments and Contingencies").

Guarantee

is limited to $1.0 million. Atlas did not make any payments under the guarantee during the three months ended March 31, 2023 and 2022.

13. SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION


$ in thousands	March 31, 2023		December 31, 2022
Prepaid expenses:
Electric deposits	$	1,400	$	1,400
Prepaid insurance	2,314		3,822
Other	1,132		1,044
Total	$	4,846	$	6,266

Accrued expenses:
Accrued interest	$	1,346	$	1,741
Other	4,200		9,586
Total	$	5,546	$	11,327

Greenidge had the following noncash investing and financing activities:

Nine Months Ended September 30,
$ in thousands 2022 2021
Shares issued to Support.com shareholders upon Merger $ — $ 93,885
Property and equipment purchases financed with common stock $ — $ 991
Contribution of Preferred Units, Senior Priority Units, and notes payable to related
party for Greenidge class B common stock $ — $ 72,891
Issuance of shares for investor fee associated with successful completion
of Merger $ — $ 17,826
Issuance of warrants to advisor in connection with completion of Merger $ — $ 8,779


	Three Months Ended March 31,
$ in thousands	2023		2022
Property and equipment purchases in accounts payable	$	751	$	10,271
Common stock issued for amendment fee to lender	$	1,000	$	—
Exchange of assets for reduction in debt	$	49,950	$	—
Exchange of coupons for reduction in debt	$	1,152	$	—
Exchange of equipment deposits for reduction in debt	$	7,381	$	—
Accrued interest added to debt principal	$	680	$	—

~~16.~~14. SUBSEQUENT EVENTS

Subsequent events have been evaluated through ~~November 14, 2022,~~May 15, 2023, the date at which the condensed consolidated financial statements were available to be issued, and the Company has concluded that no such events or transactions took place that would require disclosure herein except as stated directly below.

~~Management Transition~~

~~Effective October 8, 2022, The Board~~On March 22, 2023, the board of ~~Directors appointed David Anderson~~directors authorized a resolution for management to ~~the position~~enact a a reverse stock split of ~~Chief Executive Officer~~its issued and Scott MacKenzie to the position of Chief Strategy Officer. Upon assuming the role, Mr. Anderson joined Greenidge's Board of Directors. As an inducement for Messrs. Anderson and MacKenzie to enter into employment with Greenidge, Greenidge's Compensation Committee approved grants of stock options ("Options") to each of Messrs. Anderson and MacKenzie. The Options granted to Mr. Anderson are exercisable for 1,852,812 shares of Greenidge's classoutstanding Class A common stock, ~~("Shares")~~par value $0.0001 per share and Class B common stock, par value $0.0001 per share, such that all outstanding shares of common stock shall be reclassified into a smaller number of shares such that every ten (10) shares of Class A common stock are combined and reclassified into one (1) share of Class A common stock and every ten (10) shares of Class B common stock are combined and reclassified into one (1) share of Class B common stock such that every holder of outstanding shares of common stock on the ~~Options granted to Mr. MacKenzie are exercisable for 1,224,030 Shares. The options were granted on October 10, 2022 and have an exercise price equal~~effective date specified in the Certificate of Amendment shall receive, subject to the ~~closing price~~treatment of afractional shares described in the Certificate of Amendment, one share of Class A common stock or Class B common stock, as applicable, in exchange for ten shares of Class A common stock or Class B common stock, as applicable, held by such holder (the “Reverse Stock Split,”). On April 11, 2023, the stockholders approved the reverse stock split which will become effective on May 16, 2023. See Note 6, "Earnings Per Share on the grant date. The Options vest in equal annual installments on each of the first, second and third anniversaries of the grant date, subject to Messrs. Anderson's and MacKenzie's continued service through the applicable vesting dates, respectively." for further details.

Greenidge also announced the mutual agreement between Greenidge and Jeffrey Kirt that Mr. Kirt would resign from his roles as CEO and Director, effective as of October 7, 2022 and transition to providing consulting services to Greenidge. Mr. Kirt’s consulting services to Greenidge are scheduled to continue through October 10, 2023. Under the terms of the letter agreement that describe the terms of Mr. Kirt’s separation of employment from Greenidge and the terms of his consulting services to Greenidge, Mr. Kirt will receive his base salary of $750,000 during the consulting period, immediate vesting of 229,868 RSUs, and a one-time grant under the Company’s 2021 Equity Incentive Plan of 280,000 restricted stock units that were fully vested at grant on October 10, 2022 and settle in twelve weekly installments beginning on October 14, 2022.

~~ATM Agreement~~

On September 19, 2022, as amended on October 3, 2022, Greenidge entered into the ATM Agreement with B. Riley and Northland. Pursuant to the ATM Agreement, Greenidge may offer and sell shares of its class A common stock having an aggregate offering price of $22,800,000. See Note 9, Stockholder's Equity.

~~Support Services Customer Contract~~

In October 2022, the Company was informed that the contract associated with the Support Services segment's largest customer, which expires on December 31, 2022, will not be renewed beyond that date. This customer accounted for approximately 19% and 18% of the Company's consolidated revenue during the three and nine months ended September 30, 2022, respectively.

2220

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read together with the audited financial statements and the related notes thereto of Greenidge Generation Holdings Inc. (“Greenidge”), together with its consolidated subsidiaries (the “Company”) for the years ended December 31, ~~2021~~2022 and ~~2020~~2021 included in our Annual Report on Form 10-K and the unaudited interim financial statements and related notes thereto of the Company for the three ~~and nine~~ months ended ~~September 30, 2022 and 2021~~March 31, 2023 included elsewhere in this Quarterly Report on Form 10-Q. This discussion contains certain forward-looking statements that reflect plans, estimates and beliefs and involve numerous risks and uncertainties, including but not limited to those described in the “Risk Factors” disclosed in Item 1A to Part I of Greenidge's Annual Report on Form 10-K for the year ended December 31, ~~2021~~2022 and in this Quarterly Report on Form 10-Q, and “Cautionary Statement Regarding Forward-Looking Statements” sections of this Quarterly Report on Form 10-Q. Actual results may differ materially from those contained in any forward-looking statements. For purposes of this section, “the Company,” “we,” “us” and “our” refer to Greenidge Generation Holdings Inc. together with its consolidated subsidiaries. You should carefully read “Cautionary Statement Regarding Forward-Looking Statements” in this Quarterly Report on Form 10-Q.

Overview

~~Cryptocurrency Datacenter and Power Generation Segment~~

We own cryptocurrency datacenter operations in the Town of Torrey, New York (the "New York Facility") and in Spartanburg, South Carolina (the ~~“South~~"South Carolina ~~Facility”~~Facility" and, together with the New York Facility, the ~~“facilities”~~"facilities"). The New York Facility is a vertically integrated cryptocurrency datacenter and power generation facility with an approximately 106 megawatt ~~(“MW”~~("MW") nameplate capacity, natural gas power generation facility. We generate revenue from three primary sources (1) datacenter hosting which we commenced on January 30, 2023, (2) cryptocurrency mining and (3) power and capacity.

We generate all the power we require for ~~our cryptocurrency datacenter~~ operations in the New York Facility, where we enjoy relatively lower market prices for natural gas due to our access to the Millennium Gas Pipeline price hub. At the South Carolina Facility, we purchase power from a supplier of approximately 60% zero-carbon sourced energy, which results in relatively stable energy cost environment. We believe our competitive advantages include ~~relatively low fixed costs, an efficient~~efficiently designed mining ~~fleet~~infrastructure and in-house operational ~~expertise.~~expertise that we believe is capable of maintaining a higher operational uptime of miners. We are ~~currently~~ mining bitcoin and ~~contributing~~hosting bitcoin miners, which contributes to the security and transactability of the bitcoin ecosystem while concurrently supplying power to assist in meeting the power needs of homes and businesses in the region served by our New York Facility.

AsRecent Transactions

Cryptocurrency Mining Hosting Agreements

Following the agreements with NYDIG described below, we own 9,150 miners with a capacity of ~~September 30, 2022, we powered~~ approximately ~~76 MW~~1.1 EH/s, which was in excess of ~~mining~~the available capacity ~~capable of producing an estimated aggregate hash rate of 2.4 EH/s~~ at our facilities ~~substantially all of which is dedicated to bitcoin mining. Our Cryptocurrency Datacenter~~ and ~~Power Generation segment generates revenue i) through the exchange of bitcoins earned by application-specific integrated circuit computers ("ASICs" or "miners") as rewards and transaction fees~~therefore were idle for U.S. dollars and, to a much lesser extent in 2021 through revenue earned from third parties for hosting ASICs owned by third parties and providing operations, maintenance and other blockchain related services to third parties and ii) through the sale of electricity generated by our power plant, and not consumed in cryptocurrency datacenter operations, to New York State’s power grid at prices set on a daily basis through the New York Independent System Operator ("NYISO") wholesale market. We opportunistically increase or decrease the total amount of electricity sold by the power plant based on prevailing prices in the wholesale electricity market.

We believe that, over the long-term, behind-the-meter power generation capability provides a stable, cost-effective source of power for cryptocurrency datacenter activities. Our behind-the-meter power generation capability provides us with stable delivery due to the absence of any contract negotiation risk with third-party power suppliers, the absence of transmission and distribution cost risk and the firm delivery of natural gas for our New York Facility via our captive pipeline. Furthermore, our New York Facility has operated with minimal downtime for maintenance and repairs over recent years. Notwithstanding the structural stability of our behind-the-meter capabilities, we do however procure natural gas at our New York Facility through a third-party energy manager which schedules delivery of our natural gas needs from the wholesale market which is subject to price volatility. We procure the majority of our natural gas at spot prices and enter into fixed price forward contracts from time to time for the purchase of a portion of ~~anticipated natural gas~~the first quarter.

On March 15, 2023, we entered into a hosting agreement with Conifex Timber Inc. (“Conifex”) to host 750 miners at

their facility in British Columbia, Canada (the “Conifex Hosting Agreement”). On April 27, 2023, we entered into a hosting agreement with Core Scientific, Inc. (“Core”) in which Core will host and operate approximately 6,900 of Greenidge-owned bitcoin miners at its facilities (the “Core Hosting Agreement”, and, together with the NYDIG Hosting Agreements as described below and the Conifex Hosting Agreement, the “Hosting Agreements”) . We also installed an additional 1,500 of company-owned miners at our existing facilities. Combined, this completes the deployment of all of our 9,150 miners. Under the terms of the Hosting Agreements, the host entities will operate Greenidge owned miners in exchange for a hosting fee and a percentage of the mining proceeds.

NYDIG Agreement

On January 30, 2023, we entered into a number of agreements associated with our secured debt with NYDIG, including a Membership Interest and Asset Purchase Agreement (the "NYDIG Purchase Agreement"), a Senior Secured Loan Agreement (the "Senior Secured Loan") and a Debt Settlement Agreement (the "Debt Settlement Agreement") regarding our 2021 and 2022 Master Equipment Finance Agreements (the "MEFAs") with NYDIG. The effect of these agreements was to transfer to NYDIG ownership of bitcoin mining equipment that was secured by the MEFAs along with certain credits and coupons that had accrued to Greenidge for previous purchases ~~based on prevailing market conditions~~of mining equipment with a bitcoin miner manufacturer. The transfer of these assets reduced the principal and accrued interest balance of our secured debt with NYDIG from $75.8 million to ~~partially mitigate~~$17.3 million, for an aggregate debt reduction of $58.5 million (the "Refinancing"). The Senior Secured Loan allowed for a voluntary prepayment of the ~~financial impacts~~loan in kind of ~~natural gas price volatility and~~approximately $10 million by transferring ownership of certain mining infrastructure assets to ~~manage commodity risk. These forward contracts qualify for the normal purchases and sales exception under Accounting Standards Codification ("ASC") 815,~~ ~~Derivatives and Hedging, as it is probable that these contracts will result in physical delivery.~~NYDIG if NYDIG enters into a binding agreement, facilitated by

2321

Greenidge, securing rights to a site for a future mining facility by April 30, 2023, which did not occur. NYDIG chose not to enter into a binding agreement securing rights to a site facilitated by Greenidge.

~~Volatility~~

The restructuring of the NYDIG debt is expected to improve Greenidge’s liquidity during 2023 as annual interest payments on the remaining $17.3 million principal balance will be $2.5 million. This reduced debt service is substantially lower than the $62.7 million of principal and interest payments which would have been required in 2023 pursuant to the ~~natural gas market has impacted~~2021 and ~~will continue~~2022 MEFAs, both of which have now been refinanced.

Greenidge provided additional collateral to ~~impact our results~~NYDIG on its remaining mining-related assets, infrastructure assets, equity of ~~operations~~its subsidiaries and certain cash balances to secure the remaining debt balance with NYDIG. The Senior Secured Loan contains certain affirmative, negative and financial ~~performance. Natural gas prices have been on an upward trajectory since June~~covenants, including the maintenance of ~~2021~~a minimum cash balance of $10 million, early amortization events, and ~~are expected~~events of default.

NYDIG Hosting Agreements

On January 30, 2023, we entered into the Hosting Agreements with NYDIG affiliates, which resulted in us largely operating as a hosting facility and service provider for miners acquired from us by NYDIG affiliates (the "NYDIG Hosting Agreements"). Under these agreements, we agreed to ~~continue~~host, power and provide technical support services, and other related services, to NYDIG affiliates’ mining equipment at ~~elevated levels during 2022. During 2022, the volatility in~~our facilities for a term of five years. The terms of such arrangements require NYDIG affiliates to pay a hosting fee that covers the cost of ~~natural gas resulted in an approximate 121% increase~~power and direct costs associated with management of the mining facilities as well as a gross profit-sharing arrangement. This allows us to participate in the ~~weighted average~~upside as bitcoin prices rise, but reduces our downside risk of bitcoin price deterioration and cost increases related to natural gas. The arrangement covers most of ~~natural gas~~our current mining capacity at the New York Facility and South Carolina Facility. During the first quarter, we transitioned the mining operations to hosting by re-pooling the miners to NYDIG mining pools during February and March 2023. This process was substantially complete at March 31, 2023.

B. Riley Promissory Note

On January 30, 2023, we also entered into the ~~nine months ended September 30, 2022, as compared~~Consent and Amendment No. 1 to the ~~same period~~ Promissory Note ("Promissory Note Amendment")in favor of B. Riley Commercial ("B. Riley Commercial") regarding $10.6 million of debt, including accrued interest, which included the ~~prior year. This is currently affecting, and has affected, the performance~~following terms:

•B. Riley Commercial purchased $1 million of our ~~business. Volatility~~Class A common stock on a principal basis at a price of $0.75 per share pursuant to an at-the-market issuance sales agreement, as amended, dated as of September 19, 2022, by and among the Company, B. Riley Securities, Inc. (“B. Riley Securities”) and Northland Securities, Inc., relating to shares of Greenidge’s Class A common stock (the "ATM Agreement");

•Atlas Holdings LLC ("Atlas") purchased $1 million of our Class A common stock at market prices through B. Riley Securities acting in its capacity as sales agent pursuant to the ~~natural gas market may~~ATM Agreement;

•Greenidge made a principal payment of $1.9 million to B. Riley Commercial in February 2023;

•No further principal or interest payments are required to be ~~caused~~made on the Secured Promissory Note until June 2023 except for the 15% of proceeds from sales of equity;

•Principal payments of $1.5 million beginning in June 2023 through November 2023 when any remaining principal will be due;

•In the event we repay a principal amount in excess of $6 million prior to June 20, 2023, the monthly loan payment commencing in June 2023 would be approximately $0.4 million instead of the currently scheduled monthly amortization payments of $1.5 million; and

•We paid B. Riley Commercial a $1 million amendment fee payable by ~~disruption in~~ the delivery of ~~fuel, including disruptions~~our Class A common stock to B. Riley Commercial, issuable at $0.75 per share, acquired on a principal basis under the ATM Agreement.

Discontinued Operations

The contract with the Support.com's largest customer expired on December 31, 2022 and was not renewed. As a result, we have classified the Support.com business as held for sale and discontinued operations in these condensed consolidated financial statements as a result of management and the ~~outbreak or escalation~~board of ~~military hostilities, weather, transportation difficulties, global demand~~directors making a decision to pursue alternatives for the Support.com business and ~~supply dynamics, labor relations, environmental regulations or the financial viability of fuel suppliers.~~to strictly focus on its cryptocurrency datacenter and power generation operations. See “Note 3, "~~Risk Factors—Risks Related to Our Business—Risks Related to our Power Generation Operations~~Discontinued Operations"~~” in Part I, Item 1A~~ of our ~~Annual Report on Form 10-K~~unaudited condensed consolidated financial statements for ~~the year ended December 31, 2021 and in this Quarterly Report on Form 10-Q.~~additional information.

~~Support Services Segment~~

Effective September 14, 2021, following the completion of the Merger (see Notes 1 and 3 in this Quarterly Report on Form 10-Q), Support.com began operating within the Company as a separate operating and reporting segment. Our Support Services segment provides solutions and technical programs to customers delivered by home-based employees. The Support Services segment provides customer service, sales support, and technical support primarily to large corporations, businesses and professional services organizations. The Support Services segment also earns revenues for end-user software products provided through direct customer downloads and sale via partners. The Support Services segment operates primarily in the United States, but also has employees located in Philippines, India, Mexico, Columbia and Canada, including staff providing support services.

~~Development Plan Update~~

The Company had mining capacity of approximately 2.4 EH/s from approximately 24,500 active miners at September 30, 2022. The Company is reevaluating its development plan as it works through its plans to improve liquidity.

Beginning in the second quarter of 2022, the Company began to reduce its inventory of older, less efficient mining equipment in order to free up mining capacity for newer more, efficient miners in its order book. The Company expects this trend to continue through the end of 2022, and the Company may also consider other assets sales, including but not limited to sales of surplus mining infrastructure equipment, to further enhance its liquidity position.

~~Title V Air Permit~~

In late June 2022, the New York State Department of Environmental Conservation (“NYSDEC”), announced its denial of the Title V air permit renewal for our New York Facility. The Company filed a notice with the NYSDEC on July 28, 2022 requesting a hearing on NYSDEC’s decision. Having timely completed its application to renew its Title V air permit, the Company is permitted to operate uninterrupted under a State Administrative Procedures Act extension, in full compliance with its existing Title V Air Permit, until four months after final resolution of the adjudicatory hearing process. While no adjudicatory proceedings have been scheduled to date, the Company expects that the appeals process may take a number of years to fully resolve.

~~Water Permit~~

The New York Facility is subject to SPDES and Water Withdrawal permits issued by NYSDEC for five-year terms, which include state and federal requirements applicable to the cooling water intake structure and discharges from the facility to the Keuka Lake Outlet and Seneca Lake. These permits were renewed by NYSDEC prior to the September 30, 2022 expiration date. As part of this renewal the Company was granted an extension on installing the best technology available for cooling water intake structures until January 2023. The Company is in the process of installing these structures and expects to meet the January deadline.

2422

Results offrom Continuing Operations - Three Months Ended ~~September 30,~~March 31,

The following table sets forth key components of our results from continuing operations and should be read in conjunction with our condensed consolidated financial statements and related notes. All comparisons below refer to the ~~third quarter 2022~~three months ended March 31, 2023 versus the ~~third quarter 2021,~~first three months ended March 31, 2022, unless otherwise specified.

Three Months Ended September 30, Variance
$ in thousands 2022 2021 $ %
Total revenue $ 29,359 $ 35,754 $ (6,395) (18) %
Cost of revenue (exclusive of depreciation and amortization shown below) 22,095 9,659 12,436 129 %
Selling, general and administrative expenses 10,240 5,446 4,794 88 %
Merger and other costs 242 29,847 (29,605) (99 %)
Depreciation and amortization 13,835 2,667 11,168 419 %
Loss from operations (17,053) (11,865) (5,188) (44 %)
Other (expense) income:
Interest expense, net (5,430) (1,009) (4,421) (438 %)
Gain on sale of digital assets — 18 (18) N/A
Loss on sale of assets (759) — (759) N/A
Other income (loss), net 144 (29) 173 N/A
Total other expense, net (6,045) (1,020) (5,025) (493 %)
Loss before income taxes (23,098) (12,885) (10,213) (79) %
Provision (benefit) for income taxes 79 (4,989) 5,068 102 %
Net loss $ (23,177) $ (7,896) $ (15,281) (194) %
Adjusted Amounts (a)
Adjusted (loss) income from operations $ (16,628) $ 18,110 $ (34,738) N/A
Adjusted operating margin (56.6 %) 50.7 %
Adjusted net (loss) income $ (21,993) $ 12,166 $ (34,159) N/A
Other Financial Data (a)
EBITDA (loss) $ (3,833) $ (9,209) $ 5,376 58 %
as a percent of revenues (13.1 %) (25.8) %
Adjusted EBITDA (loss) $ (2,288) $ 21,177 $ (23,465) N/A
as a percent of revenues (7.8) % 59.2 %


	Three Months Ended March 31,						Variance
	2023			2022			$		%
REVENUE:
Datacenter hosting revenue	$	6,944		$	—		$	6,944	N/A
Cryptocurrency mining revenue	6,451			23,232			(16,781)		(72)	%
Power and capacity	1,762			5,923			(4,161)		(70)	%
Total revenue	15,157			29,155			(13,998)		(48)	%
OPERATING COSTS AND EXPENSES:
Cost of revenue (exclusive of depreciation)	9,735			12,479			(2,744)		(22)	%
Selling, general and administrative	9,013			11,809			(2,796)		(24)	%
Depreciation	3,820			3,653			167		5	%


Gain on sale of assets	(1,744)			—			(1,744)		N/A

Total operating costs and expenses	20,824			27,941			(7,117)		(25)	%
Operating (loss) income	(5,667)			1,214			(6,881)		(567)	%
OTHER EXPENSE, NET:
Interest expense, net	(3,573)			(3,353)			(220)		(7)	%
Gain (loss) on sale of digital assets	398			(5)			403		N/A

Other income, net	—			16			(16)		N/A
Total other expense, net	(3,175)			(3,342)			167		5	%
Loss from continuing operations before income taxes	(8,842)			(2,128)			(6,714)		(316)	%
Benefit from income taxes	—			(381)			381		N/A
Net loss from continuing operations	$	(8,842)		$	(1,747)		$	(7,095)	(406)	%

Adjusted Amounts (a)
Adjusted operating (loss) income from continuing operations	$	(5,794)		$	3,318		$	(9,112)	(275)	%
Adjusted operating margin from continuing operations	(38.2)		%	11.4		%
Adjusted net loss from continuing operations	$	(8,969)		$	(211)		$	(8,758)	N/A
Other Financial Data (a)
EBITDA (loss) from continuing operations	$	(1,449)		$	4,878		$	(6,327)	(130)	%
as a percent of revenues	(9.6)		%	16.7		%
Adjusted EBITDA (loss) from continuing operations	$	(1,095)		$	7,344		$	(8,439)	(115)	%
as a percent of revenues	(7.2)		%	25.2		%

(a)Adjusted Amounts and Other Financial Data are non-GAAP performance measures. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this Management's Discussion and Analysis ("MD&A").

Key Metrics

The following table provides a summary of key metrics related to the three months ended March 31, 2023 and 2022.


	Three Months Ended March 31,						Variance
$ in thousands, except $ per MWh and average bitcoin price	2023			2022			$		%
Revenue
Datacenter hosting revenue	$	6,944		$	—		$	6,944	N/A
Cryptocurrency mining revenue	6,451			23,232			(16,781)		(72)	%
Power and capacity	1,762			5,923			(4,161)		(70)	%
Total revenue	$	15,157		$	29,155		$	(13,998)	(48)	%
Components of revenue as % of total
Datacenter hosting	46		%	—		%
Cryptocurrency mining	42		%	80		%
Power and capacity	12		%	20		%
Total revenue	100		%	100		%
MWh
Datacenter hosting	90,979			—			90,979		N/A
Cryptocurrency mining	59,633			101,090			(41,457)		(41)	%
Power and capacity	30,192			53,261			(23,069)		(43)	%
Revenue per MWh
Datacenter hosting	$	76		$	—		$	76	N/A
Cryptocurrency mining	$	108		$	230		$	(122)	(53)	%
Power and capacity	$	58		$	111		$	(53)	(48)	%
Cost of revenue (exclusive of depreciation)
Datacenter hosting	$	4,671		$	—		$	4,671	N/A
Cryptocurrency mining	$	3,248		$	8,456		$	(5,208)	(62)	%
Power and capacity	$	1,816		$	4,023		$	(2,207)	(55)	%
Cost of revenue per MWh (exclusive of depreciation)
Datacenter hosting	$	51		$	—		$	51	N/A
Cryptocurrency mining	$	54		$	84		$	(30)	(36)	%
Power and capacity	$	60		$	76		$	(16)	(21)	%
Cryptocurrency Mining Metrics
Bitcoins produced:
Datacenter hosting	393			—			393		N/A
Cryptocurrency mining	305			561			(256)		(46)	%
Total bitcoins produced	698			561			137		24	%

Average bitcoin price	$	22,877		$	41,188		$	(18,311)	(44)	%



Average active hash rate (EH/s) (Company-owned miners)									(24)	%
Average difficulty									51	%

Revenue

Three Months Ended
September 30, Variance
$ in thousands 2022 2021 $ %
Cryptocurrency datacenter $ 18,272 $ 31,156 $ (12,884) (41) %
Power and capacity 3,613 3,077 536 17 %
Services and other 7,474 1,521 5,953 391 %
Total revenue $ 29,359 $ 35,754 $ (6,395) (18) %

On January 30, 2023, upon entering into our hosting agreement with NYDIG, we transitioned substantially all of our owned datacenter facilities capacity to datacenter hosting operations. We produced approximately 698 bitcoin during the first quarter of 2023, of which 393 bitcoin were produced by third-party miners through our datacenter hosting and 305 bitcoin were produced by our Greenidge owned miners through self-mining. At March 31, 2023, Greenidge operated approximately 24,700 miners with approximately 2.5 EH/s of combined capacity for both datacenter hosting and cryptocurrency mining.

Datacenter hosting revenue

On January 30, 2023, we entered into the NYDIG Hosting Agreement to provide datacenter hosting services. Under the NYDIG Hosting Agreements, we generate revenue from a reimbursement fee that covers the cost of power and direct costs associated with management of the mining facilities, a hosting fee and a gross profit-sharing arrangement. The arrangement covers substantially all of our current mining capacity at the New York Facility and South Carolina Facility. We generated revenue of $6.9 million for the first three months of 2023 for which there was no revenue in the comparable period of 2022.

Cryptocurrency mining revenue

For our cryptocurrency mining revenue, we generate revenue in the form of bitcoin by earning bitcoin as rewards and transaction fees for supporting the global bitcoin network with application-specific integrated circuit computers ("ASICs" or "miners") owned or leased by the Company. Our cryptocurrency mining revenue decreased $16.8 million, or 72%, to $6.5 million, 33% of the decrease was due to the increase in the global bitcoin mining difficulty factor, 23% of the decline was due to the decrease in the average price of bitcoin and 16% of the decrease was a result of the decline in the Greenidge mining hashrate due to the transition of capacity to hosting during the course of Q1. Bitcoin mining difficulty was 51% higher compared to the prior year due to increases in the difficulty index associated with the complexity of the algorithmic solution required to create a block and receive a bitcoin award, the average bitcoin price was 44% lower and our average hash rate decreased 24% primarily related to the reallocation of our mining equipment to datacenter hosting services.

Power and capacity revenue

Power and capacity revenue at our New York Facility is earned when we sell capacity and energy and ancillary services to the wholesale power grid managed by the New York Independent System Operator ("NYISO"). Through these sales, we earn revenue in three streams, including: (1) power revenue received based on the hourly price of power, (2) capacity revenue for committing to sell power to the NYISO when dispatched and (3) other ancillary service revenue received as compensation for the provision of operating reserves.

Our power and capacity revenue decreased $4.2 million, or 70%, to $1.8 million during the three months ended March 31, 2023. We estimate that lower volume reduced revenues by approximately 43% and lower prices impacted the power and capacity revenues by approximately 27%. This was a result of 48% lower price per MWh sold to the power grid and a 43% decrease in volume in the first three months of 2023, as compared to the prior period. The power revenue decreased in the first three months of 2023, due to relatively mild weather in New York during the first quarter of 2023, while there was a period of severe weather in January 2022 that caused a spike in power demand, which coincided with higher prices for electricity.

Cost of revenue (exclusive of depreciation)


	Three Months Ended March 31,						Variance
	2023			2022			$		%
Datacenter hosting	$	4,671		$	—		$	4,671	N/A
Cryptocurrency mining	3,248			8,456			(5,208)		(62)	%
Power and capacity	1,816			4,023			(2,207)		(55)	%
Total cost of revenue (exclusive of depreciation)	$	9,735		$	12,479		$	(2,744)	(22)	%
As a percentage of total revenue	64.2		%	42.8		%

Total cost of revenue, exclusive of depreciation, decreased $2.7 million, or 22%, to $9.7 million during the three months ended March 31, 2023 as compared to the prior year period.

~~The components~~Total cost of revenue ~~expressed~~(exclusive of depreciation) decreased as a ~~percentage~~result of ~~total~~an impact of 27% from lower natural gas prices which were 65% lower per dekatherm and 4% from lower carbon credit offset expense, partially offset by an impact of 11% related to increase in MWh as a result of the expansion of the South Carolina Facility (which was coming online during Q1 2022) and increases in datacenter mining capacity at the New York Facility which occurred during 2022.

The significant portions of Cost of revenue ~~were:~~

Three Months Ended
September 30,
2022 2021
Cryptocurrency datacenter 63 % 87 %
Power and capacity 12 % 9 %
Services and other 25 % 4 %
Total revenue 100 % 100 %

~~Total~~are allocated between datacenter hosting, cryptocurrency mining and power and capacity based on MWH used by each. Power and capacity Cost of revenue ~~decreased $6.4 million, or 18%,~~also declined due to ~~$29.4 million~~lower sales volume, while MWH utilized by cryptocurrency mining declined due to the transition to the Hosting Agreements during the three months ended ~~September 30, 2022 as compared to the prior year period. The decrease in revenue was due to the following:~~

•The revenue from our cryptocurrency datacenter operations decreased $12.9 million, or 41%, to $18.3 million primarily due to bitcoin prices decreasing by 49% compared to prior year and, to a lesser extent, increased difficulty rates. The price decreases were partially offset by a 19% higher volume of bitcoin mined as a result of our expanded fleet which resulted in a 115% increase in hash rate from the prior year comparative period.

•Power and capacity revenue increased $0.5 million, or 17%, to $3.6 million due to an increase in selling price per megawatt hour ("MWh") of 58% offset by a decline in MWh capacity sold to the power grid of 26%.

•The Services and other segment included a full three months of operations in 2022 compared to 16 days of operations in 2021 following the acquisition on September 14, 2021. This resulted in an increase in revenue of $6.0 million, or 391%, to $7.5 million during the three months ended September 30, 2022.

Refer to the "Segment Results of Operations - Three Months Ended September 30" of this MD&A for a more detailed discussion of revenues from the Cryptocurrency Datacenter and Power Generation segment and the Support Services segment.

~~Cost of revenue (exclusive of depreciation and amortization)~~

Three Months Ended
September 30, Variance
$ in thousands 2022 2021 $ %
Cryptocurrency datacenter $ 14,675 $ 5,974 $ 8,701 146 %
Power and capacity 3,760 2,831 929 33 %
Services and other 3,660 854 2,806 329 %
Total cost of revenue $ 22,095 $ 9,659 $ 12,436 129 %
As a percentage of total revenue 75.3 % 27.0 %

Total cost of revenue, exclusive of depreciation and amortization, increased $12.4 million, or 129%, to $22.1 million in the three months ended September 30, 2022 as compared to the prior year period. The following were the main contributors to the increase in cost of revenue:

•The cost of revenue per MWh (exclusive of depreciation and amortization) increased for both cryptocurrency datacenter and power and capacity operations due to a significant increase in the natural gas cost per dekatherm, which increased approximately 104% in the three months ended September 30, 2022 as compared to the same period of 2021.

•~~Cryptocurrency datacenter cost of sales increased 146% due to the significant increase in cryptocurrency datacenter fleet requiring an increase in the use of megawatt hours.~~

•Services and other cost of revenue increased $2.8 million, or 329%, to $3.7 million for the three months ended September 30, 2022 as compared to the prior year period primarily resulting from inclusion of the full three months of operations of Support.com in 2022 compared to only 16 days of operations included in the comparable period of the prior year.

Total cost of revenue as a percentage of total revenue was significantly higher due to the higher cost of natural gas combined with the lower price of bitcoin in the Cryptocurrency Datacenter and Power Generation segment.March 31, 2023.

Selling, general and administrative expenses

Selling, general and administrative expenses ~~increased $4.8~~decreased $2.8 million, or ~~88%~~24%, to ~~$10.2~~$9.0 million for the three months ended ~~September 30, 2022~~March 31, 2023 as compared to the prior year period. The main drivers of the ~~increase~~decrease in selling, general and administrative expenses were:

•Total employee costs ~~increased~~decreased $1.1 million ~~or 550%,~~in 2023 compared to the prior year, as a result of ~~increased headcount,~~declines in discretionary employee expenses including ~~the addition and expansion of executive level positions required to operate as a public company as well as increases in order to match the growth in the operational footprint of the business.~~incentive compensation;

•~~Increased legal and professional fees~~Expansion costs decreased $2.1 million as the result of ~~$1.7 million, or 636%, due~~the non-recurring of costs incurred in the prior year related primarily to ~~increased legal and regulatory~~ costs associated with ~~permit renewals and environmental matters at~~ the ~~New York plant, legal and consulting costs associated with~~ potential Texas expansion ~~opportunities and other accounting and consulting fees associated with being a public company .~~which did not occur;

•~~The Support Services segment added $2.2~~Decrease of approximately $1.2 million due to reductions in consulting and travel related expenses caused by reductions in discretionary costs,

Partially offsetting these decreases to Selling, general and administrative expenses was $1.6 million of costs associated with the debt restructuring.

Gain on sale of assets

We recognized a gain on the sale of assets of $1.7 million for certain credits and coupons that were sold during the three months ended ~~September 30, 2022 due~~March 31, 2023, including the $1.1 million of coupons transferred to ~~inclusion~~NYDIG as part of the ~~full three months of operations of Support.com in 2022 compared to only 16 days of operations included in the comparable period of the prior year.~~debt restructuring.

~~Merger and other costs~~Depreciation

~~Merger and other costs included professional and other fees associated with the merger transaction and becoming a public company. These costs decreased $29.6~~Depreciation expense increased $0.2 million, or ~~99%~~5%, to ~~$0.2 million, as these were primarily non-recurring transaction costs in 2021.~~

~~Depreciation and amortization~~

~~Depreciation and amortization increased $11.2 million, or 419%, to $13.8~~$3.8 million for the three months ended ~~September 30, 2022~~March 31, 2023 as compared to the prior year period ~~primarily~~ due to ~~the purchase and deployment of additional miners and associated infrastructure, as well as a change in~~shorter depreciable lives, ~~effective July 1, 2022,~~partially offset by a lower asset base resulting from impairments recognized in ~~higher depreciation expense. Additionally,~~2022.

Operating (loss) income from continuing operations

We reported an operating loss for the ~~Merger increased depreciation~~three months ended March 31, 2023 of $5.7 million compared with operating income of $1.2 million in the three months ended March 31, 2022. The unfavorable variance of $6.9 million is primarily related to lower revenue, in the aggregate, from hosting and ~~amortization by $0.3~~mining operations. This more than offset benefits from lower cost of revenue, selling, general and administrative costs and a gain recognized on the sale of assets.

Adjusted loss from operations was $5.8 million for the three months ended ~~September 30, 2022 as compared to the prior year period.~~

~~Income (loss) from operations~~

Loss from operations increased $5.2 million, or 44%, to $17.1 million for the three months ended September 30, 2022 as compared to the three months ended September 30, 2021. The increase is primarily related to lower cryptocurrency datacenter revenue as a result of lower bitcoin prices, increases to input costs for the Cryptocurrency and datacenter and Power and capacity segments as a result of higher natural gas costs, higher depreciation due to the expansion of the datacenter operations and higher selling, general and administrative costs.

~~Adjusted loss from operations was $16.6 million for the three months ended September 30, 2022~~March 31, 2023 as compared to adjusted income from operations of ~~$18.1~~$3.3 million in the three months ended ~~September 30, 2021.~~March 31, 2022. The adjusted loss from operations was driven by the same factors described above impacting loss from operations. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this MD&A.

~~Other~~Total other expense, net

During the three months ended ~~September 30, 2022,~~March 31, 2023, Greenidge incurred an increase of ~~$5.0~~$0.2 million, or 5%, to $3.2 million of other expense ~~primarily~~ due to ~~increased interest expense associated with the incurrence of debt to finance the expansion of the mining fleet and, to~~ a ~~lesser extent, a loss~~higher gain on sale of ~~assets.~~digital assets of $0.4 million, partially offset by higher interest expense of $0.2 million.

2726

~~Provision (benefit) for~~Benefit from income taxes

The Company recognized an income tax provision of $0.1 million, or an effective tax rate of (0.3)% during the three months ended September 30, 2022 and a benefit for income taxes of $(5.0) million, or an effective tax rate of 38.7%, during the three months ended September 30, 2021. TheOur effective tax rate for the three months ended ~~September 30, 2022~~March 31, 2023 was ~~impacted by pretax losses with no associated income tax benefit as~~0% which was lower than the statutory rate of 21% because we have a ~~result of a~~full valuation allowance on ~~net operating loss carryforwards. The~~deferred tax assets. We recorded and will continue to carry a full valuation allowance against our gross deferred tax assets that will not reverse against deferred tax liabilities within the scheduled reversal period. Our effective ~~income~~ tax ~~rates~~rate for the three months ended ~~September 30, 2021 benefited from a higher~~March 31, 2022 was 17.9%, which was lower than the statutory rate of 21% primarily due to state income taxes and tax ~~base for the deductibility of the equity-based success fees~~benefits associated with ~~the Merger.~~stock-based compensation.

Net ~~(loss) income~~loss from continuing operations

As a result of the factors described above, Greenidge incurred a net loss of ~~$23.2~~$8.8 million for the three months ended ~~September 30, 2022~~March 31, 2023 as compared to a net loss of ~~$7.9~~$1.7 million for the three months ended ~~September 30, 2021.~~March 31, 2022.

On an adjusted basis, excluding the impact of ~~merger and other~~a gain on sale of assets, debt restructure costs and expansions costs, adjusted net ~~(loss) income~~loss during the three months ended ~~September 30, 2022~~March 31, 2023 would have been ~~$(22.0)~~$9.0 million as compared to ~~$12.2~~$0.2 million in the same period in ~~2021.~~2022. Adjusted net ~~(loss) income~~loss is a non-GAAP performance measure. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this MD&A.

~~Segment Results of Operations - Three Months Ended September 30~~

The following summary of Segment revenue and Segment Adjusted EBITDA provides a basis for the discussion that follows. Greenidge evaluates the performance of its reportable segments based on Adjusted EBITDA, which excludes items not indicative of ongoing business trends. The reported amounts in the table below areIncome from ~~the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income.~~

Three Months Ended
September 30, Variance
$ in thousands 2022 2021 $ %
REVENUE
Cryptocurrency Datacenter and Power Generation $ 21,885 $ 34,233 $ (12,348) (36) %
Support Services 7,474 1,521 5,953 391 %
Total Revenue $ 29,359 $ 35,754 $ (6,395) (18) %
SEGMENT ADJUSTED EBITDA
Cryptocurrency Datacenter and Power Generation $ (3,669) $ 20,973 $ (24,642) N/A
Support Services 1,381 204 1,177 577 %
Total Adjusted EBITDA $ (2,288) $ 21,177 $ (23,465) N/A
Reconciliation to loss before income taxes:
Depreciation and amortization (13,835) (2,667)
Stock-based compensation (361) (411)
Merger and other costs (242) (29,847)
Expansion costs (183) (128)
Interest expense, net (5,430) (1,009)
Loss on sale of assets (759) -
Consolidated loss before income taxes $ (23,098) $ (12,885)

~~Cryptocurrency Datacenter and Power Generation Segment~~

~~The following table provides a summary of key metrics associated with the Cryptocurrency Datacenter and Power Generation segment.~~

Three Months Ended
September 30, Variance
$ in thousands, except $ per MWh and average bitcoin price 2022 2021 $ %
Cryptocurrency datacenter $ 18,272 $ 31,156 (12,884) (41) %
Power and capacity 3,613 3,077 536 17 %
Total revenue $ 21,885 $ 34,233 (12,348) (36) %
MWh
Cryptocurrency datacenter 158,040 87,111 70,929 81 %
Power and capacity 33,262 44,915 (11,653) (26 %)
Revenue per MWh
Cryptocurrency datacenter $ 116 $ 358 $ (242) (68 %)
Power and capacity $ 109 $ 69 $ 40 58 %
Cost of revenue (exclusive of depreciation and amortization)
Cryptocurrency datacenter $ 14,675 $ 5,974 $ 8,701 146 %
Power and capacity $ 3,760 $ 2,831 $ 929 33 %
Cost of revenue per MWh (exclusive of depreciation and amortization)
Cryptocurrency datacenter $ 93 $ 69 $ 24 35 %
Power and capacity $ 113 $ 63 $ 50 79 %

Cryptocurrency Datacenter Metrics
Bitcoins produced 866 729 137 19 %
Average bitcoin price $ 21,269 $ 41,937 (20,668) (49 %)
Average hash rate (EH/s) 115 %
Average difficulty 83 %

~~Revenue~~

~~Cryptocurrency datacenter~~

For our cryptocurrency datacenter revenue, we generate electricity on-site from our power plant located at the New York Facility and use that electricity to power ASIC miners, generating bitcoin that we then exchange for U.S. dollars. Our cryptocurrency datacenter revenue decreased by $12.9 million, or 41%, during the three months ended September 30, 2022 as compared to the prior year period. The decrease was primarily attributable to the 49% decline in average bitcoin price as compared to the prior year. This decrease was partially offset by an increase in hash rate from our increased mining fleet resulting in a 115% increase in the average hash rate during three months ended September 30, 2022. The increased average hash rate, partially offset by a higher average mining difficulty, led to us producing 866 bitcoins in the third quarter of 2022 as compared to 729 bitcoins in the third quarter of 2021. The increased number of bitcoins produced was more than offset by the 49% lower average bitcoin price in 2022, resulted in the decline in cryptocurrency datacenter revenue.

~~Power and capacity~~

Power and capacity revenue at our New York Facility is earned when we sell capacity and energy and ancillary services to the wholesale power grid managed by the NYISO. Through these sales, we earn revenue in three streams: (1) power revenue received based on the hourly price of power, (2) capacity revenue for committing to sell power to the NYISO when dispatched and (3) other ancillary service revenue received as compensation for the provision of operating reserves. Our power and capacity revenue increased $0.5 million, or 17%, to $3.6 million during the third quarter of 2022 as compared to the prior year as result of an increase in selling price per MwH of 58% compared to the same period in the prior year, offset by a 26% decline in MWhs provided to the power grid as compared to prior year.

~~Segment Adjusted EBITDA (loss)~~

Segment Adjusted EBITDA (loss) for the Cryptocurrency Datacenter and Power Generation segment decreased to $(3.7) million for the third quarter 2022 from $21.0 million in the third quarter of 2021. The variance was driven by the decline in the price of bitcoin and increase in natural gas input costs, partially offset by the increased bitcoin mining hash rate.

Cryptocurrency datacenter revenue per MWh and power and capacity revenue per MWh are used by management to consider the extent to which it will generate electricity to either produce cryptocurrency or sell power to the New York wholesale power market. Cost of revenue (excluding depreciation and amortization) per MWh represents a measure of the cost of natural gas, emissions credits, payroll and benefits and other direct production costs associated with the MWhs produced to generate the respective revenue category for each MWh utilized. Depreciation and amortization costs are excluded from the cost of revenue (exclusive of depreciation and amortization) per MWh metric; therefore, not all cost of revenues for cryptocurrency datacenter and power and capacity are fully reflected. To the extent any other cryptocurrency datacenters are public or may go public, the cost of revenue (exclusive of depreciation and amortization) per MWh metric may not be comparable because some competitors may include depreciation in their cost of revenue figures.

~~Support Services Segment~~

Greenidge acquired Support.com, which constitutes the Support Services segment as of close of business on September 14, 2021. As such, there were only 16 days of operations included in our consolidated results in the third quarter of 2021. Support Services had revenue of $7.5 million and Segment Adjusted EBITDA of $1.4 million in the three months ended September 30, 2022.

The contract associated with the Support Services segment's largest customer, which accounted for approximately 19% of the Company's consolidated revenue during the three months ended September 30, 2022, expires on December 31, 2022 and has not been renewed beyond that date. This customer also accounted for 73% of Support Service's segment revenue for the three months ended September 30, 2022. During the fourth quarter of 2022, the Company will review the goodwill and other intangible assets totaling $5.9 million as of September 30, 2022 for impairment in light of this contract not being renewed beyond December 31, 2022.

~~Results of Operations - Nine Months Ended September 30~~

~~The following table sets forth key components of the results of operations of Greenidge during the nine months ended September 30, 2022 and 2021.~~

Nine Months Ended
September 30, Variance
$ in thousands 2022 2021 $ %
Total revenue $ 98,353 $ 62,993 $ 35,360 56 %
Cost of revenue (exclusive of depreciation and amortization shown below) 57,054 19,046 38,008 200 %
Selling, general and administrative expenses 35,720 12,017 23,703 197 %
Merger and other costs 940 31,095 (30,155) (97 %)
Depreciation and amortization 22,680 5,531 17,149 310 %
Impairment of long-lived assets 71,500 — 71,500 N/A
Remeasurement of environmental liability 11,109 — 11,109 N/A
(Loss) income from operations (100,650) (4,696) (95,954) 2043 %
Other (expense) income:
Interest expense, net (15,693) (1,377) (14,316) (1040) %
Interest expense - related party — (22) 22 N/A
(Loss) gain on sale of digital assets (15) 159 (174) N/A
Loss on sale of assets (130) — (130) N/A
Other income, net 200 (23) 223 N/A
Total other expense, net (15,638) (1,263) (14,375) (1138 %)
(Loss) income before income taxes (116,288) (5,959) (110,329) (1851) %
Provision (benefit) for income taxes 15,200 (2,860) 18,060 N/A
Net (loss) income $ (131,488) $ (3,099) $ (128,389) (4143 %)
Adjusted Amounts (a)
Adjusted (loss) income from operations $ (14,726) $ 26,527 $ (41,253) N/A
Adjusted operating margin (15.0) % 42.1 %
Adjusted net (loss) income $ (30,378) $ 17,868 $ (48,246) N/A
Other Financial Data (a)
EBITDA (loss) $ (77,915) $ 971 $ (78,886) N/A
as a percent of revenues (79.2 %) 1.5 %
Adjusted EBITDA $ 9,168 $ 33,668 $ (24,500) (73 %)
as a percent of revenues 9.3 % 53.4 %

~~(a)~~Adjusted Amounts and Other Financial Data are non-GAAP performance measures. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this MD&A.

~~Revenue~~

Nine Months Ended
September 30, Variance
$ in thousands 2022 2021 $ %
Cryptocurrency datacenter $ 61,571 $ 54,217 $ 7,354 14 %
Power and capacity 12,395 7,255 5,140 71 %
Services and other 24,387 1,521 22,866 1503 %
Total revenue $ 98,353 $ 62,993 $ 35,360 56 %

~~The components of revenue, expressed as a percentage of total revenue were:~~

Nine Months Ended
September 30,
2022 2021
Cryptocurrency datacenter 62 % 86 %
Power and capacity 13 % 12 %
Services and other 25 % 2 %
Total revenue 100 % 100 %

~~Total revenue increased $35.4 million, or 56%, to $98.4 million during the nine months ended September 30, 2022 as compared to the prior year period. The increase in revenue was due to the following:~~

•The revenue from our cryptocurrency datacenter operations increased $7.4 million, or 14%, to $61.6 million primarily due to higher mining capacity resulting in an increase of in total bitcoin mined of 63% and a hash rate increase of 166% . This increase was offset by lower average bitcoin prices, with prices decreasing by 29% compared to prior year and, to a lesser extent, increased difficulty rates.

•~~Power and capacity revenue increased $5.1 million, or 71%, to $12.4 million due to an increase in selling price per MWh of 89% offset by a 10% decline in MWh capacity sold to the power grid.~~

•The Services and other segment included a full nine months of operations in 2022 compared to 16 days of operations in 2021 following the acquisition on September 14, 2021. This resulted in an increase in revenue of $22.9 million, or 1503%, to $24.4 million during the nine months ended September 30, 2022.

Refer to the "Segment Results of Operations - Nine Months Ended September 30" of this MD&A for a more detailed discussion of revenues from the Cryptocurrency Datacenter and Power Generation segment and the Support Services segment.

~~Cost of revenue (exclusive of depreciation and amortization)~~

Nine Months Ended
September 30, Variance
$ in thousands 2022 2021 $ %
Cryptocurrency datacenter $ 34,795 $ 11,504 $ 23,291 202 %
Power and capacity 10,955 6,688 4,267 64 %
Services and other 11,304 854 10,450 1224 %
Total cost of revenue $ 57,054 $ 19,046 $ 38,008 200 %
As a percentage of total revenue 58.0 % 30.2 %

Total cost of revenue, exclusive of depreciation and amortization, increased $38.0 million, or 200%, to $57.1 million in the nine months ended September 30, 2022 as compared to the prior year period. The following were the main contributors to the increase in cost of revenue:

•The cost of revenue per MWh (exclusive of depreciation and amortization) increased for both cryptocurrency datacenter and power and capacity operations due to a significant increase in the natural gas cost per dekatherm, which increased approximately 121% in the nine months ended September 30, 2022 as compared to the same period of 2021.

•Cryptocurrency datacenter cost of sales also increased as a result of a 91% increase in overall MWh usage due to the increased mining fleet, including the South Carolina expansion which began in Q4 2021.

•Services and other cost of revenue increased $10.5 million, or 1224%, to $11.3 million for the nine months ended September 30, 2022 as compared to the prior year period primarily resulting from inclusion of the full nine months of operations of Support.com in 2022 compared to only 16 days of operations included in the comparable period of the prior year.

Total cost of revenue as a percentage of total revenue increased primarily due to the impact of the higher cost of natural gas combined with the lower price of bitcoin on the Cryptocurrency Datacenter and Power Generation segment.

~~Selling, general and administrative expenses~~

Selling, general and administrative expenses increased $23.7 million, or 197%, to $35.7 million for the nine months ended September 30, 2022 as compared to the prior year period. The main drivers of the increase in selling, general and administrative expenses were:

•Total employee-related costs increased $4.9 million, or 258%, as a result of increased headcount, including the addition and expansion of executive level positions required to operate as a public company as well as increases in order to match the growth in the operational footprint of the business.

•Increased legal and professional fees of $7.6 million, or 436%, due to increased legal and regulatory costs associated with permit renewals and environmental matters at the New York plant, legal and consulting costs associated with potential expansion opportunities and other accounting and consulting fees associated with being a public company.

•Increased Insurance costs of $3.6 million, or 325%, due to increased premiums for new policies entered into at the time of the merger as well as increased premiums on property insurance as a result of 2022 capital expenditures and the addition of the South Carolina facility in Q4 2021, increasing the asset base.

•The Support Services segment added $7.6 million to Selling, general and administrative expenses for the nine months ended September 30, 2022 due to inclusion of the full nine months of operations of Support.com in 2022 compared to only 16 days of operations included in the comparable period of the prior year.

~~Merger and other costs~~

Merger and other costs decreased $30.2 million, or 97%, to $0.9 million resulting from costs associated with the Merger, as well as professional and other fees associated with becoming a publicly traded company during 2021.

~~Depreciation and amortization~~

Depreciation and amortization increased $17.1 million, or 310%, to $22.7 million for the nine months ended September 30, 2022 as compared to the prior year period primarily due to the purchase and deployment of additional miners. Additionally, the Merger contributed $1.0 million of depreciation and amortization for the nine months ended September 30, 2022 as compared to the prior year period.

~~Impairment of long-lived assets~~

As a result of the significant reduction in the price of bitcoin and increased energy prices during the nine months ended September 30, 2022, the Company recognized a nonrecurring, noncash impairment of $71.5 million for the assets associated with the Cryptocurrency Datacenter and Power Generation segment to reduce the net book value of the long-lived assets to fair value. Fair value was determined utilizing the market approach. The excess of the book value over the fair value was allocated to the long-lived assets of the Cryptocurrency and Power Generation segment.

As a result of the impairment assessment, the Company has reevaluated the useful lives of the long-lived assets and adjusted the lives of the miners from 5 to 3 years and the lives of plant infrastructure from 15 - 39 years to 10 years effective July 1, 2022.

~~Remeasurement of environmental liabilities~~

During the nine months ended September 30, 2022, the Company recognized a charge of $11.1 million for the remeasurement of an environmental liability as a result of an update in the cost estimates associated to CCR liabilities associated with the Company's New York Facility as part of our continuing evaluation of the site.

~~Income (loss) from~~discontinued operations

~~Greenidge~~We have reported loss from operations of $100.7 million for the nine months ended September 30, 2022 as compared to a loss from operations of $4.7 million for the nine months ended September 30, 2021. The increase in loss from operations during the nine months ended September 30, 2022, was driven by the nonrecurring, noncash charge of $71.5 million for the impairment of long-lived assets and the $11.1 million expense for the remeasurement of an environmental liability, as well as higher depreciation and amortization.

Adjusted loss from operations was $14.7 million for the nine months ended September 30, 2022, compared to adjusted income from operations of $26.5 million for the nine months ended September 30, 2021. The $41.3 million unfavorable variance is primarily attributable to higher costs of revenues relative to revenue due to the increased cost of natural gas combined with the decline in the price of bitcoin. Additionally, adjusted income (loss) from operations declined due to higher depreciation and amortization. These negative impacts on Adjusted income (loss) from operations were partially offset by the increased bitcoin mining hash rate. Adjusted income from operations is a non-GAAP performance measure. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this MD&A.

~~Other expense, net~~

During the nine months ended September 30, 2022 as compared to the prior period, Other expense, net increased $14.4 million primarily due to increased interest expense associated with the incurrence of debt to finance the expansion of the mining fleet.

~~Provision (benefit) for income taxes~~

The Company recognized an income tax provision of $15.2 million, or an effective tax rate of (13.1)%, during the nine months ended September 30, 2022 and a benefit for income taxes of $2.9 million, or an effective tax rate of 48.0%, during the nine months ended September 30, 2021 due to the recording of a $15.0 million charge for a valuation allowance during the nine months ended September 30, 2022 for the deferred tax assets. This was primarily related to historical net operating loss carryforwards of the Support.com business ~~that was acquired in 2021, reduced profitability caused by the declines~~as discontinued operations in the ~~price~~consolidated financial statements. Income from discontinued operations, net of ~~bitcoin and increased power costs. The effective~~ tax ~~rates~~decreased $0.6 million, or 49%, to $0.7 million for ~~the nine months ended September 30, 2021 include the recognition of a deferred tax liability caused by the reorganization from an LLC to a corporation during~~ the three months ended March 31, ~~2021.~~

~~Net (loss)~~2023. The decrease primarily related to lower operating income

~~As a result of~~ caused by the ~~factors described above, Greenidge incurred a net~~ loss of ~~$131.5 million for the nine months ended September 30, 2022 as compared to a net loss of $3.1 million for the nine months ended September 30, 2021.~~

On an adjusted basis, excluding the after-tax impact of the impairment of long-lived assets, the remeasurement of environmental liabilities, merger and other costs, expansions costs and the tax charge for the recognition of a valuation allowance on deferred tax assets, adjusted net (loss) income during the nine months ended September 30, 2022 would have been $30.4 million as compared to $17.9 million in the same period in 2021. Adjusted net (loss) income is a non-GAAP performance measure. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this MD&A.

~~Segment Results of Operations - Nine Months Ended September 30~~

The following summary of Segment revenue and Segment Adjusted EBITDA provides a basis for the discussion that follows. Greenidge evaluates the performance of its reportable segments based on Adjusted EBITDA, which excludes items not indicative of ongoing business trends. The reported amounts in the table below are from the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income.

Nine Months Ended
September 30, Variance
$ in thousands 2022 2021 $ %
REVENUE
Cryptocurrency Datacenter and Power Generation $ 73,966 $ 61,472 $ 12,494 20 %
Support Services 24,387 1,521 22,866 1503 %
Total Revenue $ 98,353 $ 62,993 $ 35,360 56 %
SEGMENT ADJUSTED EBITDA
Cryptocurrency Datacenter and Power Generation $ 3,886 $ 33,464 $ (29,578) (88 %)
Support Services 5,282 204 5,078 2489 %
Total Adjusted EBITDA $ 9,168 $ 33,668 $ (24,500) (73 %)
Reconciliation to loss before income taxes:
Depreciation and amortization (22,680) (5,531)
Stock-based compensation (1,029) (1,474)
Merger and other costs (940) (31,095)
Expansion costs (2,375) (128)
Interest expense, net (15,693) (1,399)
Loss on sale of assets (130) —
Long-lived asset impairment (71,500) —
Remeasurement of environmental liabilities (11,109) —
Consolidated loss before income taxes $ (116,288) $ (5,959)

~~Cryptocurrency Datacenter and Power Generation Segment~~

~~The following table provides a summary of key metrics associated with the Cryptocurrency Datacenter and Power Generation segment.~~

~~Revenue~~

$ in thousands, except $ per MWh
and average bitcoin price Nine Months Ended
September 30, Variance
2022 2021 $ %
Cryptocurrency datacenter $ 61,571 $ 54,217 $ 7,354 14 %
Power and capacity 12,395 7,255 5,140 71 %
Total revenue $ 73,966 $ 61,472 $ 12,494 20 %
MWh
Cryptocurrency datacenter 380,432 199,200 181,232 91 %
Power and capacity 114,322 126,990 (12,668) (10 %)
Revenue per MWh
Cryptocurrency datacenter $ 162 $ 272 $ (110) (40 %)
Power and capacity $ 108 $ 57 $ 51 89 %
Cost of revenue (exclusive of depreciation and amortization)
Cryptocurrency datacenter $ 34,795 $ 11,504 $ 23,291 202 %
Power and capacity $ 10,955 $ 6,688 $ 4,267 64 %
Cost of revenue per MWh (exclusive of depreciation and amortization)
Cryptocurrency datacenter $ 91 $ 58 $ 33 57 %
Power and capacity $ 96 $ 53 $ 43 82 %
Cryptocurrency Datacenter Metrics
Bitcoins produced 2,048 1,257 791 63 %
Average bitcoin price $ 31,666 $ 44,614 $ (12,948) (29 %)
Average hash rate (EH/s) 166 %
Average difficulty 45 %

~~Cryptocurrency datacenter~~

For its cryptocurrency datacenter revenue, we generate electricity on-site from our power plant located at the New York Facility and use that electricity to power ASIC miners, generating bitcoin that we then exchange for U.S. dollars or hold in our wallet. Our cryptocurrency datacenter revenue increased by $7.4 million, or 14%, during the nine months ended September 30, 2022 as compared to the prior period. The increase was attributable to our increased mining fleet resulting in a 166% increase in the average hash rate during the nine months ended September 30, 2022. The increased average hash rate,Support.com's largest customer, partially offset by a ~~higher average mining difficulty, led to us producing 2,048 bitcoins in the first nine months~~gain on asset disposal of ~~2022 as compared to 1,257 bitcoins in the first nine months of 2021. Revenue increases as a result of increased mining volume were offset by the 29% lower average bitcoin price in 2022.~~

~~Power and capacity~~

NYISO when dispatched and (3) other ancillary service revenue received as compensation for the provision of operating reserves. Our power and capacity revenue increased $5.1 million, or 71%, to $12.4 million during the first nine months of 2022. This was a result of 89% higher price per MWh sold to the power grid in 2022, as compared to the prior period, partially offset by a 10% decline in volume as more MWh were utilized by the Cryptocurrency datacenter. Due to more severe weather in the month of January 2022 as compared to 2021, we curtailed cryptocurrency datacenter operations at the New York Facility for a period of time when there was a spike in power demand, which coincided with higher prices for electricity. This January revenue accounted for approximately 37% of the increase in Power capacity revenue for first nine months of 2022 as compared to the prior period.

~~Segment Adjusted EBITDA~~

Segment Adjusted EBITDA for the Cryptocurrency Datacenter and Power Generation segment decreased to $3.9 million for the first nine months of 2022 from $33.5 million in the first nine months of 2021. The decrease in Segment Adjusted EBITDA was driven by the increased cost of natural gas and lower price of bitcoin, partially offset by the higher bitcoin mining hash rate.

~~Support Services Segment~~

Greenidge acquired Support.com, which constitutes the Support Services segment as of close of business on September 14, 2021. As such, there were only 16 days of operations included in our consolidated results in the first nine months of 2021. Support Services had revenue of $24.4 million and Segment Adjusted EBITDA of $5.3 million in the nine months ended September 30, 2022.

The contract associated with the Support Services segment's largest customer, which accounted for approximately 19% of the Company's consolidated revenue during the nine months ended September 30, 2022, expires on December 31, 2022, and has not been renewed beyond that date. This customer also accounted for 73% of Support Service's segment revenue for the nine months ended September 30, 2022.

~~Critical Accounting Policies and Estimates~~

The most significant accounting estimates involve a high degree of judgment or complexity. Management believes the estimates and judgments most critical to the preparation of our condensed consolidated financial statements and to the understanding of our reported financial results include those made in connection with goodwill and intangible assets, accounts receivable, digital assets, emissions expense and credits, environmental and asset retirement obligations and revenue recognition. Management evaluates its policies and assumptions on an ongoing basis.

Our significant accounting policies related to these accounts in the preparation of our condensed consolidated financial statements are described under the heading “Management Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2021. As of the date of this filing, there were no significant changes to any of the critical accounting policies and estimates previously described in our Annual Report on Form 10-K for the year ended December 31, 2021 with the exception of those described below.

~~Environmental Obligations~~

The Company has coal combustion residual liabilities associated with the closure of a coal ash pond located on the Company's property in the Town of Torrey, New York. In accordance with ASC 410-30, the Company has a liability of

$13.8 million as of September 30, 2022, which includes a charge of $11.1 million during the nine months ended September 30, 2022 as a result of an update to the cost estimates as part of the Company's ongoing evaluation of the site. Estimates are based on various assumptions including, but not limited to, closure and post-closure cost estimates, timing of expenditures, escalation factors, and requirements of granted permits. Additional adjustments to the environment liability may occur periodically due to potential changes in remediation requirements regarding coal combustion residuals which may lead to material changes in estimates and assumptions.

~~Long-lived Assets~~

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. To determine recoverability of a long-lived asset, management evaluates whether the estimated future undiscounted net cash flows from the asset are less than its carrying amount. If impairment is indicated, the long-lived asset would be written down to fair value.

As a result of the significant reduction in the price of bitcoin and increased energy prices during the nine months ended September 30, 2022, the Company recognized a noncash impairment charge of $71.5 million for the assets associated with the Cryptocurrency Datacenter and Power Generation segment to reduce the net book value of the long-lived assets to fair value. Fair value was based upon a market approach. The excess of the book value over the estimated fair value was allocated to the long-lived assets of the Cryptocurrency and Power Generation segment.$3.4 million.

Non-GAAP Measures and Reconciliations

The following non-GAAP measures are intended to supplement ~~investors'~~investors’ understanding of our financial information by providing measures which investors, financial analysts and management use to help evaluate our operating performance. Items which we do not believe to be indicative of ongoing business trends are excluded from these calculations so that investors can better evaluate and analyze historical and future business trends on a consistent basis. Definitions of these non-GAAP measures may not be comparable to similar definitions used by other companies. These results should be considered in addition to, not as a substitute for, results reported in accordance with ~~GAAP.~~United States Generally Accepted Accounting Principals ("U.S. GAAP").

EBITDA (loss) from continuing operations and Adjusted EBITDA (loss) from continuing operations

~~“EBITDA”~~"EBITDA from continuing operations" is defined as earnings from continuing operations before taxes, interest, ~~taxes,~~ and depreciation and amortization. ~~“Adjusted EBITDA”~~"Adjusted EBITDA from continuing operations" is defined as EBITDA from continuing operations adjusted for stock-based compensation and other special items determined by management, including, but not limited to costs associated with the Merger, costs of becoming a public company (which included the costs of corporate reorganization from a limited liability company, public registration of shares and associated costs), business expansion costs, ~~fair value adjustments for certain financial liabilities (including asset retirement obligations),~~gain on sale of assets and debt restructuring costs ~~associated with debt and equity transactions, and impairment charges~~ as they are not indicative of business operations. Adjusted EBITDA is intended as a supplemental measure of our performance that is neither required by, nor presented in accordance with, U.S. GAAP. Management believes that the use of EBITDA and Adjusted EBITDA provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial measures with those of comparable companies, which may present similar non-GAAP financial measures to investors. However, you should be aware that when evaluating EBITDA and Adjusted EBITDA, we may incur future expenses similar to those excluded when calculating these measures. In addition, our presentation of these measures should not be construed as an inference that its future results will be unaffected by unusual or non-recurring items. Our computation of Adjusted EBITDA may not be comparable to other similarly titled measures computed by other companies, because all companies may not calculate Adjusted EBITDA in the same fashion.

Because of these limitations, EBITDA and Adjusted EBITDA should not be considered in isolation or as a substitute for performance measures calculated in accordance with U.S. GAAP. We compensate for these limitations by relying primarily on our U.S. GAAP results and using EBITDA and Adjusted EBITDA on a supplemental basis. You should review the reconciliation of

net loss (income) to EBITDA (loss) and Adjusted EBITDA ~~above~~below and not rely on any single financial measure to evaluate our business. The reported amounts in the table below are from our Unaudited Condensed Consolidated Statements of Operations in our Unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.

Three Months Ended
September 30, Nine Months Ended
September 30,
$ in thousands 2022 2021 2022 2021
Adjusted operating income (loss)
(Loss) income from operations $ (17,053) $ (11,865) $ (100,650) $ (4,696)
Merger and other costs 242 29,847 940 31,095
Expansion costs 183 128 2,375 128
Impairment of long-lived assets — — 71,500 —
Remeasurement of environmental liability — — 11,109 —
Adjusted (loss) income from operations $ (16,628) $ 18,110 $ (14,726) $ 26,527
Adjusted operating margin (56.6 %) 50.7 % (15.0) % 42.1 %
Adjusted net (loss) income
Net loss $ (23,177) $ (7,896) $ (131,488) $ (3,099)
Merger and other costs, after tax 242 19,969 940 20,874
Expansion costs, after tax 183 93 2,375 93
Loss on sale of assets, after tax 759 — 130 —
Impairment of long-lived assets, after tax — — 71,500 —
Remeasurement of environmental liability, after tax — — 11,109 —
Tax charge for valuation allowance — — 15,056 —
Adjusted net (loss) income $ (21,993) $ 12,166 $ (30,378) $ 17,868
EBITDA (loss) and Adjusted EBITDA (loss)
Net loss $ (23,177) $ (7,896) $ (131,488) $ (3,099)
Provision for income taxes 79 (4,989) 15,200 (2,860)
Interest expense, net 5,430 1,009 15,693 1,399
Depreciation and amortization 13,835 2,667 22,680 5,531
EBITDA (loss) (3,833) (9,209) (77,915) 971
Stock-based compensation 361 411 1,029 1,474
Merger and other costs 242 29,847 940 31,095
Expansion costs 183 128 2,375 128
Loss on sale of assets 759 — 130 —
Impairment of long-lived assets — — 71,500 —
Remeasurement of environmental liability — — 11,109 —
Adjusted EBITDA (loss) $ (2,288) $ 21,177 $ 9,168 $ 33,668


	Three Months Ended March 31,						Variance
	2023			2022			$		%
Adjusted operating (loss) income from continuing operations
Operating (loss) income from continuing operations	$	(5,667)		$	1,214		$	(6,881)	(567)	%
Expansion costs	—			2,104			(2,104)		N/A
Gain on sale of assets	(1,744)			—			(1,744)		N/A
Debt restructuring costs	1,617			—			1,617		N/A
Adjusted operating (loss) income from continuing operations	$	(5,794)		$	3,318		$	(9,112)	(275)	%
Adjusted operating margin	(38.2		%)	11.4		%

Adjusted net loss from continuing operations
Net loss from continuing operations	$	(8,842)		$	(1,747)		$	(7,095)	406	%
Expansion costs, after tax	—			1,536			(1,536)		N/A
Gain on sale of assets, after tax	(1,744)			—			(1,744)		N/A

Debt restructuring costs, after tax	1,617			—			1,617		N/A
Adjusted net loss from continuing operations	$	(8,969)		$	(211)		$	(8,758)	N/A

EBITDA (loss) and Adjusted EBITDA (loss) from continuing operations
Net loss from continuing operations	$	(8,842)		$	(1,747)		$	(7,095)	(406)	%
Benefit from income taxes	—			(381)			381		N/A
Interest expense, net	3,573			3,353			220		7	%
Depreciation	3,820			3,653			167		5	%
EBITDA (loss) from continuing operations	(1,449)			4,878			(6,327)		(130)	%
Stock-based compensation	481			362			119		33	%
Gain on sale of assets	(1,744)			—			(1,744)		N/A

Debt restructuring costs	1,617			—			1,617		N/A
Expansion costs	—			2,104			(2,104)		N/A
Adjusted EBITDA (loss) from continuing operations	$	(1,095)		$	7,344		$	(8,439)	(115)	%

Revenue per MWh for datacenter hosting, cryptocurrency mining and power and capacity are used by management to consider the extent to which we may generate electricity to either produce cryptocurrency or sell power to the New York wholesale power market. Cost of revenue (excluding depreciation) per MWh represents a measure of the cost of natural gas, emissions credits, payroll and benefits and other direct production costs associated with the MWhs produced to generate the respective revenue category for each MWh utilized. Depreciation expense is excluded from the cost of revenue (exclusive of depreciation) per MWh metric; therefore, not all cost of revenues for datacenter hosting, cryptocurrency mining and power and capacity are fully reflected. To the extent any other cryptocurrency datacenters are public or may go public, the cost of revenue (exclusive of depreciation) per MWh metric may not be comparable because some competitors may include depreciation in their cost of revenue figures.

Liquidity and Capital Resources

On ~~September 30, 2022,~~March 31, 2023, we had cash and cash equivalents ~~and restricted cash~~ of ~~$38.5~~$17.0 million. To date, we have primarily relied on debt and equity financing to fund our operations, ~~and to meet~~including meeting ongoing working capital ~~needs~~needs. In our efforts to improve liquidity, on January 30, 2023, we entered into debt restructuring agreements with NYDIG and ~~to execute on the initial stages~~B. Riley Commercial. See "Recent Transactions" for further details. We also raised equity through issuances of our ~~business plan. During~~Class A common stock under the ~~first nine months of 2022, we obtained approximately $110.3 million of additional committed financings through two different agreements described further below.~~

We may seek to raise capital through alternative sources, such as a public offering, an additional private placement of our equity or debt securities or traditional or non-traditional credit facilities. If we raise additional equity financing, ourATM Agreement.

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~~stockholders may experience significant dilution~~Our operating cash flows are affected by several factors including the price of ~~their ownership interests,~~bitcoin, cost of electricity, natural gas and emissions credits. During 2022, and more particularly during the second half of 2022, our profit and cash flows were impacted significantly by volatility in the prices of bitcoin and natural gas. As a result, management took certain actions during the second half of 2022 and the ~~per share value~~first quarter of 2023 to improve our liquidity.

As discussed above and under "Recent Transactions," we entered into the NYDIG Agreement to restructure our debt by transferring ownership of miners, previously secured by the MEFAs, under the Purchase Agreement along with the rights to credits and coupons to NYDIG and reduced our debt and accrued interest balance with NYDIG from $75.8 million to $17.3 million. The restructuring of the NYDIG debt is expected to improve Greenidge’s liquidity during 2023 as annual interest payments on the remaining $17.3 million principal balance will be $2.5 million. This reduced debt service is substantially lower than the $62.7 million of principal and interest payments which would have been required in 2023 pursuant to the 2021 and 2022 MEFAs, both of which have now been refinanced.

We also entered into the Hosting Agreements with NYDIG affiliates. The terms of such arrangements require NYDIG affiliates to pay a hosting fee that covers the cost of power and direct costs associated with management of the mining facilities as well as a gross profit-sharing arrangement. This allows us to participate in the upside as bitcoin prices rise, but reduces our downside risk of bitcoin price deterioration and cost increases related to natural gas.

Additionally, we entered into the Promissory Note Amendment with B. Riley Commercial, which adjusted payments so that no principal and interest payments are required until June 2023, except for a requirement to repay principal using a portion of net proceeds from sales of equity, which was reduced from 65% to 15% of the net proceeds received. B. Riley Commercial and Atlas Holding LLC each purchased $1 million of our ~~class~~Class A common stock ~~could decline. Furthermore,~~pursuant to the ATM agreement, and we repaid $1.9 million of principal on the Secured Promissory Note from the net proceeds. In addition to the net proceeds from the sale of Class A common stock to B. Riley Commercial and Atlas Holdings LLC, during the first quarter of 2023, we received net proceeds of $6.4 million from sales of Class A common stock pursuant to the ATM agreement, from which we repaid approximately $0.9 million of principal on the Secured Promissory Note.

Since entering into the Hosting Agreements, we have identified opportunities to deploy our company-owned miners. In March 2023, we entered into the Conifex Hosting Agreement, whereby Conifex will provide hosting services to Greenidge utilizing renewable power. In April 2023, we entered into the Hosting Agreement with Core in which Core will host and operate Greenidge-owned bitcoin miners at its facilities. In addition, we installed an approximate 1,500 of additional company-owned miners at our existing facilities. The installation of these miners at Conifex and Core facilities along with our facilities will improve our profits and liquidity during the remainder of 2023 and beyond.

Despite these improvements to our financial condition, we expect we will require additional capital in order to meet the commitments in the table below. Management continues to assess different options to improve liquidity including, but not limited to, issuances of equity, including but not limited to issuances under the Equity Purchase Agreement and/or the ATM Agreement, and selling the Company's excess real estate at its South Carolina Facility that is not used in its datacenter operations.

We estimate that our cash resources will fall below $10 million by the end of the first quarter of 2024, which would be considered an Event of Default as defined in the Senior Secured Loan that would require the repayment of the loan balance, unless a waiver is obtained from the lender. We estimate of cash resources available to us through 2023 and through the first quarter of 2024 is dependent on completion of certain actions, including our ability to sell excess real estate in South Carolina, as mentioned above, and minimizing losses associated with the sale or exit of Support.com, as well as bitcoin prices, blockchain difficulty levels and energy prices similar to the those experienced in the first three months of 2023. While bitcoin prices have begun to recover in the first quarter of 2023, management cannot predict when or if ~~we engage~~bitcoin prices will recover to prior levels, or volatility in ~~additional debt financing, the debt holders would likely have priority over our stockholders, on order of payment preference.~~

energy costs. While we ~~held a relatively small amount~~continue to work to implement options to improve liquidity, there can be no assurance that these efforts will be successful and our liquidity could be negatively impacted by items outside of digital assets for an extended period as of September 30, 2022, our current business strategy is to sell digital assets within a short period after earning such assets. We may choose to change this strategyits control, in particular, significant decreases in the ~~future. The average period between receipt~~price of bitcoin, regulatory changes concerning cryptocurrency, increases in energy costs or other macroeconomic conditions and other matters identified in "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the ~~subsequent conversion~~year ended December 31, 2022 and in this Quarterly Report on Form 10Q. Given this uncertainty regarding our financial condition over the next 12 months, we have concluded that there is substantial doubt about our ability to ~~cash is less than one day because at least 95%~~continue as a going concern for a reasonable period of ~~the bitcoin mined each day is liquidated the same day it is mined. Our liquidity is subject to volatility in both number of bitcoins mined and the underlying price of bitcoin.~~time.

Contractual Obligations and Commitments

The following table summarizes our contractual obligations and other commitments ~~as of September 30, 2022,~~at March 31, 2023, and the years in which these obligations are due:


$ in thousands	$ in thousands	Total		Remainder of 2022		2023-2024		2025-2026		Thereafter		$ in thousands	Total		Remainder of 2023		2024-2025		2026-2027		Thereafter
Debt payments	Debt payments	$	212,089	$	24,824	$	102,791	$	84,474	$	-	Debt payments	$	125,392	$	14,585	$	32,470	$	78,337	$	-
Leases	Leases	273		32		241		—		—		Leases	209		98		111		—		—

Environmental obligations	Environmental obligations	22,415		—		16,500		5,915		—		Environmental obligations	28,000		600		9,500		9,850		8,050
Natural gas transportation	Natural gas transportation	15,168		474		3,792		3,792		7,110		Natural gas transportation	14,220		1,422		3,792		3,792		5,214
Total	Total	$	249,945	$	25,330	$	123,324	$	94,181	$	7,110	Total	$	167,821	$	16,705	$	45,873	$	91,979	$	13,264

The debt payments included in the table above include the principal ~~interest~~ and ~~risk premium~~interest amounts due. The lease payments include fixed monthly rental payments and exclude any variable payments. Environmental obligations are based on estimates subject to various assumptions including, but not limited to, closure and post-closure cost estimates, timing of expenditures, escalation factors, and requirements of granted permits. Additional adjustments to the environment liability may occur periodically due to potential changes in remediation requirements regarding coal combustion residuals which may lead to material changes in estimates and assumptions.

Our operating cash flows are affected by several factors including the price of bitcoin and cost of electricity and natural gas, and based on the current price of bitcoin and electricity cost, we expect that we will require additional capital in order to meet the commitments above. During the nine months ended September 30, 2022, the Company’s profit and cash flows were impacted significantly by volatility in the prices of bitcoin and natural gas. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has evaluated different options to improve its liquidity to fund the Company’s expenses and to support the Company’s debt servicing requirements. These options include, but are not limited to:

•~~issuances of equity, including but not limited to issuances under the Equity Purchase Agreement and/or the ATM Agreement;~~

•~~migrating certain of its equipment to lower cost locations; and~~

~~In the Company's efforts to further improve liquidity, Greenidge and the Noteholder amended the Secured Promissory Note on August 10, 2022. The amendment is discussed further below under "Secured Promissory Note~~".

The Company has received proceeds of $59.8 million since October 2021 from sales of common stock under the original and amended Equity Purchase Agreements, of which $8.9 million proceeds, net of discounts, was received during the nine months ended September 30, 2022. In September 2022, Greenidge entered into an ATM Agreement (defined and

discussed further below under "ATM Agreement"), and since September 30, 2022 through November 11, 2022, the Company received proceeds of $1.6 million from sales of common stock under the ATM Agreement.

~~Additionally, the Company has sold certain of its miners and other assets during the nine months ended September 30, 2022 for proceeds of $4.8 million.~~

The Company anticipates that existing cash resources will be depleted by the end of the first quarter of 2023. Depending on its assumptions regarding the timing and ability to achieve more normalized levels of operating revenue, the estimated amount of required liquidity will vary significantly. Similarly, management cannot predict when or if bitcoin prices will recover to prior levels, or when energy costs may decrease. While the Company continues to work to implement the options to improve liquidity, there can be no assurance that these efforts will be successful.

Management's ability to successfully implement these options could be negatively impacted by items outside of its control, in particular, significant decreases in the price of bitcoin, regulatory changes concerning cryptocurrency, increases in energy costs or other macroeconomic conditions and other matters identified in Part I, Item 1A ~~"Risk Factors"~~ ~~of our Annual Report on Form 10-K for the year ended December 31, 2021 and Part II, Item 1A "Risk Factors~~" of this Quarterly Report on Form 10-Q. Given the lack of improvement in the above mentioned factors in the third quarter of 2022, there is uncertainty regarding the Company’s financial condition and substantial doubt about its ability to continue as a going concern for a reasonable period of time.

Summary of Cash Flow

The following table provides information about our net cash flow for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021.~~2022.

Nine Months Ended
September 30,
$ in thousands 2022 2021
Net cash (used for) provided by operating activities $ (1,226) $ 26,666
Net cash used in investing activities (122,076) (38,644)
Net cash provided by financing activities 79,216 58,075
Net change in cash and cash equivalents and restricted cash (44,086) 46,097
Cash and cash equivalents at beginning of year 82,599 5,052
Cash and cash equivalents and restricted cash at end of period $ 38,513 $ 51,149


	Three Months Ended March 31,
$ in thousands	2023		2022
Net cash (used for) provided by operating activities from continuing operations	$	(607)	$	4,723
Net cash used for investing activities from continuing operations	(5,867)		(70,641)
Net cash provided by financing activities from continuing operations	4,813		78,163
Increase in cash and cash equivalents from discontinued operations	3,490		1,609
Net change in cash and cash equivalents	1,829		13,854
Cash and cash equivalents at beginning of year	15,217		82,599
Cash and cash equivalents at end of period	$	17,046	$	96,453

Operating Activities

Net cash ~~(used for) provided by operating activities~~used for was ~~$(1.2)~~$0.6 million for the ~~nine~~three months ended ~~September 30, 2022,~~March 31, 2023, as compared to ~~$26.7~~net cash provided by was $4.7 million for the ~~nine~~three months ended ~~September 30, 2021.~~March 31, 2022. The variance in the operating cash flow during the first ~~nine~~three months of ~~2022~~2023 as compared to ~~2021~~2022 was driven primarily by the ~~lower profits~~higher loss from continuing operations in 2023. During the three months ended March 31, 2023, higher payments to reduce accrued expenses were offset by the collection of an accounts receivable balance, which was caused by higher sales of power due to a cold streak at the ~~decrease in the price~~end of ~~bitcoin~~December 2022, and the ~~higher cost~~collection of ~~power in 2022 than in 2021.~~a security deposit associated with the Hosting Agreements.

Investing Activities

Net cash used in investing activities was ~~$122.1~~$5.9 million for the ~~nine~~three months ended ~~September 30, 2022,~~March 31, 2023, as compared to ~~$38.6~~$70.6 million for the ~~nine~~three months ended ~~September 30, 2021. For the nine months ended September 30, 2022,~~March 31, 2022. The decrease is primarily related to $64.7 million of lower purchases of and deposits for property and equipment ~~significantly increased~~ as compared to the prior year due to the significant expansion of our miner fleet and infrastructure for cryptocurrency datacenter ~~operations.~~operations that was occurring during the prior year.

Financing Activities

Net cash provided by financing activities was ~~$79.2~~$4.8 million for the ~~nine~~three months ended ~~September 30, 2022,~~March 31, 2023, as compared to ~~$58.1~~$78.2 million for the ~~nine~~three months ended ~~September 30, 2021. For~~March 31, 2022. The decrease is primarily related to the ~~nine months ended September 30, 2022, the net cash provided by financing activities primarily consisted~~decrease of ~~$107.1 million of net proceeds from debt and $7.8~~$80.4 million of proceeds from ~~issuance of common stock,~~debt, net of issuance costs ~~partially offset~~received.

Financing Arrangements

See Note 5, "Debt," and Note 9, "Stockholder's Equity" in the Notes to our Unaudited Condensed Consolidated Financial Statements for details regarding our financing arrangements for further details regarding our financing arrangements.

Critical Accounting Policies and Estimates

The most significant accounting estimates involve a high degree of judgment or complexity. Management believes the estimates and judgments most critical to the preparation of our condensed consolidated financial statements and to the understanding of our reported financial results include those made in connection with revenue recognition, valuation of long-lived assets and environmental obligations. Management evaluates its policies and assumptions on an ongoing basis.

Our significant accounting policies related to these accounts in the preparation of our condensed consolidated financial statements are described under the heading “Management Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2022. As of the date of this filing, there were no significant changes to any of the critical accounting policies and estimates previously described in our Annual Report on Form 10-K for the year ended December 31, 2022 with the exception of those described below.

Revenue Recognition

We generate revenue from contacts with customers from providing hosting services to a single third-party customer. Hosting revenue is recognized as services are performed on a variable basis. We recognize variable hosting revenue each month as the uncertainty related to the consideration is resolved, hosting services are provided to our customer, and our customer utilizes the hosting service (the customer simultaneously receives and consumes the benefits of our performance). Our performance obligation related to these services is satisfied over time. We recognize revenue for services that are performed on a consumption basis (the amount of electricity utilized by ~~$35.3 million of payments of debt principal. For~~ the ~~nine months ended September 30, 2021,~~customer) as well as through a fixed fee that is earned monthly and a profit sharing component based on the net ~~cash provided~~proceeds earned by ~~financing activities consisted~~the customer in the month from bitcoin mining activities. We bill our customer at the beginning of ~~$37.1~~

million in proceeds from issuance of preferred stock, $25.1 million of net proceeds from debt obligations and $1.0 million of proceeds from stock options exercised, partially offset by $4.4 million of principal paymentseach month based on ~~debt.~~

~~Master Equipment Finance Agreement~~

~~On March 21, 2022, Greenidge, as guarantor, together with its wholly-owned subsidiaries GTX Gen 1 Collateral LLC, GNY Collateral LLC and GSC Collateral LLC (collectively,~~ the “Borrowers”) entered into a Master Equipment Finance Agreement (the “NYDIG Financing Agreement”) with NYDIG ABL LLC (“NYDIG”), as lender, whereby NYDIG agreed to lend to the Borrowers approximately $81 million under loan schedules to finance the acquisition of certain bitcoin miners and related equipment (the “Financed Equipment”). The Borrower’s obligationsanticipated consumption under the ~~NYDIG Financing Agreement~~contract. Invoices are ~~fully and unconditionally guaranteed by Greenidge. Outstanding borrowings~~collected in the month of invoicing under the NYDIG Financing Agreement are secured by all assets of the Borrowers including without limitation the Financed Equipment and proceeds thereof (including bitcoin). The partially funded loan schedules bear interest at a rate of 13% per annum and have terms of twenty-five months. Certain loan schedules are interest-only for a specified period and otherwise payments on loan schedules include both an interest and principal payment.

~~Secured Promissory Note~~

In addition to the NYDIG Financing Agreement, on March 18, 2022, Greenidge also issued a secured promissory note, as borrower, in favor of B. Riley Commercial Capital, LLC, as noteholder (the “Noteholder”), evidencing a $26.5 million aggregate principal amount loan by the Noteholder to the Company (the “Secured Promissory Note”). The Secured Promissory Note is guaranteed by certain of Greenidge’s wholly-owned subsidiaries: Greenidge South Carolina LLC, GSC RE LLC and 300 Jones Road LLC. The loan outstanding under the Secured Promissory Note bears interest at a rate of 6% per annum and originally matured on July 20, 2022, subject to up to five 30-day extensions that may be elected by Greenidge provided no Event of Default (as defined therein) has occurred and is continuing and Greenidge pays an Exit Fee (as defined therein) to the Noteholder. The Secured Promissory Note is secured by a first priority mortgage lien on certain real property together with related improvements, fixtures and personal property located at the South Carolina Facility. Greenidge’s obligations under the Secured Promissory Note may be prepaid in whole or in part without penalties or fees.

~~On August 10, 2022, Greenidge and the Noteholder agreed to amend~~ the terms of the Secured Promissory Note, by extending the maturity to June 2023, reducing scheduled monthly amortization payments and revising the interest rate to 7.5%. The Exit Fees associated with the four 30-day extensions subsequent to August 10, 2022, were accelerated and added to the principal balance as of that date. The principal balance following the amendment was $16.4 million as of August 10, 2022. Additionally mandatory repayments of the Secured Promissory Note were revised, such that 65% of the net cash proceeds received from sales of stock under the 2022 Purchase Agreement shall be paid to Noteholder to repay the Secured Promissory Note.

~~Refer to Note 7, Debt, to the Condensed Consolidated Financial Statements of this Quarterly Report~~contract. We recognize revenue based on ~~Form 10-Q for a further discussion of the Company's debt.~~

~~ATM Agreement~~

On September 19, 2022, as amended on October 3, 2022, Greenidge entered into an at market issuance sales agreement (the "ATM Agreement") with B. Riley Securities, Inc. ("B. Riley") and Northland Securities, Inc. ("Northland"). Under the ATM Agreement, B. Riley will use its commercially reasonable efforts to sell on our behalf the shares of our class A common stock requested to be sold by us, consistent with its normal trading and sales practices, under the terms and subject to the conditions set forthactual consumption in the ~~ATM Agreement. B. Riley may sell our class A common stock by any method permitted by law deemed to be an “at~~period and invoices adjustments in subsequent periods or retains credits toward future consumption. We recorded datacenter hosting revenue of $6.9 million and $0 during the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act. Greenidge will pay B. Riley commissions for its services in acting as sales agent in the sale of our class A common stock. B. Riley will be entitled to compensation in an amount equal to up to 5.0% of the gross proceeds of all class A common stock sold through it as sales agent under the ATM Agreement. Under the registration statement filed registering shares to be sold under the ATM Agreement, In no event shall Greenidge issue or sell through B. Riley such number of Placement Shares that exceeds up to a maximum aggregate offering price of $22,800,000 of class A common stock of Greenidge.three months ended March 31, 2023 and 2022, respectively.

~~From October 1, 2022 through November 11, 2022, Greenidge issued 1,634,964 shares, which B. Riley sold for $1.6 million of net proceeds to Greenidge.~~

Off-Balance Sheet Arrangements

None.

Emerging Growth Company Status

We qualify as an “emerging growth company” under the Jumpstart our Business Startups Act ("JOBS Act"). As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, we will not be required to:

•have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

•comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (i.e., an auditor discussion and analysis);

•submit certain executive compensation matters to shareholder advisory votes, such as “say-on-pay,” “say-on-frequency” and pay ratio; and

•disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO’s compensation to median employee compensation.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards.

In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Its financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

We will remain an “emerging growth company” for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our total annual gross revenues exceed ~~$1.07~~$1.235 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our ~~class~~Class A common stock that are held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter, or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not required for smaller reporting companies.

Item 4. Controls and Procedures

The Company’s management, including its Chief Executive Officer and Chief Financial Officer, have conducted an evaluation of the effectiveness of disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded as of ~~September 30, 2022,~~March 31, 2023, that the disclosure controls and procedures are effective in ensuring that all material information required to be filed in this Quarterly Report on Form 10-Q has been recorded, processed, summarized and reported when required and the information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

There have not been any changes in the Company’s internal control over financial reporting that occurred during the ~~third~~first quarter of ~~2022~~2023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become involved in various lawsuits and legal proceedings that arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in such matters may arise and harm our business. We are currently not aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results. For information on legal proceedings, refer to Note ~~13.~~ 10, "Commitments and Contingencies—Legal Matters" in our unaudited condensed consolidated financial statements included elsewhere in this report.

On December 17, 2020, certain parties filed an Article 78 petition with the Supreme Court of the State of New York, Yates County, that challenges the Town of Torrey’s site plan review for the planned expansion of our cryptocurrency datacenter. We were joined in the petition as a necessary party. The petition asserts, among other things, a violation of the State of New York Environmental Quality Review Act for failing to identify all areas of environmental concern or appropriately review the potential environmental impacts of the planned expansion of our data center. On April 7, 2022, the Supreme Court denied the petition with prejudice, upholding the Town of Torrey’s site plan review on multiple, independent grounds. A notice of appeal was filed but the appeal was not perfected by the October 20, 2022 deadline; therefore, the appeal is deemed abandoned.

Item 1A. Risk Factors

In evaluating our company and our business, you should carefully consider the risks and uncertainties described in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, ~~2021~~2022 together with updates to those risk factors or new risk factors contained in this Quarterly Report on Form 10-Q below and any other information in this Quarterly Report on Form 10-Q, including our condensed consolidated financial statements and the related notes and in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. The occurrence of one or more of the events or circumstances described in these risk factors, alone or in combination with other events or circumstances, may have a material adverse effect on our business, reputation, revenue, financial condition, results of operations and future prospects, in which case the market price of our common stock could decline. Unless otherwise indicated, reference in this section and elsewhere in this Quarterly Report on Form 10-Q to our business being adversely affected, negatively impacted or harmed will include an adverse effect on, or a negative impact or harm to, our business, reputation, financial condition, results of operations, revenue and our future prospects. The material and other risks and uncertainties included in our Annual Report on Form 10-K, summarized above in this Quarterly Report on Form 10-Q and described below are not intended to be exhaustive and are not the only ones we face. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our business operations. This Quarterly Report on Form 10-Q also contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in the forward-looking statements as a result of a number of factors, including the risks described below. Certain statements in the Risk Factors below are forward-looking statements. See the section titled “Cautionary Statement Regarding Forward-Looking Statements”.

Our business is subject to numerous risks and uncertainties, which illuminate challenges that we face in connection with the successful implementation of our strategy and the growth of our business. Our business, prospects, financial condition or operating results could be harmed by any of these risks, as well as other risks not currently known to us or that we currently consider immaterial.

~~Risks Related to~~ Our ~~Business~~

~~Risks Related to the Ownership of Our Securities~~

~~Because there is a risk as to our ability to continue as a going concern for a reasonable period of time, an investment in our~~Class A common stock is ~~highly speculative. Holders~~subject to delisting proceedings from the Nasdaq Global Select Market.

On December 13, 2022, we received a letter from the listing qualifications department of The Nasdaq Stock Market LLC

(“Nasdaq”) notifying us that for the prior 30 consecutive business days the bid price of our common stock ~~could suffer a total loss~~had closed

below $1.00 per share, the minimum closing bid price required by the continued listing requirements of ~~their investment.~~Nasdaq listing

Our ability to continue as a going concern is dependent on our ability to generate profitable operations in the future and/or obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. We have experienced periods of losses and negative operating cash flows as a result of decreases in bitcoin prices and increases in natural gas prices, which are currently affecting, and have affected the performance of ourrules (the "Bid Price Requirement").

We have until June 12, 2023 to regain compliance or we may be eligible for an additional 180 calendar days to comply

with the Bid Price Requirement, subject to Nasdaq approval. If the Company does not regain compliance within the

compliance period, including any extensions that may be granted by Nasdaq, our Class A common stock will be subject

to delisting.

~~business. Additional adverse developments affecting these industries could have a material adverse effect on our business, financial condition and results of operations.~~

~~Management has evaluated different options~~The Company intends to improve our liquidity to fund our expenses and to support our debt servicing requirements. These options include, but are not limited to, selling or monetizing certain assets; issuances of equity, including but not limited to issuances undermonitor the ~~Equity Purchase Agreement and the ATM Agreement; migrating certain~~closing bid price of our equipment to lower cost locations; and negotiating with lenders to modify the terms of certain of our existing financings. On August 10, 2022, B. Riley agreed to amend and restate the Promissory Note by extending the maturity to June 2023, reducing scheduled monthly amortization payments and reducing mandatory prepayments. We received proceeds of $59.8 million since October 2021 from sales ofClass A common stock ~~under~~and will consider available options, including a reverse stock split, to regain compliance with the original and amended Equity Purchase Agreements, of which $8.9 million proceeds, net of discounts, was received during the nine months ended September 30, 2022. In September 2022, Greenidge entered into an ATM agreement and since September 30, 2022 through November 11, 2022, the Company received proceeds of $1.6 million sales of common stock under the ATM Agreement. Additionally, we sold certain of our mining equipment and other assets during the nine months ended September 30, 2022 for proceeds of $4.8 million, however, the value of miners has continued to decline during the third quarter of 2022.

We anticipate that existing cash resources will be depleted by the end of the first quarter of 2023. Depending on our assumptions regarding the timing and ability to achieve more normalized levels of operating revenue, the estimated amount of required liquidity will vary significantly. Similarly, management cannot predict when or if bitcoin prices will recover to prior levels, or when energy costs may decrease. While we continue to work to implement the options to improve liquidity,Bid Price Requirement. However, there can be no assurance that ~~these efforts~~the Company will be ~~successful. Management's ability~~able to ~~successfully implement these options could be negatively impacted by items outside~~regain compliance with the Bid Price Requirement or maintain compliance with any of the other Nasdaq continued listing requirements. As previously announced on April 13, 2023, we intend to effect a 1-for-10 reverse stock split of our ~~control, in particular, significant decreases in the price of bitcoin, regulatory changes concerning cryptocurrency, increases in energy costs or other macroeconomic conditions~~issued and other matters identified in Part I, Item 1A "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2021 and this section entitled "Risk Factors" of this Quarterly Report on Form 10-Q. Given the lack of improvement in the above mentioned factors in the third quarter of 2022, there is uncertainty regarding our financial condition and substantial doubt about our ability to continue as a going concern for a reasonable period of time.

~~The market price, trading volume and marketability of our class A common stock may be significantly affected by numerous factors beyond our control.~~

The market price and trading volume of our class A common stock may fluctuate and/or decline. Recently, the trading price of our class A common stock has declined significantly. When the price of bitcoin declines, our stock price has historically fallen as well. We may experience similar outcomes in the future if our stock price continues to track the price of bitcoin. Furthermore, if the market for bitcoin company stocks or the stock market in general experiences a loss of investor confidence, the trading price of our stock could decline for reasons unrelated to our business, operating results or financial condition. The trading price of our class A common stock could be subject to arbitrary pricing factors that are not necessarily associated with traditional factors that influence stock prices or the value of non-cryptocurrency assets such as revenue, cash flows, profitability, growth prospects or business activity levels since the value and price, as determined by the investing public, may be influenced by future anticipated adoption or appreciation in value of cryptocurrencies or blockchains generally, factors over which we have little or no influence or control.

~~Additionally, there are many other factors that are beyond our control that may materially adversely affect the market price of our class A common stock, the marketability of our class~~outstanding Class A common stock and ~~our ability to raise capital through equity financings. These factors include, but are not limited to, the following:~~

•~~the underlying volatility in pricing of, and demand for, energy and/or bitcoin;~~

•~~price and volume fluctuations in the stock markets generally which create highly variable and unpredictable pricing of equity securities;~~

•~~actual or anticipated variations in our annual or quarterly results of operations, including our earnings estimates and whether we meet market expectations with regard to our earnings;~~

•significant volatility in the market price and trading volume of securities of companies in the sectors in which our business operates, which may not be related to the operating performance of these companies and which may not reflect the performance of our businesses;

•~~loss of a major funding source;~~

•~~operating performance of companies comparable to us;~~

•~~changes in regulations or tax law, including those affecting the holding, transferring or mining of cryptocurrency;~~

•~~share transactions by principal stockholders;~~

•~~the Company’s continued listing on the Nasdaq;~~

•~~recruitment or departure of key personnel;~~

•~~geopolitical factors, including Russia’s invasion of Ukraine;~~

•~~general economic trends and other external factors including inflation and interest rates;~~

•~~increased scrutiny by governmental authorities or individual actors or community groups regarding our business, our competitors or the industry in which we operate;~~

•~~publication of research reports by analysts and others about us or the cryptocurrency mining industry, which may be unfavorable, inaccurate, inconsistent or not disseminated on a regular basis;~~

•~~sentiment of retail investors about our class A~~Class B common stock, ~~and business generally (including as may~~to become effective on May 16, 2023. There can be ~~expressed on financial trading and other social media sites and online forums);~~

•~~speculation in the media or investment community about us or the cryptocurrency industry more broadly; and~~

•~~the occurrence of any of the other risk factors included in this Quarterly Report on Form 10-Q.~~

~~Our failure~~no assurances, however, that we will be able to ~~meet the minimum closing bid price requirement of Nasdaq could result in a de-listing of our class A common stock.~~

If we fail to satisfy the minimum closing bid price requirement of Nasdaq, steps may be taken by Nasdaq to de-list our securities. Such a de-listing would likely have a negative effect on the price of our class A common stock and would impair our ability to sell or purchase our class A common stock when we wish to do so.gain compliance with Nasdaq’s listing requirements. In the event of a de-listing, we would take actions to restore our compliance with Nasdaq’s listing requirements, but we can provide no assurance that any such action taken by us would allow our ~~class~~Class A common stock to become listed again, stabilize the market price or improve the liquidity of our ~~class~~Class A common stock, or prevent our ~~class~~Class A common stock from dropping below the ~~Nasdaq minimum bid price requirement.~~

~~Risks Related to Our Business Generally~~

Our substantial level of indebtedness and our current liquidity constraints could adversely affect our financial condition and our ability to service our indebtedness, which could negatively impact your ability to recover your investment in our common stock.

~~Liquidity risk is the risk that we will not be able to meet our financial obligations as they fall due. We currently settle our financial obligations out of cash and cash equivalents. We~~Bid Price Requirement. Such a de-listing would likely have a ~~planning and budgeting process to help determine the funds required to support our normal spending requirements on an ongoing basis and our expansion plans.~~

We have a substantial amount of indebtedness, which requires significant interest payments. As of September 30, 2022, we and our subsidiaries had approximately $176 million aggregate principal amount of indebtedness outstanding. Our substantial level of indebtedness and the current constraints on our liquidity could have important consequences, including the following:

•we must use a substantial portion of our cash flow from operations to pay interest and principal on our indebtedness, which reduces or will reduce funds available to us for other purposes, such as working capital, capital expenditures, other general corporate purposes and potential acquisitions;

•~~our ability to refinance such indebtedness or to obtain additional financing for working capital, capital expenditures, acquisitions or general corporate purposes may be impaired;~~

•our leverage may be greater than that of some of our competitors, which may put us at a competitive disadvantage and reduce our flexibility in responding to current and changing industry and financial market conditions;

•~~there are significant constraints on our ability to generate liquidity through incurring additional debt; and~~negative

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•~~we may be more vulnerable to economic downturn, further declines in~~effect on the price of ~~bitcoin~~our Class A common stock and would impair our ability to sell or ~~increases in~~purchase our Class A common stock when we wish to do so.

If we are unable to comply with the ~~price of natural gas, and other adverse developments in our business.~~

~~We and our subsidiaries may be able to incur substantial additional indebtedness in the future, subject to the~~covenants or restrictions contained in ~~the agreements governing our indebtedness. To the extent new indebtedness is added to~~ our debt ~~levels, the related risks~~settlement agreement with NYDIG, NYDIG could declare all amounts outstanding under that ~~we now face could intensify.~~

~~Our ability~~agreement to ~~meet our expenses~~be due and ~~to make future principal~~payable and ~~interest payments in respect of our debt depends~~foreclose on among other factors, our operating performance, competitive developments and financial market conditions, all of which are significantly affected by financial, business, economic and other factors. We are not able to control many of these factors. Given current industry and economic conditions, our cash flow may not be sufficient to allow us to pay principal and interest on our debt and meet our other obligations.

~~It may take significant time, expenditure or effort for us to grow our business, including our cryptocurrency datacenter operations, through acquisitions, and our efforts may not be successful.~~

The number of bitcoin and other cryptocurrency datacenter companies has greatly increased in recent years. As we and other bitcoin/cryptocurrency datacenter companies seek to grow mining capacity or access additional sources of electricity to power growing datacenter operations, the acquisition of existing cryptocurrency datacenter companies and standalone electricity production facilities may become an attractive avenue of growth. Currently, we source our electricity for our cryptocurrency datacenter facility in New York from our captive 106 MW power generation facility. If we determine to expand our operations, we may want to do so through the acquisition of additional bitcoin or other cryptocurrency datacenter businesses or electricity generating power plants. We acquired and commenced operations at our Spartanburg, SC facility in December 2021; however, there can be no assurance that additional expansions will commence or that the expected benefits and advantages of such expansion will be realized. Further attractive acquisition targets may not be available to us for a number of reasons, such as growing competition for attractive targets, economic or industry sector downturns, geopolitical tensions, regulatory changes, environmental challenges, increases in the cost of additional capital needed to close business combination or operate targets post-business combination. Our inability to identify and consummate acquisitions of attractive targets could have a material and adverse impact on our long-term growth prospects,its collateral, which could materially adversely affect our ~~results~~financial condition and operations.

As previously announced, on January 30, 2023, the Company and certain of ~~operations, strategy~~its subsidiaries entered into a debt settlement agreement (the “Debt Settlement Agreement”) with NYDIG to refinance and replace certain outstanding indebtedness of the Company and its subsidiaries to NYDIG under certain Master Equipment Financing Agreements and related loan documentation (the “MEFAs”). The approximately $76 million in debt previously outstanding under the MEFAs was reduced by approximately $59 million pursuant to the Debt Settlement Agreement and the remaining approximately $17 million outstanding under the MEFAs was refinanced as provided below (the “Refinancing”). As part of the Debt Settlement Agreement, we entered into a Senior Secured Loan Agreement (the “Secured Loan”), by and among us and Greenidge Generation LLC, as borrowers, the other subsidiaries of Greenidge from time to time party thereto as guarantors, the lenders from time to time party thereto, and NYDIG, as administrative agent and as collateral agent. The initial principal balance under the Secured Loan is approximately $17 million. Interest is payable monthly at an interest rate of 15% per annum, computed on the basis of a 360 day year of twelve 30-day months through January 30, 2025. The Secured Loan includes clauses requiring the Company to maintain cash balances in excess of $10 million, and failure to maintain this balance may be considered an event of default by the lender. The Secured Loan also contains customary representations, warranties and covenants including restrictions on indebtedness, liens, restricted payments and dividend, investments, asset sales and similar covenants and contains customary events of default.

The covenants and other restrictions contained in the Debt Settlement Agreement and other current or future debt agreements could, among other things, restrict our ability to dispose of assets, incur additional indebtedness, create liens on assets, make investments, loans or advances, make acquisitions, engage in mergers or consolidations and engage in certain transactions with affiliates. These restrictions could limit our ability to plan for or react to market conditions or

meet extraordinary capital needs or otherwise restrict corporate activities. In addition, substantially all of our borrowed money obligations are secured by certain of our assets.

A failure to comply with any restrictions or covenants in our debt agreements could have serious consequences to our financial ~~performance.~~

~~Additionally,~~condition or result in a default under those debt agreements and under other agreements containing cross-default provisions. A default would permit lenders to accelerate the maturity of the debt under these debt agreements and to foreclose upon collateral securing the debt, among other remedies. Furthermore, an event of default or an acceleration under one of our debt agreements could also cause a cross-default or cross-acceleration of another debt instrument or contractual obligation, which would adversely impact our liquidity. Under these circumstances, we might not have sufficient funds or other resources to satisfy all of our obligations. We may not be granted waivers or other amendments to these debt agreements if for any reason we are unable to comply with these debt agreements and we may ~~engage~~not be able to restructure or refinance our debt on terms acceptable to us, or at all.

Our business is subject to substantial energy regulation and may be adversely affected by legislative or regulatory changes relating to climate change or policies regarding cryptocurrency mining, as well as liability under, or any future inability to comply with, existing or future energy regulations or requirements.

Our business is subject to extensive U.S. federal, state and local laws. Compliance with, or changes to, the requirements under these legal and regulatory regimes may cause us to incur significant additional costs or adversely impact our ability to continue operations as usual or compete on favorable terms with competitors. Failure to comply with such requirements could result in the ~~acquisition~~shutdown of ~~other companies, investments, joint ventures~~a non-complying facility, the imposition of liens, fines, and/or civil or

criminal liability and ~~strategic alliances outside~~or costly before the agencies and/or in state of federal court. Changes to these laws and regulations could result in temporary or permanent restrictions on certain operations at our Support Services segment’s current line of business to design and develop new technologies and products, to strengthen competitiveness by scaling up and to expand our existing business line into new regions. Such transactions, especially in new lines of business, inherently involve risk due to the difficulties in integrating operations, technologies, products and personnel. Integration issues are complex, time-consuming and expensive and, without proper planning and implementation, may adversely affect the existing business. We may incur significant acquisition, administrative and other costsfacilities, including power generation or use in connection with ~~these transactions, including costs related~~datacenter operations, and compliance with, or opposing such regulation, may be costly.

The regulatory environment has undergone significant changes in the last several years due to ~~integration or restructuring of acquired businesses. These investments may not provide a return or lead to an increase in our Support Services segment’s operating results,~~state and federal policies affecting wholesale competition and the ~~benefits~~creation of ~~these investments may not be obtained. There can be no assurance that these transactions will be beneficial to our Support Services segment’s results~~incentives for the addition of ~~operations or financial condition. Even assuming these transactions~~large amounts of new renewable generation and, in some cases, transmission. These changes are ~~beneficial, there can be no assurance that~~ongoing, and we ~~will be able to successfully integrate~~cannot predict the ~~new business lines acquired or achieve all or any~~future design of the ~~initial objectives~~wholesale power markets or the ultimate effect that the changing regulatory environment will have on our business.

Various governmental and regulatory bodies, including legislative and executive bodies, in the United States and in other countries may adopt new laws and regulations, the direction and timing of ~~these transactions.~~

~~We have been, and~~which may be influenced by changes in the ~~future,~~governing administrations and major events in the ~~subject~~cryptocurrency industry. For example, following the failure of ~~legal proceedings, including governmental investigations, relating to our products or services.~~

~~On December 17, 2020, certain parties filed an Article 78 petition with~~several prominent crypto trading venues and lending platforms, such as FTX, Celsius Networks, Voyager and Three Arrows Capital in 2022 (the “2022 Events”), the ~~Supreme Court~~U.S. Congress expressed the need for both greater federal oversight of the ~~State of New York, Yates County, that challenges~~cryptocurrency industry and comprehensive cryptocurrency legislation. In the Town of Torrey’s site plan review for the planned expansion of our cryptocurrency datacenter. We were joined in the petition as a necessary party. The petition asserted, among other things, a violation of the State of New York Environmental Quality Review Act for failing to identify all areas of environmental concern or appropriately review the potential environmental impacts of the planned expansion of our data center. On April 7, 2022, the Supreme Court denied the petition with prejudice, upholding the Town of Torrey’s site plan review on multiple, independent grounds. A notice of appeal was filed but the appeal was not perfected by the October 20, 2022 deadline; therefore, the appeal is deemed abandoned.~~From time to time, we may become involved in~~near future, various ~~legal proceedings that arise in the ordinary course of business~~governmental and

4734

~~Risk Related to Bitcoin and Cryptocurrency Industry~~

~~Our future success will depend significantly on the price of bitcoin, which is subject to risk and has historically been subject to wide swings and significant volatility.~~

Our operating results depend significantly on the price of bitcoin because it is the only cryptocurrency asset that we currently mine. Specifically, our revenues from our cryptocurrency datacenter operations are based principally on two factors: (1) our mining payouts from our third-party mining pools; and (2) the price of bitcoin. Accordingly, a decreaseregulatory bodies, including in the United States, may introduce new policies, laws, and regulations relating to crypto

assets and the cryptocurrency industry generally, and crypto asset platforms in particular. The failures of risk management and other control functions at other companies that played a role in the 2022 Events could accelerate an

existing regulatory trend toward stricter oversight of crypto asset platforms and the cryptocurrency industry.

In addition, in some of these markets, interested parties have proposed material market design changes, including the

elimination of a single clearing price of bitcoin will result in a decrease in our revenues. Moreover, the price of bitcoin has historically been subject to wide swings and significant volatility. This means that our operating results may be subject to significant volatility. Bitcoin prices have historically been volatile and impacted by a variety of factors, including market perception, the degree to which bitcoin is accepted as a means of payment, the volume of purchases and sales of bitcoin by market participants, real or perceived competition from alternative cryptocurrenciesmechanism, as well as ~~other risks~~proposals to reinstate the vertically-integrated monopoly

model of utility ownership or to require divestiture by generating companies to reduce their market share. If competitive

restructuring of the electric power markets is reversed, discontinued, delayed or materially altered, our business

prospects and ~~uncertainties described in this Quarterly Report on Form 10-Q. For example,~~financial results could be negatively impacted. In addition, since 2010, there have been a number of

reforms to the ~~price~~regulation of bitcoin ranged from a low of approximately $30,000 to a high of approximately $68,000 during 2021, and has ranged from approximately $18,000 to approximately $48,000 year-to date as of September 30, 2022. Ongoing depressed cryptocurrency prices, including the ~~recent decrease~~derivatives markets, both in the ~~price~~United States and internationally. These regulations,

and any further changes thereto, or adoption of ~~bitcoin, have resulted in,~~additional regulations, including any regulations relating to position

limits on futures and other derivatives or margin for derivatives, could ~~further result in, adverse effects on our business, financial condition, results of operations and growth prospects, which could significantly~~negatively impact our ability to ~~continue as a going concern or to pursue~~hedge our ~~strategy at all.~~

~~While some retail~~portfolio in an efficient, cost-effective manner by us, among other things, potentially decreasing liquidity in the forward

commodity and commercial outlets accept bitcoin as a means of payment, consumers’ payment by bitcoin to such retail and commercial outlets remains limited. Conversely, a significant portion of bitcoin demand is generated by speculators and investors seeking to profit from the short- or long-term holding of bitcoin. Many industry commentators believe that bitcoin’s best use case is as a store of wealth, rather than as a currency for transactions, and that other cryptocurrencies having better scalability and faster settlement times will better serve as currency. This could limit bitcoin’s acceptance as transactional currency. A lack of expansion by bitcoin into retail and commercialderivatives markets or ~~a contraction~~limiting our ability to utilize non-cash collateral for derivatives transactions.

We maintain cash deposits in excess of ~~such use, may result in increased volatility or a further reduction in the price of bitcoin, either of which~~federally insured limits. Adverse developments affecting financial institutions,

including bank failures, could adversely affect our ~~results~~liquidity and financial performance.

We maintain domestic cash deposits in Federal Deposit Insurance Corporation (“FDIC”) insured banks that exceed the FDIC insurance limits. We also maintain cash deposits in foreign banks where we operate, some of ~~operations.~~

~~As a result~~which are not insured or are only partially insured by the FDIC or similar agencies. Bank failures, events involving limited liquidity, defaults, non-performance, or other adverse developments that affect financial institutions, or concerns or rumors about such events, may lead to liquidity constraints. For example, on March 10, 2023, Silicon Valley Bank failed and was taken into receivership by the FDIC. At the time that Silicon Valley Bank failed, we maintained balances there in excess of the ~~depressed price~~federal insured limit and also, through a subsidiary, processed payroll there. The failure of bitcoin as compared to its historical high, the cryptocurrency industry has experienced increased credit pressures that could result in additional demands for credit support by third parties or decisions by banks, surety bond providers, investorsa bank, or other ~~companies to reduce~~adverse conditions in the financial or ~~eliminate their exposure to bitcoin and the cryptocurrency industry as a whole, including our company. These~~ credit pressures have had, and may continue to have, a material impact on our business, including, for example, banks, investors and other companies reducing or eliminating their exposure to the cryptocurrency industry,markets impacting financial institutions at which we maintain balances, could ~~materially and~~ adversely impact our liquidity and financial performance. There can be no assurance that our deposits in excess of the FDIC or other comparable insurance limits will be backstopped by the U.S. or applicable foreign government, or that any bank or financial institution with which we do business ~~financial condition and results of operations.~~

~~Risks Related to our Power Generation Operations~~

~~Obtaining and complying with required government permits and approvals may~~will be ~~time-consuming and costly.~~

~~We and our affiliates are required~~able to obtain ~~and to comply with, numerous permits and licenses~~needed liquidity from ~~federal, state and local governmental agencies. The process of obtaining and renewing necessary permits and licenses can be lengthy and complex, requiring up to months~~other banks, government institutions, or ~~years for approval depending on the nature of the permit or license and such process could be further complicated or extended~~by acquisition in the event ~~regulations change. In addition, obtaining such permit~~of a failure or license can sometimes result in the establishment of conditions that create a significant ongoing impact to the nature or costs of operations or even make the project or activity for which the permit or license was sought unprofitable or otherwise unattractive. In addition, such permits or licenses may be subject to denial, revocation or modification under various circumstances. Failure to obtain or comply with the conditions of permits or licenses, or failure to comply with applicable laws or regulations, may result in the delay or temporary suspension of our operations and electricity sales or the curtailment of our delivery of electricity to our customers and may subject us to penalties and other sanctions. Although various regulators routinely renew existing permits and licenses, renewal of our existing permits or licenses could be denied or jeopardized by various factors, including failure to provide adequate financial assurance for closure, failure to comply with environmental, health and safety laws and regulations or permit conditions, local community, political or other opposition and executive, legislative or regulatory action.

On June 30, 2022, the NYSDEC denied our Title V Air Permit renewal application. Our existing Title V Air Permit allows us to fire natural gas to produce electricity in accordance with the permit requirements, which remains valid and in effect

until four months after the final resolution of the appeal process. We intend to challenge NYSDEC’s decision, however, this challenge will cause us to incur additional costs and will result in the diversion of management attention, which could adversely affect our business, financial condition and results of operations.

Our inability to procure and comply with the permits and licenses required for these operations, including the Title V Air Permit, or the cost to us of such procurement or compliance, could have a material adverse effect on us. In addition, new environmental legislation or regulations, if enacted, or changed interpretations of existing laws, may cause activities at our facilities to need to be changed to avoid violating applicable laws and regulations or eliciting claims that historical activities at our facilities violated applicable laws and regulations. In addition to the possible imposition of fines in the case of any such violations, we may be required to undertake significant capital investments and obtain additional operating permits or licenses, which could have a material adverse effect on us.liquidity crisis.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On ~~April 7,~~September 19, 2022, weGreenidge entered into ~~a common stock purchase agreement, as amended by Amendment No. 1 to Common Stock Purchase~~the ATM Agreement ~~dated as of April 13, 2022 (as amended, the “2022 Purchase Agreement”)~~ with B. Riley ~~Principal Capital, LLC (“BRPC”), pursuant to which we have~~Securities and Northland Securities, Inc. Under the ~~right~~ATM Agreement, B. Riley Securities uses commercially reasonable efforts to sell, ~~to BRPC up to $500 million in~~on Greenidge’s behalf, shares of ~~class~~Greenidge’s Class A common stock requested to be sold by Greenidge, consistent with B. Riley’Securities normal trading and sales practices, under the terms and subject to ~~certain limitations and~~ the ~~satisfaction of specified~~ conditions set forth in the ~~2022 Purchase Agreement, from time~~ATM Agreement. Greenidge has the discretion, subject to ~~time over~~market demand, to vary the ~~24-month period commencing on April 28, 2022. From April 28, 2022 to November 11, 2022, we issued 3,234,193~~timing, prices and number of shares sold in accordance with the ATM Agreement. B. Riley Securities may sell shares of ~~our class~~the Company’s Class A common stock by any method permitted by law deemed to ~~BRPC~~be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the ~~2022 Purchase~~Securities Act. Greenidge will pay B. Riley Securities commissions for its services in acting as sales agent, in an amount equal to up to 5.0% of the gross proceeds of all Class A common stock sold by B. Riley as sales agent under the ATM Agreement. ~~We intend~~Pursuant to ~~use~~the registration statement filed registering shares to be sold in accordance with the terms of the ATM Agreement, Greenidge may offer and sell shares of its Class A common stock up to a maximum aggregate offering price of $22,800,000. Under the terms of the Promissory Note Amendment (as defined below), Greenidge is required to make mandatory monthly debt repayments under the Promissory Note of 15% of the net proceeds of sales of equity, including sales under the ATM Agreement and the Equity Purchase Agreement. See "Management’s Discussion and Analysis of Financial Condition And Results of Operations Management’s Discussion And Analysis of Financial Condition and Results of Operations For Greenidge—Recent Transactions—B. Riley Promissory Note"for ~~general corporate purposes, including funding capital expenditures, future acquisitions, investments and working capital and repaying indebtedness.~~further details.

From October 1, 2022 through March 31, 2023, Greenidge issued 16,334,133 shares which included 1,333,333 shares issued to B. Riley Commercial on February 1, 2023, as an amendment fee for an amendment to the Secured Promissory Note in favor of B. Riley Commercial. See Note 9, "Stockholder's Equity", in the Notes to Unaudited Condensed Consolidated Financial Statements for further details.

The sales ofmade pursuant to the ~~above securities~~ATM Agreement were ~~deemed~~made pursuant to ~~be exempt from~~a registration ~~under~~statement filed with the Securities Act in reliance upon Section 4(a)(2) of the Securities Act. The recipients of the securities in each of these transactions represented their intentions and appropriate legends were placed upon the stock certificates issued in these transactions.SEC.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable.

Item 6. Exhibits

The exhibits listed on the Exhibit Index are filed or furnished as part of this Quarterly Report.

Exhibit Index


Exhibit No.						Description
~~3.1~~10.1						~~Second Amended~~Debt Settlement Agreement, dated as of January 30, 2023, by and ~~Restated Certificate~~among Greenidge Generation Holdings Inc., Greenidge Generation LLC, the other Subsidiaries of ~~Incorporation of the Company~~Greenidge Generation Holdings Inc., and NYDIG ABL LLC (incorporated by reference to Exhibit ~~3.1 to~~10.1 of the Company’s ~~Registration Statement~~ Form 8-K filed on ~~Form S-8 filed on October 31, 2022)~~January 30, 2023).
~~10.1~~10.2						Senior Secured Loan Agreement, dated as of January 30, 2023, by and among Greenidge Generation Holdings Inc., Greenidge Generation LLC, the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and NYDIG ABL LLC (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed on January 30, 2023).
10.3						Membership Interest and Asset Purchase Agreement, dated January 30, 2023, by and among NYDIG ABL LLC, Greenidge Generation Holdings Inc., Greenidge Generation LLC, GSC Collateral LLC, and GNY Collateral LLC (incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K filed on January 30, 2023).
10.4						Form of Hosting Services Agreement, dated as of January 30, 2023, between Greenidge South Carolina LLC and separate NYDIG subsidiaries (incorporated by reference to Exhibit 10.4 of the Company’s Form 8-K filed on January 30, 2023).
10.5						Board Observation Rights Letter, dated as of January 30, 2023, between Greenidge Generation Holdings Inc. and NYDIG ABL LLC (incorporated by reference to Exhibit 10.5 of the Company’s Form 8-K filed on January 30, 2023).
10.6						Consent and Amendment No. 1 to Amended and Restated Bridge Promissory Note, dated ~~August 10, 2022, by~~as of January 30, 2023, between Greenidge Generation Holdings Inc.~~, as borrower, in favor of~~ and B. Riley Commercial Capital, LLC (incorporated by reference to Exhibit 10.6 of the Company’s Form ~~10-Q filed on August 15, 2022)~~
~~10.2~~						Executive Employment Agreement, dated as of August 15, 2022, by and between Greenidge Generation Holdings Inc. and Dale Irwin. (incorporated by reference to Exhibit 10.7 of the Company’s Form 10-Q filed on August 15, 2022)
~~10.3~~						Amendment No. 1 to At Market Issuance Sales Agreement, dated October 3, 2022, by and among Greenidge Generation Holdings Inc., B. Riley Securities, Inc. and Northland Securities, Inc. (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on ~~October 4, 2022)~~
~~10.4~~						At Market Issuance Sales Agreement, dated September 19, 2022, by and among Greenidge Generation Holdings Inc., B. Riley Securities, Inc. and Northland Securities, Inc. (incorporated by reference to Exhibit 1.1 to the Company’s Registration Statement on Form S-3 filed on September 19, 2022)January 30, 2023).
31.1*						Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*						Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*						Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*						Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101						Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows and (iv) the Notes to Unaudited Condensed Interim Consolidated Financial Statements.
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


*			Furnished herewith.

5036

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	Greenidge Generation Holdings Inc.

Date: ~~November 14, 2022~~May 15, 2023	By:	/s/ David Anderson
		David Anderson
		Chief Executive Officer

Date: ~~November 14, 2022~~May 15, 2023	By:	/s/ Robert Loughran
		Robert Loughran
		Chief Financial Officer

5137


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
REVENUE:
Cryptocurrency datacenter	$	18,272	$	31,156	$	61,571	$	54,217
Power and capacity	3,613		3,077		12,395		7,255
Services and other	7,474		1,521		24,387		1,521
Total revenue	29,359		35,754		98,353		62,993
OPERATING COSTS AND EXPENSES:
Cost of revenue - cryptocurrency datacenter (exclusive of depreciation and amortization)	14,675		5,974		34,795		11,504
Cost of revenue - power and capacity (exclusive of depreciation and amortization)	3,760		2,831		10,955		6,688
Cost of revenue - services and other (exclusive of depreciation and amortization)	3,660		854		11,304		854
Selling, general and administrative	10,240		5,446		35,720		12,017
Merger and other costs	242		29,847		940		31,095
Depreciation and amortization	13,835		2,667		22,680		5,531
Impairment of long-lived assets	—		—		71,500		—
Remeasurement of environmental liability	—		—		11,109		—
Total operating costs and expenses	46,412		47,619		199,003		67,689
Loss from operations	(17,053)		(11,865)		(100,650)		(4,696)
OTHER EXPENSE, NET:
Interest expense, net	(5,430)		(1,009)		(15,693)		(1,377)
Interest expense - related party	—		—		—		(22)
Gain (loss) on sale of digital assets	—		18		(15)		159
Loss on sale of assets	(759)		—		(130)		—
Other income (loss), net	144		(29)		200		(23)
Total other expense, net	(6,045)		(1,020)		(15,638)		(1,263)
Loss before income taxes	(23,098)		(12,885)		(116,288)		(5,959)
Provision for income taxes	79		(4,989)		15,200		(2,860)
Net loss	(23,177)		(7,896)		(131,488)		(3,099)
Foreign currency translation adjustment	27		—		(139)		—
Comprehensive loss	$	(23,150)	$	(7,896)	$	(131,627)	$	(3,099)

Loss per share:
Basic	$	(0.55)	$	(0.26)	$	(3.16)	$	(0.13)
Diluted	$	(0.55)	$	(0.26)	$	(3.16)	$	(0.13)


$ in thousands	Three Months Ended September 30, 2021		Nine Months Ended September 30, 2021
Revenues	$	42,448	$	87,830
Net loss	$	(11,783)	$	(12,602)


$ in thousands
As of September 30, 2022	Intangible Assets		Accumulated Amortization		Intangible Assets, Net
Customer relationships	$	3,320	$	(867)	$	2,453
Tradename	490		(102)		388
Total	$	3,810	$	(969)	$	2,841

As of December 31, 2021	Intangible Assets		Accumulated Amortization		Intangible Assets, Net
Customer relationships	$	3,320	$	(244)	$	3,076
Tradename	490		(29)		461
Total	$	3,810	$	(273)	$	3,537


$ in thousands	Amortization
2022 (for the remainder of)	$	232
2023	928
2024	928
2025	684
Thereafter	69
Total	$	2,841


$ in thousands
Remainder of 2022	$	20,404
2023	66,479
2024	17,075
2025	—
2026	72,200
Total	$	176,158


	RSUs	Weighted Average Grant Date Fair Value
Unvested at December 31, 2021	516,987	$	6.80
Granted	55,870	$	5.70
Vested	(90,704)	$	6.25
Unvested at September 30, 2022	482,153	$	6.77


	Three Months Ended September 30:				Nine Months Ended September 30:
$ in thousands, except per share amounts	2022		2021		2022		2021
Numerator
Net loss	$	(23,177)	$	(7,896)	$	(131,488)	$	(3,099)
Less: Net income attributable to the member units before the reorganization	—		—		—		(648)
Net loss attributable to Greenidge	$	(23,177)	$	(7,896)	$	(131,488)	$	(3,747)
Denominator
Basic weighted average shares outstanding	42,239		30,116		41,620		28,949


Diluted weighted average shares outstanding	42,239		30,116		41,620		28,949
(Loss) earnings per share
Basic	$	(0.55)	$	(0.26)	$	(3.16)	$	(0.13)
Diluted	$	(0.55)	$	(0.26)	$	(3.16)	$	(0.13)


	Three Months Ended September 30,				Variance
$ in thousands	2022		2021		$		%
Cryptocurrency datacenter	$	18,272	$	31,156	$	(12,884)	(41)	%
Power and capacity	3,613		3,077		536		17	%
Services and other	7,474		1,521		5,953		391	%
Total revenue	$	29,359	$	35,754	$	(6,395)	(18)	%


	Nine Months Ended September 30,						Variance
$ in thousands	2022			2021			$		%
Total revenue	$	98,353		$	62,993		$	35,360	56	%
Cost of revenue (exclusive of depreciation and amortization shown below)	57,054			19,046			38,008		200	%
Selling, general and administrative expenses	35,720			12,017			23,703		197	%
Merger and other costs	940			31,095			(30,155)		(97	%)
Depreciation and amortization	22,680			5,531			17,149		310	%
Impairment of long-lived assets	71,500			—			71,500		N/A
Remeasurement of environmental liability	11,109			—			11,109		N/A
(Loss) income from operations	(100,650)			(4,696)			(95,954)		2043	%
Other (expense) income:
Interest expense, net	(15,693)			(1,377)			(14,316)		(1040)	%
Interest expense - related party	—			(22)			22		N/A
(Loss) gain on sale of digital assets	(15)			159			(174)		N/A
Loss on sale of assets	(130)			—			(130)		N/A
Other income, net	200			(23)			223		N/A
Total other expense, net	(15,638)			(1,263)			(14,375)		(1138	%)
(Loss) income before income taxes	(116,288)			(5,959)			(110,329)		(1851)	%
Provision (benefit) for income taxes	15,200			(2,860)			18,060		N/A
Net (loss) income	$	(131,488)		$	(3,099)		$	(128,389)	(4143	%)
Adjusted Amounts (a)
Adjusted (loss) income from operations	$	(14,726)		$	26,527		$	(41,253)	N/A
Adjusted operating margin	(15.0)		%	42.1		%
Adjusted net (loss) income	$	(30,378)		$	17,868		$	(48,246)	N/A
Other Financial Data (a)
EBITDA (loss)	$	(77,915)		$	971		$	(78,886)	N/A
as a percent of revenues	(79.2		%)	1.5		%
Adjusted EBITDA	$	9,168		$	33,668		$	(24,500)	(73	%)
as a percent of revenues	9.3		%	53.4		%