A. History and Development of the Company We were created as Bitdeer Technologies Holding Company in January 2021 to separate the Cloud Hash Rate business, the self-mining business and the business of providing dynamic hosting solutions (collectively, the “Bitdeer Business”) and the mining pool business, including the ownership of and registration right to the domain name btc.com (the “BTC.com Pool Business” or “BTC”), following a corporate reorganization of BitMain Technologies Holding Company (collectively with its subsidiaries, “Bitmain”). The separation from Bitmain resulted in the transfer of certain assets, liabilities and contracts related to the Bitdeer Business and the BTC.com Pool Business at their historical book values from Bitmain to us on January 26, 2021, when Bitmain distributed by way of dividend in kind the shares of us to the then existing Bitmain shareholders and we and our subsidiaries began to operate on a stand-alone basis. In February 2021, we established Blockchain Alliance Technologies Holding Company (“Blockchain Alliance”) to separate the BTC.com Pool Business following a corporate reorganization of our group. The separation was consummated on April 15, 2021, when we distributed by way of dividend in kind the shares of Blockchain Alliance to the then existing shareholders of our group. 58 Table of Contents In April 2023, the Business Combination was completed, upon which Bitdeer Technologies Group became the ultimate corporate parent of our group, and the Class A Ordinary Shares were listed on the Nasdaq under the symbol “BTDR.” Certain additional information about us is set forth in “Item 4. Information on the Company — B. Business Overview” and is incorporated herein by reference. Our registered office is Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands, and our principal executive office is 08 Kallang Avenue, Aperia tower 1, #09-03/04, Singapore 339509. Our principal website address is https://www.bitdeer.com. We do not incorporate the information contained on, or accessible through, our websites into this annual report, and you should not consider it a part of this annual report. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The SEC’s website is www.sec.gov. B. Business Overview The following discussion reflects the business of Bitdeer. Unless the context otherwise requires, all references in this section to the “Company,” “we,” “us,” “our” or “Bitdeer” refer collectively to Bitdeer Technologies Holding Company and its subsidiaries. Overview We are a world-leading technology company for blockchain and high-performance computing. We are committed to providing comprehensive computing solutions for our customers. We handle complex processes involved in computing, such as equipment procurement, transport logistics, datacenter design and construction, equipment management, and daily operations. Additionally, we offer advanced cloud capabilities to support customers with high demand for artificial intelligence (AI). Headquartered in Singapore, we currently operate six mining datacenters in the United States, Norway and Bhutan with an aggregate electrical capacity of 895 MW as of March 31, 2025. From these mining datacenters, we generate hash rate under management which is categorized into proprietary and hosting hash rate. As of March 31, 2025, our proprietary hash rate was 12.1 EH/s. Together with the 12.1 EH/s hosting hash rate generated from mining rigs hosted in our mining datacenters, we possessed a total of 24.2 EH/s of hash rate under management as of March 31, 2025. We expect to continue increasing our hash rate through 2025 and beyond through conversion of our existing hosting capacity, executing on pipeline capacity, and pursuing expansion opportunities on a global scale. As of March 31, 2025, we possessed an aggregate pipeline capacity of 1,794 MW in the United States, Norway Bhutan, Canada and Ethiopia. We primarily operate three business lines – “self-mining,” “hash rate sharing” and “hosting.” Self-mining refers to cryptocurrency mining for our own account, which allows us to directly capture the high appreciation potential of cryptocurrency. We offer two types of hash rate sharing solutions – Cloud Hash Rate and Hash Rate Marketplace. Through Cloud Hash Rate, we sell our proprietary hash rate to customers, offering hash rate subscription plans at fixed prices and sharing mining income with them under certain arrangements. Through our Hash Rate Marketplace solution, we connect reliable third-party hash rate suppliers with hash rate users to facilitate hash rate sales and generate revenue from charging service fees. Our hosting services offer customers one-stop mining rig hosting solutions encompassing deployment, maintenance and management services for efficient cryptocurrency mining. Among a wide selection of hosting services, customers can either subscribe to our Cloud Hosting service for the specified mining rigs from which they derive computing power under a “group-buying” model, or send their mining rigs to our mining datacenters for hosting under the General Hosting option or the Membership Hosting option. All of our three business lines are supported by Minerplus, our self-developed integrated intelligent software platform, which offers software support to significantly reduce time needed for daily maintenance and mining rig upgrade and substantially decrease operations and maintenance headcount. 59 Table of Contents In addition, we are developing two new business lines to supplement and support our existing business lines – “application-specific integrated circuit (ASIC) and mining rig business” and “HPC and AI cloud business.” In our ASIC and mining rig business, we leverage proprietary ASIC technology to develop, manufacture, and commercialize our SEALMINER mining rigs to diversify our revenue streams and accelerate the growth of our self-mining operations. While we did not generate sales revenue from our ASIC and mining rig business in 2024, some rigs were deployed to our mining datacenters during the year for performance testing and to expand our self-mining operations. We believe our ASIC technology platform will allow vertical integration and enable us to capture the upside ASIC margins via self-mining and sales of mining rigs to third parties, such as rapid hash rate development, a lower cost structure, enhanced capital efficiency, and an improved supply chain compared to the broader industry. In our HPC and AI cloud business, we offer advanced cloud capabilities and HPC services to customers with high demand for AI and computing. We operate the first cloud service platform in Asia that offers AI cloud services powered by NVIDIA DGX SuperPOD H100 system. Our AI cloud services help customers accelerate their development of generative AI, large language models (LLMs), and other AI workloads. For the years ended December 31, 2022, 2023 and 2024, our total net revenue was US$333.3 million, US$368.6 million and US$349.8 million, respectively. We incurred net loss of US$60.4 million, US$56.7 million and US$599.2 million for the years ended December 31, 2022, 2023 and 2024. For the years ended December 31, 2022, 2023 and 2024, our adjusted EBITDA was US$93.2 million, US$97.0 million and US$39.4 million, respectively, where adjusted EBITDA is defined as earnings before interest, taxes, depreciation and amortization, further adjusted to exclude the listing fee and share-based payment expenses under IFRS 2, changes in fair value of derivative liabilities, loss on extinguishment of convertible notes, changes in fair value of holdback shares issued in connection with the FreeChain Acquisition, and changes in fair value of cryptocurrency-settled receivables and payables. We incurred adjusted profits of US$30.3 million, US$18.7 million for the years ended December 31, 2022 and 2023, respectively, and incurred adjusted loss of US$49.3 million for the year ended December 31, 2024, where adjusted profit/(loss) is defined as profit/(loss) adjusted to exclude the listing fee and share-based payment expenses under IFRS 2, changes in fair value of derivative liabilities, loss on extinguishment of convertible notes, changes in fair value of holdback shares issued in connection with the FreeChain Acquisition, and changes in fair value of cryptocurrency-settled receivables and payables. The crypto asset market, especially the price of Bitcoin, has been highly volatile. In recent years, the cryptocurrency market has experienced significant volatility, shaped by macroeconomic conditions, regulatory developments, and major industry events. The previous market downturn, exacerbated by the collapse of FTX and other high-profile insolvencies, led to a period of subdued activity and increased regulatory scrutiny. However, 2024 witnessed a substantial market rebound, with Bitcoin surpassing US$100,000 at its peak before recently settling back above US$80,000. These fluctuations are influenced by various factors, including regulatory announcements, macroeconomic conditions, and shifts in investor sentiment. The regulatory landscape has also evolved in response to these market dynamics. Following the 2024 U.S. presidential election, the new administration has introduced a series of policy measures impacting the cryptocurrency sector. Notably, regulatory agencies have signaled a more structured approach to digital asset oversight, focusing on compliance, consumer protection, and integration within traditional financial systems. While some of these initiatives have been perceived as supportive of industry growth, others have raised concerns regarding increased oversight and potential restrictions. These regulatory shifts present both challenges and opportunities for market participants, as they navigate evolving compliance requirements while exploring new business models and market expansion strategies. 60 Table of Contents Our Business Lines and Software Infrastructure To date, we primarily operate three business lines - “self-mining,” “hash rate sharing” and “hosting,” all of which are supported by Minerplus, our self-developed integrated intelligent software platform, to enhance operational efficiency. In 2024, we have strategically prioritized resources to the development of our proprietary ASIC technology. While this has temporarily limited our hash rate growth, owning and deploying our own mining ASICs is an integral part of our full vertical integration strategy. In addition, commercializing SEALMINER ASICs enables us to diversify our revenue streams into the ASICs market. To support our customers with high AI demands, we are also developing our cloud HPC and AI cloud business to offer advanced cloud capabilities and HPC services. Self-mining We mine cryptocurrencies, primarily Bitcoins, for our own account. Self-mining allows us to capture the high appreciation potential of cryptocurrency to support our future expansion and operation. For the years ended December 31, 2022, 2023 and 2024, respectively, we generated US$62.4 million, US$111.7 million and US$163.1 million in revenue from self-mining. Historically, around 50% to 100% of our proprietary hash rate was utilized to support our self-mining, with the rest available for sale to customers through Cloud Hash Rate. However, we retain the flexibility to allocate our proprietary hash rate to either self-mining or Cloud Hash Rate, primarily based on our view of the Bitcoin market trends. To further expand our self-mining business, we intend to leverage our SEALMINER mining rigs to increase our proprietary hash rate, enhancing both our mining capabilities and operational scalability. 61 Table of Contents Hash rate sharing We offer two types of hash rate sharing solutions, Cloud Hash Rate and Hash Rate Marketplace, to support cryptocurrency mining activities globally with convenient, transparent and reliable hash rate. • Cloud Hash Rate. Through Cloud Hash Rate, customers enter into hash rate contracts with us to subscribe to the hash rate derived from our self-owned mining rigs, saving themselves from purchasing, installing or hosting mining rigs. Cloud Hash Rate features authentic and transparent hash rate products as users can track the hash rate output on their chosen third-party mining pool, easily ascertain that they receive the right value and receive payments directly from mining pools. With our hash rate slicing and hash rate scheduling technologies, we are able to provide our customers continuous online computing power for series of cryptocurrencies, including Bitcoin, Filecoin, etc., subject to stable electricity supply. We offer our customers various hash rate subscription plans, primarily under (i) “classic mode” and (ii) “accelerator mode”, which enables customers to shorten investment costs recovery cycle. After a user subscribes to a cloud hash rate plan, mining pool operators connect the cloud hash rate generated from our mining rigs to blockchain network for a period specified in the cloud hash rate plan subscribed to and cryptocurrency rewards are delivered directly to the crypto wallet of the Cloud Hash Rate customer. For plans under “classic mode”, we generate revenue from fees paid to subscribe the hash rate as well as electricity, which maintains the mining rigs that produce the subscribed hash rate. For hash rate subscription plans under “accelerator mode”, while customers enjoy lower hash rate subscription fees compared to “classic mode”, on top of the aforementioned hash rate and electricity subscription fees, we are also entitled to sharing part of the mining rewards net of the electricity cost the customer paid for once that customer’s investment cost is recovered, which is defined as the cumulative mining reward received from the mining pool equals the amount of hash rate subscription fees paid upfront and the electricity fee paid and used to date. This unique model of selling cloud hash rate allows us to smooth the impact of Bitcoin price volatility as our income from hash rate sales are less directly related to cryptocurrency price compared to self-mining. When Bitcoin price appreciates, we can capture part of the benefits as the demand of hash rate will be driven up; when Bitcoin price depreciates, we are still able to recover costs or generate revenue from hash rate sales. We use standard agreement with our customer for Cloud Hash Rate. We generated revenue of US$121.3 million, US$67.9 million and US$39.8 million for the years ended December 31, 2022, 2023 and 2024, respectively, from Cloud Hash Rate. • Hash Rate Marketplace. We connect supply of hash rate from mining rigs owned by third parties, such as miners or mining datacenter owners, with our user base with hash rate demands, allowing such hash rate suppliers to access our large base of high-quality customers. With Hash Rate Marketplace, we offer a marketplace that is able to utilize excessive hash rate in the network and expand ways of monetization for third-party hash rate suppliers, accelerating their cash payback to support future expansion. For transactions completed on Hash Rate Marketplace, the third-party hash rate suppliers will be responsible for providing hash rate and post-sale services, pursuant to the negotiated terms between these third-party hash rate suppliers and customers, with which we have no involvement and we generate revenue by charging service fees. We did not generate revenue from Hash Rate Marketplace for the years ended December 31, 2022, 2023 and 2024. Hosting We offer three types of hosting services, Cloud Hosting, General Hosting and Membership Hosting, to meet customers’ diverse demands for professional hosting solutions and lower the prohibitive upfront investment costs associated with mining datacenter construction, deployment and operation. • Cloud Hosting. We provide retail miner customers with one-stop mining rig hosting solutions, enabling them to gain access to stable supply of computing power from specified mining rigs in a capital-light manner. Through Cloud Hosting, users participate in a customer group, pay an upfront fee for the computing power produced by the specified mining rigs, and subscribe to the hosting service for the same mining rigs. As such, customers may enjoy the computing power derived from specified mining rigs over the life of such mining rigs to generate cryptocurrency rewards. Traditionally, a miner has to purchase and physically possess a mining rig, deploy and operate it in a mining datacenter in order to gain access to all the computing power generated from that specified mining rig. Cloud Hosting provides an innovative alternative by providing hosting service for the specified mining rigs that produce computing power for the Cloud Hosting customers, saving the customers the need to pick up the mining rig, construct one’s own mining datacenter, and operate and deploy the mining rig. Specifically, we are responsible for the operation and maintenance of mining datacenter that hosts the mining rigs, as well as mining rigs operation, maintenance and repair. As such, we significantly lower the upfront investment and expertise threshold for retail miners, providing them with the same opportunity of cryptocurrency returns as major and sophisticated miners. We also provide complete set of cloud hosting technical solutions and resources to ensure operational efficiency. Our first-of-its-kind “group-buying” model allows retail miners to purchase the computing service from and maintenance service for as little as one mining rig, further lessening the upfront investment burden. Similar to the Cloud Hash Rate “accelerator mode” subscription plans, in 2021, we launched the “accelerated payback mode” for Cloud Hosting, where customers can enjoy a favorable rate for the upfront fee compared to “classic mode” (i.e., the traditional arrangement). Under the standard agreements with our customers for Cloud Hosting, we charge customers an upfront fee so they can secure the procurement of computing power from the specified mining rigs. We also charge a maintenance fee for our electricity supply and daily maintenance and repair care. We are entitled to a portion of the mining profit of an “accelerated payback mode” customer after the customer recovers the investment cost, which is defined as the mining reward earned from the mining pool equals the upfront fee paid and the maintenance fee and other fees incurred to date. We generated revenue of US$12.7 million, US$3.2 million and US$1.1 million for the years ended December 31, 2022, 2023 and 2024, respectively, from Cloud Hosting. We did not generate any revenue from mining profit sharing from plans under Cloud Hosting’s “accelerated payback mode” for the years ended December 31, 2022, 2023 and 2024. 62 Table of Contents • General Hosting. We offer hosting solutions to professional miner customers who send their mining rigs to our mining datacenters for hosting. Specifically, we provide server room, professional support from technical and managerial personnel, supporting power, network and security monitoring facilities, among others, and carry out routine maintenance, system configurations, troubleshooting and daily reporting to ensure a smooth operation of the hosted mining rigs. At the customers’ option, we also provide assistance for deployment, installation and removal of hosted mining rigs and repairment of mining rigs. Under the standard agreements with General Hosting customers, we charge monthly service fees, which include costs of operating and maintaining the mining rigs, costs of electricity and other costs mainly related to mining rig deployment and repair. In the arrangement with certain customers, we are also entitled to additional variable consideration based on the customers’ mining yield during a period. We generated revenue of US$99.3 million, US$97.3 million and US$67.6 million for the years ended December 31, 2022, 2023 and 2024, respectively, from General Hosting. • Membership Hosting. We offer a membership program for large-scale miner customers who seek stable, long-term supply of hosting capacity and send their mining rigs to our mining datacenters for hosting purpose. Unlike General Hosting where the customer’s access to mining datacenter capacity is subject to the availability of such capacity at the time the request was raised, a customer under Membership Hosting will be designated of certain capacity (i.e., designated capacity) exclusive for use by such customer, by signing a standard membership program agreement. We also provide other program benefits, if available, to customers under Membership Hosting, including, among other things, (i) early, priority and exclusive access to the newly available mining datacenter capacity that is sufficient for large-scale miners, upon a new mining datacenter becomes available and (ii) more favorable pricing terms for our services, such as mining rig management services, than the prevailing price in the local market. We charge an upfront fee for such program benefits. We also provide management services, such as infrastructure, custody, and utility, for the mining rigs of a Membership Hosting customer up to designated capacity, pursuant to a separate management services agreement, and charge management services fee. We also charge additional fee, at our stand-alone selling price, for the subscription of our mining rigs operation service. The management services fee and the mining rigs operation fee, as applicable, are charged to the customer monthly based on the customer’s consumption of resources, such as the amount of electricity used in a period. For our Membership Hosting contracts, payment terms are individually negotiated and may differ among customers. Through this membership program, we seek to facilitate risk control and stable hosting income from large-scale miner customers by providing them reliable and long-term hosting capacity. We generated revenue of US$26.1 million, US$79.9 million and US$64.0 million for the years ended December 31, 2022, 2023 and 2024, from Membership Hosting. 63 Table of Contents The major differences among Cloud Hosting, General Hosting and Membership Hosting are the sources of mining rigs, the target customers and the customers’ payment of hosting fees, as summarized below. Hosting service Sources of mining rigs Target customers Fees Cloud Hosing Mining rigs from our existing mining fleets Retail miners • • Upfront payment for subscription of computing power from our mining rigs Maintenance fees throughout the service process General Hosting Mining rigs from target customers Professional miners • Monthly payment for hosting service based on actual consumption of our mining datacenter resources, such as electricity • Additional variable consideration based on the customers’ mining yield Membership Hosting Mining rigs from target customers Large-scale miners • • Upfront payment to secure our capacity Monthly payment for management service based on the actual consumption of our mining datacenter resources, such as electricity, after the delivery of capacity We believe that hosting services will enable us to maximize assets utilization with minimal capital expenditure for our growing mining datacenter capacity, maximize overall scale of hash rate supported by our software platform Minerplus which may lead to future business opportunities, and improve the operational efficiency by serving professional customers. Minerplus is our self-developed integrated intelligent software platform that offers software support to significantly reduce time needed for daily maintenance and mining rig upgrade and substantially decrease operation and maintenance headcount. The functions of Minerplus mainly encompasses real-time mining datacenter and hash rate monitoring as well as virus detection and removal. Minerplus enables intelligent management of our self-mining business and enhances product and service quality of Cloud Hash Rate and our hosting services. We also provide standalone Minerplus service to third-party mining datacenters. ASIC and Mining Rig Business – SEALMINER Mining Rigs SEALMINER, a pioneering brand of our mining rigs, specializes in offering efficient and sustainable mining solutions. SEALMINER integrates our self-developed SEAL series of mining chips manufactured using advanced process nodes. By continuously improving power efficiency ratios, SEALMINER is dedicated to providing innovative, efficient, and reliable products and services to customers. In March 2024, we successfully tested our first Bitcoin mining chip, the SEAL01, which has been integrated into our new SEALMINER A1 mining rigs. The first sample batch was energized and production of approximately 3.8 EH/s has been substantially completed as of March 2025, with units currently in batch transportation to our datacenters in Texas, Bhutan and Norway. In October 2024, we launched our second generation SEALMINER A2 mining rig series equipped with our SEAL02 chip. Our SEALMINER A2 series includes both an air-cooling and a hydro-cooling model and boasts a hash rate of 226 TH/s and 446 TH/s, with a power efficiency ratio of 16.5 J/TH. In March 2025, we launched our latest self-developed mining rigs, the SEALMINER A2 Pro series. As the updated version of the SEALMINER A2, the A2 Pro series includes two models: the air-cooling SEALMINER A2 Pro Air and the hydro-cooling SEALMINER A2 Pro Hyd. Both deliver a power efficiency ratio of 14.9 J/TH, offering higher efficiency ratios, advanced technologies, and enhanced stability. In the same month, we also tested our latest Bitcoin mining chip, SEAL03, with a power efficiency ratio of 9.7J/TH while running at low voltage, ultra power-saving mode. SEAL03 uses one of the most advanced process nodes in partnership with the world-leading semiconductor foundry and will be integrated into our upcoming SEALMINER A3 series mining rigs. The research and development of SEAL04 remains on track. HPC and AI Cloud Business We completed the deployment and testing of our Bitdeer AI Cloud, powered by NVIDIA DGX SuperPOD with H100 system, in March 2024, becoming the first cloud service platform in the Asian region to offer NVIDIA DGX SuperPOD H100 service. The service provides our customers with access to NVIDIA AI supercomputing to help them accelerate their development of generative AI, large language models (LLMs), and other AI workloads. For the year ended December 31, 2024, revenue generated from AI Cloud Service was immaterial. 64 Table of Contents To support our HPC and AI cloud business, as of the year ended December 31, 2024, we have procured the following equipment from NVIDIA Corporation, with a total purchase amount of approximately US$13.2 million. The equipment are currently physically located in Singapore. Equipment Type Quantity Nvidia DGX H100 Server 31 Nvidia HGX H200 Server 3 In addition, we engaged TLM Group, a leading consultant in AI and HPC datacenter engineering and construction to conduct a review of our infrastructure portfolio to assess suitability for AI and HPC applications at our U.S. sites. TLM Group confirmed the suitability of several of our U.S. sites for Tier 3 HPC and AI datacenters, as these sites have power available in a short time frame, low-latency fiber and water resources. We are in discussions with potential development partners and potential end users for selecting large scale sites in the U.S. for HPC and AI datacenters. Measures to prevent unauthorized or impermissible customer access We have established anti-money laundering (“AML”) processes, know your customer (“KYC”) procedures and IP address geo-blocking measures, to prevent unauthorized and impermissible access to our hash rate products by U.S. customers and customers from other jurisdictions where we have identified laws or regulations that restrict the offering of our hash rate products. These measures generally encompass the following key steps: (i) following IP address and customer identification, IP addresses located in regions such as Cuba, Iran, North Korea, Syria, and Crimea Area, will be blocked, and IP addresses in most other areas, including the United States, will be asked to complete AML and KYC procedures prior to purchasing our products and services; (ii) following and based on the results of customer due diligence process, customers from the United States or other applicable jurisdictions will be denied purchase of our hash rate products; (iii) following and based on the results of customer due diligence process, any entity listed on U.S. export control and economic sanctions lists, including but not limited to the Denied Persons List, the Entity List and Specially Designated Nationals and Blocked Persons List (SDN List), will be denied purchase any of our products; and (iv) transactions and the KYC status of the customers will be subject to our monitoring and periodic review. For a discussion of the risks relating to offering our hash rate products to U.S. customers and/or customers from other jurisdictions where such offering may be restricted, see the section entitled “Item 3.D - Key Information - Risk Factors - Risks Related to Regulatory Compliance and Other Legal Matters - Our hash rate sharing business may be subject to U.S. jurisdiction if we are not able to avoid offering or selling our hash rate products to U.S. customers. Additionally, our hash rate sharing business may be deemed as securities offerings in other jurisdictions where it is offered.” 65 Table of Contents Our Cryptocurrencies Cryptocurrencies and Protocols Involved in Our Business 96.1%, 98.8% and 97.8% of our self-mining revenue for the years ended December 31, 2022, 2023 and 2024 respectively were generated from Bitcoin mining. The remaining mining yield were generated from Ethereum Classic, Dogecoin, Filecoin and other cryptocurrencies that are less mainstream, as illustrated below: For the Year Ended December 31, 2024 2023 2022 US$ % US$ % US$ % (in thousands, except for percentages) BTC 159,401 97.8 110,386 98.8 59,845 96.1 ETC 2,715 1.7 9 0.00 4 0.00 DOGE 278 0.2 371 0.4 590 0.9 FB 263 0.2 - - - - FIL 195 0.1 183 0.2 458 0.7 ZIL 69 0.0 - - - - ZEC 49 0.0 454 0.4 902 1.4 IO 46 0.0 - - - - LTC 39 0.0 194 0.2 248 0.4 ELA 7 0.0 4 0.0 4 0.0 BCH 5 0.0 9 0.0 22 0.0 QUBIC 5 0.0 6 0.0 - - BELLS 4 0.0 - - - - NMC 2 0.0 2 0.0 11 0.0 SC 2 0.0 1 0.0 - - SYS 2 0.0 - - - - CKB 1 0.0 9 0.0 41 0.1 LKY 1 0.0 - - - - PEP 1 0.0 - - - - XCH 1 0.0 37 0.0 73 0.1 DCR - - 13 0.0 106 0.2 ETH - - - - 8 0.0 HNS - - 5 0.0 47 0.1 Total 163,086 100.0 111,683 100.0 62,359 100.0 95.7%, 99.1% and 99.5% of our Cloud Hash Rate revenue for the years ended December 31, 2022, 2023 and 2024 respectively were generated from hash rate plans subscribed for Bitcoin mining. We have commenced mining operation on a proprietary basis for Filecoin, which adopted PoST protocol, and also offered computing power sharing solutions regarding Filecoin mining under our Cloud Hash Rate business. 66 Table of Contents Policies and Procedures Related to Our Cryptocurrencies We obtain cryptocurrencies from self-mining and cryptocurrency receivables and also generally accept cryptocurrencies as payments for services available to customers, such as Cloud Hash Rate, Cloud Hosting, General Hosting and Membership Hosting. We generally do not hold cryptocurrencies obtained through business operation, including mining and otherwise, and promptly convert them into fiat currency prior to December 31, 2023. In response to the market dynamics, we applied a flexible internal strategy in 2024 for either converting cryptocurrencies obtained through our principal business into fiat currency to support its operations as needs, or holding the cryptocurrencies to capture potential higher appreciation in value in the future. The cryptocurrencies held by us as of December 31, 2022, 2023 and 2024 were US$2.2 million, US$ 15.4 million and US$77.5 million, respectively. The table below shows the type and amount of digital assets held as of the end of each year: As of December 31, 2024 2023 2022 US$ % US$ % US$ % (in thousands, except for percentages) BTC 62,560 80.7 6,729 43.8 208 9.6 ETH 6,885 8.9 3,992 26.0 5 0.2 USDT 5,096 6.6 3,733 24.3 162 7.4 ETC 1,482 1.9 0 * 0.0 0 * 0.0 FIL 859 1.1 844 5.5 1,692 77.8 DOGE 634 0.8 5 0.0 6 0.4 LMR 13 0.0 13 0.1 - - LTC 4 0.0 8 0.1 8 0.4 USDC 2 0.0 34 0.2 89 4.1 BCH 1 0.0 7 0.0 2 0.1 ZEC 1 0.0 3 0.0 1 0.0 ELA 0 * 0.0 3 0.0 1 0.0 DASH 0 * 0.0 0 * 0.0 0 * 0.0 DCR 0 * 0.0 0 * 0.0 0 * 0.0 BCHA 0 * 0.0 0 * 0.0 - - XCH 0 * 0.0 0 * 0.0 1 0.0 NMC 0 * 0.0 0 * 0.0 0 * 0.0 ETHW 0 * 0.0 - - - - USDV 0 * 0.0 - - - - FB 0 * 0.0 - - - - PEP 0 * 0.0 - - - - ZIL 0 * 0.0 - - - - JKC 0 * 0.0 - - - - CKB - - 0 * 0.0 0 * 0.0 SC - - - - 0 * 0.0 Total 77,537 100 15,371 100.0 2,175 100.0 * Less than US$500 but not nil We generally use service provided by Matrix Finance and Technologies Holding Group and its subsidiaries (“Matrixport Group”) for cryptocurrencies custody purpose. Please see the section entitled “— Our Cryptocurrencies Storage and Custodial Practices” below for more details on the related procedures in this regard. 67 Table of Contents During the year ended December 31, 2022, we lent loans in a total amount of approximately US$150 million to Matrixport Group and received approximately US$1.5 million interest income. We also purchased wealth management products in a total amount of approximately US$150.0 million from Matrixport Group and received approximately US$0.3 million in return. Both the loans and the wealth management products were fully collected and redeemed as of December 31, 2022. To date, we have not experienced, either directly or indirectly, prohibitions from redeeming or withdrawing crypto assets. All of our cryptocurrency loans and cryptocurrency wealth management products had been fully redeemed by December 31, 2022, and we do not anticipate to actively participate in such activities in the foreseeable future. As of the date of this annual report, we do not have any outstanding cryptocurrency lending to Matrixport Group or any outstanding wealth management product purchased from Matrixport Group or otherwise. All lending or wealth management products previously purchased from Matrixport Group had been fully collected or redeemed by December 31, 2022. In light of recent concerns over the lack of regulations with regards to digital asset based products in general, we do not anticipate entering into any digital asset based lending or wealth management products with Matrixport Group or otherwise in the foreseeable future. We are open to more options to generate additional income by leveraging our cryptocurrencies and fiat currencies in the future; however, we prioritize our operating activities in terms of cash usage and will ensure that our cash, short-term investment and anticipated proceeds from disposal of cryptocurrencies in connection with our principal business will be sufficient to meet our current and anticipated working capital requirements and capital expenditures for at least the next 18 months from the date of this annual report. We do not anticipate to engage in crypto lending or investing activities in the foreseeable future. We monitor our investments closely and limit our exposure to the investment risk by including in our operation strategy the requirements to invest only in robust wealth management products. We will evaluate each digital asset in our portfolio, or that we propose to hold or acquire in the future, to determine whether it would likely be considered a security as defined in Section 2(a)(1) of the Securities Act and consequences thereof, in consultation with outside counsel, as applicable at the time. We will base our analysis on relevant case law, applying the frameworks established by the U.S. Supreme Court and taking into consideration relevant guidance by the SEC and its staff, including the SEC’s “Framework for ‘Investment Contract’ Analysis of Digital Assets” issued by the Strategic Hub for Innovation and Financial Technology. Prior to holding or acquiring any digital assets, we would undertake customary due diligence regarding the digital asset in order to gather facts necessary to make such a determination. However, such framework adopted by us to determine whether certain digital assets are “securities” involves risk-based judgements by us, is not based on a legal standard or determination binding on any regulatory body, and therefore is inherently associated with a number of risks. As of the date of this annual report, with the exception of certain centrally issued digital assets that have received “no-action” letters from the SEC staff, Bitcoin and Ethereum are the only digital assets which senior officials at the SEC have publicly stated are unlikely to be considered securities. However, such statements are not official policy statements by the SEC and reflect only the speakers’ views, which are not binding on the SEC or any other agency or court and cannot be generalized to any other digital asset. It is possible that a change in the governing administration or the appointment of new SEC commissioners could substantially impact the views of the SEC and its staff. Thus, a particular digital asset’s status as a “security” in any relevant jurisdiction is subject to a high degree of uncertainty and if a regulator disagrees with our characterization of a digital asset, we may be subject to regulatory scrutiny, investigations, fines, and other penalties, which may adversely affect our business, operating results and financial condition. Current and future legislation and SEC-rulemaking and other regulatory developments, including interpretations released by a regulatory authority, may impact the manner in which Bitcoin or other cryptocurrencies are viewed or treated for classification and clearing purposes. In particular, Bitcoin and other cryptocurrencies may not be excluded from the definition of “security” by SEC rulemaking or interpretation requiring registration of all transactions unless another exemption is available, including transacting in Bitcoin or other cryptocurrencies among owners and requiring registration of trading platforms as “exchanges.” It will then likely become difficult or impossible for the digital asset to be traded, cleared or custodied in the United States through the same channels used by non- security digital assets, which in addition to materially and adversely affecting the trading value of the digital asset is likely to cause substantial volatility and significantly impact its liquidity and market participants’ ability to convert the digital asset into U.S. dollars. 68 Table of Contents For a more comprehensive discussion of the relevant risks, please see the sections entitled “Item 3. Key Information — D. Risk Factors — Risks Related to Cryptocurrencies — There is no one unifying principle governing the regulatory status of cryptocurrencies nor whether cryptocurrencies are securities in any particular context. Regulatory changes or actions in one or more countries may alter the nature of an investment in us or restrict the use of cryptocurrencies, such as Bitcoins, in a manner that adversely affects our business, prospects or operations” and “Item 3. Key Information — D. Risk Factors — Risks Related to Cryptocurrencies — If we were deemed an ‘investment company’ under the Investment Company Act of 1940, as amended, applicable restrictions could make it impractical for us to continue our business as contemplated and could have a material adverse effect on our business.” Our Cryptocurrencies Storage and Custodial Practices During the years ended December 31, 2022, 2023 and 2024, substantially all of our cryptocurrencies were held in custody by Matrixport Group and our disposal of cryptocurrencies, at spot price on the date of disposal, was primarily to Matrixport Group, a related party. Following our separation from BitMain Technologies Holding Company (collectively with its subsidiaries, “Bitmain”), we entered into two custody agreements with Matrixport Group on February 10, 2021 through our subsidiaries, pursuant to which we appointed Matrixport Group to (i) establish a custody account for the deposit of cryptocurrencies to be held by Matrixport Group on our behalf, and (ii) act as the custodian of the cryptocurrencies that are delivered to the designated blockchain address under our custody accounts. For more information, please see the section entitled “Item 3. Key Information — D. Risk Factors — Risks Related to Cryptocurrencies — We may not have adequate sources of recovery if the cryptocurrencies held it us are lost, stolen or destroyed due to third-party cryptocurrencies custodial services or if we cannot redeem or withdraw its cryptocurrencies invested in crypto lending or investing activities. Such incidents could have a material adverse effect on our business, financial condition and results of operations.” Our custody accounts in Matrixport Group are protected by username, password, and hardware tokens. We are able to view the assets in the custody account and relevant transfers via Matrixport Group’s custody system. We are able to receive, withdraw and dispose of cryptocurrencies with the custody account. Each withdrawal request is subject to verification by a person designated by us, and if withdrawal is up to certain limit, to additional verification procedure applied by Matrixport Group, including calling a separately designated person or requesting additional written confirmation. We note that Matrixport Group offers a robust security infrastructure designed to safeguard its custody clients from crypto fraud. The generation and storage of, and the transaction signing by, the private keys are all under encryption in hardware security modules (HSMs) that provide tamper evidence, tamper resistance and tamper responsiveness features to safeguard the private keys and make sure no staff of Matrixport Group or anyone can have access to plain text of private keys. In extreme cases, private keys can be recovered by Matrixport Group’s disaster recovery measure. Private keys have been sharding into eight pieces that will be stored in an encrypted hard disk which will then be kept in physical safe deposit boxes in different banks. These sharding pieces are accessible only to certain qualified employees of Matrixport Group, who must obtain prior permission and must follow “Segregation of Duty and Least Knowledge Principle” under which such employees have right to recover the private keys but no right to trigger the withdrawal function from customers’ designated accounts. All crypto transactions will be monitored by Matrixport Group’s central security system. If an unusual transaction is identified, an alert will be issued to the relevant customer in real time for transaction verification purposes. All withdrawal and transfer of assets shall be permitted by applicable laws and regulations and Matrixport Group’s internal policies and procedures. Matrixport Group is obligated to keep and maintain, or cause to be kept, accurate books and records with respect to any custody account and assets in accordance with applicable law. Statements of assets, along with a ledger of receipts and disbursements of assets is available to us via Matrixport Group’s custody system. Under the custody agreements, we are obligated to pay to Matrixport custody fees as a percentage of the value of the cryptocurrencies in U.S. Dollars under custody, monthly management fees as negotiated, and withdrawal fees if applicable. We incurred approximately US$0.4 million, US$0.2 million and US$0.2 million service fees, respectively, including primarily custody fees, to Matrixport Group for the years ended December 31, 2022, 2023 and 2024. 69 Table of Contents Our Mining Datacenters We have built and currently operate three mining datacenters in the United States, two in Norway and one in Bhutan with an aggregate electrical capacity of 895MW in use as of March 31, 2025. We have initiated the expansion of our existing mining datacenters and expect to achieve access to a total electrical capacity of 2,689 MW thereafter. The locations, electrical capacity, status and estimated timeline of our mining datacenters in use and in the pipeline, as of March 31, 2025, are illustrated in the chart below. Site/Location Capacity (MW) Estimated Completion Timeline(1) Mining datacenters in use Rockdale, Texas 563 Completed Knoxville, Tennessee 86 Completed Wenatchee, Washington 13 Completed Molde, Norway 84 Completed Tydal, Norway 50 Completed Gedu, Bhutan 100 Completed Subtotal 895(2) Mining datacenters in the pipeline(3) Tydal, Norway Phase 1 40 April 2025 Tydal, Norway Phase 2 135 Mid 2025 Massillon, Ohio 221 Q3-Q4 2025 Clarington, Ohio Phase 1 266 Q3 2025 Clarington, Ohio Phase 2 304 Estimate 2026 Jigmeling, Bhutan 500 Q2 2025 Rockdale, Texas 179 Estimate 2026 Alberta, Canada 99 Q4 2026 Oromia Region, Ethiopia 50 Q4 2025 Subtotal 1,794 Total 2,689 Note: (1) The estimated completion timeline is indicative only, with all timing references referring to calendar quarters and years. (2) Minor discrepancies in figures may occur due to rounding. (3) “In the pipeline” refers to datacenters with power secured, currently under active construction or negotiation but not yet completed. Mining datacenters in use • Texas Mining Datacenter. Our mining datacenter in Rockdale, Texas became operational in February 2019 and had 563MW electricity capacity in use as of March 31, 2025. • Norway Mining Datacenters. Our mining datacenters in Fræna municipality (Molde mining datacenter) and Tydal municipality (Tydal mining datacenter), Norway became operational in December 2019 and had 134MW electrical capacity in use as of March 31, 2025. • Tennessee Mining Datacenter. Our mining datacenter in Knoxville, Tennessee became operational in May 2020 and had 86MW electrical capacity in use as of March 31, 2025. • Washington Mining Datacenter. Our mining datacenter in Pangborn, Washington became operational in May 2018 and had 13MW electrical capacity in use as of March 31, 2025. • Bhutan Mining Datacenter. Our mining datacenter in Gedu, Bhutan became operational in the third quarter of 2023 and had 100MW electrical capacity in use as of March 31, 2025. Mining datacenters in the pipeline We have accumulated knowledge and expertise in the global landscape of electric power supply, which enables us to select prime locations to construct mining datacenters. • Tydal Mining Datacenter. As of March 31, 2025, the regulatory approval has been obtained for the 175MW hydro cooling datacenter at our mining facility in Tydal, Norway, with 70 MW set for energization and commissioning in early April, 2025 and the remaining 105 MW scheduled for completion by mid-2025 to be completed in mid-2025. • Massillon Mining Datacenter. Substation construction is underway for a 221MW datacenter in Massillon, Ohio, the construction of which is expected to be completed between third and fourth quarter of 2025. • Clarington Mining Datacenter. We are progressing with the construction of Phase 1 of a 266MW mining datacenter in Clarington, Ohio, expected to finish by the third quarter of 2025, while Phase 2 of the same facility, with a capacity of 304MW, is currently pending approval and in negotiation with the landlord. • Jigmeling Mining Datacenter. We have made progress in the construction of a 500MW mining datacenter in Jigmeling, Bhutan, which is expected to be energized in phases beginning in April through June 2025. • Rockdale Mining Datacenter. We are developing a 179MW mining datacenter in Rockdale, Texas, with estimated completion in 2026. As of March 31, 2025, approximately 1.4 EH/s of SEALMINER A1 hydro mining rigs have been energized. • Alberta Mining Datacenter. We have acquired a site for the construction of a 99MW datacenter in Alberta, Canada, with estimated energization by the fourth quarter of 2026. • Oromia Region, Ethiopia. We have acquired a site for the construction of a 50 MW mining datacenter in Ethiopia, with estimated energization by the fourth quarter of 2025. We will develop and construct the power plant in partnership with a leading Engineering, Procurement and Construction (“EPC”) company and is expected to be energized by the fourth quarter of 2026. We are also continually exploring other sites for power security and constructions of our mining datacenters. Agreements Related to Our Mining Datacenters Lease Agreement for the Mining Datacenter in Rockdale, Texas In June 2018, Dory Creek, LLC, our subsidiary, entered into the Lease Agreement with Alcoa USA Corp. (“Alcoa”), as amended by the First Amendment to Lease dated October 18, 2018, the Second Amendment to Lease dated May 1, 2019, the Third Amendment to Lease dated May 11, 2021, the Fourth Amendment to the Lease dated May 11, 2021, the Fifth Amendment to Lease dated August 30, 2021 and the Sixth Amendment to Lease dated October 25, 2021 (the “Texas Lease Agreement”), pursuant to which we lease land, certain buildings and improvements on the land, a certain portion of Alcoa’s power delivery network (“PUN”) and the non-exclusive right to use certain common areas in Rockdale, Texas, for the operation of a blockchain data processing software and hardware center (“Data Center”) as well as the office use and a technology repair facility related to the Data Center. Alcoa sells and conveys to us a 100% ownership interest in a certain PUN power circuit and the associated downstream components, subject to certain power delivery restrictions. Upon termination of the Texas Lease Agreement, our interest and ownership in the PUN will revert to Alcoa. We have an option to extend the term of this lease for two successive periods of five years (each such period an “Extension Term”). If applicable, on each January 1 during the Extension Term, the annual fixed rent shall increase by the greater of 2.5% or the percentage of the change in the CPI, not to exceed 5% in any single year between the first month and the eleventh month during the previous year. 70 Table of Contents The Texas Lease Agreement was subsequently assigned by Alcoa to SLR Property I, LP (“SLR”), with whom Dory Creek, LLC entered into the Seventh Amendment to Lease and the Eighth Amendment to Lease, pursuant to which we lease certain buildings and access areas for storage/warehouse use (the “Storage Premises”, the premises under the Texas Lease Agreement except the Storage Premises, the “Remainder Premises”). Our lease with the Storage Premises (the “Storage Premises Lease”) automatically expires on the earlier of December 31, 2025 or the date that the Remainder Premises Lease expires or terminates (the “Storage Premises Initial Term”). To the extent the Remainder Premises Lease remains in effect beyond the expiration of the Storage Premises Initial Term, we have the option to extend the Storage Premises Lease for one successive renewal period (the “First Storage Premises Renewal Term”) till the earlier of December 31, 2030 or the date that the Remainder Premises Lease expires or terminates. To the extent the Remainder Premises Lease remains in effect beyond the expiration of the First Storage Premises Renewal Term, we have the option to extend the Storage Premises Lease for another successive renewal period till the earlier of December 31, 2035 or the date that the Remainder Premises Lease expires or terminates. Share Purchase Agreement for the Molde Mining Datacenter in Fræna Municipality and the Tydal Mining Datacenter in Tydal Municipality, Norway In April 2024, we designated our wholly-owned indirect subsidiary, Norwegian AI Technology AS (“Norwegian AI”), as our transferee and entered into a share purchase agreement (the “Agreement”), with BRYHNI.COM AS and RENOL INVEST AS (collectively, the “Sellers”). Pursuant to the Agreement, we agreed to acquire all the shares in TROLL HOUSING AS and TYDAL DATA CENTER AS (collectively, the “Acquisition”), each a private limited liability company incorporated and existing under the laws of Norway, from the Sellers, to support our Molde and Tydal mining datacenters. The closing consideration for the Acquisition consisted of (i) US$15,000,000 in cash, (ii) 417,130 Class A ordinary shares , (iii) a secured and freely tradable consideration loan note of US$15,000,000 with a maturity of five years, and with a coupon rate of six percent per annum, accompanied by collateral in the form of a first priority share pledge to be granted by Norwegian AI and (iv) a call option to acquire US$15,000,000 worth of Class A ordinary shares at a strike price of US$35.96 per Class A Ordinary Share. The loan note was fully repaid in December 2024 and the share pledge consequently discharged. Commercial Purchase and Sale Agreement for the Mining Datacenter in Knoxville, Tennessee In February 2018, We entered into the Commercial Purchase and Sale Agreement through Bitdeer Inc. (fka Bitmain Inc.) with Kemet Foil Manufacturing LLC, FKA Cornell Dublilier pursuant to which it purchased from Kemet Foil Manufacturing LLC, FKA Cornell Dublilier a tract of land of approximately 9.88 acres improved with a 77,678 square foot industrial building together with all fixtures, landscaping, improvements, and appurtenances, located at 5101 S. National Drive, Knoxville, Tennessee, 37914, for a consideration of US$3.6 million. On March 20, 2018, Bitdeer Inc. transferred a quitclaim deed of the afore-mentioned track of land to Carpenter Creek LLC, our subsidiary, in consideration of the sum of one dollar and other good and valuable considerations. 71 Table of Contents Vacant Land Purchase and Sale Agreement for the Mining Datacenter in Pangborn, Washington In August 2017, we entered into the Vacant Land Purchase and Sale Agreement with Blackhawk Development Inc through Ant Creek, LLC, our subsidiary, pursuant to which we purchased from Blackhawk Development Inc a tract of land of 3 acres located at BLA of Parent Parcel 93700000002, East Wenatchee, WA 98802 for a consideration of US$0.4 million. We use the land to support the operation of our mining datacenter in Pangborn, Washington. Land Lease Agreement for the Mining Datacenter in Gedu, Bhutan In August 2023, we entered into a land lease agreement (the “Gedu Lease Agreement”) with Druk Holding and Investments Limited (“DHI”) through Bitdeer Gedu Private Limited, our subsidiary, pursuant to which DHI demises and leases unto us the exclusive right to use the sites located at Gedu, Bhutan for purposes of constructing, developing, operating and maintaining our cryptocurrency mining datacenter in Bhutan with an operational hosting capacity of 100MW. In January 2025, we entered into a master deed of novation with DHI and Green Digital Limited, pursuant to which DHI agreed to transfer by novation all of its rights and obligations under the Gedu Lease Agreement, and Green Digital Limited has acquired and assumed all rights, interests, benefits, liabilities and all obligations thereunder. Property Purchase Agreement for the Mining Datacenter in Ohio In August 2023, we entered into a contract of sale (“Contract of Sale”) with B&D Power Solutions, LLC through White Tail Creek, LLC (“While Tail Creek”), our subsidiary, pursuant to which B&D agrees to sell and convey to us certain property set forth in the Contract of Sale, including but not limited to the land situated in Stark County, Ohio, together with all improvements and related rights and interests, as well as certain personal property, for a total purchase price of US$1.6 million. Lease Agreement for the Mining Datacenter in Monroe County, Ohio In February 2024, we entered into a lease agreement with Monroe County Port Authority (“MCPA”) through Erie Creek LLC (“Erie Creek”), our subsidiary, as amended by the First Amendment to Lease Agreement (entered in April, 2024, the “First Amendment”) and the Second Amendment to Lease Agreement (entered in January, 2025), by and between the same parties (the “Monroe County Lease Agreement”). Pursuant to the Monroe County Lease Agreement, MCPA agrees to lease to Erie Creek a portion of certain land and improvements located in Ohio Township, Monroe County, Ohio for ten years (the “Primary Term”), with a portion of such leased premises to be used by AEP Energy Inc., for the construction of certain electric facilities. Through the First Amendment, the “Building Premises” under the lease are expanded to include an additional 94,723 square feet (referred to as the “New Building Premises”). Through the Second Amendment, (1) Erie Creek assigns its rights and obligations under the lease to Whitetail Creek LLC (“Whitetail Creek”, also one of our subsidiary); (2) The leased premises are expanded to include an additional 25.2-acre premises (referred to as the “Second Amendment Premises”). The total leased premises now include the original leased premises, the New Building Premises from the First Amendment, and the Second Amendment Premises; (3) tenant (Whitetail Creek) has the option to extend the lease for seven additional terms of ten lease years each after the Primary Term, provided that tenant is not in default; (4) tenant has the option to lease an additional portion of the project (the “Option Area”) by giving written notice within the option term (beginning on the execution date of the Second Amendment through the end of the 6th month thereafter). Land Lease Agreement for the Mining Datacenter in Jigmeling Bhutan In May 2024, we entered into a land lease agreement (the “Jigmeling Lease Agreement”) with DHI through Bitdeer Jigmeling Private Limited, our subsidiary, pursuant to which DHI demises and leases unto us the exclusive right to use the sites located at Jigmeling, Bhutan for the sole purpose of constructing, operating and maintaining our cryptocurrency mining datacenter in Bhutan with an operational hosting capacity of 500MW. In January 2025, we entered into a master deed of novation with DHI and Green Digital Limited, pursuant to which DHI agreed to transfer by novation all of its rights and obligations under the under the Jigmeling Lease Agreement, and Green Digital Limited has acquired and assumed all rights, interests, benefits, liabilities and all obligations thereunder. Sale and Purchase Agreement for the Mining Datacenter in Fox Creek, Alberta, Canada On February 3, 2025, we entered into a purchase and sale agreement through Bitdeer Energy Inc., a Canadian subsidiary of the Group with Alberta Limited to purchase a fully licensed and permitted 101 MW site and gas-fired power project situated on 19 acres of land near Fox Creek, Alberta, Canada, for a consideration of US$21.7 million. 72 Table of Contents Energy We have built, and will continue to make significant investment in building strong partnerships with local electricity experts and power enterprises. Through these partnerships, we reached an average electricity cost of our mining datacenters to US$42/MWh for the year ended December 31, 2024. We entered into electric power supply agreements with electricity suppliers to secure low electricity costs for our mining datacenters in Rockdale, Texas and in Norway. We consider environmental protection vitally important and have implemented measures in the operation of our business, in particular mining datacenters, to ensure our compliance with all applicable laws and regulations in the United States, Bhutan, Norway and other applicable jurisdictions. Our hash rate expansion strategy is energy conscious. We constantly monitor the operation of our mining rigs and replace old mining rigs models with new ones periodically to optimize energy efficiency. As a result, we successfully lowered our average energy consumption from 36.5j/T as of December 31, 2022 to 31.7j/T as of December 31, 2023, and further to 30.4j/T as of December 31, 2024. Our latest self-developed mining rigs, the SEALMINER A2 and A2 Pro series, which were launched in October 2024 and March 2025, are designed to enhance energy efficiency upon development. Our latest mining chip, SEAL03, achieved an energy efficiency of 9.7 J/TH at the chip level during chip verification and prototype testing while running at low voltage, ultra power-saving mode. Once mass production of the related mining rigs begins, we anticipate a further reduction in our average energy consumption. Through years of experience in and deep insight into the global power supply market, we are able to discover outstanding mining construction resources that are both cost-efficient and environmentally friendly. We stick with high environmental, social and governance (ESG) standards and strive to constantly increase the ratio of power supply generated from carbon-free energy. The ratio of our carbon-free power supply reached approximately 62% as of December 31, 2024, and is expected to be remain at around 65% upon completing the construction of all mining datacenters “in the pipeline”. The ratio of our carbon-free power supply, as used herein, represents the weighted average ratio of carbon-free power supply at our datacenters, weighting in the respective electrical capacity at each datacenter. To be more specific, it is calculated by dividing (x) the sum of ratio of carbon-free power supply multiple by electrical capacity at each of our datacenters, by (y) the total electrical capacity contributed by all our datacenters. According to the latest available statistics regarding energy structure of power supply from respective local authorities or suppliers as of December 31, 2024, (i) the power supply in our mining datacenter in Pangborn, Washington was 100% carbon-free, almost entirely supported by hydroelectric resources, (ii) the power supply in our mining datacenters in Molde and Tydal, Norway was 100% carbon-free, primarily supported by wind and hydroelectric resources, (iii) the power supply in our mining datacenter in Rockdale, Texas was approximately 46% carbon-free, supported by clean energy resources such as wind, nuclear, solar and hydroelectric, as well as traditional energy resources such as gas and coal, (iv) the power supply in our mining datacenter in Knoxville, Tennessee was approximately 60% carbon-free, supported by clean energy resources, such as unclear, hydroelectric and solar, as well as traditional energy resources such as clean- burning natural gas units, and (v) the power supply in our mining datacenter in Gedu, Bhutan was 100% carbon-free, almost entirely supported by hydroelectric resources. To further improve the ratio of our carbon-free power supply, we intend to engage a carbon offset strategy consultant to formulate a carbon emissions offsetting plan for our mining datacenters in Texas. Sales and Marketing Historically, we attracted and retained our customers by offering high-quality products and services, without heavily relying on online or offline advertising campaigns to promote the sales of our products and services. Technologies We stay at the forefront of technology development and have built prominent research and development capabilities, including the progress we made on our ASIC technology roadmap. We benefit from our continuous investment in research and development as well as our strong and expanding research and development talent pool. Our core technical team has an average of over ten years of experience in major market players in the cryptocurrency industry. We have obtained patents to support key technologies underpinning our operations. Our technology capabilities drive the differentiation of our business. In particular, the following technologies enable us to constantly improve our self-mining efficiency, offer differentiated and quality products and services, and minimize impacts to the environment. 73 Table of Contents • Hash rate slicing. We supply our customers the subscribed amount of hash rate by first dividing hash rate into “time slices,” each encompasses a certain number of calculations over a period of time. Through hash rate slicing, hash rate is divided into “time slices” by algorithm instead of by manual intervention and then submitted to multiple mining pool accounts to support multiple users. Our ability to generate a minimum hash rate unit of 1TH/s enables us to adjust hash rate allocation accurately and dynamically, and optimize operating metrics automatically in order to minimize fluctuations in terms of quantum in hash rate supply under Cloud Hash Rate. • Hash rate scheduling. We are able to achieve redeployment of hash rate across different mining rigs through hash rate scheduling. When a single mining rig fails, hash rate from other mining rigs can be instantly dispatched to ensure timing stability of hash rate supply. As a result, we are able to maintain a hash rate online rate of 100% under Cloud Hash Rate. • Real-time monitoring. Minerplus supports efficient and constant monitoring, automated operation and maintenance as well as data analysis for mining rigs of different models under different brands, located in mining datacenters of different sizes in different locations. We have developed a highly efficient monitoring model adopting a procedure of prediction - feature analysis - data processing - reverse operation, which is able to accurately identify and quickly scan the monitored objects, and return operating data of the mining rig in real-time. • Clean energy. We have taken various measures to increase the ratio of clean energy in support of the operations of our mining datacenters. As of December 31, 2024, our non-carbon energy supply ratio was approximately 62%. Our research and development team has started the feasibility assessment of the use of solar power to support our mining datacenters. We have also spent considerable efforts in minimizing the impact on the local environment. For example, instead of building new plants from the ground, we renovated abandoned or deserted plants on sites when constructing our mining datacenters in Tennessee and Texas. See the section entitled “— Energy” above for more details. • ASIC technology. We leverage proprietary ASIC technology to develop, manufacture, and commercialize our SEALMINER mining rigs to diversify our revenue streams and accelerate the growth of our self-mining operations. Owning and deploying our own mining ASICs is an integral part of our full vertical integration strategy. It will provide us distinct advantages – such as rapid hash rate deployment, a lower cost structure, enhanced capital efficiency, and a dramatically improved supply chain compared to the broader industry. Competition For our self-mining business, we compete with mining operations throughout the world. We compete to solve new blocks on the basis of our total number of mining rigs, the degree of mining difficulty and the efficiency of our mining. We also compete to develop, manufacture and deploy or acquire new mining rigs, to obtain access to facilities and prime location of mining operations, to electricity, to develop or acquire new technologies and to raise capital. For our hash rate sharing business line, we compete on both the quantity and the quality of our hash rate supply, which depends on our mining datacenter resources, the total number of our mining rigs, our ability to involve third-party hash rate suppliers and our access to technologies to maintain hash rate supply stability. While we face competition from hash rate suppliers, we also seek cooperation with these third-party hash rate suppliers and build synergy-generating relationships by introducing them to our Hash Rate Marketplace and connecting them to our hash rate users. Together with other market players, we make available diverse and quality hash rate products on our Hash Rate Marketplace, facilitate the growth of our user base, and both third-party hash rate suppliers and ourselves can enjoy the faster cash payback enabled by a thriving Hash Rate Marketplace. For our hosting service, we compete with other hosting operations globally. Our competitiveness depends on our ability to supply hosting space and power, our deployment, management and operation capabilities, the value of our service offering to customers, the availability of mining equipment and technologies, etc. Our innovative computing and hosting service “group-buying” model under Cloud Hosting gives us a clear advantage. We also enjoy the first-mover advantage in mining datacenter deployment and operation as well as mining rig management. We operate in highly competitive industries for cryptocurrency mining and related services. Our main competitors include Applied Digital Corporation, Argo Blockchain PLC, Bit Digital, Inc., Bitfarms Ltd., Bitmain Technologies Ltd., Canaan Inc., Cipher Mining Inc., CleanSpark, Inc., Coinbase, Inc., Core Scientific, Inc., Greenidge Generation Holdings Inc., Hive Blockchain Technologies Inc., Hut 8 Mining Corp., Iris Energy Limited, Marathon Digital Holdings, Inc., MicroBT, Riot Blockchain, Inc. and TeraWulf Inc., etc. Many of our competitors are well-known worldwide players and we face competitors that are larger than us and have advantages over us in terms of economies of scale and financial and other resources. Some of our competitors may also have stronger brand names, greater access to capital, longer histories, longer relationships with their suppliers or customers and more resources than we do. Furthermore, these competitors may be able to adapt to changes in the industry more promptly and efficiently. As such, we expect that competition in our markets will continue to be intense. 74 Table of Contents Intellectual Property As of December 31, 2024, we owned 21 registered patents, 11 registered copyrights, 288 registered trademarks and 233 registered domain names. We are also in the process of applying for 47 registered patents. The protection of our intellectual property and all corresponding rights throughout the world, including our trademarks, service marks, trade dress, logos, trade names, domain names, goodwill, patents, copyrights, works of authorship (whether or not copyrightable), software and trade secrets, know-how, and proprietary and other confidential information, together with all applications, registrations, renewals, extensions, improvements and counterparts in connection with any of the foregoing, is important to the success of our business. We seek to protect our intellectual property rights by filing applications in various patent, trademark and other government offices, and relying on applicable laws and regulations in the U.S. and internationally, as well as a variety of administrative procedures. We have routinely entered into confidentiality and invention disclosure and assignment agreements with our employees and contractors, and non-disclosure agreements with external parties with whom we conduct business to control access to, and use and disclosure of, our proprietary information. Government Regulation Due to the relatively short history of cryptocurrencies, and their emergence as a new asset class, government regulation of blockchain and cryptocurrencies is constantly evolving, with increased interest expressed by U.S. and internal regulators. For example, the Cyber-Digital Task Force of the U.S. Department of Justice published a report entitled “Cryptocurrency: An Enforcement Framework” in October 2020 that detailed the Department’s view with respect to cryptocurrencies and the tools at the Department’s disposal to deal with threats posed by cryptocurrencies. In March 2021, the nominee for Chair of the SEC expressed the need for investor protection along with promotion of innovation in the cryptocurrency space. In January 2025, the SEC established a Crypto Task Force dedicated to developing a comprehensive regulatory framework for crypto assets. We are unable to predict the impact that any new regulations may have on our business at the time of filing this Annual Report. We continue to monitor and proactively engage in dialogue on legislative matters related to our industry. Government regulation of blockchain and cryptocurrencies is under active consideration by the U.S. federal government via its agencies and regulatory bodies, as well as by similar entities in other countries and transnational organizations, such as the European Union. State and local regulations also may apply to our activities and other activities in which we may participate in the future. Other governmental or semi- governmental regulatory bodies have shown an interest in regulating or investigating companies engaged in blockchain or cryptocurrency businesses. For instance, the SEC has taken an active role in regulating the use of public offerings of proprietary coins (so-called “initial coin offerings”) and has made statements and official promulgations as to the status of certain cryptocurrencies as “securities” subject to regulation by the SEC. The effect of any regulatory change, either by the Federal, state, local or foreign governments or any self-regulatory agencies on us is impossible to predict, but such change could be substantial and may have a material adverse effect on our business, financial condition and results of operations. While we are unaware of significant adverse governmental or regulatory action adverse to Bitcoin or Ethereum mining in the United States, there is no guarantee that future regulation or adverse action will not take place and interpretation of existing regulations in a manner adverse to our business is possible. In addition, various foreign jurisdictions either have adopted, or may adopt, laws, regulations or directives that affect cryptocurrencies, cryptocurrency networks, and their users and participants. Such laws, regulations or directives may conflict with those of the United States, may negatively impact the acceptance of cryptocurrencies by users, merchants and service providers outside of the United States, and may therefore impede the growth of cryptocurrencies. A number of Eastern European and Asian countries currently have a more restrictive stance toward cryptocurrencies and, thereby, have reduced the rate of expansion of cryptocurrency use, as well as cryptocurrency transaction processing, in each of those countries. For example, in April 2023, European lawmakers approved European Union’s Markets in Crypto-Assets Regulation (MiCA), establishing a comprehensive regulatory framework for crypto-assets. Presently, we do not believe any U.S. or State regulatory body has taken any action or position adverse to our main cryptocurrency, Bitcoin, with respect to its production, sale, and use as a medium of exchange; however, future changes to existing regulations or entirely new regulations may affect our business in ways it is not presently possible for us to predict with any reasonable degree of reliability. 75 Table of Contents As the regulatory and legal environment evolves, we may become subject to new laws, such as further regulation by the SEC and other agencies, which may affect our mining and other activities. C. Organizational Structure The following diagram depicts a simplified organizational structure of our company as of the date of this annual report. These subsidiaries are also set forth in Exhibit 8.1 to this annual report. Name* Jurisdiction % of Ownership Interest Held by Bitdeer Technologies Group Bitdeer Technologies Holding Company Cayman Islands 100% Straitdeer Pte. Ltd. Singapore 100% Sharpening Technology Limited British Virgin Islands 100% Bitdeer Technologies Limited Hong Kong 100% Bitdeer Netherlands B.V. Netherlands 100% Bitdeer Norway AS Norway 100% Norwegian AI Technology AS Norway 100% Bitdeer Inc. United States of America 100% Carpenter Creek. LLC United States of America 100% Ant Creek, LLC United States of America 100% Dory Creek, LLC United States of America 100% Bitdeer Sales (USA) Inc. United States of America 100% Asia Freeport Holdings Pte. Ltd. Singapore 100% Le Freeport Real Estate Pte. Ltd. Singapore 100% Le Freeport Management Pte. Ltd. Singapore 100% Singapura Technologies Limited British Virgin Islands 100% Tosummer Technologies HK Limited Hong Kong 100% Bitdeer Bhutan Equipment Limited British Virgin Islands 100% Bitdeer Gedu Private Limited Bhutan 100% Bitdeer Semiconductor Technology Pte. Ltd. Singapore 100% * Other subsidiaries of the Company, including BSGA, have been omitted because, in the aggregate, they would not be a “significant subsidiary” as defined in rule 1-02(w) of Regulation S-X as of the date of this annual report. D. Property, Plants and Equipment Our principal executive offices are located at #09-03/04, Aperia Tower 1, 8 Kallang Avenue, Singapore 339509, where we lease an approximately 440 square meters facility. This facility houses our administrative headquarters and research and development center. We believe that our existing facilities are suitable and adequate to meet our current needs. If we need to add new facilities or expand existing facilities as we add employees, we believe that suitable additional space will be available to accommodate any such expansion of our operations. For our mining datacenters, see the section entitled “Item 4. Information on the Company — B. Business Overview—Our Mining Datacenters.” 76 Table of Contents