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| LEI | 549300MXMBF4HBZ76I76 |
| CIK | 1735556 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to China Xiangtai Food Co Ltd
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| August 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38857 BIT Origin LTD. (Translation of registrant’s name into English) 160 Robinson Road, 12F, SBF Center, Singapore 068914 T: 347-556-4747 (Address of pr |
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| August 29, 2025 |
Exhibit 99.1 Bit Origin Receives 180-Day Extension from Nasdaq to Regain Compliance with Minimum Bid Price Requirement August 29, 2025 (Singapore) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), today announced that it has received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) granting the Company an additional 180-calen |
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| August 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 160 Robinson Road, 12F, SBF Center, Singapore 068914 T: 347-556-4747 (Address of pri |
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| August 25, 2025 |
As filed with the Securities and Exchange Commission on August 22, 2025. Table of Contents As filed with the Securities and Exchange Commission on August 22, 2025. |
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| August 25, 2025 |
Calculation of Filing Fee Tables F-1 BIT ORIGIN Ltd Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Ordinary Shares, par value $0. |
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| August 12, 2025 |
Exhibit 10.2 Execution Version WAIVER AGREEMENT This Waiver Agreement (this “Agreement”) is granted as of August 10, 2025, by and between Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), and the undersigned (the “Investor”), with reference to the following facts: A. Reference is made to (i) that certain Securities Purchase Agreement, d |
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| August 12, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 6, 2025, is between Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands, located at 27F, Samsung Hub, 3 Church Street Singapore 049483 (the “Company”), and such investor identified on the signature pages hereto (the “Buyer”). WITNESSETH WH |
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| August 12, 2025 |
Bit Origin Surpasses 70 Million Dogecoin (DOGE) Holdings Following Private Placement Exhibit 99.1 Bit Origin Surpasses 70 Million Dogecoin (DOGE) Holdings Following Private Placement August 12, 2025 (Singapore) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), today announced the closing of a private placement for the purchase and sale of 20 million Class A ordinary shares for aggregate gross proceeds of 30 million DOGE, at an acquisition cost of $0.2 per DOGE, to a |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princi |
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| August 12, 2025 |
BIT ORIGIN LTD ORDINARY SHARES PURCHASE WARRANT Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT F |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princi |
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| August 4, 2025 |
Bit Origin Announces Completion of Share Capital Reduction Exhibit 99.1 Bit Origin Announces Completion of Share Capital Reduction August 4, 2025 (Singapore) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), today announced that it has completed a reduction of its issued share capital, following the approval by its shareholders and subsequent confirmation by the Grand Court of the Cayman Islands. On June 5, 2025, the Grand Court of the Caym |
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| August 1, 2025 |
Bit Origin Ltd SERIES C-1 Senior Secured Convertible Note Exhibit 10.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| August 1, 2025 |
Exhibit 1.1 1 The Companies Act (As Revised) Company Limited by Shares Fifth Amended and Restated Memorandum of Association of Bit Origin Ltd (Adopted by Special Resolution passed on March 14, 2025) 1.The name of the Company is Bit Origin Ltd. 2.The registered office will be situate at the offices of McGrath Tonner Corporate Services Limited, Genesis Building, 5th Floor, Genesis Close, PO Box 446, |
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| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principa |
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| July 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principa |
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| July 21, 2025 |
Bit Origin Acquires Over 40 Million Dogecoin (DOGE) to Advance Treasury Strategy Exhibit 99.1 Bit Origin Acquires Over 40 Million Dogecoin (DOGE) to Advance Treasury Strategy July 21, 2025 (Singapore) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), today announced the initial purchase of approximately 40.5 million DOGE. This represents the first strategic acquisition under the Company's digital asset treasury initiative, supported by previously announced capit |
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| July 17, 2025 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July , 2025, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”) |
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| July 17, 2025 |
Exhibit 10.6 GUARANTY This GUARANTY, dated as of July 16, 2025 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [], a Delaware limited partnership, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each a |
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| July 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principa |
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| July 17, 2025 |
EQUITY PURCHASE FACILITY AGREEMENT Exhibit 10.7 EQUITY PURCHASE FACILITY AGREEMENT THIS EQUITY PURCHASE FACILITY AGREEMENT (this “Agreement”), dated as of July 13, 2025, is made by and between [●], a Delaware limited liability company, or its registered assigns (the “Investor”) and Bit Origin Ltd, a Cayman Islands exempted company (the “Company”). The Investor and the Company may be referred to herein individually as a “Party |
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| July 17, 2025 |
Exhibit 10.8 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 13, 2025, is made by and between [●], a Delaware limited liability company (the “Investor”), and Bit Origin Ltd, a Cayman Islands exempted company (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties”. |
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| July 17, 2025 |
Bit Origin Ltd SERIES B-1 Senior Secured Convertible Note Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| July 17, 2025 |
Bit Origin Ltd SERIES A-1 Senior Secured Convertible Note Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| July 17, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 13, 2025, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 27th Floor 3 Church Street, Singapore, 049483 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individuall |
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| July 17, 2025 |
Exhibit 10.5 SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of July 16, 2025 (this “Agreement”), made by Bit Origin Ltd, a Cayman Islands exempted company, with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and each of the undersigned direct and indirect Domestic Subsidiaries (as defined below) of the Company from time to time, if an |
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| July 17, 2025 |
Exhibit 99.1 Bit Origin Secures $500 Million Equity and Debt Facilities to Launch Dogecoin Treasury -Much Doge. Such Utility. Very Treasury.- -First publicly listed company on major US exchange to accumulate Dogecoin as core asset- July 17, 2025 (Singapore) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), today announced that it has entered into agreements with accredited investors |
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| July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principa |
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| July 7, 2025 |
Bit Origin Ltd Regains Compliance with Nasdaq Listing Requirements of Minimum Stockholders’ Equity Exhibit 99.1 Bit Origin Ltd Regains Compliance with Nasdaq Listing Requirements of Minimum Stockholders’ Equity New York, July 3, 2025 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that it has received formal notice from The Nasdaq Stock Market |
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| June 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principa |
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| June 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principa |
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| May 16, 2025 |
Bit Origin Ltd Announces Court Hearing on June 5, 2025, for Share Capital Reduction Exhibit 99.1 Bit Origin Ltd Announces Court Hearing on June 5, 2025, for Share Capital Reduction New York, May 16, 2025 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies today announced that a court hearing will be held at 10:00 a.m. on June 5, 2025, before the Gra |
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| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principal |
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| April 18, 2025 |
Exhibit 1.1 The Companies Act (As Revised) Company Limited by Shares Fourth Amended and Restated Memorandum of Association of Bit Origin Ltd (Adopted by Special Resolution passed on March 14, 2025) 1. The name of the Company is Bit Origin Ltd. 2. The registered office will be situate at the offices of McGrath Tonner Corporate Services Limited, Genesis Building, 5th Floor, Genesis Close, PO Box 446 |
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| April 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princip |
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| April 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princip |
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| April 7, 2025 |
Exhibit 99.1 OPERATING AND FINANCIAL REVIEW AND PROSPECTS IN CONNECTION WITH THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED DECEMBER 31, 2024 AND 2023 In this report, as used herein, and unless the context suggests otherwise, the term “Company” refers to Bit Origin Ltd, and the terms “we” “us” or “ours” refer to the combined business of Bit Origin Ltd, its subsidi |
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| April 7, 2025 |
BIT ORIGIN LTD AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS Table of Contents Exhibit 99.2 BIT ORIGIN LTD AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, June 30, 2024 2024 (unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 29,756 $ 1,409,070 Cryptocurrencies 178,687 178,687 Other receivables, net 935,365 1,705,333 Prepayments, net 1,000,000 21,333 Loans receivable, net 1,889,941 3,370,322 Total current assets 4,033,749 6,684,745 Total |
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| April 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princip |
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| March 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 (Address of principal executive off |
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| March 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princip |
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| March 7, 2025 |
Exhibit 16.1 March 7, 2025 Securities and Exchange Commission 100 F Street N. E. Washington, DC 20549 Commissioners: WWC, P.C. (“WWC”) has been furnished with a copy of the disclosure in the Form 6-K for the event that occurred on March 7, 2025 to be filled by WWC’s former client Bit Origin Ltd (the “Company”). WWC does not disagree with the Company’s statements regarding WWC contained in the Form |
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| February 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| February 27, 2025 |
Exhibit 99.2 Control Number: Number of Shares: Registered Shareholder: BIT ORIGIN LTD 27F, Samsung Hub 3 Church Street Singapore 049483 PROXY Solicited on Behalf of the Board of Directors for the 2025 Annual General Meeting on March 14, 2025 The undersigned hereby appoints Jinghai Jiang as the proxy with full power of substitution, to represent and to vote on behalf of the undersigned as set forth |
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| February 27, 2025 |
Exhibit 99.1 BIT ORIGIN LTD 27F, Samsung Hub 3 Church Street Singapore 049483 PROXY STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING To the shareholders of February 27, 2025 Bit Origin Ltd To our shareholders: It is my pleasure to invite you to our 2025 Annual General Meeting on March 14, 2025 at 10:00 P.M., Local Time, (on March 14, 2025, at 10:00 A.M., Eastern Time). The meeting will be held at ou |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| February 26, 2025 |
Bit Origin Ltd Announces Receipt of Nasdaq Notification Regarding Minimum Bid Price Deficiency Exhibit 99.1 Bit Origin Ltd Announces Receipt of Nasdaq Notification Regarding Minimum Bid Price Deficiency New York, February 25, 2025 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that it has received a notification letter from the Nasdaq Sto |
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| February 10, 2025 |
EX-99.A 2 tm255391d1ex99-a.htm EXHIBIT 99.A Exhibit A SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this "Agreement"), dated as of January 7, 2025, is entered into between Luo Weiyu (the "Seller") and Jinghai Jiang (the "Buyer"). WHEREAS, Seller owns 256,000 ordinary shares, par value $0.30 (the "Shares"), of Bit Origin Ltd, a Cayman Islands company (the "Company"); and WHEREAS, Seller w |
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| February 10, 2025 |
EX-99.B 3 tm255391d1ex99-b.htm EXHIBIT 99.B Exhibit B SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this "Agreement"), dated as of January 7, 2025, is entered into between Wei Guangbo (the "Seller") and Jinghai Jiang (the "Buyer"). WHEREAS, Seller owns 256,000 ordinary shares, par value $0.30 (the "Shares"), of Bit Origin Ltd, a Cayman Islands company (the "Company"); and WHEREAS, Seller |
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| February 10, 2025 |
EX-99.C 4 tm255391d1ex99-c.htm EXHIBIT 99.C Exhibit C SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this "Agreement"), dated as of January 7, 2025, is entered into between Zhu Guangchao (the "Seller") and Jinghai Jiang (the "Buyer"). WHEREAS, Seller owns 256,000 ordinary shares, par value $0.30 (the "Shares"), of Bit Origin Ltd, a Cayman Islands company (the "Company"); and WHEREAS, Sell |
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| January 8, 2025 |
Exhibit 99.1 Bit Origin Ltd Announces Receipt of Nasdaq Notification of Minimum Stockholders’ Equity Non-Compliance New York, January 8, 2025 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that it has received a written notification (the "Notifi |
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| January 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princ |
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| January 2, 2025 |
Bit Origin Ltd Regains Compliance with Nasdaq Listing Rule 5250(c)(1) Exhibit 99.1 Bit Origin Ltd Regains Compliance with Nasdaq Listing Rule 5250(c)(1) New York, Dec. 31, 2024 (GLOBE NEWSWIRE) - Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, announced today that the Company has regained compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing |
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| January 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princ |
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| December 26, 2024 |
Exhibit 1.1 The Companies Act (As Revised) Company Limited by Shares Amended and Restated Memorandum of Association of Bit Origin Ltd (Adopted by Special Resolution passed on 6th February, 2024) 1. The name of the Company is Bit Origin Ltd. 2. The registered office will be situate at the offices of McGrath Tonner Corporate Services Limited, Genesis Building, 5th Floor, Genesis Close, PO Box 446, G |
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| December 26, 2024 |
Bit Origin Ltd Executive Compensation Recovery Policy Exhibit 97.1 Bit Origin Ltd Executive Compensation Recovery Policy This policy covers the Covered Officers of Bit Origin Ltd (the “Company”) and explains when the Company will be required or authorized, as applicable, to seek recovery of Incentive Compensation awarded or paid to Covered Officers. Please refer to Exhibit A attached hereto (the “Definitions Exhibit”) for the definitions of capitaliz |
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| December 26, 2024 |
Exhibit 2.11 DESCRIPTION OF SECURITIES A summary of the material provisions governing our securities registered pursuant to Section 12(b) of the Exchange Act of 1934, as amended (the “Exchange Act”) is provided below. This summary is not complete and should be read together with our second amended and restated memorandum and articles of association (the “Articles”), a copy of which is filed with t |
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| December 26, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Form F-3 (No. 333-268501) of Bit Origin Ltd of our report dated December 26, 2024 and its subsidiaries which appears in this Form 20-F. We also consent to the reference of WWC, P.C., as an independent registered public accounting firm, as exper |
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| December 26, 2024 |
Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jinghai Jiang, Chief Executive Officer of Bit Origin Ltd (the “Company”), certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended June 30, 2024 of the Company; 2. Based on my knowledge, this report does not contain any untrue statement of a m |
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| December 26, 2024 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 I, Jinghai Jiang, Chief Executive Officer of Bit Origin Ltd (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: a. the Company’s annual report on Form 20-F for |
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| December 26, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE |
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| December 26, 2024 |
Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jinghai Jiang, Chief Executive Officer of Bit Origin Ltd (the “Company”), certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended June 30, 2024 of the Company; 2. Based on my knowledge, this report does not contain any untrue statement of a m |
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| December 26, 2024 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 I, Jinghai Jiang, Chief Executive of Bit Origin Ltd (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: a. the Company’s annual report on Form 20-F for the fis |
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| November 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| November 22, 2024 |
Exhibit 99.1 Bit Origin Ltd Announces Receipt of Delinquency Notification Letter From Nasdaq Relating to Non-Compliance with Listing Rule 5250(c)(1) New York, November 21, 2024 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) (“Bit Origin” or the “Company”), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, announced today that the Company rece |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K x Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2024 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| September 16, 2024 |
Bit Origin Ltd 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 Bit Origin Ltd 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 September 16, 2024 VIA EDGAR U. |
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| September 10, 2024 |
As filed with the U.S. Securities and Exchange Commission on September 10, 2024 As filed with the U.S. Securities and Exchange Commission on September 10, 2024 Registration No. 333-281518 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (State or other jurisdiction (Tr |
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| September 10, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form F-3 (Form Type) Bit Origin Ltd (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Ordinary shares, par value $0. |
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| September 10, 2024 |
Bit Origin Ltd 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 Bit Origin Ltd 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 September 10, 2024 Division of Corporation Finance Office of Crypto Assets U. |
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| August 13, 2024 |
Exhibit 1.1 The Companies Act (As Revised) Company Limited by Shares Amended and Restated Memorandum of Association of Bit Origin Ltd (Adopted by Special Resolution passed on 6th February, 2024) 1. The name of the Company is Bit Origin Ltd. 2. The registered office will be situate at the offices of McGrath Tonner Corporate Services Limited, Genesis Building, 5th Floor, Genesis Close, PO Box 446, G |
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| August 13, 2024 |
As filed with the U.S. Securities and Exchange Commission on August 13, 2024 As filed with the U.S. Securities and Exchange Commission on August 13, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (State or other jurisdiction (Translation of Registrant’s Na |
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| August 13, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form F-3 (Form Type) Bit Origin Ltd (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Ordinary shares, par value $0. |
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| June 27, 2024 |
Bit Origin Ltd Provides Updates on Collaborations with Aethir Exhibit 99.1 Bit Origin Ltd Provides Updates on Collaborations with Aethir New York, June 26, 2024 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) (“Bit Origin“ or the “Company“), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, provides an update on its collaborations with Aethir, the premier enterprise-focused distributed graphics processin |
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| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38857 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of P |
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| June 12, 2024 |
SALES REPRESENTATIVE AGREEMENT Exhibit 10.1 SALES REPRESENTATIVE AGREEMENT This SALES REPRESENTATIVE AGREEMENT (the “Agreement”), dated as of 7 June, 2024 (the “Effective Date”), by and between NGH COMPUTER PTE. LTD., (UEN: 202334734D) (the “Company”) and BIT ORIGIN LTD., called “Representative” below. WHEREAS, the Company is engaged in the business of selling Aethir Cloud rendering miners, as more fully described in Schedule A |
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| June 12, 2024 |
Exhibit 99.1 Bit Origin Ltd Announces Strategic Partnership with Aethir to Become a Sales Representative, Entering the Field of AI Computing Power, GPU, and Edge Computing New York, June 7, 2024 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announces tha |
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| June 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principa |
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| May 31, 2024 |
FORM OF SENIOR SECURED CONVERTIBLE NOTE Exhibit 4.1 FORM OF SENIOR SECURED CONVERTIBLE NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) A |
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| May 31, 2024 |
Exhibit 10.1 EXCHANGE AGREEMENT This Exchange Agreement (the “Agreement”) is entered into as of the 31st day of May 2024, by and between Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and the undersigned holder of the Existing Warrant (as defined below) (the “Holder”) |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of principal |
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| May 31, 2024 |
Exhibit 10.2 SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of May 31, 2024 (this “Agreement”), made by Bit Origin Ltd, a Cayman Islands exempted company, with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and each of the undersigned direct and indirect Domestic Subsidiaries (as defined below) of the Company from time to time, if |
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| May 31, 2024 |
Exhibit 10.3 GUARANTY This GUARANTY, dated as of May 31, 2024 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [ ], in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each as defined below). W I T N E S S |
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| April 26, 2024 |
Exhibit 99.1 OPERATING AND FINANCIAL REVIEW AND PROSPECTS IN CONNECTION WITH THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED DECEMBER 31, 2023 AND 2022 In this report, as used herein, and unless the context suggests otherwise, the term “Company” refers to Bit Origin Ltd, and the terms “we” “us” or “ours” refer to the combined business of Bit Origin Ltd, its subsidi |
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| April 26, 2024 |
BIT ORIGIN LIMITED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS Table of Contents Exhibit 99.2 BIT ORIGIN LIMITED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, June 30, 2023 2023 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6,888,009 $ 16,274 Cryptocurrencies 184,320 2,084,330 Other receivables 511,649 118,212 Prepayments 85,333 343,597 Security deposit 514,692 660,552 Loan receivable 950,000 — GST tax receivable — 349,960 Total cu |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princip |
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| April 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princip |
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| April 19, 2024 |
Exhibit 99.1 Bit Origin Ltd March 21, 2024 Siyuan Zhuang Re: Director Offer Letter Dear Mr. Zhuang: BIT ORIGIN LTD, a Cayman Islands limited liability company (the “Company” or “we”), is pleased to offer you a position as a Director of the Company. We believe your background and experience will be a significant asset to the Company and we look forward to your participation as a Director in the Com |
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| April 19, 2024 |
Exhibit 99.2 Bit Origin Ltd April 10, 2024 Mei Yeung Re: Director Offer Letter Dear Mei Yeung: BIT ORIGIN LTD, a Cayman Islands limited liability company (the “Company” or “we”), is pleased to offer you a position as a Director of the Company. We believe your background and experience will be a significant asset to the Company and we look forward to your participation as a Director in the Company. |
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| February 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission File Number: 001-38857 BIT ORIGIN LTD. (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 (Address of principal executive |
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| February 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: +65 8299 7777 (Address of pri |
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| February 23, 2024 |
Exhibit 99.1 Bit Origin Ltd Signs Strategic Alliance Agreement with Mner.Club for Crypto Miner Deployment and Hosting New York, February 23, 2024 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announces it has entered into a Strategic Alliance Agreement ( |
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| February 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| February 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission File Number: 001-38857 BIT ORIGIN LTD. (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 (Address of principal executive |
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| January 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princ |
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| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38857 Bit Origin LTD (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princ |
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| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of princ |
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| January 2, 2024 |
Exhibit 99.1 BIT ORIGIN LTD 27F, Samsung Hub 3 Church Street Singapore 049483 PROXY STATEMENT AND NOTICE OF SPECIAL MEETING OF SHAREHOLDERS To the shareholders of January 2, 2024 Bit Origin Ltd To our shareholders: It is my pleasure to invite you to our Special Meeting of Shareholders (the “Special Meeting”) on February 6, 2024, at 10 a.m., local time (February 5, 2024, at 9 p.m., Eastern Time). T |
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| December 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| December 12, 2023 |
Exhibit 4.2 Final Form [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE |
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| December 12, 2023 |
Exhibit 10.4 EXECUTION VERSION GUARANTY This GUARANTY, dated as of , 2023 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [ ], a [ ], in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each as defined bel |
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| December 12, 2023 |
Exhibit 10.2 EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December , 2023, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectivel |
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| December 12, 2023 |
EQUITY PURCHASE AGREEMENT dated as of December 7, 2023 [ ] BIT ORIGIN LTD. EQUITY PURCHASE AGREEMENT Exhibit 10.5 Execution Version EQUITY PURCHASE AGREEMENT dated as of December 7, 2023 between [ ] and BIT ORIGIN LTD. EQUITY PURCHASE AGREEMENT This Equity Purchase Agreement (this “Agreement”) made as of the 7th day of December, 2023 by and between [ ], a [ ] (the “Seller”), and BIT ORIGIN LTD, an entity formed in the Cayman Islands (the “Buyer”). WITNESSETH: WHEREAS, the Seller owns 100% of the |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| December 12, 2023 |
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT SONIC AUSPICE DC LLC Exhibit 10.6 Execution Version SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of SONIC AUSPICE DC LLC The limited liability company units represented by this limited liability company agreement have not been registered with the securities and exchange commission under the securities act of 1933, as amended, or under the securities acts or laws of any state in reliance upon exempti |
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| December 12, 2023 |
Exhibit 10.3 EXECUTION VERSION SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of , 2023 (this “Agreement”), made by Bit Origin Ltd, a Cayman Islands exempted company, with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and each of the undersigned direct and indirect Domestic Subsidiaries (as defined below) of the Company from time to |
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| December 12, 2023 |
Bit Origin Ltd Secures $6.74 Million Investment to Build a New Crypto Mining Data Center in the U.S. Exhibit 99.1 Bit Origin Ltd Secures $6.74 Million Investment to Build a New Crypto Mining Data Center in the U.S. · The investment will be allocated for the construction of a brand new 25 MW crypto mining data center in Cheyenne, Wyoming. · The management anticipates the data center's completion in early Q2 2024, providing the capacity to accommodate approximately 4,480 to 8,400 bitcoin miners. · |
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| December 12, 2023 |
Exhibit 10.1 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December , 2023, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and each of the investors listed on the Schedule of Buyers at |
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| December 12, 2023 |
[FORM OF SENIOR SECURED CONVERTIBLE NOTE] Exhibit 4.1 Final Form [FORM OF SENIOR SECURED CONVERTIBLE NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABS |
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| December 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| December 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| November 27, 2023 |
Bit Origin Ltd 375 Park Ave, Fl 1502 New York NY 10152 Bit Origin Ltd 375 Park Ave, Fl 1502 New York NY 10152 November 27, 2023 VIA EDGAR U. |
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| November 22, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November , 2023, between Bit Origin Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and condit |
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| November 22, 2023 |
Bit Origin Ltd Announces New Financing and Provides Business Plan Update Exhibit 99.1 Bit Origin Ltd Announces New Financing and Provides Business Plan Update New York, Nov 22, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provides its financing and business plan update. “After two successful rounds of financing in early |
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| November 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 27F, Samsung Hub 3 Church Street Singapore 049483 T: 347-556-4747 (Address of prin |
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| November 16, 2023 |
Bit Origin Ltd FORM OF SUBORDINATED INDENTURE Dated as of [ ], 20[ ] [ ] TABLE OF CONTENTS Exhibit 4.2 Bit Origin Ltd FORM OF SUBORDINATED INDENTURE Dated as of [ ], 20[ ] [ ] Trustee TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01. Definitions. 1 SECTION 1.02. Other Definitions. 4 SECTION 1.03. Incorporation by Reference of Trust Indenture Act. 4 SECTION 1.04. Rules of Construction. 4 ARTICLE II THE SECURITIES 5 SECTION 2.01. Issuable in Serie |
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| November 16, 2023 |
EX-FILING FEES Calculation of Filing Fee Tables Form F-3 (Form Type) Bit Origin Ltd (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Ordinary Shares, par value $0. |
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| November 16, 2023 |
As filed with the U.S. Securities and Exchange Commission on November 16, 2023 As filed with the U.S. Securities and Exchange Commission on November 16, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (State or other jurisdiction (Translation of Registrant’s Na |
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| November 16, 2023 |
Bit Origin Ltd FORM OF SENIOR INDENTURE Dated as of [ ], 20[ ] [ ] TABLE OF CONTENTS Exhibit 4.1 Bit Origin Ltd FORM OF SENIOR INDENTURE Dated as of [ ], 20[ ] [ ] Trustee TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01. Definitions. 1 SECTION 1.02. Other Definitions. 3 SECTION 1.03. Incorporation by Reference of Trust Indenture Act. 3 SECTION 1.04. Rules of Construction. 4 ARTICLE II THE SECURITIES 4 SECTION 2.01. Issuable in Series. 4 S |
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| October 31, 2023 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Form F-3 (No. 333-268501) of Bit Origin Ltd of our report dated October 31, 2023 and its subsidiaries which appears in this Form 20-F. We also consent to the reference of WWC, P.C., as an independent registered public accounting firm, as expert |
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| October 31, 2023 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 I, Xia Wang, Chief Financial Officer of Bit Origin Ltd (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: a. the Company’s annual report on Form 20-F for the |
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| October 31, 2023 |
Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xia Wang, Chief Financial Officer of Bit Origin Ltd (the “Company”), certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended June 30, 2023 of the Company; 2. Based on my knowledge, this report does not contain any untrue statement of a materi |
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| October 31, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE |
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| October 31, 2023 |
Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Lucas Wang, Chief Executive Officer of Bit Origin Ltd (the “Company”), certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended June 30, 2023 of the Company; 2. Based on my knowledge, this report does not contain any untrue statement of a mate |
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| October 31, 2023 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 I, Lucas Wang, Chief Executive Officer of Bit Origin Ltd (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: a. the Company’s annual report on Form 20-F for th |
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| October 12, 2023 |
Bit Origin Ltd Announces Production and Operation Update for September 2023 Exhibit 99.1 Bit Origin Ltd Announces Production and Operation Update for September 2023 New York, October 12, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its production and operation update for September 2023. • Operation Update In Septe |
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| October 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal execu |
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| September 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal exe |
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| September 5, 2023 |
Bit Origin Ltd Announces Production and Operation Update for August 2023 Exhibit 99.1 Bit Origin Ltd Announces Production and Operation Update for August 2023 New York, September 5, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its production and operation update for August 2023. · Operation Update As of August |
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| August 9, 2023 |
Bit Origin Ltd Announces Production and Operation Update for July 2023 Exhibit 99.1 Bit Origin Ltd Announces Production and Operation Update for July 2023 New York, August 9, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its production and operation update for July 2023. • Operation Update As of July 31, 2023, |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal execut |
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| July 11, 2023 |
Bit Origin Ltd Announces Production and Operation Update for June 2023 Exhibit 99.1 Bit Origin Ltd Announces Production and Operation Update for June 2023 New York, July 11, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its production and operation update for June 2023. · Operation Update As of June 30, 2023, |
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| July 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal executiv |
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| June 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38857 BIT ORIGIN LTD. (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal execut |
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| June 15, 2023 |
Bit Origin Ltd Regains Compliance with Nasdaq Minimum Bid Price Requirement Exhibit 99.1 Bit Origin Ltd Regains Compliance with Nasdaq Minimum Bid Price Requirement New York, June 15, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that it has received notice from Nasdaq Stock Market ("Nasdaq") on June 14, 2023 info |
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| June 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38857 BIT ORIGIN LTD. (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal execut |
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| June 8, 2023 |
Bit Origin Ltd Announces Production and Operation Update for May 2023 Exhibit 99.1 Bit Origin Ltd Announces Production and Operation Update for May 2023 New York, June 8, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its production and operation update for May 2023. · Operation Update As of May 31, 2023, the |
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| June 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal executiv |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal executiv |
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| May 26, 2023 |
Second Amended and Restated Memorandum and Articles of Association Exhibit 1.1 The Companies Act (As Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of Bit Origin Ltd (Adopted by Special Resolution passed on 18 May 2023) 1. The name of the Company is Bit Origin Ltd. 2. The registered office will be situate at the offices of McGrath Tonner Corporate Services Limited, Genesis Building, 5th Floor, Genesis Close, PO Box 446, G |
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| May 26, 2023 |
Bit Origin Ltd Announces Effective Date of Reverse Stock Split Exhibit 99.1 Bit Origin Ltd Announces Effective Date of Reverse Stock Split New York, May 26, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that it has resolved to effect a reverse stock split of the Company’s ordinary shares and has deter |
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| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38857 BIT ORIGIN LTD. (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal executi |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal executive |
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| May 12, 2023 |
Bit Origin Ltd Announces Production and Operation Update for April 2023 Exhibit 99.1 Bit Origin Ltd Announces Production and Operation Update for April 2023 New York, May 12, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its production and operation update for April 2023. · Operation Update As of April 30, 2023 |
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| May 1, 2023 |
Bit Origin Ltd 375 Park Ave, Fl 1502 New York NY 10152 Bit Origin Ltd 375 Park Ave, Fl 1502 New York NY 10152 May 1, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal executi |
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| April 28, 2023 |
Bit Origin Ltd Announces Production and Operation Update for January 2023 to March 2023 Exhibit 99.1 Bit Origin Ltd Announces Production and Operation Update for January 2023 to March 2023 New York, April 26, 2023 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its production and operation update for January 2023 to March 2023. · Ope |
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| April 27, 2023 |
As filed with the U.S. Securities and Exchange Commission on April 27, 2023 F-3/A 1 tm2313912d1f3a.htm F-3/A As filed with the U.S. Securities and Exchange Commission on April 27, 2023 Registration No. 333-268501 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO. 6 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (Stat |
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| April 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38857 Bit Origin LTD (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal execut |
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| April 13, 2023 |
Exhibit 99.1 BIT ORIGIN LTD 375 Park Ave, Fl 1502 New York, NY 10152 PROXY STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING To the shareholders of April 13, 2023 Bit Origin Ltd To our shareholders: It is my pleasure to invite you to our 2023 Annual General Meeting on May 18, 2023, at 10:00 A.M., Eastern Time. The meeting will be held at our executive office at 375 Park Ave, Fl 1502, New York, NY 101 |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal executi |
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| March 31, 2023 |
Exhibit 99.2 BIT ORIGIN LIMITED AND SUBSIDIARIES (FORMERLY KNOWN AS CHINA XIANGTAI FOOD CO., LTD.) CONSOLIDATED BALANCE SHEETS December 31, June 30, 2022 2022 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 32,887 $ 17,805 Cryptocurrencies 1,796,794 141,888 Other receivables 2,582,761 3,715,962 Other receivables - related party - 354,903 Prepayments 407,599 20,625 Security deposit 1, |
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| March 31, 2023 |
Exhibit 99.1 OPERATING AND FINANCIAL REVIEW AND PROSPECTS IN CONNECTION WITH THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED DECEMBER 31, 2022 AND 2021 In this report, as used herein, and unless the context suggests otherwise, the term “Company” refers to Bit Origin Ltd, and the terms “we” “us” or “ours” refer to the combined business of Bit Origin Ltd, its subsidi |
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| March 24, 2023 |
BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 March 24, 2023 Via Edgar Correspondence Division of Corporation Finance Office of Crypto Assets U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Attention: Ms. Sonia Bednarowski Mr. Matthew Derby Re: Bit Origin Ltd. Amendment No. 4 to Registration Statement on Form F-3 Filed March 17, 2023 File No. 333-268501 |
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| March 24, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 24, 2023 As filed with the U.S. Securities and Exchange Commission on March 24, 2023 Registration No. 333-268501 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO. 5 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (State or other jurisdiction (Translat |
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| March 17, 2023 |
BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 March 17, 2023 Via Edgar Correspondence Ms. Sonia Bednarowski Division of Corporation Finance Office of Crypto Assets U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Re: Bit Origin Ltd. Amendment No. 3 to Registration Statement on Form F-3 Filed March 1, 2023 File No. 333-268501 To whom it may concern, This l |
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| March 17, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 17, 2023 F-3/A 1 tm238007d3f3a.htm F-3/A As filed with the U.S. Securities and Exchange Commission on March 17, 2023 Registration No. 333-268501 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO.4 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (State |
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| March 1, 2023 |
BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 March 1, 2023 Via Edgar Correspondence Ms. Sonia Bednarowski Division of Corporation Finance Office of Crypto Assets U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Re: Bit Origin Ltd. Amendment No. 3 to Registration Statement on Form F-3 Filed February 6, 2023 File No. 333-268501 To whom it may concern, This |
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| March 1, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 1, 2023 As filed with the U.S. Securities and Exchange Commission on March 1, 2023 Registration No. 333-268501 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO.3 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (State or other jurisdiction (Translatio |
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| February 6, 2023 |
BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 CORRESP 1 filename1.htm BIT ORIGIN LTD. 375 park Ave, Fl 1502 New York, NY 10152 February 6, 2023 Via Edgar Correspondence Ms. Sonia Bednarowski Division of Corporation Finance Office of Crypto Assets U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Re: Bit Origin Ltd. Amendment No. 2 to Registration Statement on Form F-3 Filed January 5, 2023 File No. 333-268501 To |
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| February 6, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 6, 2023 F-3/A 1 tm2230666d4f3a.htm F-3/A As filed with the U.S. Securities and Exchange Commission on February 6, 2023 Registration No. 333-268501 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO.2 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (Sta |
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| January 5, 2023 |
As filed with the U.S. Securities and Exchange Commission on January 5, 2023 F-3/A 1 tm2230666d2f3a.htm F-3/A As filed with the U.S. Securities and Exchange Commission on January 5, 2023 Registration No. 333-268501 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO.1 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (Stat |
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| January 5, 2023 |
Bit Origin Ltd 375 Park Ave, Fl 1502 New York NY 10152 Bit Origin Ltd 375 Park Ave, Fl 1502 New York NY 10152 January 5, 2023 Via Edgar Correspondence Ms. |
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| January 4, 2023 |
6-K 1 tm231652d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38857 BIT ORIGIN Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556- |
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| December 23, 2022 |
Bit Origin Ltd Announces Monthly Production and Operation Update for November 2022 Exhibit 99.1 Bit Origin Ltd Announces Monthly Production and Operation Update for November 2022 New York, December 22, 2022 (GLOBE NEWSWIRE) ? Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its monthly production and operation update for November 2022. ?Our product |
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| December 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant?s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal exec |
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| December 13, 2022 |
6-K 1 tm2232623d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-55 |
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| November 28, 2022 |
Bit Origin Ltd Announces Monthly Production and Operation Update for October 2022 EX-99.1 2 tm2231453d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Bit Origin Ltd Announces Monthly Production and Operation Update for October 2022 New York, November 28, 2022 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its monthly production and oper |
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| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant?s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal exec |
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| November 21, 2022 |
As filed with the U.S. Securities and Exchange Commission on November 21, 2022 F-3 1 tm2230666d1f3.htm FORM F-3 As filed with the U.S. Securities and Exchange Commission on November 21, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIT ORIGIN LTD (Exact name of registrant as specified in its charter) Cayman Islands N/A Not Applicable (State or other jurisdictio |
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| November 21, 2022 |
EX-FILING FEES 5 tm2230666d1ex-filingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) Bit Origin Ltd (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Ra |
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| October 26, 2022 |
Bit Origin Ltd Announces Monthly Production and Operation Update for September 2022 EX-99.1 2 tm2228968d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Bit Origin Ltd Announces Monthly Production and Operation Update for September 2022 New York, October 26, 2022 (GLOBE NEWSWIRE) – Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its monthly production and ope |
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| October 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal execu |
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| October 25, 2022 |
EX-4.2 3 tm2228807d1ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 Execution Version NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN |
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| October 25, 2022 |
Exhibit 10.3 EXECUTION VERSION SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of October 21, 2022 (this ?Agreement?), made by Bit Origin Ltd, a Cayman Islands exempted company, with offices located at 375 Park Ave., Fl 1502, New York, NY 10152 (the ?Company?), and each of the undersigned direct and indirect Domestic Subsidiaries (as defined below) of the Company from time to |
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| October 25, 2022 |
Exhibit 10.2 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of October 21, 2022, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 375 Park Ave, #1502, New York, New York 10152 (the ?Company?), and the undersigned buyers (each, a ?Buyer,? and collectively, th |
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| October 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant?s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal execu |
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| October 25, 2022 |
EX-4.1 2 tm2228807d1ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 Execution Version NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN |
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| October 25, 2022 |
EX-10.4 7 tm2228807d1ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 EXECUTION VERSION GUARANTY This GUARANTY, dated as of October 21, 2022 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [NAME], a Delaware limited partnership, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further define |
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| October 25, 2022 |
EX-10.1 4 tm2228807d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 21, 2022, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 375 Park Ave, #1502, New York, New York 10152 (the “Company”), and each of the inves |
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| September 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal exe |
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| September 27, 2022 |
Exhibit 1.1 The Companies Act (As Revised) Company Limited by Shares Amended and Restated Memorandum of Association of Bit Origin Ltd (Adopted by Special Resolution dated 13th September, 2022) 1. The name of the Company is Bit Origin Ltd. 2. The registered office will be situate at the offices of McGrath Tonner Corporate Services Limited, Genesis Building, 5th Floor, Genesis Close, PO Box 446, Gra |
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| September 7, 2022 |
6-K 1 tm2225384d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347- |
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| September 7, 2022 |
Bit Origin Ltd Announces Monthly Production and Operation Update for August 2022 Exhibit 99.1 Bit Origin Ltd Announces Monthly Production and Operation Update for August 2022 New York, September 7, 2022 (GLOBE NEWSWIRE) ? Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its monthly production and operation update for August 2022. ?We are very gla |
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| September 6, 2022 |
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the ?AGREEMENT?) is made and entered into on September 1, 2022 by and between Lianfei Du (the ?EXECUTIVE?) and Bit Origin Ltd a Cayman Islands company (the ?COMPANY?). WHEREAS, the Executive has been working for the Company since December 1, 2021. WHEREAS, the Company and the Executive desire to enter into this Agreement to memorialize t |
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| September 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal exe |
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| September 6, 2022 |
Exhibit 99.1 Bit Origin Ltd Furthers Business Growth and Gender Equality Goals with New Executive Vice President Appointment New York, September 6, 2022 (GLOBE NEWSWIRE) ? Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that the Company?s board of directors has app |
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| August 25, 2022 |
Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Form F-3 (No. 333-262086 and No. 333-238700) of Bit Origin Ltd of our report dated August 25, 2022 and its subsidiaries which appears in this Form 20-F. We also consent to the reference of WWC, P.C., as an independent registered public accounti |
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| August 25, 2022 |
Consent of Prager Metis CPAs, LLC Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form F-3 of our report dated November 17, 2020 relating to the consolidated financial statements of Bit Origin Ltd, formerly known as China Xiangtai Food Co., Ltd., and subsidiaries for the year ended June 30, 2020 included in its annual report |
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| August 25, 2022 |
Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 25, 2022 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 I, Lucas Wang, Chief Executive Officer of Bit Origin Ltd. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: a. the Company’s annual report on Form 20-F for t |
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| August 25, 2022 |
Certification of Chief Financial Officer Required by Rule 13a-14(a) Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xia Wang, Chief Financial Officer of Bit Origin, Ltd. (the “Company”), certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended June 30, 2022 of the Company; 2. Based on my knowledge, this report does not contain any untrue statement of a mate |
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| August 25, 2022 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 I, Xia Wang, Chief Financial Officer of Bit Origin Ltd. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: a. the Company’s annual report on Form 20-F for the |
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| August 25, 2022 |
Certification of Chief Executive Officer Required by Rule 13a-14(a) Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Lucas Wang, Chief Executive Officer of Bit Origin Ltd. (the “Company”), certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended June 30, 2022 of the Company; 2. Based on my knowledge, this report does not contain any untrue statement of a mat |
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| August 23, 2022 |
Bit Origin Ltd Completes the Acquisition of 622 Miners Exhibit 99.1 Bit Origin Ltd Completes the Acquisition of 622 Miners New York, August 15, 2022 (GLOBE NEWSWIRE) ? Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today announced that the Company entered into an asset purchase agreement (the ?Agreement?) with About Offshore Limited, |
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| August 23, 2022 |
Asset Purchase Agreement, dated August 15, 2022 Exhibit 10.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this "Agreement"), dated as of August 15, 2022, is entered into between About Offshore Limited, a British Virgin Islands company ("Seller"), and Bit Origin Ltd, a Cayman Islands company (??Buyer??). Capitalized terms used in this Agreement have the meanings given to such terms herein. RECITALS WHEREAS, Seller is engaged in the bu |
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| August 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant?s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-4747 (Address of principal execut |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal execu |
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| August 8, 2022 |
Bit Origin Ltd Announces Monthly Production and Operation Update for July 2022 Exhibit 99.1 Bit Origin Ltd Announces Monthly Production and Operation Update for July 2022 New York, August 8, 2022 (GLOBE NEWSWIRE) ? Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its monthly production and operation update for July 2022. ?We are glad to announc |
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| July 19, 2022 |
6-K 1 tm2221383d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4 |
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| July 19, 2022 |
Bit Origin Ltd Provides Operation Updates and Future Miner Deployment Exhibit 99.1 Bit Origin Ltd Provides Operation Updates and Future Miner Deployment Schedule New York, July 19, 2022 (GLOBE NEWSWIRE) ? Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in the crypto mining business with diversified expansion strategies, today provided its operation updates and future miner deployment schedule. "We have reached signif |
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| July 15, 2022 |
144 1 tm2221195d1144.htm FORM 144 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number 3235-0101 Expires: July 31, 2023 Estimated average burden hours per response 1.00 FORM 144 SEC USE ONLY NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 DOCUMENT SEQUENCE NO. ATTENTION: Transmit for filing 3 copies of this form |
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| July 11, 2022 |
6-K 1 tm2220778d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-47 |
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| July 11, 2022 |
Service Agreement, dated July 7, 2022 Exhibit 10.2 Service Agreement This Service Agreement (the ?Agreement?) is entered into July 07, 2022 (the ?Effective Date?) by and between SonicHash LLC (the ?Customer?) located at 375 Park Ave, Fl 1502, Seagram Building, New York, NY 10152, and EVER BEST BIT LIMITED (the ?Service Provider?) located at Vistra Corporate Service Centre, Wickhams Cay I, Road Town, Tortola, VG1110, British Virgin Isl |
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| July 11, 2022 |
Bit Origin Ltd to Add Additional 700 Mining Spots Increasing Mining Power of 64 PH/s Exhibit 99.1 Bit Origin Ltd to Add Additional 700 Mining Spots Increasing Mining Power of 64 PH/s New York, July 11, 2022 (GLOBE NEWSWIRE) ? Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the Company entered into a strategic hosting service agreement (the "Agreem |
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| July 11, 2022 |
Hosting Agreement, dated July 6, 2022 Exhibit 10.1 YOUR CHOICE FOUR CA INC HOSTING AGREEMENT This Hosting Agreement (?Agreement?), made as of July 06, 2022 (?Effective Date?), is made by and between Your Choice Four CA, Inc. (?Host?), a Delaware company with its principal place of business located at 19800 MacArthur Blvd, Irvine, CA 92612 and SonicHash LLC (?Client?), a Delaware registered company with its principal place of business |
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| June 29, 2022 |
6-K/A 1 tm2220049d16ka.htm FORM 6-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No.1 to Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York |
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| June 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant?s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal executi |
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| June 29, 2022 |
6-K 1 tm2219423-16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 BIT ORIGIN LTD. (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556- |
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| June 29, 2022 |
Exhibit 99.1 Bit Origin Ltd Announces Full Exercise of Underwriter?s Over-Allotment Option in Underwritten Public Offering of Ordinary Shares New York, June 29, 2022 (GLOBE NEWSWIRE) - Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the underwriter of its previous |
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| June 21, 2022 |
Exhibit 10.2 MineOne Cloud Computing Investment I L.P. MineOne Partners Limited, a British Virgin Islands business company incorporated with limited liability (the ?General Partner?), for itself and on behalf of MineOne Cloud Computing Investment I L.P., a British Virgin Islands limited partnership (the ?Partnership?) and the undersigned ?Purchaser? hereby enter into this Subscription Agreement (t |
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| June 21, 2022 |
Service Agreement, dated June 10, 2022 Exhibit 10.1 Service Agreement This Service Agreement (the ?Agreement?) is entered into June 10, 2022 (the ?Effective Date?) by and between SonicHash LLC (the ?Customer?) located at 375 Park Ave, Fl 1502, Seagram Building, New York, NY 10152, and EVER BEST BIT LIMITED (the ?Service Provider?) located at Vistra Corporate Service Centre, Wickhams Cay I, Road Town, Tortola, VG1110, British Virgin Isl |
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| June 21, 2022 |
Bit Origin Ltd Receives Nasdaq Notification Regarding Minimum Bid Price Deficiency Exhibit 99.2 Bit Origin Ltd Receives Nasdaq Notification Regarding Minimum Bid Price Deficiency New York, June 17, 2022 (GLOBE NEWSWIRE) - Bit Origin Ltd (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the Company received a written notification (the ?Notification Letter?) from |
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| June 21, 2022 |
Bit Origin Limited to Invest in a Mining Site in Cheyenne, Wyoming with 75 Megawatts of Mining Power Exhibit 99.1 Bit Origin Limited to Invest in a Mining Site in Cheyenne, Wyoming with 75 Megawatts of Mining Power New York, June 15, 2022 (GLOBE NEWSWIRE) ? Bit Origin Limited (NASDAQ: BTOG) (?Bit Origin? or the ?Company?), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the Company has entered into a set of definitive agreem |
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| June 21, 2022 |
6-K 1 tm2218576d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-47 |
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| June 10, 2022 |
Employment agreement between the Company and Lucas Wang, dated May 31, 2022 Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (the ?AGREEMENT?) is made and entered into on May 31, 2022 by and between Lucas Wang (the ?EXECUTIVE?) and Bit Origin Limited, a Cayman Islands company (the ?COMPANY?). WHEREAS, the Company and the Executive desire to enter into this Agreement to memorialize the terms and conditions of the Executive?s employment with the Company starting |
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| June 10, 2022 |
Amendment to the employment agreement between the Company and Jiaming Li, dated May 31, 2022 EX-10.3 4 tm2218108d1ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 FIRST AMENDMENT TO Employment Agreement This First Amendment (“Amendment”) to the Employment Agreement dated December 1, 2021 is made by and between Bit Origin Limited (Former name-China Xiangtai Food Co., Ltd), a Cayman Islands company (the “Company”), and Jiaming Li (the “Executive”) on May 31, 2022. The Company and the Executive are here |
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| June 10, 2022 |
6-K 1 tm2218108d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 Bit Origin Ltd (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556-47 |
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| June 10, 2022 |
Hosting Agreement, dated June 6, 2022 EX-10.1 2 tm2218108d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 YOUR CHOICE FOUR CA INC HOSTING AGREEMENT This Hosting Agreement (“Agreement”), made as of June 06, 2022 (“Effective Date”), is made by and between Your Choice Four CA, Inc. (“Host”), a Delaware company with its principal place of business located at 19800 MacArthur Blvd, Irvine, CA 92612 and SonicHash LLC (“Client”), a Delaware registered |
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| June 10, 2022 |
Employment agreement between the Company and Xia Wang, dated June 10, 2022 Exhibit 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (the ?AGREEMENT?) is made and entered into on June 10, 2022 (the ?EFFECTIVE DATE?) by and between Xia Wang (the ?EXECUTIVE?) and Bit Origin Ltd, a Cayman Islands company (the ?COMPANY?). WHEREAS, the Executive has been the Chief Financial Officer of the Company since the inception of the Company. WHEREAS, the Company and the Executive des |
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| June 10, 2022 |
Bit Origin Limited to Add 1,000 Mining Spots with Three Megawatts of Mining Power Exhibit 99.2 Bit Origin Limited to Add 1,000 Mining Spots with Three Megawatts of Mining Power New York, June 8, 2022 (GLOBE NEWSWIRE) ? Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the Company has finished all due diligence work and entered into a strategi |
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| June 10, 2022 |
Bit Origin Limited Intends to Lease 1,000 Mining Spots with Three Megawatts of Mining Power EX-99.1 6 tm2218108d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Bit Origin Limited Intends to Lease 1,000 Mining Spots with Three Megawatts of Mining Power New York, June 6, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the Company has ente |
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| June 7, 2022 |
UNDERWRITER’S WARRANT FOR THE PURCHASE OF 490,196 ORDINARY SHARES BIT ORIGIN LTD EX-99.2 4 tm2217920d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO A LOCK-UP PERIOD OF ONE HUNDRED AND EIGHTY (180) DAYS FOLLOWING THE COMMENCEMENT OF SALES OF THE OFFERING PURSUANT TO THE PROSPECTUS SUPPLEMENT TO THE REGISTRATION STATEMENT OF THE COMPANY’S SECURITIES (FILE NO. 333-238700) AND MAY NOT BE (A) SOLD, TRANSFERRED, ASSIGNED, PLEDGED |
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| June 7, 2022 |
EX-99.3 5 tm2217920d1ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 Lock-up Agreement June 3, 2022 Univest Securities, LLC As Underwriter of the Company 75 Rockefeller Plaza, Suite 18 C New York, New York 10019 Ladies and Gentlemen: The undersigned understands that Univest Securities, LLC (the “Underwriter”), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with BIT Origin Lim |
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| June 7, 2022 |
9,803,922 Ordinary Shares BIT ORIGIN LTD 424B5 1 tm2217790-1424b5.htm FORM 424B5 Filed pursuant to Rule 424(b)(5) Registration No. 333-238700 PROSPECTUS SUPPLEMENT (To Prospectus dated July 7, 2020) 9,803,922 Ordinary Shares BIT ORIGIN LTD Bit Origin Ltd (formerly known as China Xiangtai Food Co., Ltd.) (the “Company”, “Bit Origin,” “we”, “us” or “our”) is offering 9,803,922 ordinary shares, par value US$0.01 per share, at a public offer |
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| June 7, 2022 |
Bit Origin Limited Announces Proposed Underwritten Public Offering of Ordinary Shares EX-99.4 6 tm2217920d1ex99-4.htm EXHIBIT 99.4 Exhibit 99.4 Bit Origin Limited Announces Proposed Underwritten Public Offering of Ordinary Shares New York, June 2, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that it intends to offer ordina |
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| June 7, 2022 |
Bit Origin Limited Announces Pricing of $5 Million Underwritten Public Offering of Ordinary Shares Exhibit 99.5 Bit Origin Limited Announces Pricing of $5 Million Underwritten Public Offering of Ordinary Shares New York, June 3, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced the pricing of an underwritten public offering of 9,803,922 ord |
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| June 7, 2022 |
Bit Origin Limited Announces Closing of $5 Million Underwritten Public Offering of Ordinary Shares Exhibit 99.6 Bit Origin Limited Announces Closing of $5 Million Underwritten Public Offering of Ordinary Shares New York, June 7, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced the closing of an underwritten public offering of 9,803,922 ord |
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| June 7, 2022 |
BIT ORIGIN LTD UNDERWRITING AGREEMENT EX-99.1 3 tm2217920d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 BIT ORIGIN LTD UNDERWRITING AGREEMENT June 3, 2022 Univest Securities, LLC As the Representative of the several underwriters, if any, named in Schedule I hereto 75 Rockefeller Plaza, Suite 18 C New York, New York 10019 Ladies and Gentlemen: The undersigned, Bit Origin Ltd, formerly known as China Xiangtai Food Co., Ltd., a Cayman Islands co |
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| June 7, 2022 |
6-K 1 tm2217920d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 BIT ORIGIN LTD (Translation of registrant’s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4 |
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| June 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 Bit Origin Limited (Translation of registrant?s name into English) 375 park Ave, Fl 1502 New York, NY 10152 T: 347-556-4747 (Address of principal exe |
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| June 3, 2022 |
[] Ordinary Shares BIT ORIGIN LIMITED 424B5 1 tm2217622d1424b5.htm 424B5 Filed pursuant to Rule 424(b)(5) Registration No. 333-238700 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sa |
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| June 3, 2022 |
Exhibit 99.1 BIT ORIGIN LIMITED 375 park Ave, Fl 1502 New York, NY 10152 PROXY STATEMENT AND NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To the shareholders of June 3, 2022 Bit Origin Limited To our shareholders: It is my pleasure to invite you to our 2022 Annual Meeting of Shareholders on June 23, 2022, at 10:00 P.M., Eastern Time. The meeting will be held at our executive office at 375 park Ave, Fl |
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| June 2, 2022 |
6-K 1 tm2217469d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38857 Bit Origin Limited (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-55 |
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| June 2, 2022 |
Exhibit 99.1 Bit Origin Limited Signs Letter of Intent to Purchase 750 Bitcoin Miners with Total Hash Rate of 75,000 TH/s New York, June 1, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the Company has entered into a Letter of Intent |
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| June 2, 2022 |
EX-99.2 3 tm2217469d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Bit Origin Limited Signs Letter of Intent to Purchase 850 Bitcoin Miners with Total Hash Rate of 85,000 TH/s New York, June 2, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in crypto mining business with diversified expansion strategies, today announced that the |
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| May 25, 2022 |
Exhibit 99.1 Bit Origin Limited Intends to Invest in an Operator of a Cryptocurrency Mining Site in Macon, Georgia The Company expects to obtain 9.49 megawatts cryptocurrency mining capacity with a hash rate of 316PH/s New York, May 25, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) (“Bit Origin” or the “Company”), an emerging growth company engaged in crypto mining business with divers |
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| May 25, 2022 |
6-K 1 tm2216920-16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-38857 Bit Origin Limited (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 T: 347-556 |
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| May 24, 2022 |
EX-99.1 3 tm2216650d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Bit Origin Limited Completes Name Change from China Xiangtai Food Co., Ltd. in Rebranding Initiative The Company has launched its new logo & website and introduced its new investor presentation New York, May 24, 2022 (GLOBE NEWSWIRE) – Bit Origin Limited (NASDAQ: BTOG) ("Bit Origin" or the "Company"), an emerging growth company engaged in c |
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| May 24, 2022 |
Amended and Restated Memorandum and Articles of Association EX-1.1 2 tm2216650d1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 The Companies Act (As Revised) Company Limited by Shares Amended and Restated Memorandum of Association of Bit Origin Ltd (Adopted by Special Resolution dated 27th April 2022) 1. The name of the Company is Bit Origin Ltd. 2. The registered office will be situate at the offices of McGrath Tonner Corporate Services Limited, Genesis Building, 5th |
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| May 24, 2022 |
6-K 1 tm2216650d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-38857 CHINA XIANGTAI FOOD CO. LTD. (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 |
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| May 12, 2022 |
EX-99.1 2 tm2213763d2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 OPERATING AND FINANCIAL REVIEW AND PROSPECTS IN CONNECTION WITH THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED DECEMBER 31, 2021 AND 2020 In this report, as used herein, and unless the context suggests otherwise, the term “Company” refers to China Xiangtai Food Co., Ltd., and the terms “we” “us” or “ours” r |
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| May 12, 2022 |
EX-99.2 3 tm2213763d2ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 CHINA XIANGTAI FOOD CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, June 30, 2021 2021 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 7,356,408 $ 7,603 Accounts receivable, net 3,320,973 11,142,558 Other receivables 4,396 - Inventories 32,866 229,392 Prepayments, net 105,111 2,051,547 Current assets of dis |
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| May 12, 2022 |
6-K 1 tm2213763d26k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-38857 CHINA XIANGTAI FOOD CO. LTD. (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 |
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| May 6, 2022 |
EX-99.2 4 tm2214770d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 China Xiangtai Food Co., Ltd. to Participate in the Upcoming Sidoti & Co. May Micro Cap Virtual Investor Conference New York, May 06, 2022 (GLOBE NEWSWIRE) – China Xiangtai Food Co., Ltd. (NASDAQ: BTOG) ("China Xiangtai " or the "Company") (new name Bit Origin Limited pending name registration), an emerging growth company engaged in crypto |
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| May 6, 2022 |
EX-99.1 3 tm2214770d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 China Xiangtai Food Co., Ltd. Announces New Alliance to Secure 6.1 Megawatt Cryptocurrency Mining Capacity and Initial Deployment of 868 miners in Georgia, U.S. New York, May 5, 2022 (GLOBE NEWSWIRE) – China Xiangtai Food Co., Ltd. (NASDAQ: BTOG) ("China Xiangtai " or the "Company") (new name Bit Origin Limited pending name registration), a |
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| May 6, 2022 |
English translation of the Hosting Agreement, dated May 1, 2022 EX-10.1 2 tm2214770d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Hosting Agreement This Hosting Agreement (this "Agreement") is entered into between HORIZON MINING LTD ("HML") and SonicHash LLC (the "Client") on May 1, 2022 (the "Effective Date"). HML and the client are referred to in this agreement individually as a "Party" or collectively as the "Parties". Background Whereas, HML manages the operations |
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| May 6, 2022 |
6-K 1 tm2214770d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-38857 China xiangtai food co., ltd. (Translation of registrant’s name into English) 375 Park Ave, Fl 1502 New York NY 10152 |
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| May 5, 2022 |
Securities Purchase Agreement, dated March 31, 2022 Exhibit 10.1 SHARE PURCHASE AGREEMENT This Share Purchase Agreement (this "Agreement"), dated as of March 31, 2022, is entered into among China Xiangtai Food Co., Ltd., a Cayman Islands company ("Seller") and Ocean Planet Future Limited (the ?Buyer?). Capitalized terms used in this Agreement have the meanings given to such terms herein. RECITALS WHEREAS, Seller owns all of the issued and outstandi |
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| May 5, 2022 |
EX-99.1 3 tm2214553d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION Unaudited Pro Forma Consolidated Financial Statements F-2 Notes to Unaudited Pro Forma Financial Statements F- CHINA XIANGTAI FOOD CO., LTD. AND SUBSIDIARIES Unaudited Pro Forma Condensed Combined Balance Sheet As of June 30, 2021 Pro Forma Pro Forma Pro Fo |
