Ex Bitmain CEO Jihan Wu sells BTC.com to sports lottery operator 500.com

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China-based 500.com (NYSE: WBAI) announced last week it acquired BTC.com in its quest to become a block reward mining powerhouse.

Jihan Wu‘s BitDeer Technologies is the operator of BTC.com. The mining pool is currently in the top 5 for reward mining on BTC, based on a 7-day moving average. The pool mines various other futile digital currencies like BCH, LTC, and ETH. 

500.com entered the share exchange agreement with Blockchain Alliance Technologies, the parent company of BitDeer, which is majority-owned by Wu. 

Per the terms of the deal, 500.com will issue an aggregate of 44,353,435 Class A shares to Blockchain Alliance at the first closing, which is expected to occur by April 15, 2021. The shares represent roughly 10% of 500.com outstanding shares as of January 31, 2021.

In addition, if BTC.com records net operating profit this year, 500.com will issue an additional Class A ordinary share allotment to Blockchain Alliance. If the net operating profit is no less than US$20 million, a maximum of 22,176,718 additional shares will be issuable, which represents relatively 5% of 500.com outstanding shares as of January 31, 2021. 

If BTC.com records a net operating loss this year, 500.com may repurchase certain shares held by Blockchain Alliance at par value. Assuming the net operating loss is no less than US$10 million, a maximum of 4,435,344 shares shall be subject to such repurchase arrangement. 

Blockchain Alliance agreed to subject the Class A Ordinary Shares it receives as part of the deal to a lock-up period in accordance with the Share Exchange Agreement. The agreement is subject to various closing conditions, including transfer the domain name BTC.com and the digital currency wallet of BTC.com. 

500.com has been aggressively expanding into block reward mining since the year began, starting with a US$14.4 million deal in January to buy an unspecified number of “Bitcoin mining machines” from “certain non-U.S. persons.” The machines were said to boast a total hash power capacity of 918.5 PH/s (one PH/s is one quadrillion hashes per second).

In late-January, 500.com paid $13.5 million to boost its stake in Hong Kong-based Loto Interactive from 33.7% to 54.2%. Despite its name, Loto Interactive’s primary operations consist of providing data analysis and storage services, with its big data clients being “mainly engaged in cryptocurrency mining business.”

This was followed by 500.com’s Feb. 2 announcement of two agreements with unidentified parties: an $8.5m deal for 5,900 machines and an agreement in principle for an additional 10,000 machines to be acquired sometime later this year. Assuming full delivery of the 15,900 machines, 500.com said its hash rate would increase by 1,000 PH/s.

500.com embarked on its crypto crusade after years of financial flailing. The company had been one of only two Chinese firms approved to participate in a ‘pilot project’ of online lottery sales. In reality, online lottery sales were rampant, with even tech giants such as Alibaba getting in on the game.

That all came to a halt in March 2014, when Beijing ordered the ‘temporary suspension’ of online lottery sales after audits revealed widespread corruption at provincial lottery administrators. 500.com’s revenue evaporated overnight, leading the company to search for alternative means of keeping the lights on.

In 2017, 500.com bought the parent company of online casino brand MultiLotto, which derived 60% of its customers from Sweden. That kept the ship afloat a while, until 500.com inexplicably forgot to renew the site’s Swedish license in December 2019, leading to a nine-month revenue drought before the site was allowed to resume its Swedish operations.​

Last week, 500.com revealed that it generated revenue of just $3.3m in 2020, barely half the sum it reported in 2019. The company booked an operating loss of $29.2m and a net loss of $34.2m, both of which actually represented significant improvements from the year before.

500.com spent most of last year on the back foot, dealing with a political scandal in Japan over the company’s efforts to secure a local land-based casino license. Several of the company’s local reps were convicted for bribing Japanese pols and 500.com’s auditors quit last September, citing ‘material weakness’ in the company’s internal controls.

The scandal led to the resignation of 500.com’s chairman and CEO. It’s worth noting that Xianfeng Yang, who ran Loto Interactive’s crypto-friendly data centers, was appointed 500.com’s new CEO in late-December, which is around the time that 500.com began expressing interest in “opportunities in the blockchain and cryptocurrency industries.”

See also: TAAL’s Jerry Chan presentation at CoinGeek Live, The Shift from Bitcoin “Miners” to “Transaction Processors”