United States securities and exchange commission logo
June 26, 2023
Jeffrey Lucas
Chief Financial Officer
Bitfarms Ltd
18 King Street East
Suite 902
Toronto, Ontario
Canada M5C 1C4
Re: Bitfarms Ltd
Form 40-F for the
Fiscal Year Ended December 31, 2022
Filed March 21,
2023
File No. 001-40370
Dear Jeffrey Lucas:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments. In some of our comments, we
may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 40-F for the Fiscal Year Ended December 31, 2022
Exhibit 99.2 Consolidated Financial Statements
Consolidated Statements of Cash Flows, page 8
1. You classify proceeds
from the sale of digital assets mined within cash related to
operating activities.
Please tell us how you considered IAS 7.16(b) which gives cash
receipts from sales of
intangible assets as an example of cash flows arising from investing
activities. Provide us
the general time frame you hold cryptocurrencies mined, including
the average, maximum
and minimum time you held them during the periods presented.
Jeffrey Lucas
FirstName LastNameJeffrey Lucas
Bitfarms Ltd
Comapany
June NameBitfarms Ltd
26, 2023
June 26,
Page 2 2023 Page 2
FirstName LastName
Note 3. Basis of Presentation and Significant Accounting Policies
Revenue Recognition, page 13
2. Please provide us your analysis supporting your revenue recognition
policy for your
mining pool participation activities. In your response, where
appropriate, reference for us
the authoritative literature you relied upon to support your
accounting:
Provide us a representative sample contract and cross reference
your analysis to the
specific provisions of that contract.
Tell us how the amount of consideration is determined under the
contracts and the
payment methods.
Tell us why you measure the non-cash consideration you receive for
your mining
activities based on the price quoted on the day you receive the
digital assets.
Relate your response to your disclosure that revenues from
cryptocurrency mining are
recognized when the computing power is provided to the mining
pool.
3. In future filings, please revise to disclose the following:
The time frame of when the revenue is deposited into your wallet.
Whether the digital assets are received in whole or fractions.
Digital Assets, page 14
4. You classify your digital assets and pledged digital assets as current
assets
because management determined that the digital assets have markets
with sufficient
liquidity to allow conversion within your normal operating cycle.
Please tell us how
your classification of digital assets as current assets considered IAS
1, including
paragraphs 66 - 68. In your response, at a minimum, address each of
the following:
For digital assets held at December 31, 2021 and 2022, tell us the
average length of
time the assets have been held and how frequently the assets turn
over, explaining
how you calculated this turnover.
Tell us your consideration for carrying a portion of your holdings
that are not
expected to be sold for cash as long-term.
5. Regarding the determination of the fair value of your digital assets
using the price quoted
on Coinmarketcap, please respond to the following:
Tell us the market in which you normally enter into transactions
to sell your digital
assets.
Tell how you identify your principal market, explaining the
process you undertook to
evaluate various exchanges on which you trade and how this process
and ultimate
conclusion conforms to the guidance in IFRS 13.
Note 4. Significant Accounting Judgments and Estimates
Revenue Recognition, page 25
6. In future filings, please reconsider the appropriateness of your
statements in the filing that
there is no definitive guidance under IFRS for the accounting for
digital assets recognized
Jeffrey Lucas
Bitfarms Ltd
June 26, 2023
Page 3
as revenue or held. We observe that for your company IFRS is the
source of authoritative
guidance and that there is guidance whose scope applies to your
transactions.
Note 9. Digital Assets, page 30
7. Please respond to the following:
Give us your rollforward of digital assets with the removal of the
BTC exchanged for
cash (i.e., proceeds from sales of BTC) and realized loss on
disposition of digital
assets and replace them with the carrying value of the
cryptocurrencies sold for cash.
In future filings, similarly revise the rollforward in your
disclosure to reflect the
carrying value of digital assets sold and include sufficient
supplementary disclosure
below the reconciliation to relate the carrying value of
cryptocurrencies sold to the
realized gains or losses on digital assets sold on your statements
of operations and the
amounts within your statements of cash flows.
Tell us why the digital assets issued for services are not
reflected in the significant
non-cash transactions shown on page 61.
Note 28. Additional Details to the Statement of Profit or Loss and
Comprehensive Profit or Loss
Gain on Disposition of Marketable Securities, page 60
8. You disclose that the disposition of the marketable securities in
exchange for Argentine
Pesos gave rise to a gain as the amount received in ARS exceeds the
amount of ARS you
would have received from a direct foreign currency exchange. Please
tell us in more
detail about the nature of the gain on disposition of marketable
securities and how you
measured the amount of the gain.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Kate Tillan at 202-551-3604 or Rolf Sundwall at
202-551-3105 with
any questions.
FirstName LastNameJeffrey Lucas Sincerely,
Comapany NameBitfarms Ltd
Division of
Corporation Finance
June 26, 2023 Page 3 Office of Crypto
Assets
FirstName LastName
