Summary
Callisto Research has issued a damning activist short report on Bitdeer Technologies Group (NASDAQ: BTDR), a bitcoin mining firm founded by Bitmain co-founder Jihan Wu. The report accuses Bitdeer of operating with deep opacity, undisclosed China-related risks, and questionable financial practices involving related parties.
Who is Bitdeer Technologies Group?
Bitdeer Technologies Group is a Cayman Islands-incorporated, Singapore-based bitcoin mining company formed in 2021 after spinning off from Bitmain. The company went public via a SPAC merger with Blue Safari Acquisition Corp in 2023. Bitdeer’s business includes proprietary mining, cloud mining, equipment sales, and hosting services. CEO Jihan Wu, who founded Bitmain, remains a key figure, and Tether Holdings SA de CV—issuer of the stablecoin USDT—is one of Bitdeer’s largest shareholders. Since going public, the company has reported net losses and negative operating cash flows.
Key Points from Report
"Black Box" Revenue Flow Through Matrixport
- Bitdeer routes most of its crypto revenue through Matrixport, a related party founded by Wu, which also custodies all of Bitdeer’s crypto holdings.
- Matrixport operates through offshore entities with limited transparency; one key subsidiary is balance-sheet insolvent and relies heavily on related-party revenue.
- Bitdeer’s financials show a sharp increase in related-party receivables—jumping from $187K in 2023 to nearly $16M in 2024—largely from a hosting deal with Matrixport.
- U.S. authorities have identified Matrixport in investigations related to money laundering, while its partner OKX has been fined over $500M for AML violations.
Secretive Ties to Chinese State Entities
- Bitdeer holds a 4.7% stake in M2 Semiconductor, a Chinese firm with ties to state-owned enterprises and the Chinese military-industrial complex.
- This stake violates the terms of Bitdeer’s SPAC merger, which required divestment from all Chinese entities.
- M2 Semi has collaborated with multiple Chinese government-linked universities and is backed by state-owned investors.
Related-Party Web Around Former Assets
- Bitdeer divested its Chinese subsidiary SBV to Beijing Guiyueyuanxing Technology (BGT) for just 18.5% of net assets, in a deal involving individuals linked to Bitdeer and Bitmain.
- SBV’s intellectual property was transferred to Cmotion and Phastran—firms that appear to have been established or influenced by Bitdeer insiders.
- Bitdeer continues to source equipment from these firms, which now operate under the branding “Minerbase” and “MEGA,” but has failed to disclose them as related parties.
Governance and Disclosure Gaps
- Bitdeer uses multiple small auditing firms, including MaloneBailey, known for deficient audits of Chinese companies. Its lead audit partner is based in Mainland China.
- Key subsidiaries are reportedly balance-sheet insolvent, but these issues are omitted from group-level accounts.
- Bitdeer hired Jeff Laberge as Head of Capital Markets despite his prior disbarment by the SEC over fraudulent disclosures.
Activ8 Finance Analysis
Callisto Research’s report raises serious concerns about the credibility and transparency of Bitdeer’s operations. The company’s exclusive reliance on Matrixport—a related party with solvency and legal red flags—for revenue collection and crypto custody poses risks of undisclosed exposure and possible manipulation. Bitdeer’s ongoing ties to China, despite public denials and regulatory commitments, suggest deeper structural risks, especially in light of growing geopolitical scrutiny.
Additionally, Bitdeer’s corporate governance practices—ranging from auditor selection to related-party disclosure—appear to lack the robustness expected of a U.S.-listed public company. While Bitdeer denies wrongdoing, the nature and volume of unanswered questions indicate that investors should approach the company’s disclosures with significant skepticism.