Recent Insider Transactions • May 11
Independent Director recently sold Mex$11m worth of stock On the 6th of May, Wesley Williams sold around 28k shares on-market at roughly Mex$384 per share. This transaction amounted to 18% of their direct individual holding at the time of the trade. In the last 3 months, there was an even bigger sale from another insider worth Mex$12m. Insiders have been net sellers, collectively disposing of Mex$96m more than they bought in the last 12 months. Breakeven Date Change • May 06
Forecast to breakeven in 2028 The 9 analysts covering Cipher Digital expect the company to break even for the first time. New consensus forecast suggests losses will reduce by 65% per year to 2027. The company is expected to make a profit of US$452.3m in 2028. Average annual earnings growth of 105% is required to achieve expected profit on schedule. Tillkännagivande • Apr 22
Cipher Digital Inc. to Report Q1, 2026 Results on May 05, 2026 Cipher Digital Inc. announced that they will report Q1, 2026 results Pre-Market on May 05, 2026 Recent Insider Transactions • Mar 09
Independent Chairman recently sold Mex$12m worth of stock On the 4th of March, James Newsome sold around 45k shares on-market at roughly Mex$276 per share. This transaction amounted to 26% of their direct individual holding at the time of the trade. In the last 3 months, there was an even bigger sale from another insider worth Mex$14m. James has been a net seller over the last 12 months, reducing personal holdings by Mex$23m. New Risk • Mar 01
New minor risk - Profitability The company is currently unprofitable and not forecast to become profitable over the next 2 years. Trailing 12-month net loss: US$822m Forecast net loss in 2 years: US$182m This is considered a minor risk. Companies that are not profitable are more likely to be burning through cash and less likely to be well established. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. Without profits, the company is under pressure to grow significantly while potentially having to reduce costs and possibly needing to take on debt or raise capital to remain afloat. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$702m free cash flow). Share price has been highly volatile over the past 3 months (15% average weekly change). Minor Risks Currently unprofitable and not forecast to become profitable over next 2 years (US$182m net loss in 2 years). Significant insider selling over the past 3 months (Mex$21m sold). Tillkännagivande • Feb 25
Canaan Inc. (NasdaqGM:CAN) acquired 49% stake in Alborz LLC, Bear LLC and Chief Mountain LLC from Cipher Mining Inc. (NasdaqGS:CIFR) for $39.8 million. Canaan Inc. (NasdaqGM:CAN) acquired 49% stake in Alborz LLC, Bear LLC and Chief Mountain LLC from Cipher Mining Inc. (NasdaqGS:CIFR) for $39.8 million on February 23, 2026. The total consideration for the transaction is approximately $39.75 million. To preserve the Canaan Inc's financial flexibility, the transaction was funded through the issuance of 806,439,900 Canaan Inc. Class A ordinary shares to Cipher, equivalent to 53,762,660 American Depositary Shares ("ADS"), priced at $0.7394 per ADS and subject to a lock-up period of six months. The joint venture comprising Alborz LLC, Bear LLC, and Chief Mountain LLC collectively, the "ABC Projects". Following the acquisition, Canaan now owns a 49% stake in the ABC Projects, while WindHQ LLC maintains its 51% stake in the ABC Projects.
The team of Cleary Gottlieb Steen & Hamilton LLP led by James Jian Hu, Chase Kaniecki, Bill McRae, Helena Grannis, Shuangjun Wang and Puja Patel acted as legal advisor for Canaan Inc.
Canaan Inc. (NasdaqGM:CAN) completed the acquisition of 49% stake in Alborz LLC, Bear LLC and Chief Mountain LLC from Cipher Mining Inc. (NasdaqGS:CIFR) on February 23, 2026. Breakeven Date Change • Feb 24
Forecast breakeven date pushed back to 2028 The 11 analysts covering Cipher Mining previously expected the company to break even in 2027. New consensus forecast suggests losses will reduce by 89% per year to 2027. The company is expected to make a profit of US$21.3m in 2028. Average annual earnings growth of 130% is required to achieve expected profit on schedule. Reported Earnings • Feb 24
Full year 2025 earnings released: US$2.16 loss per share (vs US$0.14 loss in FY 2024) Full year 2025 results: US$2.16 loss per share (further deteriorated from US$0.14 loss in FY 2024). Revenue: US$223.9m (up 48% from FY 2024). Net loss: US$822.2m (loss widened US$777.6m from FY 2024). Revenue is forecast to grow 35% p.a. on average during the next 3 years, compared to a 15% growth forecast for the Global Software industry. Tillkännagivande • Feb 12
Cipher Mining Inc. Appoints Thomas Duda to Its Board of Directors Cipher Mining Inc. announced the appointment of Thomas Duda to its Board of Directors. Mr. Duda has more than twenty years of real estate-focused investment experience, further strengthening the Board as Cipher executes its pivot to becoming a world leader in data center development and operations. Mr. Duda currently serves as Vice President of Real Estate at Henry Crown and Company, where he leads the firm’s real estate investment and asset management activities, and is a member of the Investment and Management Committee. Previously, he held senior roles at Hunt Companies Inc., where he focused on commercial real estate and infrastructure investments, and at One William Street Capital Management as a Managing Director of Investments. Tillkännagivande • Feb 10
Cipher Mining Inc. to Report Q4, 2025 Results on Feb 24, 2026 Cipher Mining Inc. announced that they will report Q4, 2025 results Pre-Market on Feb 24, 2026 Tillkännagivande • Jan 07
Cipher Mining Inc. Announces Executive Appointments Cipher Mining Inc. has appointed Lee Bratcher as Head of Policy and Government Affairs and Drew Armstrong as Head of Strategic Initiatives. Mr. Bratcher brings to Cipher extensive industry experience and a deep understanding of the Texas and federal energy regulatory landscape. He previously served as President and Founder of the Texas Blockchain Council, a leading industry association representing more than one-hundred member companies and hundreds of individual stakeholders focused on making Texas the jurisdiction of choice for digital asset innovation. In this role, Mr. Bratcher worked closely with policymakers, regulators, and industry leaders in the energy and data center spaces, contributing to the research and development of two pieces of legislation passed during the 87th Texas Legislative Session, as well as two additional bills enacted during the 88th Session and signed into law. At Cipher, Mr. Bratcher will lead the Company’s strategy on energy policy, represent Cipher in its ERCOT membership, bolster Cipher’s community and regulatory engagement efforts, and help the Company continue its
record of excellence in refining electrical power into compute. He will report to Cipher’s Co-President, Will Iwaschuk. The Company also announced that Drew Armstrong has joined as Head of Strategic Initiatives, reporting to Cipher’s other Co-President, Patrick Kelly. In this capacity, Mr. Armstrong will lead strategic projects that drive growth to support the Company’s continued expansion into the HPC industry and leadership at the intersection of compute and power. Prior to joining Cipher, Mr. Armstrong was President, Chief Operating Officer, and Chairman of Cathedra Bitcoin. Prior to Cathedra Bitcoin, Mr. Armstrong was a founding member of Galaxy Digital's bitcoin mining business unit, where he developed their equipment lease product and led initial investments in bitcoin mining infrastructure. He began his career at Barclays, where he worked on securitized esoteric products origination, including the first data center asset backed security offering in the United States. Recent Insider Transactions • Dec 24
Independent Director recently sold Mex$14m worth of stock On the 19th of December, Wesley Williams sold around 50k shares on-market at roughly Mex$290 per share. This transaction amounted to 24% of their direct individual holding at the time of the trade. This was the largest sale by an insider in the last 3 months. Insiders have been net sellers, collectively disposing of Mex$58m more than they bought in the last 12 months. Recent Insider Transactions • Nov 30
Independent Director recently sold Mex$8.7m worth of stock On the 26th of November, Cary Grossman sold around 25k shares on-market at roughly Mex$349 per share. This transaction amounted to 11% of their direct individual holding at the time of the trade. This was the largest sale by an insider in the last 3 months. Insiders have been net sellers, collectively disposing of Mex$37m more than they bought in the last 12 months. Recent Insider Transactions • Nov 16
Independent Director recently sold Mex$6.0m worth of stock On the 12th of November, Wesley Williams sold around 19k shares on-market at roughly Mex$320 per share. This transaction amounted to 8.3% of their direct individual holding at the time of the trade. In the last 3 months, there was an even bigger sale from another insider worth Mex$8.3m. Insiders have been net sellers, collectively disposing of Mex$23m more than they bought in the last 12 months. Reported Earnings • Nov 04
Third quarter 2025 earnings released: US$0.008 loss per share (vs US$0.26 loss in 3Q 2024) Third quarter 2025 results: US$0.008 loss per share (improved from US$0.26 loss in 3Q 2024). Revenue: US$71.7m (up 198% from 3Q 2024). Net loss: US$3.28m (loss narrowed 96% from 3Q 2024). Revenue is forecast to grow 36% p.a. on average during the next 3 years, compared to a 15% growth forecast for the Global Software industry. Tillkännagivande • Oct 21
Cipher Mining Inc. to Report Q3, 2025 Results on Nov 03, 2025 Cipher Mining Inc. announced that they will report Q3, 2025 results at 9:30 AM, US Eastern Standard Time on Nov 03, 2025 Tillkännagivande • Oct 07
Cipher Mining Inc. Announces Chief Financial Officer Changes, Effective October 14, 2025 Cipher Mining Inc. announced a transition in its Chief Financial Officer (“CFO”) role. Ed Farrell will become a Senior Advisor to the Company and Greg Mumford has been appointed incoming CFO. Both appointments will take effect upon Mr. Farrell’s retirement on October 14, 2025. Mr. Farrell was the Company’s first CFO and was instrumental in the Company’s tremendous success in its first five years. He played a pivotal role in taking the Company public in 2021 and provided strong financial leadership in successfully navigating Cipher through the challenges and opportunities of its early years as a publicly traded company. He will continue to share his expertise, insights, and extensive experience with Cipher in his new role as Senior Advisor. In this capacity, he will support the CFO leadership transition and continue to provide strategic guidance to the Company. Mr. Mumford will succeed Mr. Farrell and become Cipher’s second CFO. Mr. Mumford, age 32,brings more than a decade of experience across financial services, credit, and capital markets. Most recently, he was a senior banker in the Digital Assets & Infrastructure Investment Banking group at Keefe, Bruyette & Woods, where he advised on a wide range of M&A and capital markets transactions, with a focus on digital infrastructure and industrials. At Cipher, he will leverage his deep corporate finance expertise, spanning strategic advisory, structuring, and capital markets execution, to support the company’s growth and long-term strategy. Mr. Mumford will lead the Company’s finance department and serve on the Company’s Executive Management Team. He will report to Mr. Page. Tillkännagivande • Oct 01
Cipher Mining Inc. announced that it expects to receive $1.3 billion in funding Cipher Mining Inc. announce a private placement under a purchase agreement between the Company and U.S. Bank Trust Company, National Association, as trustee and issued $1,300,000,000 aggregate principal amount of its 0.00% Convertible Senior Unsecured Notes on October 1, 2025. The Notes will not bear regular interest, and the principal amount of the Notes will not accrete. The Notes are due on October 1, 2031, unless earlier repurchased, redeemed or converted. Prior to July 1, 2031, the Notes will be convertible only upon satisfaction of certain conditions and during certain period, and thereafter, the Notes will be convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock, or a combination of cash and shares of its common stock, at the Company’s election.The Company’s ability to elect to settle conversions in whole or in part in shares of common stock will, subject to a limited exception, be subject to receipt of stockholder approval for an increase in the number of its authorized shares of common stock or the Company otherwise increasing the number of shares of its common stock available to settle conversions of the Notes. The initial conversion rate is 62.3733 shares of the Company’s common stock per $1,000 principal amount of Notes, which represents an initial conversion price of approximately $16.03 per share of the Company’s common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. Breakeven Date Change • Sep 27
Forecast to breakeven in 2027 The 13 analysts covering Cipher Mining expect the company to break even for the first time. New consensus forecast suggests the company will make a profit of US$32.7m in 2027. Average annual earnings growth of 77% is required to achieve expected profit on schedule. New Risk • Sep 24
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -US$610m This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$610m free cash flow). Shares are highly illiquid. Minor Risks Currently unprofitable and not forecast to become profitable over next 2 years (US$31m net loss in 2 years). Shareholders have been diluted in the past year (17% increase in shares outstanding). Significant insider selling over the past 3 months (Mex$12m sold). Board Change • Sep 10
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 6 experienced directors. No highly experienced directors. Independent Director Rob Flatley was the last director to join the board, commencing their role in 2023. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Recent Insider Transactions • Aug 20
Independent Director recently sold Mex$8.3m worth of stock On the 18th of August, Cary Grossman sold around 75k shares on-market at roughly Mex$111 per share. This transaction amounted to 25% of their direct individual holding at the time of the trade. This was the largest sale by an insider in the last 3 months. Insiders have been net sellers, collectively disposing of Mex$12m more than they bought in the last 12 months. Reported Earnings • Aug 08
Second quarter 2025 earnings released: US$0.12 loss per share (vs US$0.049 loss in 2Q 2024) Second quarter 2025 results: US$0.12 loss per share (further deteriorated from US$0.049 loss in 2Q 2024). Revenue: US$43.6m (up 18% from 2Q 2024). Net loss: US$45.8m (loss widened 199% from 2Q 2024). Revenue is forecast to grow 45% p.a. on average during the next 3 years, compared to a 13% growth forecast for the Global Software industry. New Risk • Aug 07
New major risk - Revenue and earnings growth Earnings are forecast to decline by an average of 19% per year for the foreseeable future. This is considered a major risk. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. If profits are expected to decline, then in most cases the share price will decline over time as well. In addition, if the company pays dividends it will also likely need to reduce or cut them, striking a dual blow to total shareholder returns. Currently, the following risks have been identified for the company: Major Risks Shares are highly illiquid. Earnings are forecast to decline by an average of 19% per year for the foreseeable future. Minor Risks Currently unprofitable and not forecast to become profitable over next 2 years (US$128m net loss in 2 years). Shareholders have been diluted in the past year (20% increase in shares outstanding). Tillkännagivande • Jul 16
Cipher Mining Inc. to Report Q2, 2025 Results on Aug 07, 2025 Cipher Mining Inc. announced that they will report Q2, 2025 results Pre-Market on Aug 07, 2025 Board Change • Jun 25
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 6 experienced directors. No highly experienced directors. Independent Director Rob Flatley was the last director to join the board, commencing their role in 2023. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Tillkännagivande • Jun 24
Cipher Mining Inc. Commences Bitcoin Mining At Black Pearl Data Center Cipher Mining Inc. announced the successful energization and commencement of hashing at its Black Pearl site. Hashrate currently generated at the site is 2.5 EH/s and will continue to grow through the third quarter of 2025 as new mining rigs are delivered in scheduled batches, gradually replacing legacy units. Upon completion of this installation, Phase I is expected to reach a hashrate of 9.6 EH/s, bringing Cipher's total self-mining hashrate across all sites to 23.1 EH/s. Cipher now operates five data centers dedicated to bitcoin mining, with a pipeline of 2.6 GW expected to be used for HPC hosting or bitcoin mining applications. Board Change • Jun 05
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 7 experienced directors. No highly experienced directors. Independent Director Rob Flatley was the last director to join the board, commencing their role in 2023. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Board Change • May 13
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 7 experienced directors. No highly experienced directors. Independent Director Rob Flatley was the last director to join the board, commencing their role in 2023. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Tillkännagivande • May 01
Cipher Mining Inc. to Report Q1, 2025 Results on May 06, 2025 Cipher Mining Inc. announced that they will report Q1, 2025 results Pre-Market on May 06, 2025 Tillkännagivande • Apr 22
Cipher Mining Inc., Annual General Meeting, Jun 03, 2025 Cipher Mining Inc., Annual General Meeting, Jun 03, 2025. Breakeven Date Change • Mar 20
No longer forecast to breakeven The 10 analysts covering Cipher Mining no longer expect the company to break even during the foreseeable future. The company was expected to make a profit of US$53.2m in 2026. New consensus forecast suggests the company will make a loss of US$40.1m in 2026. New Risk • Mar 06
New minor risk - Profitability The company is currently unprofitable and not forecast to become profitable over the next 2 years. Trailing 12-month net loss: US$45m Forecast net loss in 2 years: US$9.6m This is considered a minor risk. Companies that are not profitable are more likely to be burning through cash and less likely to be well established. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. Without profits, the company is under pressure to grow significantly while potentially having to reduce costs and possibly needing to take on debt or raise capital to remain afloat. Currently, the following risks have been identified for the company: Major Risk Shares are highly illiquid. Minor Risks Currently unprofitable and not forecast to become profitable over next 2 years (US$9.6m net loss in 2 years). Shareholders have been diluted in the past year (22% increase in shares outstanding). Significant insider selling over the past 3 months (Mex$82m sold). Reported Earnings • Feb 27
Full year 2024 earnings released: US$0.14 loss per share (vs US$0.10 loss in FY 2023) Full year 2024 results: US$0.14 loss per share (further deteriorated from US$0.10 loss in FY 2023). Revenue: US$151.3m (up 19% from FY 2023). Net loss: US$44.6m (loss widened 73% from FY 2023). Revenue is forecast to grow 63% p.a. on average during the next 2 years, compared to a 13% growth forecast for the Global Software industry. Board Change • Feb 14
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 7 experienced directors. No highly experienced directors. Independent Director Rob Flatley was the last director to join the board, commencing their role in 2023. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Tillkännagivande • Feb 11
Cipher Mining Inc. to Report Q4, 2024 Results on Feb 25, 2025 Cipher Mining Inc. announced that they will report Q4, 2024 results at 9:30 AM, US Eastern Standard Time on Feb 25, 2025 Breakeven Date Change • Feb 05
Forecast breakeven date moved forward to 2025 The 9 analysts covering Cipher Mining previously expected the company to break even in 2026. New consensus forecast suggests the company will make a profit of US$15.7m in 2025. Average annual earnings growth of 112% is required to achieve expected profit on schedule. Tillkännagivande • Jan 31
Cipher Mining Inc. announced that it has received $49.999998 million in funding Cipher Mining Inc. entered into a subscription agreement with Star Beacon LLC to issue 10,438,413 shares at a price of $4.79 per share for gross proceeds of $49,999,998.27 on January 30, 2025. Board Change • Jan 16
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 7 experienced directors. No highly experienced directors. Independent Director Rob Flatley was the last director to join the board, commencing their role in 2023. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Board Change • Dec 18
Insufficient new directors There is 1 new director who has joined the board in the last 3 years. The company's board is composed of: 1 new director. 7 experienced directors. No highly experienced directors. Independent Director Rob Flatley was the last director to join the board, commencing their role in 2023. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Breakeven Date Change • Dec 04
Forecast breakeven date pushed back to 2026 The 10 analysts covering Cipher Mining previously expected the company to break even in 2025. New consensus forecast suggests losses will reduce by 7.6% per year to 2025. The company is expected to make a profit of US$23.6m in 2026. Average annual earnings growth of 86% is required to achieve expected profit on schedule. Breakeven Date Change • Nov 07
Forecast breakeven date pushed back to 2026 The 11 analysts covering Cipher Mining previously expected the company to break even in 2025. New consensus forecast suggests losses will reduce by 27% per year to 2025. The company is expected to make a profit of US$3.86m in 2026. Average annual earnings growth of 91% is required to achieve expected profit on schedule. Reported Earnings • Nov 02
Third quarter 2024 earnings released: US$0.26 loss per share (vs US$0.07 loss in 3Q 2023) Third quarter 2024 results: US$0.26 loss per share (further deteriorated from US$0.07 loss in 3Q 2023). Revenue: US$24.1m (down 21% from 3Q 2023). Net loss: US$86.8m (loss widened 390% from 3Q 2023). Revenue is forecast to grow 57% p.a. on average during the next 3 years, compared to a 12% growth forecast for the Global Software industry. Tillkännagivande • Oct 17
Cipher Mining Inc. to Report Q3, 2024 Results on Oct 31, 2024 Cipher Mining Inc. announced that they will report Q3, 2024 results Pre-Market on Oct 31, 2024 Valuation Update With 7 Day Price Move • Oct 09
Investor sentiment improves as stock rises 30% After last week's 30% share price gain to Mex$78.00, the stock trades at a forward P/E ratio of 305x. Average forward P/E is 21x in the Software industry globally. Tillkännagivande • Sep 25
Cipher Mining Inc. (NasdaqGS:CIFR) completed the acquisition of New 300 MW Data Center Site in West Texas. Cipher Mining Inc. (NasdaqGS:CIFR) entered into a term sheet to acquire New 300 MW Data Center Site in West Texas for $67.5 million on August 27, 2024. The consideration includes a cash payment of $67.5 million and a variable fee of $3/MWh for the initial five years after the energization of the site. The site features 300 MW of front-of-the-meter capacity, a newly constructed, fully energized, high-to-mid voltage substation, and all necessary regulatory approvals and contracts. As part of the transaction, Cipher will also acquire the 250 acres of land surrounding the substation and agreements necessary to participate in the ERCOT market. The Company is completing due diligence on the site and expects to close the transaction in September.
Cipher Mining Inc. (NasdaqGS:CIFR) completed the acquisition of New 300 MW Data Center Site in West Texas on September 24, 2024. Tillkännagivande • Sep 05
Cipher Mining Inc. has filed a Follow-on Equity Offering in the amount of $600 million. Cipher Mining Inc. has filed a Follow-on Equity Offering in the amount of $600 million.
Security Name: Common Stock
Security Type: Common Stock
Transaction Features: At the Market Offering Valuation Update With 7 Day Price Move • Sep 05
Investor sentiment deteriorates as stock falls 21% After last week's 21% share price decline to Mex$59.00, the stock trades at a forward P/E ratio of 76x. Average forward P/E is 19x in the Software industry globally. Reported Earnings • Aug 14
Second quarter 2024 earnings released: US$0.049 loss per share (vs US$0.053 loss in 2Q 2023) Second quarter 2024 results: US$0.049 loss per share. Revenue: US$36.8m (up 18% from 2Q 2023). Net loss: US$15.3m (loss widened 16% from 2Q 2023). Revenue is forecast to grow 44% p.a. on average during the next 3 years, compared to a 12% growth forecast for the Global Software industry. Tillkännagivande • Jul 30
Cipher Mining Inc. to Report Q2, 2024 Results on Aug 13, 2024 Cipher Mining Inc. announced that they will report Q2, 2024 results Pre-Market on Aug 13, 2024 Board Change • Jul 29
High number of new and inexperienced directors There are 8 new directors who have joined the board in the last 3 years. The company's board is composed of: 8 new directors. No experienced directors. No highly experienced directors. Independent Director Holly Evans is the most experienced director on the board, commencing their role in 2021. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors.