Marathon Digital Purchases 15,000 Shares Of Series A Redeemable Convertible

Key Points:

• Marathon Digital announced a $14.25 million private equity financing.
• Under the share purchase agreement, 15,000 convertible preferred shares will be purchased at $952.38 per share.
• H.C. Wainwright & Co. will act as the exclusive placement agent. The financing will be used for the company’s general corporate purposes, and the transaction is expected to close on or about June 8.

Marathon Digital has entered into a securities purchase agreement to buy 15,000 shares of Series A redeemable convertible preferred stock in a private placement.

Each share of Series A preferred stock costs $952.38, indicating an initial issue discount of around 5% of the $1,000 declared value of each share.

After the fulfillment of certain circumstances and subject to certain limits, the corporation will be authorized to force the conversion of the Series A preferred shares. The total gross proceeds from the offering are anticipated to be about $14.25 million after deducting the placement agent’s fees and other projected offering costs. H.C. Wainwright & Co. is serving as the offering’s sole placement agent.

During an annual or special meeting of the company’s shareholders, holders of Series A preferred stock may vote alongside holders of Marathon common stock on a proposal to raise the authorized shares of Marathon common stock.

Each share of Series A preferred stock is convertible into shares of the company’s common stock at an initial conversion price of $14.52 per share at any time after the firm receives shareholder approval for an increase in its authorized shares of common stock.

Holders of Series A preferred stock have the right to require Marathon Digital to redeem their shares of preferred stock for cash at 105% of the stated value of such shares beginning 90 days after the closing of the issuance of the Series A preferred stock and continuing until 120 days after such closing.

The offering is anticipated to close on or around June 8, 2023, subject to the fulfillment of normal closing conditions. Further information on the securities described above, as well as the terms of the offering, will be provided in a Current Report on Form 8-K that will be filed with the Securities and Exchange Commission in the United States.

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Harold

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