Terawulf Inc. to Offer $400 Million in Convertible Senior Notes

By Philip Seaworth • Monday, August 18 15:40 • Permanent Link

Terawulf Inc. (NASDAQ: WULF) has announced its intention to offer $400 million aggregate principal amount of convertible senior notes due 2031 in a private offering. The company also expects to grant the initial purchasers of the convertible notes an option to purchase an additional $60 million aggregate principal amount.

The net proceeds from the offering will be used to pay the cost of capped call transactions, with the remaining net proceeds allocated to finance a portion of the company’s data center expansion and for general corporate purposes.

The convertible notes will accrue interest at a rate payable semi-annually and will mature on September 1, 2031. Prior to June 1, 2031, the convertible notes will be convertible only upon satisfaction of certain conditions and during certain periods. Thereafter, the convertible notes will be convertible at any time until the maturity date.

In connection with the pricing of the convertible notes, the company expects to enter into privately negotiated capped call transactions to reduce potential dilution to the common stock upon conversion of any convertible notes and/or offset any cash payments the company is required to make in excess of the principal amount of converted convertible notes, subject to a cap.

The press release also notes that the convertible notes and any shares of common stock issuable upon conversion of the convertible notes have not been registered under the securities act, and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

Terawulf Inc. develops, owns, and operates environmentally sustainable, industrial-scale data center infrastructure in the United States, purpose-built for high-performance computing (HPC) hosting and bitcoin mining.

This announcement comes as Terawulf continues to pursue its mission to lead the market in large-scale digital infrastructure by serving both its own compute requirements and those of top-tier HPC clients as a trusted hosting partner. As a result of these announcements, the company's shares have moved 7.27% on the market, and are now trading at a price of $9.622. If you want to know more, read the company's complete 8-K report here.

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