Terawulf Inc. Announces Mandatory Conversion of Preferred Stock

By Tamara Parker • Tuesday, November 25 10:28 • Permanent Link

Terawulf Inc. (NASDAQ: WULF) has announced the mandatory conversion of all outstanding shares of its Series A Convertible Preferred Stock. The company has exercised its right to convert the preferred stock into shares of Terawulf common stock. Each share of convertible preferred stock will automatically convert into 141.9483 shares of common stock on December 9, 2025, and the settlement date for the mandatory conversion is scheduled for December 11, 2025.

The mandatory conversion has been triggered by the last reported sale price per share of Terawulf's common stock exceeding 130% of the conversion price, or $10.00 per share, on at least five trading days from November 4, 2025, through November 24, 2025.

According to Patrick Fleury, Terawulf’s Chief Financial Officer, the mandatory conversion represents a significant milestone in simplifying the company's capital structure, supporting future growth, and providing transparency to investors. Fleury emphasized that this action reinforces the company's financial discipline and enables a focus on growth going forward.

Terawulf, a developer, owner, and operator of next-generation data center infrastructure in the United States, has historically generated revenue primarily through bitcoin mining. The company aims to deliver industry-leading economics in data center colocation operations at an industrial scale.

Investors who wish to receive common stock for their convertible preferred stock prior to the mandatory conversion date may also exercise their optional conversion right. However, any such optional conversion will not include amounts for accrued and unpaid regular dividends on and after the applicable conversion date. All shares of convertible preferred stock will cease to accrue regular dividends from and after the mandatory conversion date.

This move by Terawulf reflects its strategic focus on capital structure optimization and growth initiatives as it continues to develop and operate data center infrastructure in the United States. The market has reacted to these announcements by moving the company's shares 11.87% to a price of $12.63. Check out the company's full 8-K submission here.

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