M&A - TERAWULF INC.
Form Type: 8-K
Filing Date: 2025-05-27
Corporate Action: Acquisition
Type: New
Accession Number: 000108330125000041
Filing Summary: On May 21, 2025, TeraWulf Inc. entered into a membership interest purchase agreement to acquire 100% of the membership interests of Beowulf Electricity & Data LLC and its subsidiaries for an aggregate purchase price of approximately $52.4 million, which includes $3 million in cash and 5 million shares of common stock. The agreement allows for additional payments based on future performance milestones. TeraWulf will also facilitate the creation of an employee trust for former employees of the acquired companies. A mutual release and waiver agreement was executed as part of the transaction and a transition services agreement was established to support operations. Additionally, on May 27, 2025, TeraWulf issued a press release detailing the acquisition.
Additional details:
Date Of Report: 2025-05-21
Purchase Price: $52.4 million
Cash Payment: $3 million
Shares Issued: 5 million
Additional Cash: up to $19 million
Additional Stock: up to $13 million
Agreement Type: membership interest purchase agreement
Buyer: TeraCub Inc.
Seller: Beowulf E&D Holdings Inc.
Acquired Companies: Beowulf Electricity & Data LLC, Beowulf E&D (MD) LLC, Beowulf E&D (NY) LLC
Termination Event: termination of the Administrative and Infrastructure Services Agreement with Beowulf Electricity & Data
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