EASTON, Md., Dec. 2, 2021 /PRNewswire/ -- TeraWulf Inc.
("TeraWulf"), which was formed to own and operate fully integrated
environmentally clean bitcoin mining facilities in the
United States, today announced
that it has raised approximately $200
million in debt and equity financing from a group of leading
institutional and individual investors. TeraWulf noted that the
additional capital raised is expected to enable it to achieve 6
exahash per second, or 200 megawatts, of mining capacity by the
second half of 2022.
As part of the debt and equity financing, TeraWulf entered into
an approximately $123.5 million
three-year senior secured term loan and issued to the lenders newly
issued shares of TeraWulf's common stock. In addition, TeraWulf
entered into subscription agreements with investors to purchase
newly issued shares of TeraWulf's common stock in private placement
transactions for an aggregate purchase price of approximately
$76.5 million. The issuance of
these newly issued shares was made pursuant to an exemption from
the registration requirements of the Securities Act.
"TeraWulf's ability to raise private capital underscores the
attractiveness of bringing a new paradigm for cryptocurrency mining
to the public markets," said Paul
Prager, Chairman and Chief Executive Officer of TeraWulf.
"Due to our seasoned team's energy infrastructure expertise, we
expect to be able to quickly deploy capital as we build a mining
operation bigger than any other currently public bitcoin mining
company and maintain attractive bitcoin mining economics. We look
forward to building on our core ESG focus and pursuing our goal of
producing bitcoin powered by 100% zero-carbon energy."
Mr. Prager continued, "We believe our flexible covenant
structure is unique in the bitcoin mining industry, allowing us to
operate and scale the business free of restrictions while
concentrating on executing our plan. In addition, the $76.5 million of common equity raised in
conjunction with the debt demonstrates investor confidence in our
team, TeraWulf's strategic positioning and the growth opportunities
ahead of us."
TeraWulf previously announced it expects to become a
Nasdaq-listed public company through a business combination with
IKONICS Corporation (Nasdaq: IKNX) ("IKONICS"), a Duluth, Minnesota imaging technology company.
Subject to approval by IKONICS's shareholders and the satisfaction
of other customary closing conditions, the business combination is
expected to be completed during the week of December 13, 2021. Concurrent with the completion
of the business combination, Telluride Holdco, Inc., the ultimate
parent company of TeraWulf and IKONICS following the completion of
the business combination, is expected to be renamed "TeraWulf
Inc.", and its shares of common stock are expected to be listed on
The Nasdaq Stock Market LLC under the trading symbol "WULF." A
special meeting of IKONICS's shareholders to vote on the business
combination is scheduled to be held virtually at 8:00 a.m., central time, on December 10, 2021.
Additional information with respect to the debt and equity
financing is available in the Current Report on Form 8-K filed by
IKONICS with the U.S. Securities and Exchange Commission (the
"SEC").
Paul Weiss, Rifkind, Wharton
& Garrison LLP is serving as legal advisor and Moelis &
Company LLC acted as exclusive placement agent to TeraWulf in
connection with the debt and equity financing.
About TeraWulf
TeraWulf was formed to own and operate fully integrated
environmentally clean bitcoin mining facilities in the United States. TeraWulf will generate
domestically produced bitcoin powered by nuclear, hydro and solar
energy.
For more information on TeraWulf, please visit www.TeraWulf.com
or follow @TeraWulfInc on Twitter.
Additional Information and Where to Find It; Participants in
the Solicitation; Non-Solicitation
In connection with the proposed business combination, Telluride
Holdco, Inc. ("Holdco"), a wholly owned subsidiary of IKONICS,
filed a registration statement on Form S-4 with the SEC
on July 30, 2021 (as amended, the "Registration
Statement"). The Registration Statement includes a proxy
statement of IKONICS and a prospectus of Holdco, which was declared
effective by the SEC on November 12, 2021. A copy of the
definitive proxy statement/prospectus was sent to IKONICS's
shareholders seeking certain approvals related to the proposed
business combination.
The information contained in this press release is not a proxy
statement or solicitation of a proxy, consent or authorization with
respect to any securities or in respect of the business combination
and does not constitute an offer to sell or a solicitation of an
offer to buy any securities or a solicitation of any vote or
approval, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. INVESTORS AND SECURITY
HOLDERS OF IKONICS ARE URGED TO READ THE REGISTRATION STATEMENT,
THE PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION
STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED
WITH THE SEC IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION,
AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT IKONICS AND
THE PROPOSED BUSINESS COMBINATION. Investors and security holders
will be able to obtain a copy of the Registration Statement,
including the proxy statement/prospectus, as well as other relevant
documents filed with the SEC containing information about IKONICS
and the proposed business combination, without charge, at the SEC's
website at http://www.sec.gov. Copies of documents filed with
the SEC by IKONICS will be made available, without charge, at
www.ikonics.com/investor-relations.
IKONICS' directors and executive officers are deemed to be
participants in the solicitation of proxies from shareholders in
connection with the proposed business combination. Information
regarding the names of such persons and their respective interests
in the proposed business combination, by securities holdings or
otherwise, are set forth in the definitive proxy statement included
within the Registration Statement filed with the SEC. To the extent
IKONICS's directors and executive officers or their holdings of
IKONICS's securities have changed from the amounts disclosed in
those filings, to IKONICS's knowledge, such changes have been
reflected on initial statements of beneficial ownership on Form 3
or statements of change in beneficial ownership on Form 4 on file
with the SEC. These materials are (or, when filed, will be)
available, without charge, at
http://www.Ikonics.com/investor-relations.
Forward-Looking Statements
Certain statements made in this press release, and oral
statements made from time to time by representatives of TeraWulf
and IKONICS, are "forward looking statements" within the meaning of
the "safe harbor" provisions of the United States Private
Securities Litigation Reform Act of 1995, as amended. Statements
and expectations regarding the proposed business combination and
the combined company are "forward looking statements." In addition,
words such as "estimates," "projects," "expects," "anticipates,"
"forecasts," "plans," "intends," "believes," "seeks," "may,"
"will," "would," "should," "future," "propose," "target," "goal,"
"objective," "outlook" and variations of these words or similar
expressions (or the negative versions of such words or expressions)
are intended to identify forward-looking statements. These
forward-looking statements are not guarantees of future
performance, conditions or results and involve a number of known
and unknown risks, uncertainties, assumptions and other important
factors, many of which are outside TeraWulf's or IKONICS's control,
that could cause actual results or outcomes to differ materially
from those discussed in the forward-looking
statements. Important factors, among others, that may affect
actual results or outcomes include, among others: (1) risks related
to the consummation of the proposed business combination, including
the risks that (i) the proposed business combination may not be
consummated within the anticipated time period, or at all, (ii)
IKONICS may fail to obtain stockholder approval of the proposed
business combination, (iii) other conditions to the consummation of
the proposed business combination pursuant to the merger agreement
may not be satisfied and (iv) the proposed business combination may
involve unexpected costs, liabilities or delays; (2) risks related
to the failure to obtain approval to list Holdco's shares on The
Nasdaq Stock Market LLC; (3) risks related to the inability to
recognize the anticipated benefits of the proposed business
combination; (4) risks related to the nature, cost and outcome of
pending and future litigation and other legal proceedings,
including any such proceedings related to the proposed business
combination and instituted against any party to the merger
agreement and others; and (5) other economic, business,
competitive, legal and/or regulatory factors relating to the
proposed business combination. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak
only as of the date on which they are made. Neither TeraWulf nor
IKONICS assumes any obligation to publicly update any
forward-looking statement after it is made, whether as a result of
new information, future events or otherwise, except as required by
law.
Contacts
TeraWulf
Michael Freitag / Joseph Sala / Lyle
Weston
Joele Frank, Wilkinson Brimmer
Katcher
(212) 355-4449
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SOURCE TeraWulf Inc.