Applied Digital Corp. Files S-1 Registration Statement

TL;DR

Applied Digital (APLD) filed an S-1, looks like they're raising capital. Watch this space.

AI Summary

Applied Digital Corp. filed an S-1 registration statement on September 23, 2024, to register an unspecified number of securities. The company, formerly known as Applied Blockchain, Inc., is based in Dallas, Texas, and operates in computer processing and data preparation services. Wes Cummins serves as the Chief Executive Officer.

Why It Matters

This S-1 filing indicates Applied Digital Corp. is preparing to offer new securities to the public, which could impact its capital structure and future growth plans.

Risk Assessment

Risk Level: medium — S-1 filings are standard for companies planning to issue new securities, but the lack of specific details on the offering size and purpose introduces some uncertainty.

Key Numbers

• 333-282293 — SEC File Number (Identifies the specific registration statement with the SEC.)
• 0001493152-24-037827 — Accession Number (Unique identifier for this specific SEC filing.)

Key Players & Entities

• Applied Digital Corp. (company) — Registrant
• September 23, 2024 (date) — Filing Date
• Applied Blockchain, Inc. (company) — Former Company Name
• Wes Cummins (person) — Chief Executive Officer
• Dallas, Texas (location) — Principal Executive Offices
• 7374 (number) — Standard Industrial Classification Code

FAQ

Key Financial Figures

• $0.001 — 1 Redeemable Preferred Stock, par value $0.001 per share (“Series E-1 Preferred
• $25.00 — Stock”), at a price per share of $25.00 per share (the “Offering”).
• $5,000 b — minimum permitted purchase is generally $5,000 but purchases of less than $5,000 may be
• $5,000 m — rally $5,000 but purchases of less than $5,000 may be made in our sole discretion. We ma
• $124,600, b — ering, be an aggregate of approximately $124,600, but for purposes of illustrating the proc
• $700,000 — Expenses will not exceed the greater of $700,000 or 3.5% of gross offering proceeds. How
• $6.02 — Common Stock as reported on Nasdaq was $6.02. You should read this prospectus, tog
• $6.9 million — Stock for net proceeds of approximately $6.9 million in total. The Series E Dealer Manager A
• $50.0 million — or total net proceeds to the Company of $50.0 million. Each outstanding share of Series F Pr
• $1,000.00 — n arrears, at an annual rate of 9.0% of $1,000.00 per share of Series F Preferred Stock (
• $16.0 million — ng, the Company agreed to eliminate the $16.0 million per month conversion limitation that ex
• $250.0 million — cribe for, an aggregate amount of up to $250.0 million of Common Stock, at the Company’s
• $25,000 — e (in cash) to YA Fund in the amount of $25,000. Additionally, the Company agreed to pa
• $2,125,000 — mpany agreed to pay a commitment fee of $2,125,000 to YA Fund, payable on the effective da
• $15 m — te provides for an initial borrowing of $15 million, which was drawn on June 7, 2024,

Filing Documents

• forms-1.htm (S-1) — 603KB
• ex3-3.htm (EX-3.3) — 45KB
• ex4-8.htm (EX-4.8) — 4KB
• ex4-9.htm (EX-4.9) — 2KB
• ex10-70.htm (EX-10.70) — 330KB
• ex10-71.htm (EX-10.71) — 208KB
• ex10-72.htm (EX-10.72) — 226KB
• ex23-1.htm (EX-23.1) — 4KB
• ex107.htm (EX-FILING FEES) — 16KB
• ex4-8_001.jpg (GRAPHIC) — 572KB
• ex4-8_002.jpg (GRAPHIC) — 379KB
• ex4-8_003.jpg (GRAPHIC) — 474KB
• ex4-8_004.jpg (GRAPHIC) — 747KB
• ex4-8_005.jpg (GRAPHIC) — 625KB
• ex4-9_001.jpg (GRAPHIC) — 651KB
• ex4-9_002.jpg (GRAPHIC) — 325KB
• forms-1_001.jpg (GRAPHIC) — 14KB
• forms-1_002.jpg (GRAPHIC) — 7KB
• 0001493152-24-037827.txt ( ) — 6664KB

RISK FACTORS

RISK FACTORS 11 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 15

USE OF PROCEEDS

USE OF PROCEEDS 16 PLAN OF DISTRIBUTION 17

DESCRIPTION OF SECURITIES WE ARE OFFERING

DESCRIPTION OF SECURITIES WE ARE OFFERING 24 LEGAL MATTERS 26 EXPERTS 26 WHERE YOU CAN FIND MORE INFORMATION 26 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 27 i ABOUT THIS PROSPECTUS This prospectus forms part of a registration statement that we filed with the SEC, and that includes exhibits that provide more detail of the matters discussed in this prospectus. You should read this prospectus and the related exhibits filed with the SEC, together with the additional information described under the headings “ Where You Can Find More Information ” and “ Incorporation of Certain Information by Reference ” before making your investment decision. You should rely only on the information provided in this prospectus or in a prospectus supplement or any free writing prospectuses or amendments thereto. We have not authorized anyone else to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. You should assume that the information in this prospectus is accurate only as of the date hereof. Our business, financial condition, results of operations and prospects may have changed since that date. We are not offering to sell or seeking offers to purchase these securities in any jurisdiction where the offer or sale of these securities is not permitted. We have not done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of the securities as to distribution of the prospectus outside of the United States. ii PROSPECTUS SUMMARY This summary highlights information contained elsewhere in this prospectus and the documents incorporated by reference herein. This su

Business

Business We are a United States (“U.S.”) designer, developer, and operator of next-generation digital infrastructure across North America. We provide digital infrastructure solutions and cloud services to the rapidly growing industries of High-Performance Computing (“HPC”) and Artificial Intelligence (“AI”). We operate in three distinct business segments, including, Blockchain datacenter hosting (the “Datacenter Hosting Business”), cloud services, through a wholly owned subsidiary (the “Cloud Services Business”) and HPC datacenter hosting (the “HPC Hosting Business”), as further discussed below. We completed our initial public offering in April 2022 and our Common Stock began trading on Nasdaq on April 13, 2022. In November 2022, we changed our name from Applied Blockchain, Inc. to Applied Digital Corporation. Datacenter Hosting Business Our Data Center Hosting Business provides energized infrastructure services to crypto mining customers. Our custom-designed datacenters allow customers to rent space based on their power requirements. We currently serve seven crypto-mining customers, all of which have entered into contracts with us ranging from three to five years. This business segment accounts for the majority of the revenue we generate from our operations (approximately 83% for the fiscal year ended May 31, 2024). We currently operate sites in Jamestown and Ellendale, North Dakota, with a total hosting capacity of approximately 286 MW: Jamestown, North Dakota: 106 MW facility. Ellendale, North Dakota: 180 MW facility. In March 2021, we executed a strategy planning and portfolio advisory services agreement (the “Services Agreement”) with GMR Limited, a British Virgin Island limited liability company (“GMR”), Xsquared Holding Limited, a British Virgin Island limited liability company (“SparkPool”) and Valuefinder, a British Virgin Islands limi

View Full Filing

View this S-1 filing on SEC EDGAR