BIT ORIGIN Closes $6.1M Note & Warrant Sale to Accredited Investor

Ticker: BTOG · Form: 6-K · Filed: Jan 2, 2024 · CIK: 1735556

Bit Origin Ltd 6-K Filing Summary
FieldDetail
CompanyBit Origin Ltd (BTOG)
Form Type6-K
Filed DateJan 2, 2024
Risk Levelmedium
Pages1
Reading Time2 min
Key Dollar Amounts$6,740,000, $6,127,334
Sentimentmixed

Complexity: simple

Sentiment: mixed

Topics: financing, convertible-debt, warrants, dilution-risk

TL;DR

**BIT ORIGIN just raised $6.1M via a convertible note and warrants, watch for potential dilution.**

AI Summary

On December 29, 2023, Bit Origin Ltd completed the sale of a senior secured convertible note with a principal amount of $6,740,000 and warrants to purchase 1,070,719 ordinary shares to an accredited investor. The company received gross proceeds of $6,127,334 from this transaction. This matters to investors because it indicates the company has secured significant financing, which could fund operations or expansion, but also introduces potential dilution if the note is converted and warrants are exercised.

Why It Matters

This financing provides Bit Origin Ltd with capital, but the convertible note and warrants could lead to dilution for existing shareholders if converted or exercised, impacting share value.

Risk Assessment

Risk Level: medium — While the company secured funding, the convertible nature of the note and the warrants introduce future dilution risk for current shareholders.

Analyst Insight

An investor should monitor the conversion terms of the note and the exercise of warrants to assess potential dilution, while also evaluating how the $6.1 million in proceeds will be deployed by Bit Origin Ltd.

Key Numbers

  • $6,740,000 — Principal amount of senior secured convertible note (The total debt obligation before conversion)
  • 1,070,719 — Number of Warrant Shares (The number of ordinary shares the warrants allow the buyer to purchase)
  • $6,127,334 — Gross proceeds from sale (The cash received by Bit Origin Ltd before transaction fees)
  • December 29, 2023 — Completion date of sale (The date the transaction was finalized)
  • December 7, 2023 — Date of Securities Purchase Agreement (The date the initial agreement was entered into)

Key Players & Entities

  • Bit Origin Ltd (company) — the registrant issuing securities
  • Buyer (person) — an accredited investor purchasing securities
  • Guarantor Subsidiaries (company) — subsidiaries of Bit Origin Ltd providing a guaranty

Forward-Looking Statements

  • Bit Origin Ltd's outstanding share count will increase due to warrant exercise and note conversion. (Bit Origin Ltd) — high confidence, target: Within 12-24 months
  • The company will use the $6.1M proceeds to fund ongoing operations or new crypto-related ventures. (Bit Origin Ltd) — medium confidence, target: Within 6 months

FAQ

What was the principal amount of the senior secured convertible note issued by Bit Origin Ltd?

The principal amount of the senior secured convertible note was $6,740,000, as stated in the filing.

How many ordinary shares can be purchased through the warrants issued in this transaction?

The warrants allow for the purchase of 1,070,719 ordinary shares of Bit Origin Ltd, according to the filing.

What were the gross proceeds Bit Origin Ltd received from the sale of the note and warrants?

Bit Origin Ltd received gross proceeds of $6,127,334 from the sale, prior to deducting transaction fees and estimated expenses.

When did Bit Origin Ltd complete the sale of the note and warrants to the accredited investor?

The company completed the sale on December 29, 2023, as disclosed in the filing.

Besides the Securities Purchase Agreement, what other key agreements did Bit Origin Ltd enter into on December 29, 2023, related to this transaction?

On December 29, 2023, Bit Origin Ltd also entered into a Registration Rights Agreement and a Security and Pledge Agreement with the Buyer, and its Guarantor Subsidiaries entered into a Guaranty with the Buyer.

Filing Stats: 406 words · 2 min read · ~1 pages · Grade level 12.8 · Accepted 2024-01-02 16:45:18

Key Financial Figures

  • $6,740,000 — Note”) in the principal amount of $6,740,000 and warrants to purchase ordinary share
  • $6,127,334 — the sale of the Note and Warrants were $6,127,334, prior to deducting transaction fees an

Filing Documents

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: January 2, 2024 BIT ORIGIN LTD By: /s/ Lucas Wang Name: Lucas Wang Title: Chief Executive Officer and Chairman of the Board

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