Applied Digital Corp. Files 8-K on Agreements and Equity Sales

TL;DR

Applied Digital Corp. signed a new deal and sold some stock on Nov 27th. Big moves ahead?

AI Summary

Applied Digital Corp. entered into a material definitive agreement on November 27, 2024, related to a direct financial obligation. The company also reported on unregistered sales of equity securities and other events. This filing is a current report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Why It Matters

This filing indicates significant corporate actions, including new financial obligations and equity transactions, which could impact the company's financial structure and shareholder value.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements and unregistered equity sales, which can introduce financial obligations and dilutive effects.

Key Players & Entities

• Applied Digital Corp. (company) — Registrant
• November 27, 2024 (date) — Earliest event reported
• Nevada (jurisdiction) — State of incorporation

FAQ

Key Financial Figures

• $150 million — vember 27, 2024, provides for a loan of $150 million (the "Loan"), which bears interest at 0
• $0.001 — common stock of the Company, par value $0.001 (the "Common Shares") in a private plac
• $9.66 — Warrants will have an exercise price of $9.66 per share, which exercise price must be

Filing Documents

• form8-k.htm (8-K) — 54KB
• ex4-1.htm (EX-4.1) — 98KB
• ex10-1.htm (EX-10.1) — 279KB
• ex10-2.htm (EX-10.2) — 94KB
• ex10-3.htm (EX-10.3) — 358KB
• ex10-4.htm (EX-10.4) — 100KB
• ex99-1.htm (EX-99.1) — 21KB
• ex99-1_001.jpg (GRAPHIC) — 3KB
• 0001493152-24-048226.txt ( ) — 1374KB
• apld-20241127.xsd (EX-101.SCH) — 3KB
• apld-20241127_lab.xml (EX-101.LAB) — 33KB
• apld-20241127_pre.xml (EX-101.PRE) — 24KB
• form8-k_htm.xml (XML) — 4KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 27, 2024 (Date of earliest event reported) APPLIED DIGITAL CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-31968 95-4863690 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3811 Turtle Creek Blvd. , Suite 2100 , Dallas , TX 75219 (Address of principal executive offices) (Zip Code) 214 - 427-1704 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock APLD Nasdaq Global Select Market Item 1.01 Entry into a Material Definitive Agreement. On November 27, 2024 (the "Closing Date"), APLD ELN-02 Holdings LLC (the "Borrower"), a Delaware limited liability company and a subsidiary of Applied Digital Corporation, a Nevada corporation (the "Company") entered into a promissory note (the "Promissory Note") with Macquarie Equipment Capital, Inc., a Delaware corporation (the "Lender"). The Promissory Note, which was fully drawn on November 27, 2024, provides for a loan of $150 million (the "Loan"), which bears interest at 0.25% per annum, unless an Event of Default (as defined therein) has occurred and is continuing, in which case, (i) the principal of the Loan shall bear interest at (A) a rate of 14.75% above the then applicable interest rate for the first 30 days of such Event of Default and (B) a rate of 16.75% above the then applicable interest rate thereafter, (ii) all other amounts due under the Promissory Note shall bear interest at 2.00% per annum above the then applicable interest rate for the Loan for the first 30 days of such Event of Default and a rate of 4.00% annum above the then applicable interest rate for the Loan thereafter. The Promissory Note matures on the earlier of (i) the date of acceleration of the Loan or (ii) May 27, 2026; however, to the extent that the ELN-02 Project (as defined therein) is not completed by December 6, 2025, the Borrower must mandatorily prepay the full outstanding principal balance of the Promissory Note together with accrued interest to the date of prepayment on the principal amount prepaid and any other amounts then due and payable. The Borrower may voluntarily prepay all or part of the Promissory Note at any time with no less than three (3) business days' notice with accrued interest to the date of prepayment on the principal amount prepaid, so long as, with respect to the portion of the Loan then being prepaid, in each case, such prepayment is accompanied by the payment of amounts sufficient to achieve a rate of return that equals or exceeds (i) 1.11 to 1.00 if such prepayment occurs on or prior to the date that is four months after the Closing Date, (ii) 1.20 to 1.00 if such prepayment occurs after the date that is four months after the Closing Date but on or prior to the date that is seven months after the Closing Date, or (iii) 1.35 to 1.00 if such prepayment occurs after the date that is seven months after the Closing Date. The same 1.35x return hurdle applies to repayment at maturity. Amounts repaid under the Promissory Note will not be available to be re-borrowed. Proceeds of the loan under the Promissory Note will be used, in part, to prepay in full and terminate (i) all obligations of APLD Holdings 2 LLC (the "Parent Guarantor") a Delaware limited liability company and a subsidiary of the Company, under that certain Promissory Note, dated June 7, 2024 in favor of CIM APLD Lender Holdings, LLC (as amended, the "CIM Note") and (ii) all