UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 6-K
_____________________
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2021
Commission File Number: 001-40816
_____________________
Argo Blockchain plc
(Translation of registrant’s name into
English)
_____________________
9th
Floor
16 Great Queen Street
London WC2B 5DG
England
(Address of
principal executive office)
_____________________
Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F
☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7): ☐
EXHIBIT INDEX
Exhibit
No.
1
|
Description
Pricing
of Senior Unsecured Notes dated 15 November 2021
|
Press release
15 November 2021
Argo Blockchain PLC
("Argo" or "the Company")
Argo Announces Pricing of $40 Million Aggregate Principal Amount of
its 8.75% Senior Unsecured Notes Due 2026
Argo Blockchain, a global leader in cryptocurrency mining (LSE:
ARB; NASDAQ: ARBK), today announced that it has priced its
previously announced public offering (the "Offering") of $40.0
million aggregate principal amount of 8.75% Senior Notes due 2026
(the "Notes"). The total net proceeds from the Offering are
approximately $38,600,000 (after deducting underwriting discounts
and commissions, but before other fees and estimated
expenses).
The Company intends to use the net proceeds from this Offering for
general corporate purposes, the construction of, and purchase of
mining machines for, its Texas cryptocurrency mining facility and
potentially acquisitions of, or investments in, complementary
businesses in the cryptocurrency and blockchain technology
industries.
The Company has granted the underwriters a 30-day option to
purchase up to an additional $6.0 million aggregate principal
amount of Notes. The Notes will be issued in minimum denominations
of $25.00 and integral multiples of $25.00 in excess thereof. The
Company and this issuance of Notes received a "B" rating from
Egan-Jones Ratings Company, an independent, unaffiliated rating
agency. The Offering is expected to close on November 17,
2021.
In connection with the Offering, Argo has applied to list the Notes
on the Nasdaq Global Select Market ("Nasdaq") under the symbol
"ARBKL." If approved for listing, trading on Nasdaq is expected to
commence within 30 business days after the Notes are first
issued.
B. Riley Securities, Inc., D.A. Davidson & Co., EF Hutton,
division of Benchmark Investments, LLC, Ladenburg Thalmann &
Co. Inc. and William Blair & Co., L.L.C. are acting as joint
book-running managers for the Offering. Aegis Capital Corp.,
Alexander Capital L.P., Northland Securities, Inc., Revere
Securities LLC, Wedbush Securities Inc. and B.C. Ziegler &
Company are acting as co-managers for the
Offering.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein,
nor shall there be any sale of these securities in any state or
other jurisdiction in which such an offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The Notes may only be
offered and sold under the Company's registration statement on Form
F-1, as amended, which has been filed with the Securities and
Exchange Commission ("SEC") and declared effective on November
12, 2021. A copy of the registration statement is available on
the SEC's website at www.sec.gov.
Copies of the preliminary prospectus and the free writing
prospectus relating to the Offering may be obtained from the
offices of B. Riley Securities, Inc. at 1300 North 17th Street,
Suite 1400, Arlington, VA 22209, by calling (703) 312‐9580 or
by emailing prospectuses@brileyfin.com.
The final terms of the offering will be disclosed in a final
prospectus supplement to be filed with the SEC.
This announcement contains inside information for the purposes of
Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations
2019/310.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
Certain statements contained in this news release constitute
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, including statements regarding the proposed
Offering and use of proceeds thereof. All statements, other than
statements of historical facts, included in this press release that
address activities, events or developments that the Company
expects, believes or anticipates will or may occur in the future
are forward-looking statements. These forward-looking statements
are identified by their use of terms and phrases such as "may,"
"expect," "estimate," "project," "plan," "believe," "intend,"
"achievable," "anticipate," "will," "continue," "potential,"
"should," "could," and similar terms and phrases. These statements
are based on certain assumptions made by the Company based on
management's experience and perception of historical trends,
current conditions, anticipated future developments and other
factors believed to be appropriate. Such statements are subject to
a number of assumptions, risks and uncertainties, many of which are
beyond the control of the Company, which may cause actual results
to differ materially from those implied or expressed by the
forward-looking statements, including the uncertainties related to
market conditions and the completion of the public offering on the
anticipated terms or at all as well as the ability and extent to
which the Company can acquire mining machines on acceptable terms,
the Company's build out of its Texas cryptocurrency mining facility
or the Company's ability to identify acquisition and investment
targets. Any forward-looking statement speaks only as of the date
on which such statement is made, and the Company undertakes no
obligation to correct or update any forward-looking statement,
whether as a result of new information, future events or otherwise,
except as required by applicable law.
For further information please contact:
Argo Blockchain
|
|
Peter Wall
Chief Executive
|
via Tancredi +44 203 434 2334
|
finnCap Ltd
|
|
Corporate Finance
Jonny Franklin-Adams
Tim Harper
Joint Corporate Broker
Sunila de Silva
|
+44 207 220 0500
|
Tennyson Securities
|
|
Joint Corporate Broker
Peter Krens
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+44 207 186 9030
|
OTC Markets
|
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Jonathan Dickson
jonathan@otcmarkets.com
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+44 204 526 4581
+44 7731 815 896
|
Tancredi Intelligent Communication
UK & Europe Media Relations
|
|
Emma Valgimigli
Emma Hodges
Salamander Davoudi
argoblock@tancredigroup.com
|
+44 7727 180 873
+44 7861 995 628
+44 7957 549 906
|
About Argo:
Argo Blockchain plc is a global leader in cryptocurrency mining
with one of the largest and most efficient operations powered by
clean energy. The Company is headquartered in London, UK and its
shares are listed on the Main Market of the London Stock Exchange
under the ticker: ARB and on the Nasdaq Global Select Market in the
United States under the ticker: ARBK.
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:
15 November, 2021
|
ARGO BLOCKCHAIN PLC
By:
Name:
Peter Wall
Title:
Chief Executive Officer
Name:
Davis Zaffe
Title:
General Counsel
|
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