Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
November 15 2021 - 4:28PM
Edgar (US Regulatory)
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.
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): ¨
INFORMATION CONTAINED IN THIS REPORT ON FORM
6-K
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Item 1.01
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Entry into a Material Definitive Agreement.
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On November 12, 2021, Argo Blockchain plc (the
“Company”) entered into an Underwriting Agreement with B. Riley Securities, Inc. as representative (the “Representative”)
of the several underwriters named therein (together with the Representative, the “Underwriters”), providing for, among other
things, the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $40,000,000, in the aggregate,
of the Company’s 8.75% Senior Notes due 2026 (the “Notes”). In addition, the Underwriting Agreement grants the Underwriters
a 30-day option to purchase from the Company up to an additional $6,000,000 aggregate principal amount of the Notes. The Underwriting
Agreement contains customary representations and warranties, agreements and obligations, and termination provisions.
The total net proceeds from the sale of the Notes
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 Notes were registered pursuant to the Company’s
Registration Statement on Form F-1 (File No. 333-260857), initially filed by the Company with the Securities and Exchange Commission (the
“Commission”) on November 8, 2021, as amended by that Amendment No. 1 filed with the Commission on November 10, 2021 and declared
effective by the Commission on November 12, 2021. The offering of the Notes is expected to close on November 17, 2021, subject to customary
closing conditions.
The foregoing description of the Underwriting
Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement,
a copy of which is attached to this Current Report on Form 6-K as Exhibit 1.1 and is incorporated herein by reference.
EXHIBIT INDEX
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: November 12, 2021
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Title: Chief Executive Officer
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