Current Report Filing (8-k)
August 16 2022 - 4:31PM
Edgar (US Regulatory)
0000896493
false
0000896493
2022-08-16
2022-08-16
0000896493
NILE:CommonStock0.001ParValueMember
2022-08-16
2022-08-16
0000896493
NILE:Sec13.00SeriesDCumulativeRedeemablePerpetualPreferredStockParValue0.001PerShareMember
2022-08-16
2022-08-16
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
___________________________________________________________________
Date of Report (Date of earliest event reported): August
16, 2022
BITNILE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-12711 |
|
94-1721931 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
11411 Southern Highlands Parkway, Suite 240,
Las Vegas, NV 89141
(Address of principal executive offices) (Zip Code)
(949) 444-5464
(Registrant's telephone number, including area
code)
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:
¨ 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))
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, $0.001 par value |
|
NILE |
|
NYSE American |
13.00% Series D Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share |
|
NILE PRD |
|
NYSE American |
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. ¨
| Item 1.01 | Entry into a Material Definitive Agreement |
On August 15, 2022, BitNile,
Inc., a Delaware corporation (“BitNile”) and wholly owned subsidiary of BitNile Holdings, Inc., a Delaware corporation
(the “Company”) entered into a Master Agreement (the “Master Agreement”) and Order Form (the “Order
Form” and together with the Master Agreement, the “Hosting Documents”) with Compute North LLC (“Compute
North”) providing for the hosting by Compute North of Bitcoin miners owned by BitNile.
Pursuant to the Hosting
Documents, Compute North will host 6,500 S19j Pro Antminers (the “Miners”) owned by BitNile for a period of five (5)
years (the “Term”). BitNile agreed to pay a fee per kilowatt hour for the Miners (the “Monthly Service Fee”),
together with a monthly package fee per Miner. The Monthly Service Fee is payable based on the actual hashrate performance of the Miners,
of which 70% of the anticipated Monthly Service Fee is payable in advance, and the remaining Monthly Service Fee, if any, will be invoiced
in arrears.
Under the Master Agreement,
BitNile granted Compute North a continuing first-position security interest in the Miners, as collateral for BitNile’s obligations
under the Hosting Documents. Upon an event of default (as defined in the Master Agreement) by BitNile, Compute North has the right to
terminate the Hosting Documents and BitNile is obligated to pay to Compute North all amounts then due under the Hosting Documents, together
with a fee as liquidated damages, equal to the amount of fees that BitNile would have been required to pay through the end of the Term.
The foregoing descriptions of the Master Agreement
and Order Form do not purport to be complete and are qualified in their entirety by reference to their respective forms which are annexed
hereto as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated
herein by reference. The foregoing does not purport to be a complete description of the rights and obligations of the parties
thereunder and such descriptions are qualified in their entirety by reference to such exhibits.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information contained in Item 1.01 of this Current Report on Form
8-K is incorporated herein by reference to this Item 2.03.
| Item 7.01 | Regulation FD Disclosure |
On August 16, 2022, the
Company issued a press release announcing the entering into of the Hosting Documents with Compute North. A copy of the press release is
furnished herewith as Exhibit 99.1 and is incorporated by reference herein.
In accordance with General
Instruction B.2 of Form 8-K, the information under this item shall not be deemed filed for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission
as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.
The Securities and Exchange
Commission encourages registrants to disclose forward-looking information so that investors can better understand the future prospects
of a registrant and make informed investment decisions. This Current Report on Form 8-K and exhibits may contain these types of statements,
which are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and which
involve risks, uncertainties and reflect the Registrant’s judgment as of the date of this Current Report on Form 8-K. Forward-looking
statements may relate to, among other things, operating results and are indicated by words or phrases such as “expects,” “should,”
“will,” and similar words or phrases. These statements are subject to inherent uncertainties and risks that could cause actual
results to differ materially from those anticipated at the date of this Current Report on Form 8-K. Investors are cautioned not to rely
unduly on forward-looking statements when evaluating the information presented within.
| Item 9.01 | Financial Statements and Exhibits |
* Certain
information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material
and is the type that the registrant treats as private or confidential. A copy of omitted information will be furnished to the Securities
and Exchange Commission upon request; provided, however, that the parties may request confidential treatment pursuant to Rule 24b-2 of
the Securities Exchange Act of 1934, as amended, for any document so furnished.
SIGNATURE
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 hereunto duly authorized.
|
BITNILE HOLDINGS, INC. |
|
|
|
|
|
|
Dated: August 16, 2022 |
/s/ Henry Nisser |
|
|
Henry Nisser
President and General Counsel |
|
-3-
Ault Global (AMEX:DPW)
Historical Stock Chart
From Mar 2024 to Apr 2024
Ault Global (AMEX:DPW)
Historical Stock Chart
From Apr 2023 to Apr 2024