By Chris Wack


TeraWulf Inc. said it expects to become a Nasdaq-listed company through a business combination with Ikonics Corp.

The companies will combine under a new holding company, which would change its name to TeraWulf Inc. and is expected to be listed on The Nasdaq Stock Market LLC under the trading symbol WULF.

TeraWulf is bitcoin mining company looking to generate environmentally sustainable bitcoin at an industrial scale in the U.S. using more than 90% zero-carbon energy. The company has 60,000 miners on order, and expects to have 50 megawatts of mining capacity online this year, and expects to have 800 MW mining capacity deployed by 2025.

Under the terms of the agreement, each outstanding share of Ikonics common stock will receive $5 in cash, one contingent value right, and one share of the combined company's common stock. Through the CVRs, which will not be publicly traded, the Ikonics shareholders will be entitled to received 95% of the proceeds from any sale of its legacy business completed during the 18 months following the closing of the business combination.

The shares of the combined company's common stock to be received by the Ikonics shareholders will collectively represent 2% of the combined company's pro forma common equity ownership. As of March 31, Ikonics had a net book value of $11.6 million, cash of $4.4 million and working capital of $4.1 million.

Following consummation of the transaction, the legacy business of Ikonics would be operated consistent with past practices but would be positioned for sale on terms that are acceptable to the board of directors of the combined company.

The transaction is expected to close in the second half of 2021.

The combined company will be led by Paul Prager as chairman and chief executive. Upon completion of the transaction, all members of the Ikonics board of directors will resign and be replaced by persons to be designated by TeraWulf.

Ikonics shares were halted at $11.30 in premarket trading.


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(END) Dow Jones Newswires

June 25, 2021 09:18 ET (13:18 GMT)

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