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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): April 11, 2022

 

TERAWULF INC.
(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-41163 85-1909475
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer
Identification No.)

 

9 Federal Street

Easton, Maryland 21601

(Address of principal executive offices) (Zip Code)

(410) 770-9500

(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 (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))

 

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 per share   WULF The Nasdaq Stock Market LLC

 

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 8.01Other Events.

 

On April 11, 2022, TeraWulf Inc. issued a press release announcing a public offering and a concurrent private offering of its common stock. The press release is attached hereto as Exhibit 99.1 and is incorporated in this Item 8.01 by reference.

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit
Number
  Description
99.1  TeraWulf Inc. Press Release dated April 11, 2022.
104  Cover Page Interactive Data File (embedded within the inline XBRL document).

 

 

 

 

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, hereunto duly authorized.

 

  TERAWULF INC.
     
  By:

/s/ Kenneth J. Deane

  Name: Kenneth J. Deane
  Title: Chief Financial Officer and Treasurer

 

Dated: April 11, 2022

 

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