Announcement • Jul 21
Greenidge Generation Holdings Inc. announced that it expects to receive $39.319985 million in funding from Conversant Pif Aggregator A Lp, Atlas GREE Investment Holdco LLC and other investors.
Greenidge Generation Holdings Inc. announced that it has entered into subscription agreements in connection with PIPE Transaction on July 19, 2026. Pursuant to the subscription agreements the company agreed to issue and sell (i) 2,923,976 class A common shares at an issue price of $1.71 for gross proceeds of $4,999,998.96 (ii) a senior secured convertible promissory note in the principal amount of $10,000,000 and (iii) a three-year warrant to purchase 1,754,386 shares of the Company’s Class A common stock for total aggregate gross proceeds of $14,999,998.96 to MIG REF II INFR, LLC, to issue 2,923,976 class A common shares at an issue price of $1.71 for gross proceeds of $4,999,998.96 to Atlas GREE Investment Holdco LLC, 3,479,532 class A common shares at an issue price of $1.71 for gross proceeds of $5,949,999.72 to Conversant PIF Aggregator A LP and to issue 7,818,706 class A common shares at an issue price of $1.71 for gross proceeds of $13,369,987.26 to certain other institutional investors, insiders including the Company’s Chief Executive Officer, Chief Financial Officer and President and a member of the board of directors. The company will raise total aggregate gross proceeds of $39,319,984.9. The issue price is equal to the closing price of the Company’s Class A common stock on The Nasdaq Global Select Market (“Nasdaq”) on the last trading day immediately preceding the signing of the Subscription Agreements, or July 17, 2026. The convertible note will accrue interest on its outstanding principal amount, as increased from time to time by any capitalized payment-in-kind (“PIK”) interest, at a rate of 10.0% per annum, commencing on the issuance date. The outstanding principal amount of the MIG Convertible Note, together with any accrued and unpaid interest thereon, will become due and payable on the third anniversary of the issuance date (the “Maturity Date”) or upon any earlier redemption (including any special mandatory redemption), acceleration or repurchase in accordance with the terms of the MIG Convertible Note. Upon the occurrence and continuation of an event of default, the interest rate will automatically increase to 15.0% per annum. MIG will have the right, in its sole discretion, to convert all or any portion of the outstanding principal amount of the MIG Convertible Note, including any accrued and unpaid PIK interest thereon, into shares of the Company’s Class A common stock at a conversion price of $2.1375 per share, subject to adjustment as provided therein. The conversion right may be exercised at any time after the later of (i) the issuance date of the MIG Convertible Note and (ii) the date on which the Regulatory Approvals are obtained, including prior to, on or after the Maturity Date. The MIG Convertible Note will provide that, if the Regulatory Approvals are not obtained on or prior to March 31, 2027, the Company will be required to redeem the MIG Convertible Note on March 31, 2027. The MIG Convertible Note will be secured by a first-priority lien on the collateral pledged pursuant to a security agreement and other related security documents to be entered into in connection with the closing of the PIPE Transaction. Warrant will be exercisable immediately upon issuance at an exercise price of $1.71 per share, subject to adjustment as provided therein, and will expire on the third anniversary of the issuance date. The PIPE Shares, Sponsor Incentive Shares, MIG Convertible Note, MIG Conversion Shares, MIG Warrant and MIG Warrant Shares are being offered and sold by the Company in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), afforded by Section 4(a)(2) thereof and/or Regulation D promulgated thereunder. The transaction is approved by shareholders of the company. The Company has agreed to reimburse MIG for reasonable, documented out-of-pocket expenses incurred in connection with the PIPE Transaction in an amount not to exceed $350,000.
