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Lender penny warrants

Company: TeraWulf

Subject kind
financing
Statement date
2023-03-30
Promised amount
26666669.0 warrants
Event date
2023-03-01
Current status
stated

What the later record shows

Not a promise: a reported event · happened March 1, 2023

The claim reports a Penny Warrant issuance that had already happened, under the March 1, 2023 Warrant Agreement. Later filings confirm the April 1, 2024 to December 31, 2025 exercise window and restate the count as 27,759,265.

“On March 1, 2023, in connection with the execution of the Fifth Amendment to the LGSA, the Company entered into a Warrant Agreement to issue the following warrants to the lenders”
2024-03-19 · TeraWulf 10-K filed 2024-03-20 View cached copy (2026-09-13)Live source ↗
“The Lender Penny Warrants are exercisable during the period beginning on April 1, 2024 through December 31, 2025”
2024-03-19 · TeraWulf 10-K filed 2024-03-20 View cached copy (2026-09-13)Live source ↗

Checked October 9, 2026 against filings, releases and reporting published after the claim was made. Quotes are verbatim from the linked documents.

The claim, verbatim

Company issued 26,666,669 warrants representing 10% of fully diluted equity with $0.01 exercise price, exercisable April 1, 2024 through December 31, 2025

Source (primary)

TeraWulf 10-K filed 2023-03-31 (SEC EDGAR, sec_filing)
View cached copy (2026-09-13)Live source ↗

Quote: “26,666,669 warrants to purchase an aggregate number of shares of the Company's common stock equal to 10.0% of the fully diluted equity of the Company as of the Fifth Amendment Effective Date with an exercise price of $0.01 per share...The Lender Penny Warrants are exercisable during the period beginning on April 1, 2024 and ending at 5:00 p.m., New York City time, on December 31, 2025”

How we checked this

Checked on October 11, 2026. The cited source supports every part of this claim.

The filing's description of the March 1, 2023 Fifth Amendment Warrant Agreement states all of these terms. It says the warrants were issued in a private placement.

Confirmed in the source:

What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1083301/000155837023005301/wulf-20221231x10k.htm) in full (569,235 characters, retrieved September 13, 2026) and checked each assertion in the claim against it.

Additional evidence

confirms TeraWulf 10-K filed 2023-03-31

Quote: “26,666,669 warrants to purchase an aggregate number of shares of the Company's common stock equal to 10.0% of the fully diluted equity of the Company as of the Fifth Amendment Effective Date with an exercise price of $0.01 per share...The Lender Penny Warrants are exercisable during the period beginning on April 1, 2024 and ending at 5:00 p.m., New York City time, on December 31, 2025”

View cached copy (2026-09-13)Live source ↗

Record of changes

September 13, 2026 — stated
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
September 14, 2026 — delayed
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
October 9, 2026 — outcome unconfirmed
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
October 9, 2026 — stated
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.