Conditional prepayment obligation to Yorkville if registration statement not effective by July 8
Company: Applied Digital
What the later record shows
Outcome not yet confirmed
This is a conditional obligation. Later passages restate the prepayment terms but do not say whether the May Registration Statement missed the July 8 deadline or whether any weekly prepayments were made.
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 is obligated to prepay promissory notes to Yorkville on pro rata basis in weekly installments of $2.5 million cash or $5.0 million common shares (at Yorkville's discretion) if May Registration Statement on Form S-1 is not declared effective by July 8, 2024
Source (primary)
Applied Digital 8-K filed 2024-06-07 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗
Quote: “the Registration Statement on Form S-1 filed by the Company on May 31, 2024 (the "May Registration Statement") is not declared effective by the Securities and Exchange Commission (the "SEC") by July 8, 2024 (the "Effectiveness Deadline")... then starting on the Effectiveness Deadline... the Company is obligated to prepay the promissory notes issued in connection with the March PAA and May PAA (on a pro rata basis) in equal weekly installments of either $2.5 million in cash or $5.0 million in Common Shares as determined by YA in its sole discretion”
How we checked this
Checked on October 10, 2026. The cited source supports every part of this claim.
The filing says the Company must make these prepayments to YA (whose notes it calls the Yorkville Promissory Notes) starting July 8, 2024 if the May S-1 is not effective by then. Prepayments are pro rata, in weekly installments of $2.5 million cash or $5.0 million in shares, at YA's election.
Confirmed in the source:
- The prepayment obligation is triggered if the May Registration Statement on Form S-1 is not declared effective by the SEC by July 8, 2024
- The Company is obligated to prepay the promissory notes issued to YA (Yorkville) in connection with the March and May Prepaid Advance Agreements
- Prepayments are made on a pro rata basis
- Prepayments are in equal weekly installments of either $2.5 million in cash or $5.0 million in common shares
- The choice between cash and shares is determined by YA in its sole discretion
What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1144879/000114487924000151/apld-20240607.htm) in full (13,148 characters, retrieved August 31, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms Applied Digital 8-K filed 2024-06-07
Quote: “the Registration Statement on Form S-1 filed by the Company on May 31, 2024 (the "May Registration Statement") is not declared effective by the Securities and Exchange Commission (the "SEC") by July 8, 2024 (the "Effectiveness Deadline")... then starting on the Effectiveness Deadline... the Company is obligated to prepay the promissory notes issued in connection with the March PAA and May PAA (on a pro rata basis) in equal weekly installments of either $2.5 million in cash or $5.0 million in Common Shares as determined by YA in its sole discretion”