XML 33 R23.htm IDEA: XBRL DOCUMENT v3.22.1
SUBSEQUENT EVENTS
3 Months Ended
Mar. 31, 2022
Subsequent Events [Abstract]  
Subsequent Events

16. SUBSEQUENT EVENTS

 

Subsequent events have been evaluated through May 16, 2022, the date at which the condensed consolidated financial statements were available to be issued, and the Company has concluded that no such events or transactions took place that would require disclosure herein except as stated directly below.

 

Equity Purchase Agreement with B. Riley Principal Capital, LLC

In April 2022, Greenidge and the Investor terminated the 2021 Purchase Agreement and entered into a new Purchase Agreement.

 

As disclosed in Note 9, Greenidge entered into the 2021 Purchase Agreement with the Investor whereby the Company had the right to sell to the Investor a certain amount of its class A common stock, subject to certain conditions and limitations, from time to time during the term of the 2021 Purchase Agreement. Greenidge and the Investor entered into a mutual termination agreement on April 6, 2022 (the "Mutual Termination"), which became effective immediately upon signing. Prior to the termination, the Company had sold an aggregate of 2,547,500 shares of class A common stock pursuant to the 2021 Purchase Agreement representing proceeds of $54.9 million, net of discounts, under the 2021 Purchase Agreement. The Company did not incur any early termination penalties as a result of the Mutual Termination.

 

On April 7 2022, Greenidge entered into a new common stock purchase agreement, as amended by Amendment No. 1 to Common Stock Purchase Agreement, dated as of April 13, 2022 (as amended, the “2022 Purchase Agreement”) with the Investor. Pursuant to the 2022 Purchase Agreement, Greenidge has the right to sell to the Investor up to $500 million in shares of its class A common stock, subject to certain limitations and the satisfaction of specified conditions in the 2022 Purchase Agreement, from time to time over the 24-month period commencing on April 28, 2022. Under the applicable Nasdaq rules, unless stockholder approval is obtained, Greenidge may not sell more than 19.99% of the total number of shares of its class A common stock and class B common stock issued and outstanding immediately prior to the execution of the 2022 Purchase Agreement, which number of shares shall be reduced on a share-for-share basis by the number of shares of class A common stock that may be aggregated with the transactions contemplated by the 2022 Purchase Agreement under the applicable Nasdaq rules. Sales of common stock pursuant to the 2022 Purchase Agreement,

and the timing of any sales, are solely at the option of the Company, and the Company is under no obligation to sell any securities to the Investor under the 2022 Purchase Agreement.

 

In connection with the 2022 Purchase Agreement, Greenidge entered into a Registration Rights Agreement with the Investor, pursuant to which Greenidge agreed to prepare and file a registration statement registering the resale by the Investor of those shares of Greenidge’s class A common stock to be issued under the 2022 Purchase Agreement. The registration statement became effective on April 28, 2022, relating to the resale of 5,720,951 shares of Greenidge’s class A common stock in connection with the 2022 Purchase Agreement.

 

From April 28, 2022 to May 16, 2022, we issued 15,000 shares of our class A common stock to the Investor pursuant to the Purchase Agreement for aggregate proceeds of approximately $0.1 million, net of discounts.