TeraWulf acquires Beowulf E&D for ~$52.4M, eliminates related-party structure

TERAWULF INC.

Total consideration ~$52.4M: $3M cash + 5M shares at close; up to $19M cash + $13M stock in earnouts.
Acquisition simplifies corporate structure, eliminates related-party relationship; 94 employees transition to TeraWulf.
New 35-year lease for 162.7 acres in Somerset, NY for crypto mining and HPC data center operations.
Company reaffirms 2025 cost guidance: SG&A $40-45M, operating expenses $20-25M.
Transaction approved by independent committee with fairness opinion from Piper Sandler.

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