8-K
filed June 22, 2026, 8:00 AM ET
ticker OLOX
CIK 0001023994
M&A
confidence high
sentiment neutral
materiality 0.75
OLENOX INDUSTRIES INC. (OLOX): M&A transaction — Olenox acquires CS Digital Ventures for $30M upfront plus earnout; issues Series E preferred
OLENOX INDUSTRIES INC.
- Acquired 100% of CS Digital for $30M upfront ($14M Series E preferred + $16M unsecured note) plus warrants for 1.5M shares at $5/$7/$9.
- Up to $20M additional Series E earnout shares tied to cumulative revenue and Adjusted EBITDA milestones.
- CS Digital operates 35 MW of installed power capacity for bitcoin mining and high-density compute workloads.
- Series D preferred stock exchanged for Series E; conversion capped at 19.9% of outstanding common until stockholder approval obtained.
- Seller note of $16M unsecured, customary terms; registration rights and non-compete covenants apply.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
OLENOX INDUSTRIES INC. incurred debt of US$16,000,000 with CS Digital Ventures, LLC and the Sellers.
- Principal
- US$16,000,000
- Counterparty
- CS Digital Ventures, LLC and the Sellers
- Event
- incurrence
Exact text from the filing
issued shares of the Company’s Series E Preferred Stock, par value $1.00 per share (the “Series E Preferred Stock”), issued at a stated value of $100.00 per share, and (b) US$16,000,000 in the form of an unsecured promissory note issued by the Company to the Sellers (the “Seller Note”); (ii) warrants to purchase an aggregate of 1,500,000 shares of the Company’s
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
OLENOX INDUSTRIES INC.: Filed Certificate of Designation of Series E Preferred Stock establishing rights, preferences, privileges and restrictions (effective 2026-06-17).
- Change
- charter amendment
- Effective
- 2026-06-17
Exact text from the filing
On June 17, 2026, in connection with the closing of the Acquisition, the Company filed a Certificate of Designation of Series E Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware, establishing the rights, preferences, privileges and restrictions of the Series E Preferred Stock.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
OLENOX INDUSTRIES INC. completed an acquisition involving CS Digital Ventures, LLC for US$30,000,000 in upfront consideration (closed 2026-06-16).
- Action
- acquisition
- Counterparty
- CS Digital Ventures, LLC
- Consideration
- US$30,000,000 in upfront consideration
- Closing
- 2026-06-16
Exact text from the filing
Secretary of State on or about June 17, 2026. Aggregate Consideration. The aggregate consideration payable by the Company under the Amended Purchase Agreement consists of: (i) US$30,000,000 in upfront consideration, payable at closing, comprised of (a) US$14,000,000 in newly issued shares of the Company’s Series E Preferred Stock, par value $1.00 per share (the
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
OLENOX INDUSTRIES INC. amended Amended Purchase Agreement with CS Digital Ventures, LLC valued at US$30,000,000 in upfront consideration (effective 2026-06-16).
- Action
- amendment
- Agreement
- asset purchase
- Counterparty
- CS Digital Ventures, LLC
- Value
- US$30,000,000 in upfront consideration
- Effective
- 2026-06-16
Exact text from the filing
On June 16, 2026, Olenox Industries Inc., a Delaware corporation (the “Company”), entered into an Amended and Restated Membership Interest Purchase Agreement (the “Amended Purchase Agreement”) with CS Digital Ventures, LLC
View on SEC.gov
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