APLD to contribute cloud unit to Ekso for 97% stake; renamed ChronoScale

Applied Digital Corp.

APLD subsidiary contributes Applied Digital Cloud Corp to Ekso for 138,216,820 shares, representing ~97% of combined equity.
Ekso will rename to ChronoScale Corporation; APLD designees to hold 4 of 7 board seats post-closing.
Closing expected Q2 2026; conditions include stockholder approval, PIPE investment with minimum $15M cash.
Initial APLD board designees: Wes Cummins (Chairman), Jason Zhang, Ella Benson, Richard Nottenburg.
Pre-closing PIPE investment will be dilutive to both Ekso legacy stockholders and APLD's Cloud.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Applied Digital Corp. entered into Contribution and Exchange Agreement with Ekso Bionics Holdings, Inc. (effective 2026-02-15).

Action: entry
Agreement: merger
Counterparty: Ekso Bionics Holdings, Inc.
Effective: 2026-02-15

Exact text from the filing

On February 15, 2026, APLD Intermediate HoldCo LLC, a Delaware limited liability company ("APLD Intermediate"), APLD ChronoScale HoldCo LLC, a Delaware limited liability company and a wholly owned subsidiary of APLD Intermediate ("Contributor"), each a wholly owned direct or indirect subsidiary of Applied Digital Corporation, a Nevada corporation ("APLD" or the "Company"), and Applied Digital Cloud Corporation, a Nevada corporation, which at the time of the Closing (as defined below), will be a wholly owned subsidiary of Contributor ("Cloud"), entered into a Contribution and Exchange Agreement with Ekso Bionics Holdings, Inc., a Nevada corporation ("Ekso") (the "Contribution and Exchange Agreement") for purposes of consummating a business combination

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Source: SEC EDGAR

accession 0001493152-26-006897

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