BITMINE IMMERSION TECHNOLOGIES, INC. (BMNR): M&A transaction — Bitmine Immersion acquires Ethereum staking infrastructure firm Pier Two Holdings for up to $36.3M

BITMINE IMMERSION TECHNOLOGIES, INC.

Total consideration includes $10.5M in stock (501,545 shares at $20.9346), $14M deferred, up to $11.8M earnout.
Pier Two provides hybrid cloud and bare metal non-custodial staking for Ethereum; adds validator operations and staking-as-a-service.
Management services agreement with Ethereum Tower LLC grants 2% membership interest in Buyer and monthly fee based on staking rewards.
Issued 501,545 shares as stock consideration to accredited investors under Section 4(a)(2)/Reg D, subject to six-month lock-up with monthly 1/6 releases.
Deferred consideration of $14M payable in cash and stock; earnout up to $11.8M based on operational milestones over 12 months.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

BITMINE IMMERSION TECHNOLOGIES, INC. completed an acquisition involving Pier Two Holdings Pty Ltd for $14,000,000 (closed 2026-03-24).

Action: acquisition
Counterparty: Pier Two Holdings Pty Ltd
Consideration: $14,000,000
Closing: 2026-03-24

Exact text from the filing

Consideration being released from such restrictions on each monthly anniversary of March 24, 2026 (the “ Closing Date ”); (iii) deferred consideration in an aggregate amount of $14,000,000, payable in a combination of cash and shares of Common Stock; and (iv) potential earnout consideration of up to $11,801,000, payable in shares of Common Stock based on the

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BITMINE IMMERSION TECHNOLOGIES, INC. filing history →

Source: SEC EDGAR

accession 0001493152-26-013609

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