---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-013609"
form_type: "8-K"
ticker: "BMNR"
cik: "0001829311"
company_name: "BITMINE IMMERSION TECHNOLOGIES, INC."
filed_at: "2026-03-30T23:59:59+00:00"
generated_at: "2026-05-15T08:26:03.933854+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Bitmine Immersion acquires Ethereum staking infrastructure firm Pier Two Holdings for up to $36.3M

## Summary
- 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.

## SEC filing metadata
- accession: 0001493152-26-013609
- form_type: 8-K
- ticker: BMNR
- cik: 0001829311
- company_name: BITMINE IMMERSION TECHNOLOGIES, INC.
- filed_at: 2026-03-30T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1829311/000149315226013609/0001493152-26-013609-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1829311/000149315226013609/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-013609
- JSON: https://secwatch.observer/filing/0001493152-26-013609.json
- Plain text: https://secwatch.observer/filing/0001493152-26-013609.txt

## Source-grounded claims
- claim_id: 30e61af1cae9707ea280774740237641cf2fe45c
  claim: BITMINE IMMERSION TECHNOLOGIES, INC. completed an acquisition involving Pier Two Holdings Pty Ltd for $14,000,000 (closed 2026-03-24).
  evidence_excerpt: 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1829311/000149315226013609/0001493152-26-013609-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.