Applied Digital Corp. — fact timeline

Applied Digital Corp. incurred senior notes of $1.59 billion with Goldman Sachs & Co. LLC as representative of the initial purchasers at 7.000% per annum maturing 2031-06-15.

“Act”), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The aggregate principal amount of notes sold in the offering was $1.59 billion. The notes were issued at a price equal to 100.000% of their principal amount. The Issuer intends to use the net proceeds from the offering to (i) fund the construction and”

Applied Digital Corp. entered into Indenture with Wilmington Trust, National Association (effective 2026-06-16).

“On June 16, 2026, the Issuer, APLD HPC Holdings 2 LLC (the direct parent of the Issuer), and the Subsidiary Guarantors entered into an indenture (the “Indenture”) with respect to the notes with Wilmington Trust, National Association, as trustee (the “Trustee”) and collateral agent (the “Collateral Agent”).”

Applied Digital Corp. entered into Purchase Agreement with Goldman Sachs & Co. LLC valued at $1.59 billion (effective 2026-06-09).

“The notes were sold under a purchase agreement, dated as of June 9, 2026, entered into by and among the Issuer, the subsidiary guarantors party thereto (the “Subsidiary Guarantors”) and Goldman Sachs & Co. LLC (“Goldman Sachs”) as the representative (the “Representative”) of the several initial purchasers named in Schedule I thereto (the “Initial Purchasers”), for resale to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act.”

Applied Digital Corp. completed a disposition involving Ekso Bionics Holdings, Inc. (closed 2026-05-05).

“On May 5, 2026 (the “Closing Date”), Applied Digital Corporation, a Nevada corporation (the “Company”), completed the previously announced divestiture of its cloud business pursuant to that certain Contribution and Exchange Agreement”

Applied Digital Corp. reported third fiscal quarter ended February 28, 2026 results: revenue Revenues: $126.6 million, net income Net loss attributable to common stockholders: $100.9 million, EPS Net loss attributable to common stockholders per basic and diluted share: $0.36.

“Fiscal Third Quarter 2026 Financial Highlights • Revenues: $126.6 million, up 139% from the prior year comparable period • Net loss attributable to common stockholders: $100.9 million, down 179% from the prior year comparable period • Net loss attributable to common stockholders per basic and diluted share: $0.36, down 125% from the prior year comparable period”

Applied Digital Corp. entered into ELN-03 Guaranty with CoreWeave Parent valued at Unconditional Springing Guaranty of Payment and Performance in connection with CoreWeave SPV's oblig (effective 2026-03-30).

“CoreWeave Parent also provided an Unconditional Springing Guaranty of Payment and Performance in connection with CoreWeave SPV’s obligations under the ELN-03 Parent Lease (the “ELN-03 Guaranty”), similar to the ELN-02 Guaranty.”

Applied Digital Corp. entered into ELN-03 Assignment Agreement with CoreWeave SPV valued at Assignment of all rights and obligations under the ELN-03 Parent Lease from CoreWeave Parent to Core (effective 2026-03-30).

“On March 30, 2026, CoreWeave Parent entered into an Assignment, Assumption and Consent Agreement with CoreWeave SPV and APLD ELN-03 LLC (the “Assignment Agreement”), assigning all of CoreWeave Parent’s rights and obligations under the ELN-03 Parent Lease to CoreWeave SPV for the remaining term of the ELN-03 Parent Lease and releasing CoreWeave Parent from the ELN-03 Parent Lease.”

Applied Digital Corp. entered into ELN-02 Guaranty with CoreWeave Parent valued at Unconditional Springing Guaranty of Payment and Performance in connection with CoreWeave SPV's oblig (effective 2026-03-30).

“On March 30, 2026, as further credit enhancement, CoreWeave Parent delivered to APLD ELN-02 LLC an Unconditional Springing Guaranty of Payment and Performance (the “ELN-02 Guaranty”) in connection with CoreWeave SPV’s obligations under the ELN-02 SPV Lease.”

Applied Digital Corp. entered into ELN-02 SPV Lease with CoreWeave Compute Acquisition Co. VIII, LLC valued at New datacenter lease for two data halls on substantially the same terms as the ELN-02 Parent Lease, (effective 2026-03-30).

“the Company entered into a new datacenter lease with CoreWeave Compute Acquisition Co. VIII, LLC (“CoreWeave SPV”), a wholly owned subsidiary of CoreWeave Parent, for those two data halls on substantially the same terms as the ELN-02 Parent Lease (the “ELN-02 SPV Lease”).”

Applied Digital Corp. amended ELN-02 Parent Lease Amendment with CoreWeave Parent valued at Amendment to suspend the term for two of the four data halls covered by the ELN-02 Parent Lease. (effective 2026-03-30).

“On March 30, 2026, the Company and CoreWeave Parent amended the ELN-02 Parent Lease to suspend the term for two of the four data halls covered by the lease (the “ELN-02 Parent Lease Amendment”)”

Applied Digital Corp. incurred senior notes of $2.15 billion with Goldman Sachs & Co. LLC as representative of the several initial purchasers named in Schedule I thereto at 6.750% per annum maturing March 15, 2031.

“Act”), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The aggregate principal amount of notes sold in the offering was $2.15 billion. The notes were issued at a price equal to 98.000% of their principal amount. The Issuer intends to use the net proceeds from the offering to fund the development and”

Applied Digital Corp. entered into Indenture with Wilmington Trust, National Association valued at $2.15 billion (effective 2026-03-10).

“ccount) in accordance with the provisions of the indenture governing the notes, and to pay related fees and expenses, including transaction”

Applied Digital Corp. entered an off-balance-sheet arrangement for guarantee of approximately $2.4 billion with The Babcock & Wilcox Company.

“the “Guarantee”) in favor of The Babcock & Wilcox Company (NYSE: BW) (“B&W”), pursuant to which Applied Digital has agreed to unconditionally and irrevocably guarantee the full and timely performance by Base Electron, Inc.”

Applied Digital Corp. entered into Guarantee with The Babcock & Wilcox Company (effective 2026-02-26).

“On February 26, 2026, Applied Digital Corporation (“Applied Digital” or the “Company”) entered into a Guarantee (the “Guarantee”) in favor of The Babcock & Wilcox Company (NYSE: BW) (“B&W”), pursuant to which Applied Digital has agreed to unconditionally and irrevocably guarantee the full and timely performance by Base Electron, Inc. (“Base Electron”) of its obligations under that certain Design-Build Agreement, dated February 26, 2026, by and between Base Electron and B&W (the “Design-Build Agreement”).”

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

“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”

Applied Digital Corp. entered into Promissory Note with Macquarie Equipment Capital, Inc. (effective 2025-12-18).

“APLD DevCo LLC (the “Borrower”), a Delaware limited liability company and a subsidiary of Applied Digital Corporation, a Nevada corporation (the “Company”), entered into an ongoing credit arrangement with Macquarie Equipment Capital, Inc., a Delaware corporation (the “Lender”), for the purposes of funding the initial sourcing, planning, development and construction costs associated with a new data center project (the “DevCo Facility”) and other potential projects.”

Applied Digital Corp. incurred loan of $45 million with Macquarie Equipment Capital, Inc. at 8.0% per annum maturing December 18, 2027.

“by, among other documents, a promissory note (the “Promissory Note”) executed by the Borrower in favor of the Lender. The Promissory Note provides for a principal sum of (a) $45 million (the “First Draw”), which was drawn on the Closing Date, plus (b) $55 million (the “Second Draw,” and, together with the First Draw, each, a “Draw” and, collectively, the”

Applied Digital Corp. incurred senior notes of $2.35 billion at 9.250% per annum maturing December 15, 2030.

“Act”), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The aggregate principal amount of notes sold in the offering was $2.35 billion. The notes were issued at a price equal to 97.000% of their principal amount. The Issuer intends to use the net proceeds from the offering to fund a portion of the construction”

Applied Digital Corp.: Increased authorized Series G Preferred Stock from 204,000 to 1,030,000 shares and adjusted the Floor Price limit from $4.33 to $4.48, with board discretion to further adjust Floor Price (effective 2025-10-21).

“On October 21, 2025, in connection with the entry into the Fourth Amendment, the Company filed an amendment (the “Fifth Certificate of Designations Amendment”) to the Certificate of the Designations, Powers, Preferences and Rights of Series G Convertible Preferred Stock, originally filed with the Secretary of State of the State of Nevada on April 30, 2025, as amended on each of August 14, 2025, September 11, 2025, September 25, 2025 and October 14, 2025 (as amended, the “Certificate of Designations”).”

Applied Digital Corp.: Amended Certificate of Designations for Series G Convertible Preferred Stock to increase Floor Price from $22.00 to $34.00 (effective 2025-10-14).

“On October 14, 2025, Applied Digital Corporation (the “Company”) filed an amendment (the “Certificate of Designations Amendment”) to the Certificate of the Designations, Powers, Preferences and Rights of Series G Convertible Preferred Stock, originally filed with the Secretary of State of the State of Nevada on April 30, 2025, as amended on August 14, 2025, September 11, 2025 and September 25, 2025 (as amended, the “Certificate of Designations”). The Certificate of Designations Amendment amends the Certificate of Designations to increase the Floor Price (as set forth in Section 1.5(c)(i) of the Certificate of Designations) to $34.00 from $22.00.”

Applied Digital Corp. issued Initial Common Units representing 7.5% of fully diluted common equity of the Subsidiary Issuer of unit to MIP HPC Holdings, LLC (an affiliate of Macquarie Asset Management) for no additional consideration.

“for no additional consideration, the Subsidiary Issuer agreed to issue to the Purchaser such number of Common Units of the Subsidiary Issuer representing, in the aggregate, seven and a half percent (7.5%) of the fully diluted common equity of the Subsidiary Issuer”

Applied Digital Corp. issued 112,500 Preferred Units of preferred stock to MIP HPC Holdings, LLC (an affiliate of Macquarie Asset Management) for $1,000 per Preferred Unit, aggregate purchase price of $112.5 million.

“at a price per Preferred Unit of $1,000, for an aggregate purchase price of $112.5 million”

Applied Digital Corp.: Amended Series G Convertible Preferred Stock Certificate of Designations to increase Floor Price from $12.50 to $22.00 (effective 2025-09-25).

“On September 25, 2025, Applied Digital Corporation (the “Company”) filed an amendment (the “Certificate of Designations Amendment”) to the Certificate of the Designations, Powers, Preferences and Rights of Series G Convertible Preferred Stock, originally filed with the Secretary of State of the State of Nevada on April 30, 2025, as amended on August 14, 2025 and September 11, 2025 (as amended, the “Certificate of Designations”). The Certificate of Designations Amendment amends the Certificate of Designations to increase the Floor Price (as set forth in Section 1.5(c)(i) of the Certificate of Designations) to $22.00 from $12.50.”

Applied Digital Corp. issued preferred stock to the investors signatory to the PEPA for increase the aggregate commitment amount ... from $300 million to $450 million.

“other things, increase the aggregate commitment amount of the shares of Series G Convertible Preferred Stock, par value $0.001 per share (the “Series G Preferred Stock”) from $300 million to $450 million. The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a form of which is attached hereto as”

Applied Digital Corp. incurred loan of $50 million (the “Initial Loan”), which was drawn on the Closing Date, plus (b) subject to the mutual consent of the Bor with Macquarie Equipment Capital, Inc. at 8.0% per annum maturing September 9, 2027.

“a promissory note (the “Promissory Note”) with Macquarie Equipment Capital, Inc., a Delaware corporation (the “Lender”). The Promissory Note provides for a principal sum of (a) $50 million (the “Initial Loan”), which was drawn on the Closing Date, plus (b) subject to the mutual consent of the Borrower and the Lender, additional loans in an aggregate principal”

Applied Digital Corp.: Increased authorized shares of Series G Convertible Preferred Stock from 156,000 to 204,000 shares via a Certificate of Designations Amendment filed with the Nevada Secretary of State on September 11, 2025 (effective 2025-09-11).

“On September 11, 2025, the Company filed an amendment (the “Certificate of Designations Amendment”) to the Certificate of the Designations, Powers, Preferences and Rights of Series G Convertible Preferred Stock, originally filed with the Secretary of State of the State of Nevada on April 30, 2025, as amended on August 14, 2025 (as amended, the “Certificate of Designations”).”

Applied Digital Corp.: Amended Certificate of Designations to increase initial Floor Price from $4.25 to $12.50 and change the floor price reduction limit from $1.34 to $4.33 (effective 2025-08-14).

“On August 14, 2025, the Company filed an amendment (the “Certificate of Designations Amendment”) to the Certificate of the Designations, Powers, Preferences and Rights of Series G Convertible Preferred Stock, originally filed with the Secretary of State of the State of Nevada on April 30, 2025 (the “Certificate of Designations”). The Certificate of Designations Amendment amends the Certificate of Designations to, among other things, (i) increase the initial Floor Price (as set forth in Section 1.5(c)(i) of the Certificate of Designations) to $12.50 from $4.25, and (ii) change the limit below which the Floor Price may not be reduced (as set forth in Section 1.5(c)(ii) of the Certificate of Designations) to $4.33 from $1.34.”

Applied Digital Corp. engaged CBIZ CPAs as its auditor.

“with the approval of the Audit Committee of the Company’s Board of Directors, CBIZ CPAs was engaged as the Company’s independent registered public accounting firm for the year ended May 31, 2025”

Marcum resigned as auditor of Applied Digital Corp..

“On June 18, 2025, Marcum resigned as the independent registered public accounting firm of Applied Digital Corporation”

Applied Digital Corp.: Filed Certificate of Designation for Series G Convertible Preferred Stock designating 156,000 shares with a stated value of $1,000 per share (effective 2025-04-30).

“On April 30, 2025, the Company filed a Certificate of the Designations, Powers, Preferences and Rights of Series G Convertible Preferred Stock with the Secretary of State of the State of Nevada designating 156,000 shares out of the authorized but unissued shares of its preferred stock as Series G Preferred Stock with a stated value of $1,000 per share”

Michael Maniscalco resigned as Chief Technology Officer at Applied Digital Corp..

“its former Chief Technology Officer, Michael Maniscalco, resigned, effective January 31, 2025, to pursue other opportunities”

David Rench changed role as Chief Administrative Officer at Applied Digital Corp..

“its former Chief Administrative Officer, David Rench, is transitioning to a consulting role with the Company, effective January 31, 2025”

Applied Digital Corp. incurred term loan of $375 million with Sumitomo Mitsui Banking Corporation at Daily Simple SOFR (as defined in the Credit Agreement) plus 3.50% from the Closi maturing eighteen (18) months after the Closing Date.

“The Credit Agreement provides for an aggregate of $375 million of term loans (collectively, the “Loans”), the entire amount of which was immediately available on the Closing Date”

Michael Maniscalco resigned as Chief Technology Officer at Applied Digital Corp..

“Michael Maniscalco, the Company’s Chief Technology Officer, has informed the Company that he is resigning, effective January 31, 2025, to pursue other opportunities.”

David Rench changed role as Chief Administrative Officer at Applied Digital Corp..

“The Company’s Chief Administrative Officer, David Rench, is transitioning to a consulting role with the Company, effective January 31, 2025.”

Laura Laltrello was appointed as Chief Operating Officer at Applied Digital Corp..

“On January 6, 2025, the Company welcomed Laura Laltrello as its Chief Operating Officer, effective as of January 6, 2025.”

Applied Digital Corp.: Increased authorized common stock to 400,000,000 shares and preferred stock to 10,000,000 shares via Certificate of Amendment to Second Amended and Restated Articles of Incorporation (effective 2024-11-20).

“On November 20 , 2024, the Company filed a Certificate of Amendment to the Articles (the “Certificate of Amendment”), to increase the number of shares of (i) common stock authorized for issuance thereunder to 400,000,000 shares, each share of common stock having a par value of $0.001 and (ii) preferred stock authorized for issuance thereunder to 10,000,000 shares.”

Applied Digital Corp.: Filed Certificate of Designations establishing Series E-1 Preferred Stock (effective 2024-11-08).

“On November 8, 2024, the Company filed a Certificate of Designations of the Powers, Preferences and Relative, Participating, Optional and Other Restrictions of Series E-1 Preferred Stock of the Company (the “Certificate of Designations”) with the Secretary of State of the State of Nevada to establish the rights, privileges, preferences, and restrictions of the Series E-1 Preferred Stock.”

Applied Digital Corp.: Terminated designations of Series A, B, and D Convertible Preferred Stock by filing Withdrawals of Designation with the Nevada Secretary of State, removing those provisions from the Articles of Incorporation (effective 2024-10-21).

“On October 21, 2024, the Company filed Withdrawals of Designation relating to the Preferred Stock (the “Withdrawals of Designation”) with the Secretary of State of the State of Nevada and terminated the designations of the Preferred Stock.”

Saidal Mohmand was appointed as Chief Financial Officer at Applied Digital Corp..

“Also effective October 15, 2024, Saidal Mohmand, the Company’s current Executive Vice President of Finance, will succeed Mr. Rench as the Company’s Chief Financial Officer.”

David Rench changed role as Chief Administrative Officer at Applied Digital Corp..

“Effective October 15, 2024, David Rench, the Company’s current Chief Financial Officer since March 2021, is transitioning from his role as Chief Financial Officer to Chief Administrative Officer of the Company.”

Applied Digital Corp.: Certificate of Amendment to Series E Preferred Stock Certificate of Designations: dividend rate set at 9.0%, Holder Redemption Notice effective last day of month after receipt, death redemption allowed in cash or common stock, 19.99% cap on common shares issuable for redemption, and 60-day notice pr (effective 2024-05-16).

“On May 16, 2024, the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to the Certificate of Designation of Rights, Privileges, Preferences, and Restrictions (the “Certificate of Designations”) of Series E Preferred Stock with the Secretary of State of the State of Nevada, which provides that (i) dividends on the shares of Series E Preferred Stock (the “Shares”) shall accrue at an annual rate of 9.0% of the Stated Value of the Shares, (ii) a Holder Redemption Notice (as defined in the Certificate of Designations) shall be effective as of the last day of the month after a Holder Redemption Notice is duly received by the Company, or its designated agent, (iii) the Company’s redemption of the Shares upon the death of a beneficial holder of the Shares shall be made in either cash or with fully paid and non-assessable shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) in the sole and absolute discretion of the board of directors of”

Applied Digital Corp. entered into Services Agreement with Preferred Shareholder Services, LLC (effective 2024-05-16).

“On May 16, 2024, the Company entered into a Services Agreement (the “Services Agreement”) with Preferred Shareholder Services, LLC (“PSS”), an affiliate of the Dealer Manager, pursuant to which PSS will provide certain post-Offering support services to the Company relating to the Series E Preferred Stock.”

Applied Digital Corp. entered into Dealer Manager Agreement with Preferred Capital Securities, LLC (effective 2024-05-16).

“On May 16, 2024, Applied Digital Corporation (the “Company”) entered into a Dealer Manager Agreement (the “Dealer Manager Agreement”) with Preferred Capital Securities, LLC (the “Dealer Manager”)”

Applied Digital Corp. entered into Sales Agreement with Roth Capital Partners, LLC valued at $25,000,000 (effective 2024-05-06).

“On May 6, 2024, Applied Digital Corporation (the “Company”) entered into a Sales Agreement (the “Sales Agreement”) with Roth Capital Partners, LLC (the “Agent”), pursuant to which the Company may offer and sell, from time to time, through the Agent, up to $25,000,000 of shares of its common stock, par value $0.001 per share (the “Common Stock”).”

Applied Digital Corp. entered into Cooperation and Standstill Agreement with Oasis Management Co., Ltd. valued at Entry into Cooperation and Standstill Agreement with Oasis appointing Ella Benson to the Board and a (effective 2024-04-30).

“On April 30, 2024, Applied Digital Corporation (the “Company”) entered into a Cooperation and Standstill Agreement (the “Agreement”) with Oasis Management Co., Ltd. (“Oasis”), pursuant to which Oasis agreed to certain cooperation and standstill provisions and the Company agreed to appoint Ella Benson, an employee of Oasis, to the Company’s Board of Directors (the “Board”) as an independent director and as Chairperson of the Board’s Nominating and Governance Committee and further agreed to nominate Ms. Benson for election as a director of the Company at the Company’s 2024 and 2025 annual meetings of stockholders and to continue her tenure as Chair of the Nominating and Governance Committee in accordance with the terms and conditions set forth in the Agreement.”

Ella Benson was appointed as Director at Applied Digital Corp..

“On April 30, 2024, pursuant to the Agreement described in Item 1.01 of this Current Report, the Company appointed Ms. Benson to serve as a director effective as of May 6, 2024”

Applied Digital Corp. incurred convertible notes of $10 million with YA II PN, LTD..

“issue discount and a deduction of a $25,000 due diligence fee (the “First Promissory Note”). Under the PPA, the issuance of the second Promissory Note in the principal amount of $10 million in consideration of a cash payment by the Investor of $9.5 million, representing a five percent original issue discount (the “Second Promissory Note”) was subject to the”

Applied Digital Corp. entered into Second Promissory Note with YA II PN, LTD. valued at $10,000,000 (effective 2024-04-24).

“d in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 1, 2024, Applied Digital Corporation, a Nevada corporation (the “Company”) entered into a Prepaid Advance Agreement (the “PPA”) dated March 27, 2024, with YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”). In accordance with the terms of the PPA, the Investor agreed to advance up to $50 million to the Company pursuant to two convertible unsecured promissory notes (the “Promissory Notes”), which are convertible into shares of the Company’s Common Stock, par value $0.001, per share (the “Common Shares”).”

Applied Digital Corp. entered into Prepaid Advance Agreement with YA II PN, LTD. valued at $50,000,000 (effective 2024-03-27).

“As previously reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 1, 2024, Applied Digital Corporation, a Nevada corporation (the “Company”) entered into a Prepaid Advance Agreement (the “PPA”) dated March 27, 2024, with YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”).”