CLEANSPARK INC
For the period ended Dec 31, 2024. Filed Feb 6, 2025.
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Dec 31, 2024 · Filed Feb 6, 2025
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Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Offering of Convertible Senior Notes
On December 17, 2024, we completed the offering of the 2030 Notes. Additional information relating to the issuance of the 2030 Notes can be found in Note 10—Loans—2030 Convertible Note to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, as well as in our Current Report on Form 8-K filed with the SEC on December 17, 2024.
Issuer Purchases of Equity Securities The follow table provides information on our share repurchases during the three months ended December 31, 2024:
| Total Number of Shares Purchased | Average Price Paid Per Share(1) | Total Number of Shares Purchased as Part of Publicly Announced Program(2) | Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program(2) | |
|---|---|---|---|---|
| October 1, 2024 to October 31, 2024 | — | $— | — | $— |
| November 1, 2024 to November 30, 2024 | — | $— | — | $— |
| December 1, 2024 to December 31, 2024 | 11,759,935 | $12.33 | — | $— |
| Total | 11,759,935 | — |
(1)
Represents the use of approximately $145.0 million of the net proceeds from our convertible notes offering to repurchase shares of our common stock from investors in the 2030 Notes in privately negotiated transactions concurrently with the offering at a price per share of $12.33, which was the closing price per share of our common stock on December 12, 2024. The shares were repurchased at fair value, and the entire repurchase price was allocated to the repurchase of the shares.
(2)
On December 9, 2024, our board of directors authorized the repurchase of our common stock from certain investors in the 2030 Notes in privately negotiated transactions. We used approximately $145.0 million of the net proceeds from the offering to repurchase shares of our common stock from investors in the 2030 Notes.
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