October 23, 2025
TeraWulf Inc. (NASDAQ: WULF), a company whose stock has surged nearly 400% over the past six months, announced on Thursday the successful completion of a $3.2 billion private debt offering by its subsidiary, WULF Compute LLC. The capital is earmarked to finance a significant portion of the company's ongoing data center expansion at its Lake Mariner campus in Barker, New York.
The offering consisted of 7.750% senior secured notes due in 2030. The notes were sold at par to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as detailed in a statement based on a Securities and Exchange Commission (SEC) filing.
According to the terms, the notes will mature on October 15, 2030. Interest will be paid semiannually on April 15 and October 15, commencing on April 15, 2026. The indenture governing the notes stipulates that no principal amortization is required for any data center building until its completion, with subsequent payments to be made on a semi-annual schedule.
The agreement provides WULF Compute with certain redemption flexibilities. The company may redeem the notes, in whole or in part, at any time after October 15, 2027, at specified prices. Prior to that date, redemptions are permitted at 100% of the principal amount plus a make-whole premium and accrued interest. Furthermore, TeraWulf may redeem up to 40% of the notes' aggregate principal using proceeds from specific equity offerings before October 15, 2027.
To protect noteholders, the indenture includes covenants that restrict WULF Compute and its guarantors from certain activities without meeting specified conditions. These limitations include incurring additional debt, paying dividends, making certain investments, creating liens, selling assets, and engaging in mergers or affiliate transactions. The company is also obligated to offer to repurchase the notes at 101% of principal, plus accrued interest, in the event of a change of control.
Demonstrating a strong commitment to the project's success, TeraWulf has issued a completion guarantee. This ensures the company will fund any financial shortfall to complete the data center expansion on time if the note proceeds and other available funds prove insufficient.
In a related development, Citizens JMP Securities responded to the announcement by raising its price target on TeraWulf from $13.00 to $18.00, maintaining a Market Outperform rating on the stock. The transaction is expected to close on October 23, 2025, subject to standard market conditions.
SOURCE m.uk.investing
