Oct. 26, 2021
The deal team of Jon Talcott, Peter Strand, Mike Bradshaw, Gary Brown and Kaylen Loflin, with assistance from Richard Levin (Cryptoassets), Jack Smith (Power Regulation), Michelle Johnson and Sue Stoffer (Employment and Benefits), and Wells Hall and Drew Hermiller (Tax), represented the underwriters, led by B. Riley Securities and Cowen as joint book-running managers, in an upsized $146 million initial public offering (IPO) for Stronghold Digital Mining, Inc., a cryptocurrency mining company that utilizes its reclamation power plant to mine bitcoins at one of the lowest costs in the industry.
The offering consisted of 7,690,400 shares of its Class A common stock at $19.00 per share, which included the exercise in full by the underwriters of their option to purchase up to an additional 1,003,095 shares of Class A common stock.
The shares of Class A common stock began trading on The Nasdaq Global Market on October 20, 2021, under the ticker symbol “SDIG.”
Earlier this year, Nelson Mullins represented B. Riley Securities as placement agent in the $85 million private placement of Series A Convertible Redeemable Preferred Stock and $20 million private placement of Series B Convertible Redeemable Preferred Stock of Stronghold. In connection with the IPO, the Series A and Series B Preferred Stock automatically converted into Class A common stock. The Series A Preferred Stock private placement included a reorganization into an umbrella partnership-C corporation, or “Up-C,” a special type of organization that permits founders and/or sponsors to retain certain tax benefits associated with the operating company LLC, while issuing shares of a holding corporation.
Established in 1897, Nelson Mullins is an Am Law 100 firm of more than 800 attorneys and government relations professionals with offices in 11 states and Washington, D.C. For more information on the firm, go to www.nelsonmullins.com.
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