Soluna Holdings Announces Debt Financing

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Soluna Holdings, Inc.

ALBANY, NY, Feb. 28, 2022 (GLOBE NEWSWIRE) — via NewMediaWire — Soluna Holdings, Inc. (“SHI” or the “Company”), (NASDAQ: SLNH), the parent company of Soluna Computing, Inc. (“SCI”), a developer of green data centers for crypto mining -currency and other computationally intensive, today announced debt financing.

Michael Toporek, CEO of Soluna Holdings, said, “This financing continues our commitment to fund our capital plan and minimize dilution for our common stockholders. »

On February 22, 2022, the Company issued to certain institutional lenders promissory notes in the aggregate principal amount of $7.5 million for an aggregate purchase price of $7.5 million. The notes were issued as the first tranche of a $20.0 million global financing. The Company plans to issue to the lenders a second tranche of promissory notes in the aggregate principal amount of $2.5 million for an aggregate purchase price of $2.5 million and a third tranche of promissory notes to order in the aggregate principal amount of $10.0 million for an aggregate purchase price of $10.0 million together with warrants for Class D common stock to purchase up to an aggregate of 500,000 common shares of the Company at an exercise price of $11.50 per share. The warrants will be immediately exercisable for two years from their issuance, subject to applicable rules of Nasdaq Stock Market LLC. Warrants will only be issued if and when the Third Tranche Notes are issued.

SHI intends to use the net proceeds from the financing for the acquisition, development and growth of data centers, including cryptocurrency mining processors, other computer processing equipment, storage data, electrical infrastructure, software and real estate, and operations, as well as for working capital and general business purposes, which include, but are not limited to, operating expenses .

The First Tranche Bonds have a maturity date of February 22, 2027 and the Second Tranche and Third Tranche Bonds will have a maturity date of five years from the date of issue, at which time the Bonds will be payable in full and will bear interest at a rate of 2% per annum. The Notes may be redeemed, at the Lender’s sole discretion, either on the applicable Maturity Date or on the first business day of each month that the Company maintains open a private offering of its shares of the Series A Cumulative Perpetual Preferred Shares to 9.0% of the Company, par value of $0.001 per share (the “Series A Preferred Shares”) tendering its rating in whole or in part as legal tender to purchase such Series A Preferred Shares at a price per share Series A Preferred Shares on the date immediately preceding the closing of such subscription, provided that if the Notes are not redeemed by May 2, 2022, the Notes will automatically be subscribed for Series A Preferred Shares. The Notes may be prepaid or reimbursed upon written notice to the other party.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, and there will be no sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or territory.

About Soluna Holdings, Inc.

Soluna Holdings, Inc. (Nasdaq: SLNH) is the leading developer of green data centers that convert excess renewable energy into global computing resources. Soluna builds modular and scalable data centers for compute-intensive and batchable applications such as cryptocurrency mining, AI and machine learning. Soluna offers a cost effective alternative to battery storage or transmission lines. Soluna’s MTI Instruments division manufactures precision tools and test equipment for the electronics, aviation, automotive, energy and other industries. Soluna and MTI Instruments use technology and intentional design to solve complex, real-world challenges. Up to 30% of the power from renewable energy projects can be wasted. Soluna’s data centers allow owners of clean electricity assets to “sell”. All. Megawatt.’

For more information about Soluna, please visit www.solunacomputing.com or follow us on LinkedIn at linkedin.com/solunaholdings and Twitter @SolunaHoldings.

Forward-looking statements

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect management’s current expectations as of the date of this communication and involve certain risks and uncertainties. Forward-looking statements include the statements below regarding the successful execution of the Company’s business strategy. The Company’s actual results could differ materially from those anticipated in these forward-looking statements due to various factors. These risks and uncertainties include, among other things, our ability to establish and maintain the proprietary nature of our technology through the patent process, as well as our ability to potentially license patents and patent applications to others. necessary to develop products; the availability of funding; the Company’s ability to implement its long-term business plan for various applications of its technology; the Company’s ability to enter into agreements with all necessary partners; the impact of competition; obtaining and maintaining all necessary regulatory approvals applicable to applications of the Company’s technology; and growth management and other risks and uncertainties which may be detailed from time to time in the Company’s reports filed with the Securities and Exchange Commission.

Investor Relations:

Kirin Smith, President
PCG Advisory, Inc.
646.823.8656
[email protected]


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