UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.02 Termination of a Material Definitive Agreement
On March 8, 2023, Marathon Digital Holdings, Inc. (the “Borrower”) terminated its loan with Silvergate Bank (the “Lender”) under that certain Term Credit and Security Agreement (the “Term Facility”), and Revolving Credit and Security Agreement (the “RLOC Facility”), by and between Lender and Borrower, both dated as of July 28, 2022 (together, the “Facilities”). The Lender waived the prepayment charge equal to one-half percent (0.50%) of the principal balance due under Section 2.2 of the Term Facility. Further, the Lender hereby waived the Borrower’s required ninety (90) day notice period concerning termination under the RLOC Facility.
Item 9.01 Exhibits
| 104 | Inline XBRL |
FORWARD-LOOKING STATEMENTS
This Form 8-K and other reports filed by Registrant from time to time with the Securities and Exchange Commission (collectively, the “Filings”) contain or may contain forward-looking statements and information that are based upon beliefs of, and information currently available to, Registrant’s management as well as estimates and assumptions made by Registrant’s management. When used in the Filings the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan” or the negative of these terms and similar expressions as they relate to Registrant or Registrant’s management identify forward-looking statements. Such statements reflect the current view of Registrant with respect to future events and are subject to risks, uncertainties, assumptions and other factors relating to the Registrant’s industry, Registrant’s operations and results of operations and any businesses that may be acquired by Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.
Although Registrant believes that the expectations reflected in the forward-looking statements are reasonable, Registrant cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, Registrant does not intend to update any of the forward-looking statements to conform these statements to actual results.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: March 8, 2023
| MARATHON DIGITAL HOLDINGS, INC. | ||
| By: | /s/ Hugh Gallagher | |
| Name: | Hugh Gallagher | |
| Title: | Chief Financial Officer | |