Welcome to our dedicated page for Bitmine Immersion Technologies SEC filings (Ticker: BMNR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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BitMine Immersion Technologies, Inc. (NYSE American: BMNR) filed an 8-K disclosing three material events dated 8 July 2025:
- Consulting Agreement. The Company engaged Ethereum Tower LLC for a 10-year term to implement an ETH-focused treasury strategy. Treasury assets will consist of the net proceeds from two contemporaneous private placements plus any other digital assets designated by the Company. Operational partners receive 鈥渢rade-only鈥� access; custody remains with a bankruptcy-remote subsidiary under third-party control. The Company will pay management fees and related expenses, and early termination triggers liquidated damages.
- Strategic Advisor Agreement. Ethereum Tower Instant LLC will advise on growth initiatives for six months (extendable). Compensation is warrants equal to 5 % of the Company鈥檚 fully diluted share count at an exercise price of $5.40, exercisable for five years. The issuance relies on Rule 506(b) of Regulation D.
- Private Placements (Item 3.02). 鈥� Cash Offering: 36,309,592 common shares at $4.50 and 11,006,444 pre-funded warrants at $4.4999, raising 鈮� $212.9 million in USD. 鈥� Cryptocurrency Offering: 8,804,122 common shares at $4.50, raising 鈮� $39.6 million in ETH/BTC. ThinkEquity LLC acted as placement agent and received 1,231,945 warrants at $5.40. Combined, the Company issued or committed to issue roughly 57.3 million new shares (including pre-funded and placement agent warrants), materially increasing the share base.
The proceeds from both offerings become part of the ETH Treasury managed under the Consulting Agreement. All securities were issued in private transactions exempt from registration. A press release announcing the closings was issued 9 July 2025.
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