3//SEC Filing
Anchor Labs, Inc. 3
Accession 0001104659-24-113344
CIK 0001755953other
Filed
Oct 31, 8:00 PM ET
Accepted
Nov 1, 10:21 AM ET
Size
13.0 KB
Accession
0001104659-24-113344
Insider Transaction Report
Form 3
Anchorage Lending CA, LLC
Director10% Owner
Holdings
Warrant
Exercise: $1.50From: 2024-10-25Exp: 2034-10-25→ Common Stock (2,000,000 underlying)Convertible Debt
Exercise: $1.10Exp: 2027-10-25→ Common Stock (2,272,727 underlying)Convertible Debt
Exercise: $1.50Exp: 2027-10-25→ Common Stock (1,666,667 underlying)Warrant
Exercise: $0.01From: 2024-10-25Exp: 2034-10-25→ Common Stock (3,530,198 underlying)- 8,287,984
Common Stock, par value $0.0001 per share
Anchor Labs, Inc.
Director10% Owner
Holdings
Warrant
Exercise: $0.01From: 2024-10-25Exp: 2034-10-25→ Common Stock (3,530,198 underlying)Warrant
Exercise: $1.50From: 2024-10-25Exp: 2034-10-25→ Common Stock (2,000,000 underlying)Convertible Debt
Exercise: $1.10Exp: 2027-10-25→ Common Stock (2,272,727 underlying)- 8,287,984
Common Stock, par value $0.0001 per share
Convertible Debt
Exercise: $1.50Exp: 2027-10-25→ Common Stock (1,666,667 underlying)
Footnotes (4)
- [F1]Reflects 8,287,984 shares of common stock, par value $0.0001 per share (the "Shares"), of Gryphon Digital Mining, Inc. (the "Issuer"), issued to Anchorage Lending CA, LLC ("Anchorage Lending") on October 25, 2024, in connection with that certain Debt Repayment and Exchange Agreement, dated as of October 25, 2024, pursuant to which Anchorage Lending agreed to cancel certain outstanding debt owed by the Issuer to Anchorage Lending in exchange for, among other consideration, 8,287,984 Shares, a warrant to purchase 3,530,198 Shares at an exercise price of $0.01 per share (the "Penny Warrant") and a warrant to purchase 2,000,000 Shares at an exercise price of $1.50 per share (the "1.50 Warrant" and, together with the Penny Warrant, the "Warrants").
- [F2]Anchorage Lending is wholly owned by Anchor Labs, Inc., a Delaware corporation ("Anchor Labs"). Accordingly, Anchor Labs may be deemed to share beneficial ownership of the securities held of record by Anchorage Lending.
- [F3]Pursuant to the terms of the Warrants, the Issuer may not effect any exercise of the Warrants, and Anchorage Lending does not have the right to exercise any portion of the Warrants to the extent that, after giving effect to the attempted exercise, Anchorage Lending, together with its affiliates and any other persons acting as a group together with Anchorage Lending and its affiliates, would beneficially own more than 19.99% of the Shares of the Issuer outstanding upon the issuance of the Warrants (the "Beneficial Ownership Limitation"); provided, however, that Anchorage Lending shall be permitted to exercise the Warrants in excess of the Beneficial Ownership Limitation upon receipt of such stockholder approval as may be required by the applicable rules and regulations of The Nasdaq Stock Market, LLC (or any successor entity).
- [F4]Pursuant to the Debt Repayment and Exchange Agreement, the Issuer and Anchorage Lending entered into a Loan, Guaranty and Security Agreement, dated as of October 25, 2024 (the "Loan Agreement"), pursuant to which, upon the Issuer's receipt of stockholder approval of Anchorage Lending's ability to beneficially own in excess of 20% of the Shares, Anchorage Lending shall have the option to convert the principal loan balance of $5,000,000 (the "Loan") under the Loan Agreement as follows: $1.10 per Share for the first $2,500,000 principal amount of the Loan and $1.50 per Share for the second $2,500,000 principal amount of the Loan.
Documents
Issuer
Gryphon Digital Mining, Inc.
CIK 0001755953
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001783914
Filing Metadata
- Form type
- 3
- Filed
- Oct 31, 8:00 PM ET
- Accepted
- Nov 1, 10:21 AM ET
- Size
- 13.0 KB