Soluna Holdings, Inc. ("Soluna" or the "Company") (NASDAQ:SLNH), a developer of green data centers for intensive computing applications including Bitcoin mining and Artificial Intelligence (AI), today announced the pricing of a public offering of an aggregate of 9,090,909 shares of its common stock (or pre-funded warrants in lieu thereof), Series A warrants to purchase 9,090,909 shares of its common stock and Series B warrants to purchase 9,090,909 shares of its common stock, at a combined public offering price of $0.55 per share (or pre-funded warrant in lieu thereof) and accompanying warrants. Each of the Series A warrants and the Series B warrants will have an exercise price of $0.55 per share and will be exercisable immediately upon issuance. The Series A Warrants will expire on the five-year anniversary of the initial exercise date and the Series B Warrants will expire on the twenty-four-month anniversary of the initial exercise date. The closing of the offering is expected to occur on or about July 17, 2025, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
The gross proceeds from the offering, before deducting the placement agent's fees and other offering expenses payable by the Company, are expected to be approximately $5 million. The Company intends to use the net proceeds from the offering for working capital, project-level equity, and general corporate purposes.
The securities described above are being offered pursuant to a registration statement on Form S-1 (File No. 333- 287519), which was declared effective by the Securities and Exchange Commission (the "SEC") on July 15, 2025. The offering is being made only by means of a prospectus forming part of the effective registration statement relating to the offering. A preliminary prospectus relating to the offering has been filed with the SEC. Electronic copies of the final prospectus, when available, may be obtained on the SEC's website at http://www.sec.gov and may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at [email protected].
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
About Soluna Holdings, Inc. (NASDAQ:SLNH)
Soluna is on a mission to make renewable energy a global superpower, using computing as a catalyst. The Company designs, develops, and operates digital infrastructure that transforms surplus renewable energy into global computing resources. Soluna's pioneering data centers are strategically co-located with wind, solar, or hydroelectric power plants to support high-performance computing applications, including Bitcoin Mining, Generative AI, and other compute-intensive applications. Soluna's proprietary software MaestroOS(™) helps energize a greener grid while delivering cost-effective and sustainable computing solutions and superior returns. To learn more, visit solunacomputing.com and follow us on:
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Soluna regularly posts important information on its website and encourages investors and potential investors to consult the Soluna investor relations and investor resources sections of its website regularly.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include all statements, other than statements of historical fact, regarding our current views and assumptions with respect to future events regarding our business and our expectations with respect to the completion of the offering, the satisfaction of customary closing conditions related to the offering, the anticipated use of proceeds therefrom, and other statements that are predictive in nature. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "confident" and similar statements. Readers are cautioned that any forward-looking information provided by us or on our behalf is not a guarantee of future performance. Actual results may differ materially from those contained in these forward-looking statements as a result of various factors disclosed in our filings with the SEC, including the "Risk Factors" section of our Annual Report on Form 10-K filed with the SEC on March 31, 2025, as well as other risks described in the section entitled "Risk Factors," in the Company's registration statement on Form S-1 (File No. 333-287519). All forward-looking statements speak only as of the date on which they are made, and we undertake no duty to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except to the extent required by law.
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Public Relations
West of Fairfax for Soluna
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