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Offering Highlights
Intended to be paid monthly
¹ The Company may, in its sole discretion, increase the maximum amount of Series E Preferred Stock to be sold in this Offering up to $100,000,000 of Series E Preferred Stock.
² Dividends are not guaranteed and are intended to be paid out of funds legally available, as authorized by the Board of Directors. If not so paid, dividends will accrue automatically. The stated dividend rate on the Series E Preferred Stock is 9% per annum of the Stated Value.
³ Senior securities, including our Preferred Stock, are exposed to the typical risks associated with an investment in us, including the risks related to our business, industry, and operational results. Please review the “Risk Factors” Section of the Prospectus for details on the risks associated with an investment in the Company.
⁴ The amount of Preferred Stock liquidation preference is fixed and you will have no right to receive any greater payment regardless of the circumstances. Our obligations to pay dividends or make distributions and, in the event of our liquidation, to make liquidation payments in respect of the Preferred Stock, your position will be subordinate to existing and future debt indebtedness or to a future class or series of equity securities which is senior to our Preferred Stock.
⁵ Issuer may redeem in Common Stock or Cash.
AI (Artificial Intelligence) + ML (Machine Learning) is Changing Lives
Large Language Models
Chat GPT, Gamma
Manufacturing Robots
iRobot/Roomba, Humanoid
Robots
Autonomous Driving
Self driving, Cruise Control
Smart Assistance
Siri, Alexa, Google
Healthcare Management
Robotic surgery assistances,
drug development, advanced
diagnostics & treatment plans
Preferred Stock
A simple investment structure that is designed to deliver basic investment objectives with an emphasis on predictability
and risk mitigation.
Stable Value
The share price does not fluctuate on client statements
Senior Position
The preferred shareholder must receive 100% of their dividend prior to the common shareholder getting paid any of their dividend.
Income
Preferred stockholders paid before common stockholders. 9% annualized cumulative dividend as authorized by the Board of Directors
Liquidity
Liquidity from Day 1 with a 3 year declining redemption fee: 9%, 7%, 5%.
Issuer may redeem in Common Stock or Cash.
RISK FACTORS & DISCLOSURES
An investment in Applied Digital’s Series E Preferred Stock involves certain risks, including the risk of a substantial loss of investment. You should carefully consider the information set forth in the “Risk Factors” section of the prospectus supplement and the prospectus for a discussion of material risk factors relevant to an investment in the Series E Preferred Stock, including but not limited to the following:
- Holders will be subject to company risk. The Series E Preferred Stock will be exposed to the typical risks associated with an investment in APLD, including the risks related to our business, the digital asset and data infrastructure industry, and operational results.
- Holders of the Preferred Stock will bear dividend risk. Dividends are discretionary by our board of directors. We may be unable to pay dividends on the Preferred Stock under some circumstances. In addition, the terms of any future indebtedness we may incur could preclude the payment of dividends in respect of equity securities, including the Preferred Stock, under certain conditions.
- There is limited liquidity and no public trading market for the Series E Preferred Stock and there is no guarantee that the Preferred Stock will be listed on a national securities exchange.
These and other risks may impact the company’s financial condition, operating results, returns to its investors, and ability to make distributions as stated in the company’s prospectus.
Investors should consider the investment objectives, risks, charges and expenses of the investment company carefully before investing. The prospectus supplement and the prospectus contain this and other relevant information. Investors should read the prospectus supplement and prospectus carefully before investing.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED ANY OFFERING OF APPLIED DIGITAL CORPORATION. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
THIS IS NEITHER AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO BUY THE SECURITIES DESCRIBED HEREIN. AN OFFERING IS MADE ONLY BY THE PROSPECTUS. THIS MATERIAL MUST BE PRECEDED OR ACCOMPANIED BY A PROSPECTUS. ALL INFORMATION CONTAINED IN THIS MATERIAL IS QUALIFIED IN ITS ENTIRETY BY THE TERMS OF THE PROSPECTUS. THE ACHIEVEMENT OF ANY GOALS IS NOT GUARANTEED.