Argo Blockchain plc [ n ] American Depositary Shares Representing [ n ] Ordinary Shares (Nominal Value £0.001 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • September 17th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • New York
ARGO BLOCKCHAIN PLC and WILMINGTON SAVINGS FUND SOCIETY, FSB as Trustee INDENTURE dated as of November 17, 2021 SENIOR DEBT SECURITIES CROSS REFERENCE TABLEIndenture • November 17th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • New York
ARGO BLOCKCHAIN PLC and WILMINGTON SAVINGS FUND SOCIETY, FSB as Trustee INDENTURE dated as of [•], 2021 SENIOR DEBT SECURITIES CROSS REFERENCE TABLEIndenture • November 10th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • New York
ARGO BLOCKCHAIN PLC 8.75% SENIOR NOTES DUE 2026 UNDERWRITING AGREEMENTUnderwriting Agreement • November 8th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • New York
The information in this pricing term sheet relates to the offering of [ ]% Senior Notes due 2026 of Argo Blockchain plc and is qualified in its entirety by reference to the Preliminary Prospectus, dated November______, 2021 (the “Preliminary Prospectus”). The information in this pricing term sheet supplements the Preliminary Prospectus and updates and supersedes the information in the Preliminary Prospectus to the extent it is inconsistent with the information in the Preliminary Prospectus. Terms used and not defined herein have the meanings assigned in the Preliminary Prospectus.
SHARE PURCHASE AGREEMENT DATED AS OF FEBRUARY 2, 2021Share Purchase Agreement • August 19th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation
AMONG: GPU.ONE HOLDING INC., a legal person duly incorporated under the Canada Business Corporations Act, having its head office at 3680 avenue du Musée, Montreal, Quebec, H3G 2C9;
SENIOR SECURED CREDIT AGREEMENT Dated as of December 28, 2022 among ARGO BLOCKCHAIN PLC, as Parent, ARGO OPERATING US LLC as the Borrower, GALAXY DIGITAL LLC, as Administrative Agent and Collateral Agent, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO...Senior Secured Credit Agreement • May 2nd, 2023 • Argo Blockchain PLC • Finance services
This SENIOR SECURED CREDIT AGREEMENT (as amended, restated, amended and restated, refinanced, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of December 28, 2022, among ARGO BLOCKCHAIN PLC, a public limited company incorporated under the laws of England and Wales (the “Parent”), ARGO OPERATING US LLC, a Delaware limited liability company (the “Borrower”), GALAXY DIGITAL LLC, as Administrative Agent and Collateral Agent, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
Agreement and Plan of Merger by and among ARGO BLOCKCHAIN PLC and ARGO INNOVATION FACILITIES (US), INC. and DPN LLC and THE DPN OWNERS dated as of March 4, 2021 AGREEMENT AND PLAN OF MERGERMerger Agreement • August 19th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • Delaware
This Agreement and Plan of Merger (this “Agreement”), dated as of March 4, 2021, is entered into among Argo Blockchain PLC, a UK public limited company (“Argo”), Argo Innovation Facilities (US), Inc., Delaware corporation (“Merger Sub”), DPN LLC, a Delaware limited liability company (“Company”), and the members of Company set forth in the Allocation Schedule attached hereto as Schedule A-1 (each, an “Owner”, and collectively, the “Owners”, and together with the Company, the “Seller Parties”).
ARGO BLOCKCHAIN PLC and WILMINGTON SAVINGS FUND SOCIETY, FSB as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of November 17, 2021 to the Indenture dated as of November 17, 2021 8.75% Senior Notes due 2026First Supplemental Indenture • November 17th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of November 17, 2021, between Argo Blockchain plc, a public limited company incorporated under the laws of England and Wales (the “Company”), and Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”).
MASTER DIGITAL CURRENCY LOAN AGREEMENTMaster Digital Currency Loan Agreement • November 8th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • New York
This Master Digital Currency Loan Agreement (“Agreement”) is made on this 16th Day of June, 2021 (“Effective Date”) by and between Argo Innovation Labs LLC (“Borrower”), a limited liability company organized and existing under the laws of the Vancouver, with its principal place of business at [700-401 West Georgia Street, Vancouver, British Columbia, Canada V6B 5A1], and Galaxy Digital LLC (“Galaxy” or “Lender”) a limited liability company organized and existing under the laws of the state of Delaware, with its principal place of business at 101 Hudson Street FL 21, Jersey City, NJ 07302.
MASTER LEASE AGREEMENTMaster Lease Agreement • August 19th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • Delaware
This MASTER LEASE AGREEMENT (the “Lease”) is made and entered into by and among Celsius Networks Lending LLC, a limited company organized under the laws of the State of Delaware with its principal place of business at 221 River Street, 9th Floor, Suite 9129 in Hoboken, NJ ("Lessor"), and the Lessee identified below:
MASTER DIGITAL CURRENCY COLLAR LOAN AGREEMENTMaster Digital Currency Collar Loan Agreement • September 10th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation • New York
This Master Digital Currency Collar Loan Agreement (“Agreement”) is made on this 9th Day of September, 2021 (“Effective Date”) by and between Argo Innovation Labs Inc., (“Borrower”), a legal person duly incorporated under the Business Corporations Act (British Columbia),with its principal place of business at 700-401 West Georgia Street, Vancouver, British Columbia, Canada V6B 5A1, and Galaxy Digital LLC (“Galaxy” or “Lender”) a limited liability company organized and existing under the laws of the state of Delaware, with its principal place of business at 101 Hudson Street FL 21, Jersey City, NJ 07302.
EXHIBIT B LOAN TERM SHEETLoan Agreement • November 8th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation
The following loan agreement dated October 29th, 2021 incorporates all of the terms of the Master Digital Currency Loan Agreement entered into by Argo Innovation Labs Inc. (“Borrower”) and GALAXY DIGITAL LLC (“Galaxy”) on June 16th, 2021 and the following specific terms:
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. LEASE SCHEDULELease Schedule • August 19th, 2021 • Argo Blockchain PLC • Services-computer processing & data preparation
