Iris Energy Limited 8,269,231 Ordinary Shares Underwriting AgreementUnderwriting Agreement • November 9th, 2021 • Iris Energy LTD • Services-computer processing & data preparation • New York
Iris Energy Limited, a corporation existing under the laws of Australia (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 8,269,231 ordinary shares, with no par value, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,240,384 ordinary shares of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The ordinary shares of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Ordinary Shares”.
Certain confidential information contained in this document, marked by [***], has been omitted because Iris Energy Limited (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. IRIS ENERGY...At Market Issuance Sales Agreement • September 13th, 2023 • Iris Energy LTD • Finance services • New York
Senior Indenture Dated as of [ ], [ ]Senior Indenture • September 13th, 2023 • Iris Energy LTD • Finance services • New York
SENIOR INDENTURE, dated as of [ , ], between Iris Energy Limited, a corporation existing under the laws of Australia, as the Company, and [ ], as Trustee.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 23rd, 2022 • Iris Energy LTD • Services-computer processing & data preparation • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 23, 2022, is by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the “Investor”), and Iris Energy Limited (ACN 629 842 799), a corporation existing under the laws of Australia (the “Company”).
NON-FIXED PRICE SALES AND PURCHASE AGREEMENT BETWEEN Bitmain Technologies Limited (“Bitmain”)Sales and Purchase Agreement • December 22nd, 2022 • Iris Energy LTD • Services-computer processing & data preparation
This non-fixed price sales and purchase agreement (this “Agreement”) is made on July 5, 2021 by and between Bitmain Technologies Limited (“Bitmain”) (Company number: 2024301), with its registered office at Unit Al of Unit A, 11th Floor, Success Commercial Building, 245-25 l Hennessy Road, Hong Kong, and IE CA Development Holdings 6 Ltd. (the “Purchaser”) (Company number: 793440603BC1310638), with its principal place of business at ***.
Page 5 of 31 #98824359v2 “US$” or “US Dollar(s)” means the lawful currency of the United States of America. “Warranty Period” means the period of time that the Products are covered by the warranty granted by BITMAIN or its Affiliates in accordance...Future Sales and Purchase Agreement • August 28th, 2024 • Iris Energy LTD • Finance services • Delaware
MASTER EQUIPMENT FINANCE AGREEMENTMaster Equipment Finance Agreement • December 22nd, 2022 • Iris Energy LTD • Services-computer processing & data preparation
THIS MASTER EQUIPMENT FINANCE AGREEMENT (this “Master Agreement”) is dated as of December 15, 2020, between IE CA 2 HOLDINGS LTD., a company incorporated pursuant to the laws of the province of British Columbia with an address of Suite 201 - 290 Wallinger Avenue, Kimberley, BC V1A 1Z1 (“Borrower”), and ARCTOS CREDIT, LLC, a Delaware limited liability company with an address of 2443 Fillmore Street #406, San Francisco, CA 94115 (“Lender”).
Certain confidential information contained in this document, marked by [***], has been omitted because Iris Energy Limited (the “Company”) has determined that the informationMaster Equipment Finance Agreement • December 22nd, 2022 • Iris Energy LTD • Services-computer processing & data preparation • New York
THIS MASTER EQUIPMENT FINANCE AGREEMENT (this “Master Agreement”) is dated as of March 24, 2022 (the “Closing Date”), among IE CA 4 HOLDINGS LTD., a corporation incorporated pursuant to the laws of the Province of British Columbia with an address of c/o Suite 201 – 290 Wallinger Avenue, Kimberley, BC V1A 1Z1 (“Borrower”), NYDIG ABL LLC, a Delaware limited liability company with an address of 510 Madison Avenue, 21st Floor, New York City, NY 10022 (“NYDIG”), as lender (in such capacity, the “Lender”) and as servicer (in such capacity, the “Servicer”), and NYDIG as collateral agent (in such capacity, the “Collateral Agent”) hereunder.
ContractForward Stock Purchase Transaction • December 6th, 2024 • IREN LTD • Finance services • New York
Certain identified information has been excluded from this document pursuant to the Instructions As To Exhibits of Form 20-F because disclosure would constitute a clearly unwarranted invasion of personal privacy. Redacted information is indicated by [***].
Joinder AgreementJoinder Agreement • May 15th, 2024 • Iris Energy LTD • Finance services • New York
WHEREAS, Iris Energy Limited, a corporation existing under the laws of Australia (the “Company”), and B. Riley Securities, Inc. (“B. Riley Securities”), Cantor Fitzgerald & Co. (“Cantor”) and Compass Point Research & Trading, LLC (“Compass Point”; each of B. Riley Securities, Cantor and Compass Point individually an “Agent” and collectively, the “Agents”), heretofore executed and delivered an At Market Issuance Sales Agreement, dated September 13, 2023 (the “Sales Agreement”), providing for the issuance and sale of Ordinary Shares (as defined therein); and
RE: Iris Energy Limited – Legal Opinion, Purchase AgreementLegal Opinion • September 23rd, 2022 • Iris Energy LTD • Services-computer processing & data preparation • New South Wales
This opinion letter (the “Opinion Letter”) is being furnished in connection with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or related prospectus, other than as expressly stated herein with respect to the issue of the Securities.
Page 5 of 5 #98810023v4 1.2 Call Purchase Fee. i. The Purchaser shall pay BITMA1N, as consideration for the Call Option (“Call Purchase Fee”): 1. an amount of US$12,768,000 which is calculated as 10% of the Original Call Purchase Price, within seven...Supplemental Agreement • August 28th, 2024 • Iris Energy LTD • Finance services
Certain confidential information contained in this document, marked by [***], has been omitted because Iris Energy Limited (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. ORDINARY SHARE...Ordinary Share Purchase Agreement • September 23rd, 2022 • Iris Energy LTD • Services-computer processing & data preparation • New York
This ORDINARY SHARE PURCHASE AGREEMENT is made and entered into as of September 23, 2022 (this “Agreement”), by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the “Investor”), and Iris Energy Limited (ACN 629 842 799), a corporation existing under the laws of Australia (the “Company”).
Joinder AgreementJoinder Agreement • May 15th, 2024 • Iris Energy LTD • Finance services • New York
WHEREAS, Iris Energy Limited, a corporation existing under the laws of Australia (the “Company”), and B. Riley Securities, Inc. (“B. Riley Securities”), Cantor Fitzgerald & Co. (“Cantor”) and Compass Point Research & Trading, LLC (“Compass Point”; each of B. Riley Securities, Cantor and Compass Point individually an “Agent” and collectively, the “Agents”), heretofore executed and delivered an At Market Issuance Sales Agreement, dated September 13, 2023 (the “Sales Agreement”), providing for the issuance and sale of Ordinary Shares (as defined therein); and
Joinder AgreementJoinder Agreement • May 15th, 2024 • Iris Energy LTD • Finance services • New York
WHEREAS, Iris Energy Limited, a corporation existing under the laws of Australia (the “Company”), and B. Riley Securities, Inc. (“B. Riley Securities”), Cantor Fitzgerald & Co. (“Cantor”) and Compass Point Research & Trading, LLC (“Compass Point”; each of B. Riley Securities, Cantor and Compass Point individually an “Agent” and collectively, the “Agents”), heretofore executed and delivered an At Market Issuance Sales Agreement, dated September 13, 2023 (the “Sales Agreement”), providing for the issuance and sale of Ordinary Shares (as defined therein); and
RE: Iris Energy Limited – Legal Opinion, Sales AgreementSales Agreement • March 21st, 2024 • Iris Energy LTD • Finance services • New South Wales
This opinion letter (this “Opinion Letter”) is being furnished in connection with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or related prospectus, other than as expressly stated herein with respect to the issue of the Ordinary Shares.
RE: Iris Energy Limited – Legal Opinion, Sales AgreementSales Agreement • May 15th, 2024 • Iris Energy LTD • Finance services • New South Wales
This opinion letter (this “Opinion Letter”) is being furnished in connection with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or related prospectus, other than as expressly stated herein.
