XML 40 R28.htm IDEA: XBRL DOCUMENT v3.24.3
Debt (Tables)
 3 Months Ended
Aug. 31, 2024
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt Instruments
Long-term debt consisted of the following components (in thousands):
Interest RateMaturity DateAugust 31, 2024May 31, 2024
CIM Promissory Loan (1)
12%June 2027105,000 — 
Starion Ellendale Loan (2)
7.48%February 202815,214 16,145 
Vantage Transformer Loan6.50%February 2029— 3,609 
Cornerstone Bank Loan (3)
8.59%March 202914,923 15,576 
Yorkville Convertible Debt
—%
April and June 2025
— 80,243 
Starion Term Loan (4)
6.50%July 20279,298 10,021 
Other long-term debt (5)
12,285 297 
Deferred financing costs, net of amortization
(43,601)(501)
Less: Current portion of debt
(6,892)(45,918)
Long-term debt, net$106,227 $79,472 
(1)Pursuant to a parent guarantee, the CIM Promissory Loan is guaranteed by the Company, and is secured by a continuing security interest in substantially all of its respective assets except for Excluded Assets (as defined in the Guarantee and Collateral Agreement).
(2)The Starion Ellendale Loan is guaranteed by APLD ELN-01 LLC, a wholly-owned subsidiary of the Company, and is secured by the Ellendale facility, a security interest in substantially all of the assets of APLD ELN-01 LLC, and a security interest in the form of a collateral assignment of the Company’s rights and interests in all master hosting agreements related to the Ellendale Facility.
(3)The Cornerstone Bank Loan is guaranteed by APLD GPU-01, LLC, a wholly-owned subsidiary of the Company, and is secured by a security interest in multiple Terms of Service Agreements for HPC based systems related to AI Cloud Computing Services, which are to be serviced at the Jamestown hosting facility.
(4)The Starion Term Loan is guaranteed by APLD Hosting, LLC, a wholly-owned subsidiary of the Company, and is secured by the Jamestown hosting facility, a security interest in substantially all of the assets of APLD Hosting LLC, and interests in all master hosting agreements related to the Jamestown hosting facility.
(5)Inclusive in this number is $12.0 million of proceeds from the issuance of two SAFE agreements which were accounted for as liabilities. See further discussion below.
Schedule of Maturities of Long-Term Debt
Below is a summary of the remaining principal payments due over the life of the term loans as of August 31, 2024 (in thousands):
Remainder of FY25$7,296 
FY2610,454 
FY2711,134 
FY28112,659 
FY293,176 
Thereafter (1)
12,000 
Total$156,719 
(1)Represents $12.0 million of proceeds from the issuance of two SAFE agreements which were accounted for as liabilities. See further discussion below.
Fair Value Measurement Inputs and Valuation Techniques The estimated fair value of the CIM Warrants was based on the following significant inputs:
Initial Warrants
Additional Warrants
Warrant issue date
June 17, 2024August 11, 2024
Contractual term
5 years
5 years
Volatility105 %110 %
Risk-free rate4.25 %3.76 %
Dividend yield— %— %