XML 36 R23.htm IDEA: XBRL DOCUMENT v3.25.1
Subsequent Events
12 Months Ended
Dec. 31, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 15: SUBSEQUENT EVENTS

 

Master Colocation Agreements:

 

On January 3, 2025, we entered into a Master Colocation Agreement (the “MCA”) with a NASDAQ-listed publicly traded company. The MCA begins in January 2025 and has an initial term of one year, which the parties can extend upon mutual agreement. Under the terms of the MCA, we will provide approximately 20 MW of colocation capacity at one of the Company’s facilities. The MCA includes provisions for digital colocation services.

 

On March 21, 2025, we executed a Master Colocation Agreement (the “MA”) with a NASDAQ-listed publicly traded company. The MA has an initial term of three years, which the parties can extend upon mutual agreement. Under the terms of the MA, we will provide approximately 64 MW of colocation capacity at one of the Company’s facilities. The MA includes provisions for digital colocation services.

 

Litigation:  

 

For updates subsequent to December 31, 2024 regarding the Marshall Loan, W Capital Loan, Celsius Loan and Colocation Agreement, see Note 10 – Commitments and Contingencies, Marshall Loan and W Capital Loan, and Celsius Loan and Colocation Agreement.

Nasdaq Notices

 

MVLS Notice:

 

On January 24, 2025, the Company received written notice (the “MVLS Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that for the last 33 consecutive business days prior to the date of the MVLS Notice, the Company’s Market Value of Listed Securities (“MVLS”) was less than the $35.0 million minimum required for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(b)(2) (the “MVLS Rule”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Staff has provided the Company with 180 calendar days, or until July 23, 2025, to regain compliance with the MVLS Rule. The MVLS Notice has no immediate effect on the listing of the Company’s securities on The Nasdaq Capital Market, and the Company’s Common Stock continues to trade under the symbol “MIGI.”

If the Company regains compliance with the MVLS Rule during the 180-day compliance period ending on July 23, 2025 (the “MVLS Compliance Period”), the Staff will provide written confirmation to the Company and close the matter. To regain compliance with the MVLS Rule, the Company’s MVLS must meet or exceed $35.0 million for a minimum of ten consecutive business days during the MVLS Compliance Period (unless the Staff exercises its discretion to extend such ten-business day period under Nasdaq Listing Rule 5810(c)(3)(H)). In the event the Company does not regain compliance with the MVLS Rule prior to the expiration of the MVLS Compliance Period, it will receive written notification that its securities are subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq Hearings Panel.

 

Bid Price Notice:

 

On February 6, 2025, the Company received written notice (the “Bid Price Notice”) from the Staff of Nasdaq notifying the Company that for the last 30 consecutive business days prior to the date of the Bid Price Notice, the closing bid price of Company’s Common Stock was less than the $1.00 per share minimum bid price required for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(a)(2) (the “Bid Price  Rule”). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Staff has provided the Company with 180 calendar days, or until August 5, 2025, to regain compliance with the Bid Price Rule. The Bid Price Notice has no immediate effect on the listing of the Company’s securities on Nasdaq, and the Company’s Common Stock continues to trade under the symbol “MIGI.” 

 

If the Company regains compliance with the Bid Price Rule during the 180-day compliance period ending on August 5, 2025 (the “Bid Price Compliance Period”), the Staff will provide written confirmation to the Company and close the matter. To regain compliance with the Bid Price Rule, the bid price for Company’s Common Stock must meet or exceed $1.00 per share minimum of ten consecutive business days during the Bid Price Compliance Period (unless the Staff exercises its discretion to extend such ten-business day period under Nasdaq Listing Rule 5810(c)(3)(H)). If the Company does not regain compliance by August 5, 2025, it may be eligible for an additional 180-day period to regain compliance. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for Nasdaq, except the Bid Price Rule. In addition, the Company would be required to provide written notice of its intention to cure the minimum bid price deficiency during this second compliance period by effecting a reverse stock split, if necessary. In the event the Company does not regain compliance with the Bid Price Rule prior to the expiration of the Bid Price Compliance Period and is not granted an additional 180-day compliance period, it will receive written notification that its securities are subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq Hearings Panel. 

 

The Company will continue to monitor its MVLS and the bid price and consider its available options to regain compliance with the MVLS Rule and the Bid Price Rule. However, there can be no assurance that the Company will be able to regain compliance with the MVLS Rule during the MVLS Compliance Period or the Bid Price Rule during the Bid Price Compliance Period, secure a second 180-day period to regain compliance, if necessary, or otherwise maintain compliance with the MVLS Rule and the Bid Price Rule or the other Nasdaq listing requirements.