TeraWulf

Last updated
TeraWulf Inc.
Nasdaq:  WULF
Company type Public
IndustryCryptocurrency mining
FoundedJanuary 2021;4 years ago (2021-01)
Founder
  • Paul B. Prager
  • Nazar Khan
Headquarters9 Federal Street, Easton, Maryland,
United States
Key people
Services Bitcoin mining
Website www.terawulf.com

TeraWulf Inc. is an American bitcoin mining company. Founded in 2021 and publicly listed on Nasdaq under the ticker WULF, it operates mining facilities in New York and Pennsylvania. [1] [2]

Contents

History

TeraWulf was incorporated in January 2021 by chairman and CEO Paul Prager and COO Nazar Khan. Both founders have backgrounds in energy through Prager's private firm, Beowulf Energy LLC. In December 2021, TeraWulf became publicly traded as WULF on Nasdaq through a reverse merger with Ikonics Corporation, a special purpose acquisition company. [3] [4] TeraWulf is involved in constructing and operating large-scale data centers equipped with computers (miners) that solve complex mathematical problems to validate transactions on the Bitcoin network and earn new Bitcoin as a reward. [5]

In 2019, an application was filed with New York for the development of the Lake Mariner facility; this application stated the project was "not targeting bitcoin or any other cyber currency," a claim that contrasts with the company's subsequent exclusive focus on Bitcoin mining. [6] In December 2021, TeraWulf became a publicly traded company by completing a reverse merger with Ikonics Corporation, a publicly traded SPAC. This merger provided TeraWulf with a listing on the Nasdaq exchange under the ticker symbol "WULF". [3] The company embarked on an aggressive capital-raising and expansion strategy. This included several financings through the issuance of convertible bonds, preferred stock, and at-the-market (ATM) offerings of common stock. In June 2022, the company entered into a standby equity purchase agreement to sell up to $50 million of its common stock to an affiliate of Yorkville Advisors. [7] These financings were used to fund the construction and development of its mining facilities and to purchase mining equipment. [8] [9]

Controversies and allegations

"Zero-carbon" and greenwashing allegations

One of TeraWulf's principal pillars to investors is its claim to be a "zero-carbon Bitcoin miner". In August 2024, an investigative report by Hunterbrook Media challenged these claims. [6] The report alleged that TeraWulf could not legally substantiate its renewable energy claims without purchasing Renewable Energy Credits (RECs), which it had not done. [10] Prager's energy company, Beowulf Energy LLC, has a history in fossil fuels. In 2020, it revived a struggling coal plant in Hardin, Montana, to provide power for a Bitcoin mining operation for Marathon Digital Holdings. This project was cited by Hunterbrook as contradicting TeraWulf's narrative of a pure "zero-carbon" heritage. [4]

TeraWulf has faced scrutiny for its financial transactions with entities linked to its CEO, Paul Prager, with critical reports from firms like Grizzly Research alleging these dealings have transferred value from shareholders to corporate insiders. [3] (Beowulf E&D), a company owned by Prager, entered into a multi-year "Administrative and Infrastructure Services Agreement" with Beowulf E&D, under which Beowulf provides a wide range of services, including construction, engineering, operations, maintenance, and corporate functions. In 2023 alone, TeraWulf paid $20.3 million in management and service fees to Beowulf E&D. This accounted for approximately 38% of TeraWulf's total operating and administrative expenses that year. [6]

Lake Mariner Lease

TeraWulf leases the land for its flagship Lake Mariner facility from Somerset Operating Company LLC, another entity 99.9% owned by Prager. In addition to rent, TeraWulf issued 8.5 million shares to this entity in 2022 as part of a lease amendment—a payment valued at the time at $11.5 million, which critics argued was vastly disproportionate to the original lease terms. [3]

Ties to Past Stock Promotion Scandals

TeraWulf's second-largest shareholder was reportedly an entity controlled by Bryan Pascual, who was implicated in helping Riot Blockchain's management hide related-party transactions in 2018. Its third-largest shareholder was an entity controlled by the wife of John O'Rourke, the former CEO of Riot Blockchain, who was charged by the SEC for his role in a $27 million market manipulation scheme. [3]

John O'Rourke has been reported to have deep ties with stock promoter Barry Honig, who was subsequently barred by the SEC from participating in penny stock offerings. O'Rourke was reportedly instrumental in arranging several of TeraWulf's early financings. [3]

References

  1. "TeraWulf (WULF) Valuation Check After Bitcoin Slide, Share Dilution and AI Data Center Transition Concerns - Simply Wall St News". simplywall.st. Retrieved 2025-12-17.
  2. Report, Staff (2025-12-17). "TeraWulf defends data center as 'research' amid zoning fight". Fingerlakes1.com. Retrieved 2025-12-17.
  3. 1 2 3 4 5 6 Research, Grizzly (2024-08-15). "Beware of TeraWulf: We Believe the Company is a Charade to Enrich Insiders at the Cost of Investors and Backed by Notorious Pump and Dump Artists – Grizzly Research LLC" . Retrieved 2025-12-17.
  4. 1 2 Hase, Michael (2025-12-17). "Unearthing TeraWulf: Legal Storms and Damning Allegations Rock "Zero-Carbon" Bitcoin Miner". CareTaker News Now. Retrieved 2025-12-17.
  5. "Bitcoin miner TeraWulf CFO targets AI-driven data centers | CFO Dive". www.cfodive.com. Retrieved 2025-12-17.
  6. 1 2 3 Hunterbrook. "Coal, Crypto, and False Branding: Inside TeraWulf's Greenwashing Machine". newsletter.hntrbrk.com. Retrieved 2025-12-17.
  7. "STANDBY EQUITY PURCHASE AGREEMENT". www.sec.gov. Retrieved 2025-12-17.
  8. Harris, William (2022-07-05). "TeraWulf Closes $50 Million Loan Facility". citybiz. Retrieved 2025-12-17.
  9. "TeraWulf Inc. Faces Strategic Uncertainties Amid Mixed Performance". stockstotrade.com. Retrieved 2025-12-17.
  10. LLP, Pomerantz (2024-09-29). "SHAREHOLDER ALERT: Pomerantz Law Firm Investigates Claims On Behalf of Investors of TeraWulf Inc. - WULF". ACCESSWIRE Newsroom. Retrieved 2025-12-17.