Akerna Corp - KERNW STOCK NEWS

Akerna Corp. (Nasdaq: KERN) announced the anticipated closing of a merger with Gryphon Digital Mining, Inc. The combined company is expected to begin trading on Nasdaq under the symbol 'GRYP'. A reverse stock split at a ratio of 1-for-20 is also anticipated. The estimated exchange ratio of shares of Akerna’s common stock for Gryphon common stock and Gryphon preferred stock will be approximately 1.5561 shares of Akerna common stock for each one share of Gryphon Common Stock and Preferred Stock based on estimated aggregate merger consideration of 31,539,011 shares of Akerna common stock, on a post-reverse stock split basis. The actual exchange ratio and merger consideration will depend upon the number of shares of Akerna common stock outstanding as of the closing of the Merger. The number of shares of Akerna common stock outstanding at the closing of the Merger will depend upon the price at which Akerna’s outstanding convertible senior secured notes, subordinated secured notes, shares of Series C preferred stock and outstanding amounts due and payable to certain service providers and officers of Akerna are converted into shares of Akerna common stock based on the closing price of Akerna’s common stock on the trading day immediately prior to closing and/or the 5-day volume weighted average price of Akerna’s common stock immediately prior to closing. Immediately after the consummation of the Merger, Akerna equityholders as of immediately prior to the Merger are expected to own approximately 7.5% of the outstanding equity interests of the combined company on a fully diluted basis and former Gryphon equityholders are expected to own approximately 92.5% of the outstanding equity interests of the combined company on a fully diluted basis.

Akerna Corp. (Nasdaq: KERN) has announced a special meeting of stockholders on January 29, 2024, to vote on the proposed merger with Gryphon Digital Mining, Inc. The record date for stockholders entitled to vote is December 21, 2023. Akerna's registration statement on Form S-4 was declared effective by the SEC on January 9, 2024, serving as a proxy statement and prospectus for the Transaction. The declaration of effectiveness by the SEC is a significant step towards the closing of the merger.