Mawson Infrastructure Group Inc. Adopts Limited Duration Stockholder Rights Agreement

Core Viewpoint - Mawson Infrastructure Group Inc. has adopted a limited-duration stockholder rights agreement to protect the interests of its stockholders amid a potential takeover attempt by Endeavor Blockchain, LLC and associated parties [2][3]. Group 1: Rights Agreement Details - The Rights Agreement allows stockholders to realize long-term value and protects them from actions deemed not in the best interests of the company [2]. - The Rights become exercisable if a person or group acquires 20% or more of Mawson's outstanding common stock without Board approval [3]. - Each Right entitles its holder to purchase shares at a price equal to twice the exercise price, with certain conditions applied to triggering parties [3]. - The Rights Agreement is effective immediately and will expire on February 1, 2027, unless terminated or redeemed earlier [4]. Group 2: Endeavor's Actions - Endeavor acquired over 5% of Mawson's common stock before filing an initial Schedule 13D on December 22, 2025, and reported ownership of 31.6% as of January 6, 2026, although actual records indicated 19.5% [5]. - Following a rejected proposal for a Tender Offer and Series A Preferred Equity Financing, Endeavor called for changes in Mawson's leadership and strategy, indicating intentions to solicit votes for director nominees [5]. - As of January 28, 2026, Endeavor reported purported ownership of 48.0% of shares outstanding, which Mawson's records indicated was actually 29.7% [5]. Group 3: Company Overview - Mawson is a U.S.-based technology company focused on next-generation digital infrastructure, including services in AI, high-performance computing, and digital assets [6]. - The company emphasizes sustainability by powering operations with carbon-free energy resources, including nuclear power, and has 129 megawatts of capacity online [7].