On September 18, 2025, CleanSpark, Inc. entered into a significant side letter to its existing Master Loan Agreement with Coinbase Credit, Inc. and Coinbase, Inc., collectively referred to as the Coinbase Parties. This side letter updates terms originally established in a loan agreement executed on August 7, 2024, and later amended on April 14, 2025.
Under this enhanced agreement, commonly known as the Coinbase Master Loan Agreement, CleanSpark has the capacity to secure loans of digital assets or cash from Coinbase, with the total lending limit now increased to $300 million. This financing will primarily support CleanSpark’s strategic initiatives, which include expanding its energy portfolio, scaling its Bitcoin mining operations, and boosting its high-performance computing (HPC) capabilities.
The arrangement details that each loan will require a separate confirmation, which will clearly outline the specific terms, including the principal amount, any associated fees, collateral requirements, and the loan commencement date. One key aspect of the agreement is that the Loan Fee Rate—effectively functioning as the interest rate—will be determined for each loan on a daily basis, calculated at an annualized rate specified in the loan confirmation.
The contract allows for both fixed-term loans and open loans, which can be terminated on demand. Each party retains the right to terminate the loan by providing notice within the stipulated timeframe. Upon termination, CleanSpark must return the borrowed funds and have the collateral released.
The loans secured under this agreement are collateralized, predominantly with forms such as U.S. dollars, USDC stablecoin, Bitcoin, Ether, or other agreed assets. Notably, the collateral required generally exceeds the loan amount, in adherence to margin calls and other provisions established in the agreement.
Additionally, CleanSpark is obligated to maintain financial covenants; it must meet ongoing margin and collateral maintenance requirements. In the event that the value of the posted collateral drops below the designated threshold, the company is required to either post additional collateral or repay a portion of the loan. Failure to fulfill these collateral requirements could result in significant consequences, including a default event, granting Coinbase the right to liquidate the collateral pledged.
This financial engagement highlights CleanSpark’s strategic focus on increasing its operational capabilities in the competitive landscape of Bitcoin mining and related sectors, amplifying its potential for growth and innovation in the cryptocurrency and energy markets.
