MIG REF II Discloses $15M PIPE Investment: 8.23% Stake, $10M Convertible Note, and Board Rights
VIP sits 85% above its 52-week low of $1 on light trading volume (0.1× avg).
Summary
MIG REF II disclosed its $15M PIPE investment in Vulcan: 2.9M shares, a $10M secured convertible note, and a warrant, plus board nomination rights and a first-priority lien on mining equipment.
Key Events · Ownership and Investor Activity · VIP
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MIG's $15M PIPE Investment Detailed
MIG REF II INFR, LLC acquired 2,923,976 shares at $1.71, a $10M senior secured convertible note, and a 3-year warrant for 1,754,386 shares at $1.71 exercise price.
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8.23% Beneficial Ownership Stake
MIG holds 2,923,976 shares representing 8.23% of 35,547,753 outstanding shares, excluding conversion shares and warrant shares pending regulatory approvals.
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Convertible Note Terms and Security
The $10M note accrues 10% PIK interest, converts at $2.1375 per share, and is secured by a first-priority lien on 6,258 miners plus a pledge of the Columbus, Mississippi powered land subsidiary.
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Board Rights and Governance Concessions
MIG gains board nomination rights (one director now, two after 2027 if ownership exceeds 7.5%), a non-voting board observer, right of first offer on future equity raises, and registration rights.
Analysis · VIP · Crypto Assets
MIG REF II INFR, LLC, a real estate investment fund managed by Machine Investment Group, disclosed its full $15 million PIPE participation in Vulcan Infrastructure. The investment includes 2.9 million shares at $1.71, a $10 million senior secured convertible note with 10% PIK interest, and a three-year warrant for 1.75 million shares. MIG gains substantial governance rights: board nomination rights (one director now, two after 2027 if ownership exceeds 7.5%), a non-voting board observer, right of first offer on future equity raises, and registration rights. The convertible note is secured by a first-priority lien on 6,258 miners and a pledge of the Columbus, Mississippi powered land subsidiary. If regulatory approvals are not obtained by March 31, 2027, Vulcan must redeem the note at 130% of accreted principal — a costly contingency. This filing adds material detail to the previously disclosed PIPE close, revealing the full security package and governance concessions granted to a strategic investor.
How filings like this one have moved
In the 30 days to Oct 3, 2026, 28.9% of the 1666 measured filings Wiseek scored 7 moved their stock by 5% or more by the next session's close. The median move was -0.57%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, VIP was trading at $1.85 on NASDAQ in the Crypto Assets sector, with a market capitalization of approximately $34.1M. The 52-week trading range was $1.00 to $3.36. This filing was assessed with neutral market sentiment and an importance score of 7 out of 10.