1043-00001 · Ironhaven Holdings · Sanctions & KYC

borrower-beneficial-ownership-certification.docx DOCUMENT Finance & Banking

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CERTIFICATION REGARDING BENEFICIAL OWNERSHIP OF LEGAL ENTITY CUSTOMERS

Pursuant to 31 C.F.R. § 1010.230 — FinCEN Customer Due Diligence Requirements for Financial Institutions

Date of Certification: June 3, 2024

PART I — GENERAL INSTRUCTIONS AND REGULATORY BACKGROUND

This Certification Regarding Beneficial Ownership of Legal Entity Customers (this "Certification") is provided by Ironhaven Data Centers LLC, a Delaware limited liability company (the "Legal Entity Customer" or "IHDC"), pursuant to Section 5.20 (Beneficial Ownership Certification) of that certain Senior Secured Term Loan B Credit Agreement, dated as of May 15, 2024 (as amended, restated, supplemented, or otherwise modified from time to time, the "Credit Agreement"), among IHDC, as Borrower, Ironhaven Frankfurt GmbH, as Co-Borrower, Ironhaven Holdings Inc., as Parent Guarantor, the lenders from time to time party thereto (the "Lenders"), and Crescent Harbor Bank, N.A., as Administrative Agent (in such capacity, the "Administrative Agent") and as Collateral Agent. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.

This Certification is delivered in compliance with the requirements of 31 C.F.R. § 1010.230 (the "CDD Rule"), as promulgated by the Financial Crimes Enforcement Network ("FinCEN") of the United States Department of the Treasury. The CDD Rule, which became effective on May 11, 2018, requires "covered financial institutions" — including national banks, federally insured depository institutions, mutual funds, brokers or dealers in securities, futures commission merchants, and introducing brokers in commodities — to identify and verify the identity of the beneficial owners of "legal entity customers" at the time a new account is opened or, in the context of a credit facility, at the time of initial funding or the establishment of a formal banking relationship.

For purposes of this Certification, the term "beneficial owner" has the meaning set forth in 31 C.F.R. § 1010.230(d) and refers to each of the following:

(a) The Ownership Prong. Each individual who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise, owns 25% or more of the equity interests of the legal entity customer. The term "equity interests" includes, without limitation, membership interests, partnership interests, capital stock, or any other form of ownership or economic interest in the legal entity customer or in any entity in the ownership chain that holds, directly or indirectly, equity interests in the legal entity customer.

(b) The Control Prong. A single individual with significant responsibility to control, manage, or direct the legal entity customer, including an executive officer or senior manager (e.g., a Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, Managing Member, General Partner, President, Vice President, or Treasurer), or any other individual who regularly performs similar functions. Regardless of whether any individual satisfies the Ownership Prong, at least one individual must always be identified under the Control Prong.

The certifying individual signing this Certification has reviewed the requirements of the CDD Rule, the interpretive guidance published by FinCEN (including FIN-2018-G001, dated April 3, 2018, as updated), and the relevant provisions of the Credit Agreement, and confirms that the information provided herein is true, correct, and complete in all material respects as of the date first written above.

PART II — LEGAL ENTITY CUSTOMER INFORMATION

The following information is provided with respect to the Legal Entity Customer:

The Legal Entity Customer was formed under the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq., and is in good standing under the laws of the State of Delaware as of the date hereof. IHDC is also qualified to do business as a foreign limited liability company in the Commonwealth of Virginia, the State of Texas, the State of Oregon, and the State of Georgia.

PART III — OWNERSHIP STRUCTURE SUMMARY

The complete ownership structure of Ironhaven Data Centers LLC is set forth below and is depicted graphically in Exhibit A attached hereto.

Direct Parent Entity. Ironhaven Data Centers LLC is wholly owned by Ironhaven Holdings Inc., a Delaware corporation (EIN: 84-3291044), with its principal office at 4500 Dominion Ridge Boulevard, Suite 300, Ashburn, Virginia 20147. Ironhaven Holdings Inc. holds 100% of the membership interests in IHDC and serves as the Parent Guarantor under the Credit Agreement.

Intermediate Parent Entity. Ironhaven Holdings Inc. is in turn wholly owned by Thornfield Infrastructure Fund III, LP, a Delaware limited partnership (vintage 2021; total committed capital of approximately $4.8 billion), which is the relevant investment vehicle of Thornfield Capital Partners, LP. Thornfield Infrastructure Fund III, LP made an equity contribution of approximately $410,000,000 to Ironhaven Holdings Inc. in connection with the formation of the IHDC platform and the acquisition of the initial portfolio of data center assets.

Sponsor Entity. Thornfield Capital Partners, LP is a Delaware limited partnership headquartered at 800 Park Avenue, 22nd Floor, New York, New York 10021. Thornfield Capital Partners, LP serves as the sponsor and investment advisor for the Thornfield family of infrastructure-focused private equity funds and manages approximately $14.2 billion in assets under management across three flagship funds (Thornfield Infrastructure Fund I, LP; Thornfield Infrastructure Fund II, LP; and Thornfield Infrastructure Fund III, LP), as well as certain co-investment vehicles.

General Partner. The General Partner of Thornfield Capital Partners, LP is Thornfield Capital Management LLC, a Delaware limited liability company. Thornfield Capital Management LLC is the ultimate decision-making entity within the Thornfield Capital Partners organizational structure and is responsible for the management and operation of Thornfield Capital Partners, LP and its affiliated funds. The principals of Thornfield Capital Management LLC include David Thornfield (Founder & Managing Partner), Elena Marchetti (Partner & Chief Investment Officer), and Robert Sang-Hwan Kim (Partner & Chief Operating Officer).

Ownership Chain Summary. The complete ownership chain is as follows:

Thornfield Capital Management LLC (General Partner)

↓ (GP interest)

Thornfield Capital Partners, LP (Sponsor; ~$14.2B AUM)

↓ (fund management and GP commitment)

Thornfield Infrastructure Fund III, LP (committed capital: $4.8B)

↓ (100% ownership)

Ironhaven Holdings Inc. (Delaware corporation; EIN: 84-3291044; Parent Guarantor)

↓ (100% membership interests)

Ironhaven Data Centers LLC (Delaware LLC; EIN: 84-3291057; Borrower)

Note Regarding 25% Ownership Threshold. As set forth in greater detail in Part IV below, no individual natural person directly or indirectly holds a 25% or greater equity interest in Ironhaven Data Centers LLC. The ownership chain terminates in a diversified pooled investment vehicle (Thornfield Infrastructure Fund III, LP) with numerous institutional limited partners, none of which individually holds 25% or more of the fund's committed capital.

PART IV — BENEFICIAL OWNER(S) UNDER THE OWNERSHIP PRONG (25% EQUITY THRESHOLD)

A. Statement. After conducting a thorough review of the ownership chain described in Part III above, the certifying individual confirms that no single natural person owns, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise, 25% or more of the equity interests of Ironhaven Data Centers LLC.

B. Explanation of Analysis

The following analysis supports the foregoing conclusion:

1. Direct Ownership Level. IHDC is 100% owned by Ironhaven Holdings Inc. Ironhaven Holdings Inc. is a Delaware corporation and is not a natural person. No natural person holds any direct equity interest in IHDC.

2. Intermediate Ownership Level. Ironhaven Holdings Inc. is 100% owned by Thornfield Infrastructure Fund III, LP. Thornfield Infrastructure Fund III, LP is a Delaware limited partnership and is not a natural person. No natural person holds any direct equity interest in Ironhaven Holdings Inc. outside of Thornfield Infrastructure Fund III, LP.

3. Fund Level — Limited Partners. Thornfield Infrastructure Fund III, LP is a pooled investment vehicle with diversified institutional limited partners, including public and private pension funds, sovereign wealth funds, insurance companies, university endowments, and family offices. No single limited partner holds 25% or more of the fund's total committed capital of approximately $4.8 billion. The largest single limited partner commitment is approximately $375 million, representing approximately 7.8% of total committed capital. Accordingly, no natural person holds an indirect equity interest of 25% or more in IHDC through the limited partnership interests of Thornfield Infrastructure Fund III, LP.

4. Fund Level — General Partner and Carried Interest. David Thornfield, as Founder & Managing Partner of Thornfield Capital Partners, LP and as a principal of the General Partner (Thornfield Capital Management LLC), holds an indirect economic interest in IHDC through (a) the General Partner's carried interest allocation in Thornfield Infrastructure Fund III, LP (which is 20% of net profits, subject to an 8% preferred return hurdle and a European-style distribution waterfall) and (b) the General Partner's fund-level co-investment commitment of approximately $96 million (representing 2.0% of total committed capital). Mr. Thornfield's pro rata share of these economic interests, after taking into account the allocation among all principals and employees of Thornfield Capital Management LLC who participate in the carried interest pool and the GP commitment, does not constitute 25% or more of the equity interests of IHDC under the look-through analysis required by the CDD Rule.

5. Other Principals. Similarly, no other principal of Thornfield Capital Management LLC — including Elena Marchetti and Robert Sang-Hwan Kim — holds an indirect economic interest of 25% or more in IHDC through the carried interest allocation or the GP commitment.

C. Conclusion. Based on the foregoing analysis, zero (0) individuals are identified as beneficial owners of Ironhaven Data Centers LLC under the Ownership Prong of the CDD Rule.

PART V — BENEFICIAL OWNER UNDER THE CONTROL PRONG (SINGLE INDIVIDUAL WITH SIGNIFICANT MANAGEMENT RESPONSIBILITY)

A. Statement. The following individual is identified as the beneficial owner of Ironhaven Data Centers LLC under the Control Prong of the CDD Rule — that is, the single individual with significant responsibility to control, manage, or direct the Legal Entity Customer:

B. Identification of Control-Prong Beneficial Owner

C. Explanation. Marcus Delaine serves as the Chief Executive Officer of Ironhaven Data Centers LLC and, in such capacity, has ultimate executive authority over IHDC's operations, strategic direction, financial decisions, capital expenditure programs, and day-to-day management. Mr. Delaine reports directly to the Board of Directors of Ironhaven Holdings Inc. (the "Board") and to the Investment Committee of Thornfield Infrastructure Fund III, LP, and is the individual with the most significant responsibility to control, manage, and direct the Legal Entity Customer within the meaning of 31 C.F.R. § 1010.230(d)(2). Mr. Delaine has served as CEO of IHDC since the entity's formation in September 2021 and has authority to execute contracts, approve budgets, direct hiring and termination decisions, and represent IHDC in all material business dealings.

No other individual has been identified under the Control Prong for IHDC. The certifying individual has considered, and ultimately determined not to designate, other senior officers of IHDC — including the Chief Financial Officer (Karen Whitfield), the Chief Operating Officer (Raj Patel), and the General Counsel & Secretary (Jonathan Pryce-Williams) — because Mr. Delaine is the single individual with the most significant responsibility to control, manage, or direct IHDC, and the CDD Rule requires the identification of only one individual under the Control Prong.

PART VI — REPRESENTATIONS AND WARRANTIES

The certifying individual, in his capacity as General Counsel & Secretary of Ironhaven Data Centers LLC, hereby represents and warrants to the Administrative Agent and each Lender as follows:

1. Accuracy. All information provided in this Certification is true, correct, and complete in all material respects as of the date hereof and does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained herein not misleading.

2. Diligent Inquiry. The certifying individual has conducted a diligent inquiry into the ownership structure of Ironhaven Data Centers LLC in preparation for the delivery of this Certification. Such inquiry included, without limitation, a review of (a) the Amended and Restated Limited Liability Company Agreement of Ironhaven Data Centers LLC, dated as of September 12, 2021, as most recently amended on April 22, 2024; (b) the Certificate of Incorporation and Bylaws of Ironhaven Holdings Inc.; (c) the Amended and Restated Agreement of Limited Partnership of Thornfield Infrastructure Fund III, LP, dated as of March 15, 2021; (d) the investor register and schedule of limited partner commitments maintained by the General Partner of Thornfield Infrastructure Fund III, LP; and (e) discussions with representatives of Thornfield Capital Management LLC regarding the allocation of carried interest and GP commitment among the principals of the firm.

3. No Omissions Under the Ownership Prong. No individual who meets the 25% ownership threshold under the CDD Rule has been omitted from this Certification. The certifying individual has applied a look-through analysis consistent with the guidance set forth in 31 C.F.R. § 1010.230 and FinCEN's published interpretive guidance and has concluded that no natural person directly or indirectly owns 25% or more of the equity interests of IHDC.

4. Control Prong Identification. The individual identified under the Control Prong in Part V above — Marcus Delaine, Chief Executive Officer — is the individual with the most significant responsibility to control, manage, or direct IHDC, and no other individual should be identified in his place for purposes of the CDD Rule.

5. Federal Law Acknowledgment. The certifying individual acknowledges that this Certification is being relied upon by the Administrative Agent and the Lenders in connection with the Credit Agreement and the transactions contemplated thereby, and that making a false statement or providing misleading information in connection with this Certification may constitute a violation of federal law, including, without limitation, 18 U.S.C. § 1001 (false statements to a financial institution or federal agency), 18 U.S.C. § 1014 (loan and credit applications generally), and 31 U.S.C. § 5322 (penalties for violations of the Bank Secrecy Act, including structuring and related offenses). The certifying individual further acknowledges that civil and criminal penalties may be imposed for violations of these statutes, including fines and imprisonment.

6. Obligation to Update. The certifying individual, on behalf of Ironhaven Data Centers LLC, undertakes to notify the Administrative Agent promptly (and in any event within thirty (30) calendar days) of any change in the information provided in this Certification, including, without limitation, (a) any change in the ownership structure of IHDC that would result in a natural person meeting the 25% ownership threshold under the Ownership Prong, (b) any change in the individual identified under the Control Prong (e.g., the appointment of a new Chief Executive Officer or other individual with significant management responsibility), and (c) any change in the legal entity customer information set forth in Part II above (including a change of name, principal place of business, or EIN). Any such notification shall be accompanied by a revised Certification in substantially the form attached hereto as Exhibit C.

PART VII — OBLIGATION TO UPDATE

A. Ongoing Update Requirement

Ironhaven Data Centers LLC shall deliver an updated Certification to the Administrative Agent promptly upon any change in the beneficial ownership information set forth herein, including, but not limited to, the occurrence of any of the following events:

(a) Change of Control Event. A "Change of Control" as defined in Section 1.01 of the Credit Agreement, including, without limitation, any event in which Thornfield Capital Partners, LP or its affiliates ceases to hold, directly or indirectly, more than 50% of the voting equity interests of Ironhaven Holdings Inc., or any event in which Ironhaven Holdings Inc. ceases to hold 100% of the membership interests of IHDC.

(b) Ownership Prong Trigger. Any restructuring, recapitalization, merger, acquisition, disposition, or other transaction affecting the ownership chain of IHDC that results in, or would reasonably be expected to result in, a natural person owning, directly or indirectly, 25% or more of the equity interests of IHDC. This includes, without limitation, a secondary sale of limited partnership interests in Thornfield Infrastructure Fund III, LP that would concentrate 25% or more of the fund's equity in a single natural person or a single entity controlled by a natural person.

(c) Change in Control-Prong Individual. A change in the Chief Executive Officer of IHDC or other change in the individual who has significant responsibility to control, manage, or direct IHDC, whether by reason of resignation, termination, incapacity, death, or appointment of a successor.

(d) Other Material Changes. Any other material change in the information set forth in Part II (Legal Entity Customer Information) or Part III (Ownership Structure Summary) of this Certification, including a change of name, jurisdiction of formation, principal place of business, or tax identification number.

B. Interaction with Credit Agreement Change of Control Provisions

The parties acknowledge that Section 7.01(k) of the Credit Agreement provides that the occurrence of a Change of Control shall constitute an Event of Default, and that Section 2.11(b) of the Credit Agreement requires IHDC to offer to prepay all outstanding Term Loans at a price equal to 101% of the outstanding principal amount thereof, plus accrued and unpaid interest thereon to the date of prepayment, plus any applicable breakage costs, upon the occurrence of such a Change of Control. The beneficial ownership update obligation set forth in this Part VII is independent of, and in addition to, the mandatory prepayment obligation and Event of Default provisions set forth in the Credit Agreement. Delivery of an updated Certification shall not constitute a waiver by any Lender of any right or remedy arising under the Credit Agreement with respect to a Change of Control.

C. Delivery Instructions

Any updated Certification or notice delivered pursuant to this Part VII shall be delivered in accordance with the notice provisions of Section 10.01 of the Credit Agreement, to the following addresses:

Administrative Agent: Crescent Harbor Bank, N.A.

Attention: Thomas Beckett, Vice President, Loan Operations & Agency Services

1200 Harbor Point Drive Charlotte, North Carolina 28202

Email: thomas.beckett@crescentharbor.com

Collateral Agent: Pinnacle Trust Company, N.A.

Attention: William Hargrove, SVP, Corporate Trust

101 Constitution Avenue NW Washington, D.C. 20001

Email: william.hargrove@pinnacletrust.com

PART VIII — CERTIFICATION AND SIGNATURE BLOCK

The undersigned, in his capacity as General Counsel & Secretary of Ironhaven Data Centers LLC, and not in his individual capacity, hereby certifies that the information set forth in this Certification Regarding Beneficial Ownership is true, correct, and complete as of the date first written above. The undersigned further certifies that he has the authority to execute and deliver this Certification on behalf of Ironhaven Data Centers LLC and that no further authorization, consent, or approval is required in connection herewith.

This Certification is being delivered pursuant to Section 5.20 of the Credit Agreement and in compliance with the requirements of 31 C.F.R. § 1010.230. The undersigned acknowledges the penalties associated with providing false or misleading information in this Certification, as set forth in Part VI(5) above.

IRONHAVEN DATA CENTERS LLC

By: ________

Name: Jonathan Pryce-Williams

Title: General Counsel & Secretary

Date: June 3, 2024

This Certification and the information contained herein are confidential and are provided solely for the use of the Administrative Agent, the Collateral Agent, and the Lenders in connection with the Credit Agreement. Unauthorized disclosure, reproduction, or distribution of this Certification or the information contained herein is prohibited.

EXHIBIT A — OWNERSHIP STRUCTURE DIAGRAM

The following organizational chart illustrates the complete ownership chain of Ironhaven Data Centers LLC as of the date of this Certification. This diagram is provided for informational purposes and forms an integral part of this Certification.

IRONHAVEN DATA CENTERS LLC OWNERSHIP STRUCTURE CHART As of June 3, 2024

Thornfield Capital Management LLC (Delaware LLC; General Partner)

↓ (GP interest)

Thornfield Capital Partners, LP (Delaware LP; Sponsor; ~$14.2B AUM) (800 Park Avenue, 22nd Floor, New York, NY 10021)

↓ (fund management and GP commitment)

Thornfield Infrastructure Fund III, LP (Delaware LP; Vintage 2021; Committed Capital: $4.8B) (Equity Contribution to IHDC Transaction: $410,000,000) (Diversified LP base — no single LP holds ≥25%)

↓ (100% ownership)

Ironhaven Holdings Inc. (Delaware corporation; EIN: 84-3291044) (Parent Guarantor under Credit Agreement) (4500 Dominion Ridge Blvd., Suite 300, Ashburn, VA 20147)

↓ (100% membership interests)

Ironhaven Data Centers LLC (Delaware LLC; EIN: 84-3291057) (Borrower under Credit Agreement) (4500 Dominion Ridge Blvd., Suite 300, Ashburn, VA 20147)

↓ (100% ownership of subsidiary)

Ironhaven Frankfurt GmbH (German GmbH; HRB 129457; Amtsgericht Frankfurt am Main) (Co-Borrower under Credit Agreement)

Note: This diagram is a simplified representation of the ownership structure and does not reflect all intermediate holding entities, co-investment vehicles, or parallel fund structures that may exist within the Thornfield Capital Partners platform. The diagram is provided for informational purposes in connection with this Certification and forms part of this Certification for purposes of 31 C.F.R. § 1010.230.

EXHIBIT B — IDENTIFICATION OF CONTROL-PRONG BENEFICIAL OWNER (SUPPORTING DOCUMENTATION CHECKLIST)

The following checklist identifies the documentation to be collected and verified with respect to the individual identified under the Control Prong of the CDD Rule in Part V of this Certification — Marcus Delaine, Chief Executive Officer of Ironhaven Data Centers LLC.

Documentation Checklist.

Document Retention and Availability

Copies of all identification documents listed above are maintained separately in the Know Your Customer ("KYC") files of Calderwood & Harkness LLP, counsel to the Administrative Agent, under Matter No. 1043-00001. Such documents are available to the Administrative Agent and, upon reasonable request and in compliance with applicable data privacy and protection laws, to the Lenders, for inspection and verification purposes.

All personal identification information collected in connection with this Certification, including Social Security Numbers, dates of birth, and copies of government-issued identification, is subject to the data privacy and security requirements of the Gramm-Leach-Bliley Act (15 U.S.C. § 6801 et seq.), the applicable privacy notice of Crescent Harbor Bank, N.A., and any other applicable federal, state, or foreign data protection laws and regulations. Access to such information shall be limited to those individuals at the Administrative Agent, the Collateral Agent, and their respective counsel who have a legitimate need to access such information for purposes of compliance with the CDD Rule and the Credit Agreement.

Cross-Reference. For a comprehensive summary of the anti-money laundering and Know Your Customer due diligence performed in connection with the Credit Agreement and the transactions contemplated thereby, please refer to the AML/KYC Due Diligence Summary prepared by Calderwood & Harkness LLP and delivered to the Administrative Agent under Matter No. 1043-00001, dated May 13, 2024.

EXHIBIT C — FORM OF UPDATED CERTIFICATION (FOR FUTURE USE)

The following blank template form is provided for the delivery of an updated Beneficial Ownership Certification in the event of a change in the beneficial ownership information set forth in the Certification to which this Exhibit C is attached. This form should be completed and delivered to the Administrative Agent and the Collateral Agent promptly upon the occurrence of any triggering event described in Part VII of the Certification.

UPDATED CERTIFICATION REGARDING BENEFICIAL OWNERSHIP OF LEGAL ENTITY CUSTOMERS

Pursuant to 31 C.F.R. § 1010.230 — FinCEN Customer Due Diligence Requirements for Financial Institutions

Date of Updated Certification: ____

Part I — Description of Change

Describe the change in beneficial ownership information that has triggered the delivery of this Updated Certification:

________________________________________

Effective date of change: ____

Part II — Updated Legal Entity Customer Information (if applicable)

Part III — Updated Ownership Structure (if applicable)

Attach revised ownership structure diagram, if the ownership chain has changed.

________________________________________

Part IV — Updated Beneficial Owner(s) Under the Ownership Prong (if applicable)

If any natural person now owns, directly or indirectly, 25% or more of the equity interests of the Legal Entity Customer, provide the following information for each such person:

Beneficial Owner No. 1 (Ownership Prong):

(Repeat as necessary for each additional beneficial owner under the Ownership Prong.)

Part V — Updated Beneficial Owner Under the Control Prong (if applicable)

If the individual identified under the Control Prong has changed, provide the following information for the new Control Prong individual:

Part VI — Certification and Signature

The undersigned, in his/her capacity as ____ of Ironhaven Data Centers LLC, and not in his/her individual capacity, hereby certifies that the information set forth in this Updated Certification Regarding Beneficial Ownership is true, correct, and complete as of the date first written above.

IRONHAVEN DATA CENTERS LLC

By: ________

Name: ____

Title: ____

Date: ____

Delivery Instructions. This Updated Certification shall be delivered to the following:

Administrative Agent: Crescent Harbor Bank, N.A.

Attention: Thomas Beckett, Vice President, Loan Operations & Agency Services

1200 Harbor Point Drive Charlotte, North Carolina 28202

Email: thomas.beckett@crescentharbor.com

Collateral Agent (copy): Pinnacle Trust Company, N.A.

Attention: William Hargrove, SVP, Corporate Trust

101 Constitution Avenue NW Washington, D.C. 20001

Email: william.hargrove@pinnacletrust.com

End of Exhibit C — Form of Updated Certification

End of Certification Regarding Beneficial Ownership of Legal Entity Customers — Ironhaven Data Centers LLC

Legal Entity Customer:	Ironhaven Data Centers LLC
Delivered in Connection With:	Senior Secured Term Loan B Credit Agreement dated May 15, 2024 (CUSIP: 46283LAA5)
Delivered To:	Crescent Harbor Bank, N.A., as Administrative Agent, and each Lender party to the Credit Agreement
Field	Information
Legal Entity Customer Name:	Ironhaven Data Centers LLC
DBA or Trade Name:	IHDC
Entity Type:	Limited Liability Company
Jurisdiction of Formation:	State of Delaware
EIN / Tax Identification Number:	84-3291057
Principal Place of Business Address:	4500 Dominion Ridge Boulevard, Suite 300, Ashburn, Virginia 20147
Registered Agent Address (Delaware):	Cascade Systems, 160 Greentree Drive, Suite 101, Dover, Delaware 19904
Date of Formation:	September 12, 2021
Phone Number:	(571) 402-8800
Nature of Business:	Development, ownership, and operation of hyperscale data-center campuses; colocation and wholesale hosting services
Industry:	Data Center / Real Estate Infrastructure
Field	Information
Full Legal Name:	Marcus Delaine
Title:	Chief Executive Officer
Date of Birth:	____ (to be completed on executed form)
Business Address:	4500 Dominion Ridge Boulevard, Suite 300, Ashburn, Virginia 20147
Social Security Number or Passport Number:	____ (to be completed on executed form — redacted from circulated copies for privacy and data protection purposes)
Identification Document Type:	U.S. Driver's License U.S. Passport Foreign Passport (to be specified on executed form)
Identification Document Number:	____ (to be completed on executed form)
Issuing Jurisdiction:	____ (to be completed on executed form)
Identification Document Expiration Date:	____ (to be completed on executed form)

No.	Document / Information	Status	Notes
1	Government-issued photo identification (U.S. driver's license or U.S. passport)	Collected Verified	Must be current and unexpired; copy to be maintained in KYC files
2	Date of birth verification	Collected Verified	Verified against government-issued photo ID
3	Address verification (utility bill, bank statement, mortgage statement, or similar document dated within the prior 90 days)	Collected Verified	Business address at 4500 Dominion Ridge Blvd., Suite 300, Ashburn, VA 20147; residential address on file
4	Social Security Number verification (for U.S. persons)	Collected Verified	SSN to be verified against IRS records or third-party verification service; redacted from circulated copies
5	OFAC/SDN screening	Completed	Screening against OFAC Specially Designated Nationals and blocked Persons List
6	PEP (Politically Exposed Person) screening	Completed	Screening against relevant PEP databases
7	Adverse media screening	Completed	Review of public records and media sources for adverse information
Legal Entity Customer:	Ironhaven Data Centers LLC
Delivered in Connection With:	Senior Secured Term Loan B Credit Agreement dated May 15, 2024 (CUSIP: 46283LAA5)
Delivered To:	Crescent Harbor Bank, N.A., as Administrative Agent, and each Lender party to the Credit Agreement
Reason for Updated Certification:	__________
Field	Updated Information
Legal Entity Customer Name:	____
DBA or Trade Name:	____
Entity Type:	____
Jurisdiction of Formation:	____
EIN / Tax Identification Number:	____
Principal Place of Business Address:	____
Phone Number:	____
Nature of Business:	____
Field	Information
Full Legal Name:	____
Date of Birth:	____
Address:	____

Social Security Number or Passport Number:	____
Identification Document Type:	____
Identification Document Number:	____
Issuing Jurisdiction:	____
Percentage of Equity Owned:	____%
Field	Information
Full Legal Name:	____
Title:	____
Date of Birth:	____
Business Address:	____
Social Security Number or Passport Number:	____
Identification Document Type:	____
Identification Document Number:	____
Issuing Jurisdiction:	____

CERTIFICATION REGARDING BENEFICIAL OWNERSHIP OF LEGAL ENTITY CUSTOMERS
Pursuant to 31 C.F.R. § 1010.230 — FinCEN Customer Due Diligence Requirements for Financial Institutions
Date of Certification: June 3, 2024
PART I — GENERAL INSTRUCTIONS AND REGULATORY BACKGROUND
This Certification Regarding Beneficial Ownership of Legal Entity Customers (this "Certification") is provided by Ironhaven Data Centers LLC, a Delaware limited liability company (the "Legal Entity Customer" or "IHDC"), pursuant to Section 5.20 (Beneficial Ownership Certification) of that certain Senior Secured Term Loan B Credit Agreement, dated as of May 15, 2024 (as amended, restated, supplemented, or otherwise modified from time to time, the "Credit Agreement"), among IHDC, as Borrower, Ironhaven Frankfurt GmbH, as Co-Borrower, Ironhaven Holdings Inc., as Parent Guarantor, the lenders from time to time party thereto (the "Lenders"), and Crescent Harbor Bank, N.A., as Administrative Agent (in such capacity, the "Administrative Agent") and as Collateral Agent. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
This Certification is delivered in compliance with the requirements of 31 C.F.R. § 1010.230 (the "CDD Rule"), as promulgated by the Financial Crimes Enforcement Network ("FinCEN") of the United States Department of the Treasury. The CDD Rule, which became effective on May 11, 2018, requires "covered financial institutions" — including national banks, federally insured depository institutions, mutual funds, brokers or dealers in securities, futures commission merchants, and introducing brokers in commodities — to identify and verify the identity of the beneficial owners of "legal entity customers" at the time a new account is opened or, in the context of a credit facility, at the time of initial funding or the establishment of a formal banking relationship.
For purposes of this Certification, the term "beneficial owner" has the meaning set forth in 31 C.F.R. § 1010.230(d) and refers to each of the following:
(a) The Ownership Prong. Each individual who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise, owns 25% or more of the equity interests of the legal entity customer. The term "equity interests" includes, without limitation, membership interests, partnership interests, capital stock, or any other form of ownership or economic interest in the legal entity customer or in any entity in the ownership chain that holds, directly or indirectly, equity interests in the legal entity customer.
(b) The Control Prong. A single individual with significant responsibility to control, manage, or direct the legal entity customer, including an executive officer or senior manager (e.g., a Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, Managing Member, General Partner, President, Vice President, or Treasurer), or any other individual who regularly performs similar functions. Regardless of whether any individual satisfies the Ownership Prong, at least one individual must always be identified under the Control Prong.
The certifying individual signing this Certification has reviewed the requirements of the CDD Rule, the interpretive guidance published by FinCEN (including FIN-2018-G001, dated April 3, 2018, as updated), and the relevant provisions of the Credit Agreement, and confirms that the information provided herein is true, correct, and complete in all material respects as of the date first written above.
PART II — LEGAL ENTITY CUSTOMER INFORMATION
The following information is provided with respect to the Legal Entity Customer:
The Legal Entity Customer was formed under the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq., and is in good standing under the laws of the State of Delaware as of the date hereof. IHDC is also qualified to do business as a foreign limited liability company in the Commonwealth of Virginia, the State of Texas, the State of Oregon, and the State of Georgia.
PART III — OWNERSHIP STRUCTURE SUMMARY
The complete ownership structure of Ironhaven Data Centers LLC is set forth below and is depicted graphically in Exhibit A attached hereto.
Direct Parent Entity. Ironhaven Data Centers LLC is wholly owned by Ironhaven Holdings Inc., a Delaware corporation (EIN: 84-3291044), with its principal office at 4500 Dominion Ridge Boulevard, Suite 300, Ashburn, Virginia 20147. Ironhaven Holdings Inc. holds 100% of the membership interests in IHDC and serves as the Parent Guarantor under the Credit Agreement.
Intermediate Parent Entity. Ironhaven Holdings Inc. is in turn wholly owned by Thornfield Infrastructure Fund III, LP, a Delaware limited partnership (vintage 2021; total committed capital of approximately $4.8 billion), which is the relevant investment vehicle of Thornfield Capital Partners, LP. Thornfield Infrastructure Fund III, LP made an equity contribution of approximately $410,000,000 to Ironhaven Holdings Inc. in connection with the formation of the IHDC platform and the acquisition of the initial portfolio of data center assets.
Sponsor Entity. Thornfield Capital Partners, LP is a Delaware limited partnership headquartered at 800 Park Avenue, 22nd Floor, New York, New York 10021. Thornfield Capital Partners, LP serves as the sponsor and investment advisor for the Thornfield family of infrastructure-focused private equity funds and manages approximately $14.2 billion in assets under management across three flagship funds (Thornfield Infrastructure Fund I, LP; Thornfield Infrastructure Fund II, LP; and Thornfield Infrastructure Fund III, LP), as well as certain co-investment vehicles.
General Partner. The General Partner of Thornfield Capital Partners, LP is Thornfield Capital Management LLC, a Delaware limited liability company. Thornfield Capital Management LLC is the ultimate decision-making entity within the Thornfield Capital Partners organizational structure and is responsible for the management and operation of Thornfield Capital Partners, LP and its affiliated funds. The principals of Thornfield Capital Management LLC include David Thornfield (Founder & Managing Partner), Elena Marchetti (Partner & Chief Investment Officer), and Robert Sang-Hwan Kim (Partner & Chief Operating Officer).
Ownership Chain Summary. The complete ownership chain is as follows:
Thornfield Capital Management LLC (General Partner)
↓ (GP interest)
Thornfield Capital Partners, LP (Sponsor; ~$14.2B AUM)
↓ (fund management and GP commitment)
Thornfield Infrastructure Fund III, LP (committed capital: $4.8B)
↓ (100% ownership)
Ironhaven Holdings Inc. (Delaware corporation; EIN: 84-3291044; Parent Guarantor)
↓ (100% membership interests)
Ironhaven Data Centers LLC (Delaware LLC; EIN: 84-3291057; Borrower)
Note Regarding 25% Ownership Threshold. As set forth in greater detail in Part IV below, no individual natural person directly or indirectly holds a 25% or greater equity interest in Ironhaven Data Centers LLC. The ownership chain terminates in a diversified pooled investment vehicle (Thornfield Infrastructure Fund III, LP) with numerous institutional limited partners, none of which individually holds 25% or more of the fund's committed capital.
PART IV — BENEFICIAL OWNER(S) UNDER THE OWNERSHIP PRONG (25% EQUITY THRESHOLD)
A. Statement.  After conducting a thorough review of the ownership chain described in Part III above, the certifying individual confirms that no single natural person owns, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise, 25% or more of the equity interests of Ironhaven Data Centers LLC.
B. Explanation of Analysis
The following analysis supports the foregoing conclusion:
1.  Direct Ownership Level. IHDC is 100% owned by Ironhaven Holdings Inc. Ironhaven Holdings Inc. is a Delaware corporation and is not a natural person. No natural person holds any direct equity interest in IHDC.
2.  Intermediate Ownership Level. Ironhaven Holdings Inc. is 100% owned by Thornfield Infrastructure Fund III, LP. Thornfield Infrastructure Fund III, LP is a Delaware limited partnership and is not a natural person. No natural person holds any direct equity interest in Ironhaven Holdings Inc. outside of Thornfield Infrastructure Fund III, LP.
3.  Fund Level — Limited Partners. Thornfield Infrastructure Fund III, LP is a pooled investment vehicle with diversified institutional limited partners, including public and private pension funds, sovereign wealth funds, insurance companies, university endowments, and family offices. No single limited partner holds 25% or more of the fund's total committed capital of approximately $4.8 billion. The largest single limited partner commitment is approximately $375 million, representing approximately 7.8% of total committed capital. Accordingly, no natural person holds an indirect equity interest of 25% or more in IHDC through the limited partnership interests of Thornfield Infrastructure Fund III, LP.
4.  Fund Level — General Partner and Carried Interest. David Thornfield, as Founder & Managing Partner of Thornfield Capital Partners, LP and as a principal of the General Partner (Thornfield Capital Management LLC), holds an indirect economic interest in IHDC through (a) the General Partner's carried interest allocation in Thornfield Infrastructure Fund III, LP (which is 20% of net profits, subject to an 8% preferred return hurdle and a European-style distribution waterfall) and (b) the General Partner's fund-level co-investment commitment of approximately $96 million (representing 2.0% of total committed capital). Mr. Thornfield's pro rata share of these economic interests, after taking into account the allocation among all principals and employees of Thornfield Capital Management LLC who participate in the carried interest pool and the GP commitment, does not constitute 25% or more of the equity interests of IHDC under the look-through analysis required by the CDD Rule.
5.  Other Principals. Similarly, no other principal of Thornfield Capital Management LLC — including Elena Marchetti and Robert Sang-Hwan Kim — holds an indirect economic interest of 25% or more in IHDC through the carried interest allocation or the GP commitment.
C. Conclusion.  Based on the foregoing analysis, zero (0) individuals are identified as beneficial owners of Ironhaven Data Centers LLC under the Ownership Prong of the CDD Rule.
PART V — BENEFICIAL OWNER UNDER THE CONTROL PRONG (SINGLE INDIVIDUAL WITH SIGNIFICANT MANAGEMENT RESPONSIBILITY)
A. Statement.  The following individual is identified as the beneficial owner of Ironhaven Data Centers LLC under the Control Prong of the CDD Rule — that is, the single individual with significant responsibility to control, manage, or direct the Legal Entity Customer:
B. Identification of Control-Prong Beneficial Owner
C. Explanation.  Marcus Delaine serves as the Chief Executive Officer of Ironhaven Data Centers LLC and, in such capacity, has ultimate executive authority over IHDC's operations, strategic direction, financial decisions, capital expenditure programs, and day-to-day management. Mr. Delaine reports directly to the Board of Directors of Ironhaven Holdings Inc. (the "Board") and to the Investment Committee of Thornfield Infrastructure Fund III, LP, and is the individual with the most significant responsibility to control, manage, and direct the Legal Entity Customer within the meaning of 31 C.F.R. § 1010.230(d)(2). Mr. Delaine has served as CEO of IHDC since the entity's formation in September 2021 and has authority to execute contracts, approve budgets, direct hiring and termination decisions, and represent IHDC in all material business dealings.
No other individual has been identified under the Control Prong for IHDC. The certifying individual has considered, and ultimately determined not to designate, other senior officers of IHDC — including the Chief Financial Officer (Karen Whitfield), the Chief Operating Officer (Raj Patel), and the General Counsel & Secretary (Jonathan Pryce-Williams) — because Mr. Delaine is the single individual with the most significant responsibility to control, manage, or direct IHDC, and the CDD Rule requires the identification of only one individual under the Control Prong.
PART VI — REPRESENTATIONS AND WARRANTIES
The certifying individual, in his capacity as General Counsel & Secretary of Ironhaven Data Centers LLC, hereby represents and warrants to the Administrative Agent and each Lender as follows:
1.  Accuracy. All information provided in this Certification is true, correct, and complete in all material respects as of the date hereof and does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained herein not misleading.
2.  Diligent Inquiry. The certifying individual has conducted a diligent inquiry into the ownership structure of Ironhaven Data Centers LLC in preparation for the delivery of this Certification. Such inquiry included, without limitation, a review of (a) the Amended and Restated Limited Liability Company Agreement of Ironhaven Data Centers LLC, dated as of September 12, 2021, as most recently amended on April 22, 2024; (b) the Certificate of Incorporation and Bylaws of Ironhaven Holdings Inc.; (c) the Amended and Restated Agreement of Limited Partnership of Thornfield Infrastructure Fund III, LP, dated as of March 15, 2021; (d) the investor register and schedule of limited partner commitments maintained by the General Partner of Thornfield Infrastructure Fund III, LP; and (e) discussions with representatives of Thornfield Capital Management LLC regarding the allocation of carried interest and GP commitment among the principals of the firm.
3.  No Omissions Under the Ownership Prong. No individual who meets the 25% ownership threshold under the CDD Rule has been omitted from this Certification. The certifying individual has applied a look-through analysis consistent with the guidance set forth in 31 C.F.R. § 1010.230 and FinCEN's published interpretive guidance and has concluded that no natural person directly or indirectly owns 25% or more of the equity interests of IHDC.
4.  Control Prong Identification. The individual identified under the Control Prong in Part V above — Marcus Delaine, Chief Executive Officer — is the individual with the most significant responsibility to control, manage, or direct IHDC, and no other individual should be identified in his place for purposes of the CDD Rule.
5.  Federal Law Acknowledgment. The certifying individual acknowledges that this Certification is being relied upon by the Administrative Agent and the Lenders in connection with the Credit Agreement and the transactions contemplated thereby, and that making a false statement or providing misleading information in connection with this Certification may constitute a violation of federal law, including, without limitation, 18 U.S.C. § 1001 (false statements to a financial institution or federal agency), 18 U.S.C. § 1014 (loan and credit applications generally), and 31 U.S.C. § 5322 (penalties for violations of the Bank Secrecy Act, including structuring and related offenses). The certifying individual further acknowledges that civil and criminal penalties may be imposed for violations of these statutes, including fines and imprisonment.
6.  Obligation to Update. The certifying individual, on behalf of Ironhaven Data Centers LLC, undertakes to notify the Administrative Agent promptly (and in any event within thirty (30) calendar days) of any change in the information provided in this Certification, including, without limitation, (a) any change in the ownership structure of IHDC that would result in a natural person meeting the 25% ownership threshold under the Ownership Prong, (b) any change in the individual identified under the Control Prong (e.g., the appointment of a new Chief Executive Officer or other individual with significant management responsibility), and (c) any change in the legal entity customer information set forth in Part II above (including a change of name, principal place of business, or EIN). Any such notification shall be accompanied by a revised Certification in substantially the form attached hereto as Exhibit C.
PART VII — OBLIGATION TO UPDATE
A. Ongoing Update Requirement
Ironhaven Data Centers LLC shall deliver an updated Certification to the Administrative Agent promptly upon any change in the beneficial ownership information set forth herein, including, but not limited to, the occurrence of any of the following events:
(a) Change of Control Event. A "Change of Control" as defined in Section 1.01 of the Credit Agreement, including, without limitation, any event in which Thornfield Capital Partners, LP or its affiliates ceases to hold, directly or indirectly, more than 50% of the voting equity interests of Ironhaven Holdings Inc., or any event in which Ironhaven Holdings Inc. ceases to hold 100% of the membership interests of IHDC.
(b) Ownership Prong Trigger. Any restructuring, recapitalization, merger, acquisition, disposition, or other transaction affecting the ownership chain of IHDC that results in, or would reasonably be expected to result in, a natural person owning, directly or indirectly, 25% or more of the equity interests of IHDC. This includes, without limitation, a secondary sale of limited partnership interests in Thornfield Infrastructure Fund III, LP that would concentrate 25% or more of the fund's equity in a single natural person or a single entity controlled by a natural person.
(c) Change in Control-Prong Individual. A change in the Chief Executive Officer of IHDC or other change in the individual who has significant responsibility to control, manage, or direct IHDC, whether by reason of resignation, termination, incapacity, death, or appointment of a successor.
(d) Other Material Changes. Any other material change in the information set forth in Part II (Legal Entity Customer Information) or Part III (Ownership Structure Summary) of this Certification, including a change of name, jurisdiction of formation, principal place of business, or tax identification number.
B. Interaction with Credit Agreement Change of Control Provisions
The parties acknowledge that Section 7.01(k) of the Credit Agreement provides that the occurrence of a Change of Control shall constitute an Event of Default, and that Section 2.11(b) of the Credit Agreement requires IHDC to offer to prepay all outstanding Term Loans at a price equal to 101% of the outstanding principal amount thereof, plus accrued and unpaid interest thereon to the date of prepayment, plus any applicable breakage costs, upon the occurrence of such a Change of Control. The beneficial ownership update obligation set forth in this Part VII is independent of, and in addition to, the mandatory prepayment obligation and Event of Default provisions set forth in the Credit Agreement. Delivery of an updated Certification shall not constitute a waiver by any Lender of any right or remedy arising under the Credit Agreement with respect to a Change of Control.
C. Delivery Instructions
Any updated Certification or notice delivered pursuant to this Part VII shall be delivered in accordance with the notice provisions of Section 10.01 of the Credit Agreement, to the following addresses:
Administrative Agent: Crescent Harbor Bank, N.A.
Attention: Thomas Beckett, Vice President, Loan Operations & Agency Services
1200 Harbor Point Drive Charlotte, North Carolina 28202
Email: thomas.beckett@crescentharbor.com
Collateral Agent: Pinnacle Trust Company, N.A.
Attention: William Hargrove, SVP, Corporate Trust
101 Constitution Avenue NW Washington, D.C. 20001
Email: william.hargrove@pinnacletrust.com
PART VIII — CERTIFICATION AND SIGNATURE BLOCK
The undersigned, in his capacity as General Counsel & Secretary of Ironhaven Data Centers LLC, and not in his individual capacity, hereby certifies that the information set forth in this Certification Regarding Beneficial Ownership is true, correct, and complete as of the date first written above. The undersigned further certifies that he has the authority to execute and deliver this Certification on behalf of Ironhaven Data Centers LLC and that no further authorization, consent, or approval is required in connection herewith.
This Certification is being delivered pursuant to Section 5.20 of the Credit Agreement and in compliance with the requirements of 31 C.F.R. § 1010.230. The undersigned acknowledges the penalties associated with providing false or misleading information in this Certification, as set forth in Part VI(5) above.
IRONHAVEN DATA CENTERS LLC
By: ________
Name: Jonathan Pryce-Williams
Title: General Counsel & Secretary
Date: June 3, 2024
This Certification and the information contained herein are confidential and are provided solely for the use of the Administrative Agent, the Collateral Agent, and the Lenders in connection with the Credit Agreement. Unauthorized disclosure, reproduction, or distribution of this Certification or the information contained herein is prohibited.
EXHIBIT A — OWNERSHIP STRUCTURE DIAGRAM
The following organizational chart illustrates the complete ownership chain of Ironhaven Data Centers LLC as of the date of this Certification. This diagram is provided for informational purposes and forms an integral part of this Certification.
IRONHAVEN DATA CENTERS LLC OWNERSHIP STRUCTURE CHART As of June 3, 2024
Thornfield Capital Management LLC (Delaware LLC; General Partner)
↓ (GP interest)
Thornfield Capital Partners, LP (Delaware LP; Sponsor; ~$14.2B AUM) (800 Park Avenue, 22nd Floor, New York, NY 10021)
↓ (fund management and GP commitment)
Thornfield Infrastructure Fund III, LP (Delaware LP; Vintage 2021; Committed Capital: $4.8B) (Equity Contribution to IHDC Transaction: $410,000,000) (Diversified LP base — no single LP holds ≥25%)
↓ (100% ownership)
Ironhaven Holdings Inc. (Delaware corporation; EIN: 84-3291044) (Parent Guarantor under Credit Agreement) (4500 Dominion Ridge Blvd., Suite 300, Ashburn, VA 20147)
↓ (100% membership interests)
Ironhaven Data Centers LLC (Delaware LLC; EIN: 84-3291057) (Borrower under Credit Agreement) (4500 Dominion Ridge Blvd., Suite 300, Ashburn, VA 20147)
↓ (100% ownership of subsidiary)
Ironhaven Frankfurt GmbH (German GmbH; HRB 129457; Amtsgericht Frankfurt am Main) (Co-Borrower under Credit Agreement)
Note: This diagram is a simplified representation of the ownership structure and does not reflect all intermediate holding entities, co-investment vehicles, or parallel fund structures that may exist within the Thornfield Capital Partners platform. The diagram is provided for informational purposes in connection with this Certification and forms part of this Certification for purposes of 31 C.F.R. § 1010.230.
EXHIBIT B — IDENTIFICATION OF CONTROL-PRONG BENEFICIAL OWNER (SUPPORTING DOCUMENTATION CHECKLIST)
The following checklist identifies the documentation to be collected and verified with respect to the individual identified under the Control Prong of the CDD Rule in Part V of this Certification — Marcus Delaine, Chief Executive Officer of Ironhaven Data Centers LLC.
Documentation Checklist.  
Document Retention and Availability
Copies of all identification documents listed above are maintained separately in the Know Your Customer ("KYC") files of Calderwood & Harkness LLP, counsel to the Administrative Agent, under Matter No. 1043-00001. Such documents are available to the Administrative Agent and, upon reasonable request and in compliance with applicable data privacy and protection laws, to the Lenders, for inspection and verification purposes.
All personal identification information collected in connection with this Certification, including Social Security Numbers, dates of birth, and copies of government-issued identification, is subject to the data privacy and security requirements of the Gramm-Leach-Bliley Act (15 U.S.C. § 6801 et seq.), the applicable privacy notice of Crescent Harbor Bank, N.A., and any other applicable federal, state, or foreign data protection laws and regulations. Access to such information shall be limited to those individuals at the Administrative Agent, the Collateral Agent, and their respective counsel who have a legitimate need to access such information for purposes of compliance with the CDD Rule and the Credit Agreement.
Cross-Reference.  For a comprehensive summary of the anti-money laundering and Know Your Customer due diligence performed in connection with the Credit Agreement and the transactions contemplated thereby, please refer to the AML/KYC Due Diligence Summary prepared by Calderwood & Harkness LLP and delivered to the Administrative Agent under Matter No. 1043-00001, dated May 13, 2024.
EXHIBIT C — FORM OF UPDATED CERTIFICATION (FOR FUTURE USE)
The following blank template form is provided for the delivery of an updated Beneficial Ownership Certification in the event of a change in the beneficial ownership information set forth in the Certification to which this Exhibit C is attached. This form should be completed and delivered to the Administrative Agent and the Collateral Agent promptly upon the occurrence of any triggering event described in Part VII of the Certification.
UPDATED CERTIFICATION REGARDING BENEFICIAL OWNERSHIP OF LEGAL ENTITY CUSTOMERS
Pursuant to 31 C.F.R. § 1010.230 — FinCEN Customer Due Diligence Requirements for Financial Institutions
Date of Updated Certification: ____
Part I — Description of Change
Describe the change in beneficial ownership information that has triggered the delivery of this Updated Certification:
________________________________________
________________________________________
________________________________________
Effective date of change: ____
Part II — Updated Legal Entity Customer Information (if applicable)
Part III — Updated Ownership Structure (if applicable)
Attach revised ownership structure diagram, if the ownership chain has changed.
________________________________________
________________________________________
Part IV — Updated Beneficial Owner(s) Under the Ownership Prong (if applicable)
If any natural person now owns, directly or indirectly, 25% or more of the equity interests of the Legal Entity Customer, provide the following information for each such person:
Beneficial Owner No. 1 (Ownership Prong):
(Repeat as necessary for each additional beneficial owner under the Ownership Prong.)
Part V — Updated Beneficial Owner Under the Control Prong (if applicable)
If the individual identified under the Control Prong has changed, provide the following information for the new Control Prong individual:
Part VI — Certification and Signature
The undersigned, in his/her capacity as ____ of Ironhaven Data Centers LLC, and not in his/her individual capacity, hereby certifies that the information set forth in this Updated Certification Regarding Beneficial Ownership is true, correct, and complete as of the date first written above.
IRONHAVEN DATA CENTERS LLC
By: ________
Name: ____
Title: ____
Date: ____
Delivery Instructions.  This Updated Certification shall be delivered to the following:
Administrative Agent: Crescent Harbor Bank, N.A.
Attention: Thomas Beckett, Vice President, Loan Operations & Agency Services
1200 Harbor Point Drive Charlotte, North Carolina 28202
Email: thomas.beckett@crescentharbor.com
Collateral Agent (copy): Pinnacle Trust Company, N.A.
Attention: William Hargrove, SVP, Corporate Trust
101 Constitution Avenue NW Washington, D.C. 20001
Email: william.hargrove@pinnacletrust.com
End of Exhibit C — Form of Updated Certification
End of Certification Regarding Beneficial Ownership of Legal Entity Customers — Ironhaven Data Centers LLC
Legal Entity Customer: | Ironhaven Data Centers LLC
Delivered in Connection With: | Senior Secured Term Loan B Credit Agreement dated May 15, 2024 (CUSIP: 46283LAA5)
Delivered To: | Crescent Harbor Bank, N.A., as Administrative Agent, and each Lender party to the Credit Agreement
Field | Information
Legal Entity Customer Name: | Ironhaven Data Centers LLC
DBA or Trade Name: | IHDC
Entity Type: | Limited Liability Company
Jurisdiction of Formation: | State of Delaware
EIN / Tax Identification Number: | 84-3291057
Principal Place of Business Address: | 4500 Dominion Ridge Boulevard, Suite 300, Ashburn, Virginia 20147
Registered Agent Address (Delaware): | Cascade Systems, 160 Greentree Drive, Suite 101, Dover, Delaware 19904
Date of Formation: | September 12, 2021
Phone Number: | (571) 402-8800
Nature of Business: | Development, ownership, and operation of hyperscale data-center campuses; colocation and wholesale hosting services
Industry: | Data Center / Real Estate Infrastructure
Field | Information
Full Legal Name: | Marcus Delaine
Title: | Chief Executive Officer
Date of Birth: | ____ (to be completed on executed form)
Business Address: | 4500 Dominion Ridge Boulevard, Suite 300, Ashburn, Virginia 20147
Social Security Number or Passport Number: | ____ (to be completed on executed form — redacted from circulated copies for privacy and data protection purposes)
Identification Document Type: | U.S. Driver's License  U.S. Passport  Foreign Passport (to be specified on executed form)
Identification Document Number: | ____ (to be completed on executed form)
Issuing Jurisdiction: | ____ (to be completed on executed form)
Identification Document Expiration Date: | ____ (to be completed on executed form)
No. | Document / Information | Status | Notes
1 | Government-issued photo identification (U.S. driver's license or U.S. passport) | Collected  Verified | Must be current and unexpired; copy to be maintained in KYC files
2 | Date of birth verification | Collected  Verified | Verified against government-issued photo ID
3 | Address verification (utility bill, bank statement, mortgage statement, or similar document dated within the prior 90 days) | Collected  Verified | Business address at 4500 Dominion Ridge Blvd., Suite 300, Ashburn, VA 20147; residential address on file
4 | Social Security Number verification (for U.S. persons) | Collected  Verified | SSN to be verified against IRS records or third-party verification service; redacted from circulated copies
5 | OFAC/SDN screening | Completed | Screening against OFAC Specially Designated Nationals and blocked Persons List
6 | PEP (Politically Exposed Person) screening | Completed | Screening against relevant PEP databases
7 | Adverse media screening | Completed | Review of public records and media sources for adverse information
Legal Entity Customer: | Ironhaven Data Centers LLC
Delivered in Connection With: | Senior Secured Term Loan B Credit Agreement dated May 15, 2024 (CUSIP: 46283LAA5)
Delivered To: | Crescent Harbor Bank, N.A., as Administrative Agent, and each Lender party to the Credit Agreement
Reason for Updated Certification: | __________
Field | Updated Information
Legal Entity Customer Name: | ____
DBA or Trade Name: | ____
Entity Type: | ____
Jurisdiction of Formation: | ____
EIN / Tax Identification Number: | ____
Principal Place of Business Address: | ____
Phone Number: | ____
Nature of Business: | ____
Field | Information
Full Legal Name: | ____
Date of Birth: | ____
Address: | ____
Social Security Number or Passport Number: | ____
Identification Document Type: | ____
Identification Document Number: | ____
Issuing Jurisdiction: | ____
Percentage of Equity Owned: | ____%
Field | Information
Full Legal Name: | ____
Title: | ____
Date of Birth: | ____
Business Address: | ____
Social Security Number or Passport Number: | ____
Identification Document Type: | ____
Identification Document Number: | ____
Issuing Jurisdiction: | ____

CERTIFICATION REGARDING BENEFICIAL OWNERSHIP OF LEGAL ENTITY CUSTOMERS

IRONHAVEN DATA CENTERS LLC

UPDATED CERTIFICATION REGARDING BENEFICIAL OWNERSHIP OF LEGAL ENTITY CUSTOMERS

IRONHAVEN DATA CENTERS LLC

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