SecProbe.io

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 3, 2025

Wes Cummins
Chief Executive Officer
Applied Digital Corporation
3811 Turtle Creek Blvd.
Suite 2100
Dallas, TX 75219

 Re: Applied Digital Corporation
 Form 10-K for the Fiscal Year Ended May 31, 2024
 Form 10-Q for the Period Ended November 30, 2024
 File No. 001-31968
Dear Wes Cummins:

 We have limited our review of your filings to the financial statements
and related
disclosures and have the following comments.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response to this letter, we may have additional
comments.

Form 10-K for the Fiscal Year Ended May 31, 2024
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Commentary on Results of Operations for the fiscal year ended May 31, 2024,
page 55

1. Please revise to explain, in sufficient detail, the reasons driving
changes in your
 financial statement line items. Your revised disclosures should also
address relevant
 segment information as necessary to understand the business as a whole.
For example,
 you disclose two reasons for the $109.8 million increase in consolidated
revenues
 during the year ended May 31, 2024 compared to the previous year.
However, you do
 not quantify the extent to which each factor contributed to the overall
change.
 Additionally, you attributed a portion of the change to increased
capacity but did not
 quantify the extent to which capacity increased between periods and
specific reasons
 for that change. Refer to Item 303(a) and (b) of Regulation S-K.
 April 3, 2025
Page 2
Audited Financial Statements
2. Basis of Presentation and Significant Accounting Policies
Recent Accounting Pronouncements, page 75

2. We note your discussion about ASU 2023-07, Segment Reporting ("Topic
280"):
 Improvements to Reportable Segment Disclosure. Please confirm that,
based upon
 your fiscal year-end, the ASU is effective for the fiscal year that
began June 1, 2024
 and for interim periods in the fiscal year beginning June 1, 2025.
Form 10-Q for the Period Ended November 30, 2024
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Sources of Liquidity, page 43

3. Please revise to provide a more fulsome discussion of material cash
requirements
 from known contractual obligations, including lease obligations,
purchase obligations,
 minimum debt payments, and other liabilities reflected on your balance
sheet. Your
 discussion should also address any material commitments or obligations
that are
 reasonably likely to have a material current or future effect on your
financial
 condition, results of operations, liquidity, or capital resources. Refer
to Item 303(c) of
 Regulation S-K.
4. As a related matter, please revise to explain how you determined that
you had the
 ability to generate and obtain sufficient amounts of cash to meet your
requirements
 and plans both in the short and long term. We note your disclosure on
page 9 that you
 believe substantial doubt to continue as a going concern has been
alleviated by your
 January 2025 Unit Purchase Agreement with Macquarie Asset Management.
 However, on page 27, you indicate that closing for this agreement is
conditioned upon
 several items, including the execution of a lease with a hyperscaler.
Please revise to
 clarify when closing of this agreement is expected to take place and how
your ability
 to continue as a going concern will be impacted if you are unable to
meet the closing
 conditions for this agreement.

 In closing, we remind you that the company and its management are
responsible for
the accuracy and adequacy of their disclosures, notwithstanding any review,
comments,
action or absence of action by the staff.

 Please contact Lisa Etheredge at 202-551-3424 or Robert Littlepage at
202-551-3361
with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Technology
</TEXT>
</DOCUMENT>