It's true, and there's no reason to sugarcoat it when trying to get the full picture. It's do or die for management, but I like their chances. Aside from having the faith and confidence of Bigger Capital and District 2 Capital, whom I would hope know what they are doing when it comes to investing, Ostendo themselves also greatly benefit from the deal. For them, the Ethereum mining capacity being bought isn't just another revenue source, it's strategically useful for their business infrastructure, as I see it. I would imagine they see $70 million in preferred stock as a fantastic discount on what they are willing to pay for the same amount of capacity. When both parties in a deal benefit greatly for different reasons, it usually means it goes through.
Just as you say, remaining conversions will be immaterial with a post-deal share price, and the rest of the debt is not so insurmountable afterwards either. It's a good incentive to keep management on their toes, but not enough to ruin them or us.