What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-07-29 compared with 2025-05-08 · 285 added, 117 removed, 187 unchanged (68% of the section changed)

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and its consolidated subsidiaries.

You should read the following discussion and analysis together with our financial statements and related notes in Part I, Item 1 of this Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 (this “Quarterly Report”).

This Quarterly Report contains forward-looking statements within the meaning of the federal securities laws, which statements are subject to considerable risks and uncertainties.

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strategically growing by shifting our model toward low-cost energy with more efficient capital deployment and bringing to market a full suite of solutions for data centers and edge inference, including energy management, load balancing and advanced cooling.

As of March 31, 2025, our total energy portfolio consisted of approximately 1.7 gigawatts (“GW”) of capacity with 16 data centers deployed across North America, the Middle East, Europe, and Latin America.

As of June 30, 2025, our total energy portfolio consisted of approximately 1.7 gigawatts (“GW”) of capacity with 15 data centers deployed across North America, the Middle East, Europe, and Latin America.

We believe we are one of the world’s largest publicly traded Bitcoin mining companies, with the majority of our production in the United States.

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We believe the AI industry is shifting towards inference computing, which requires distributed, low-latency, and energy-efficient infrastructure.

To support this shift, we are developing modular at the edge infrastructure solutions, including next-generation two-phase immersion cooling (“2PIC”)

systems designed to improve efficiency and sustainability.

We are also exploring power management solutions, including load balancing, to provide services to the variable energy demands of AI inference workloads.

To support this shift, we are developing inference-dedicated sites and forging partnerships that reflect our vision.

We are also exploring power management

solutions, including load balancing, to provide services to the variable energy demands of AI inference workloads and international expansion opportunities.

We intend to continue vertically integrating and further reduce energy costs.

Recent Developments

Highlights from the quarter ended March 31, 2025:

• On February 14, 2025, we completed the acquisition of a wind farm (the “Wind Farm”) in Hansford County, Texas with 240 megawatts (“MW”) of interconnection capacity and 114 MW of nameplate wind capacity.

The Wind Farm will utilize previous-generation ASIC mining hardware to provide an avenue for the hardware to continue operating profitably beyond its normal lifecycle.

• On March 11, 2025, we secured a $150.0 million line of credit, collateralized by a portion of our bitcoin holdings, to support general corporate needs.

As of March 31, 2025, approximately 3,250 bitcoin remained pledged as collateral in connection with this line of credit.

• On March 28, 2025, we commenced a new at-the-market offering program having an aggregate offering price of up to $2.0 billion.

In addition, during April 2025, we fully energized our 25 MW micro data center initiative at wellheads in North Dakota and Texas, converting excess flared gas into power for our operations.

These sites reduce our reliance on grid power and provide us with the lowest cost per bitcoin of our currently operational sites.

Highlights from the quarter ended June 30, 2025:

• As of June 30, 2025, we hit 57.4 exahashes per second (“EH/s”), a record high for MARA.

• In May 2025, we entered into a separately managed account (“SMA”) trading arrangement with Two Prime to actively manage 2,000 of our bitcoin holdings with the goal of generating meaningful returns.

Subsequent to the quarter end, we formalized a minority interest in Two Prime to strengthen our risk-optimized yield strategies and further align with a key partner.

• As of June 30, 2025 31% of our bitcoin holdings had been activated by our bitcoin asset management strategy.

• During the quarter, we announced strategic partnerships with LG-backed PADO AI and TAE Power Solutions focused on developing grid-responsive platforms that dynamically stabilize inference compute, minimize energy waste, and unlock the next generation of field-deployable, sovereign edge AI infrastructure.

In July 2025, we announced a target of reaching 75 EH/s by the end of 2025.

Bitcoin Value

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The impacts of halving on our results of operations and financial condition may be exacerbated by changes in the market value of bitcoin, which has historically been subject to significant volatility.

For example, as of March 31, 2025, the price of a bitcoin was $82,534, compared to $71,289 as of March 31, 2024.

We continue to retain all bitcoin mined in our operations or purchased, in line with our full holding onto bitcoin (“HODL”) strategy.

As of March 31, 2025, we held approximately 47,531 bitcoin, including 14,269 loaned and collateralized bitcoin , on our Condensed Consolidated Balance Sheets with a carrying value of approximately $3.9 billion.

For example, as of June 30, 2025, the price of a bitcoin was $107,173, compared to $62,668 as of June 30, 2024.

We continue to retain all bitcoin mined in our operations or purchased, in line with our bitcoin investment approach.

As of June 30, 2025, we held approximately 49,951 bitcoin, including 15,550 bitcoin under our bitcoin asset management strategy, on our Condensed Consolidated Balance Sheets with a carrying value of approximately $5.3 billion.

The fair value of our bitcoin may be materially impacted as the market value of bitcoin fluctuates.

Management believes, given our recent investments, coupled with our relative position and liquidity, we are well-positioned to execute on our long-term growth strategy.

The following table presents our bitcoin digital asset holdings (including loaned and collateralized bitcoin) and the fair value per bitcoin:

The following table presents our bitcoin digital asset holdings (including bitcoin under our bitcoin asset management strategy) and the fair value per bitcoin:

June 30, 2025 49,951 $ 107,173

March 31, 2025 47,531 82,534

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June 30, 2024 18,488 62,668

March 31, 2024 17,320 71,289

Bitcoin Mining Operations

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As the overall hashrate and difficulty of the Bitcoin network increases, we will need to continue growing our hashrate to remain competitive.

During the three months ended March 31, 2025, we mined 2,286 bitcoin, a decrease of 525 bitcoin, or 19%, from the prior year period.

The decrease was primarily due to the result of the April 2024 halving event and the increase in global hashrate.

As of March 31, 2025, we owned approximately 420,000 mining rigs globally, including our share of mining rigs from our equity method investee, the ADGM entity, with an energized hashrate of approximately 54.3 exahashes per second (“EH/s”).

During the six months ended June 30, 2025, we mined 4,644 bitcoin, a decrease of 225 bitcoin, or 5%, from the prior year period.

The decrease was primarily due to the result of the April 2024 halving event, temporary deployment of older miners while damages were remediated and the increase in global hashrate.

As of June 30, 2025, we owned approximately 450,000 mining rigs globally, including our share of mining rigs from our equity method investee, the ADGM entity, with an energized hashrate of approximately 57.4 EH/s.

To stay competitive, we remain focused on strategically deploying additional mining rigs and scaling our operations, while managing our fleet as it ages along the obsolescence curve.

In addition, we continuously evaluate strategic opportunities to support our growth strategy and seek to enhance operational efficiencies by utilizing efficient mining rigs and securing contracts with price protection clauses.

The following table presents our computing power, miner efficiency and supplemental information as of March 31, 2025 and 2024:

As of March 31,

The following table presents our computing power and miner efficiency as of June 30, 2025 and 2024:

As of June 30,

Energized hashrate (“EH/s”) (1)

Miner efficiency (in joules per terahash) (2)

BTC Yield (3)

Share of available miner rewards 5.5 % 3.1 %

(1) We define Energized Hashrate as the total hashrate that could theoretically be generated if all mining rigs that have been operational are currently in operation and running at 100% of manufacturers’ specifications.

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(2) The average number of joules of energy required to produce one terahash of computing power.

(3) BTC Yield is a key performance indicator that represents the percentage change period-to-period of the ratio between our bitcoin holdings and our Assumed Fully Diluted Shares Outstanding.

Assumed Fully Diluted Shares Outstanding refers to the aggregate of our actual shares of common stock outstanding as of the end of the applicable period plus all additional shares that would result from the assumed conversion of all outstanding convertible notes inclusive of the potential make-whole fundamental change provision, exercise of all outstanding warrants and settlement of all outstanding restricted stock units and performance-based restricted stock units.

Energy cost is the most significant cost driver for mining and represented 38.3%, as a percentage of our owned mining revenues for the three months ended March 31, 2025.

Energy cost is the most significant cost driver for mining and represented 34.1% and 36.1%, as a percentage of our owned mining revenues for the three and six months ended June 30, 2025, respectively.

This excludes energy costs from third-party hosted sites.

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When such events occur, we may curtail our operations to avoid using power at increased rates.

Although we do not receive significant compensation for curtailment, the dispatchable load of our bitcoin mining operations helps balance the

grid and provides electricity to communities when in need.

The average price of direct energy we paid for our owned facilities for the three months ended March 31, 2025 was $0.04 per kilowatt hour (“kWh”).

Three Months Ended March 31,

Although we do not receive significant compensation for curtailment, the dispatchable load of our bitcoin mining operations helps balance the grid and provides electricity to communities when in need.

The average price of direct energy we paid for our owned facilities was $0.04 per kilowatt hour (“kWh”) for both the three and six months ended June 30, 2025.

Three Months Ended June 30,

Six Months Ended June 30,

2025 2024 2025 2024

Owned Facilities Statistics

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Total BTC produced during the period, in whole BTC at owned facilities (2)

1,237 841 2,454 1,310

Average BTC per day, in whole BTC (2)

Purchased energy cost per kWh (3)

13.6 9.3 13.6 7.3

Purchased energy costs per kWh (3)

$ 0.04 $ 0.05 $ 0.04 $ 0.04

NM - Not meaningful

(1) Purchased energy cost per BTC is calculated as the amounts paid to power providers for power consumed divided by the quantity of bitcoin produced during the period related to our owned mining operations.

(1) Purchased energy costs per BTC is calculated as the amounts paid to power providers for power consumed divided by the quantity of bitcoin produced during the period related to our owned mining operations.

In addition to the impact of the April 2024 halving event, purchased energy costs increased due to broad-based increases in energy costs.

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The growth was partially mitigated by the BTC halving event.

(3) Purchased energy cost per kWh is calculated using the amounts paid to power providers for power consumed divided by the kWh consumed related to our owned bitcoin mining operations.

(3) Purchased energy costs per kWh is calculated using the amounts paid to power providers for power consumed divided by the kWh consumed related to our owned bitcoin mining operations.

In the first quarter of 2024, this metric was not meaningful as we were in the early stages of our transition to a vertically integrated operating model focused on owned infrastructure.

This transition began in January 2024, when we commenced acquiring data centers to support owned mining operations, which initially represented a limited portion of our overall operations during the period.

Bitcoin Asset Management

As the second largest corporate holder of bitcoin globally, our strategy focuses on enhancing shareholder value through disciplined, risk-managed deployment of bitcoin beyond passive holdings.

We view bitcoin as a productive asset, a source of liquidity, yield, and long-term capital appreciation.

By activating a portion of our holdings through lending, structured trading arrangements, and collateralized financing, we seek to generate incremental income that helps fund operations, expand infrastructure, and reduce our cost of capital.

Our strategy balances upside participation in bitcoin appreciation with near-term cash flow generation, while maintaining substantial liquidity to respond to market opportunities.

Subsequent to the quarter end, we formalized a minority interest in Two Prime, an external full-service registered advisor, to strengthen our risk-optimized yield strategies and further align with a key partner.

To a lesser extent, we have also used bitcoin as a collateral to borrow under lines of credit.

As of June 30, 2025, we held a total of 49,951 bitcoin, including 15,550 bitcoin that were loaned, actively managed or pledged as collateral.

As such, approximately 31% of our total holdings were activated through our bitcoin asset management strategy.

The Company’s core bitcoin asset management is comprised of the following activities:

We retain the majority of our bitcoin holdings as a treasury asset, under our bitcoin investment approach, to preserve long-term exposure to fair value appreciation while also serving as an available source of liquidity.

We hold our bitcoin across multiple custodial wallets to mitigate counterparty risk and avoid concentration with any single custodian.

The following table presents supplemental information related to our Treasury activities for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30,

Six Months Ended June 30,

BTC Yield (1)

1.6 % (0.6) % 5.2 % 2.0 %

Share of available miner rewards 5.7 % 3.7 % 5.6 % 3.2 %

(1) BTC Yield is a key performance indicator that represents the percentage change period-to-period of the ratio between our bitcoin holdings and our Assumed Fully Diluted Shares Outstanding.

Beginning late 2024, we began lending arrangements with various counterparties to generate additional yield on our bitcoin holdings.

As of June 30, 2025, we had loaned out a total of 7,877 bitcoin that generated $6.8 million and $13.1 million of interest income for the three and six months ended June 30, 2025, respectively.

We assess the creditworthiness of counterparties prior to lending and reassess periodically.

Loaned bitcoin is subject to recall upon short notice.

During the second quarter of 2025, we entered into an SMA agreement with Two Prime and transferred 500 bitcoin in mid-May 2025, followed by an additional 1,500 bitcoin in late June 2025.

As of June 30, 2025, a total of 2,004 bitcoin were held and actively managed within the SMA.

The 500 bitcoin transferred in mid-May 2025 generated an additional 4 bitcoin, or approximately $0.4 million.

The late June transfer of bitcoin occurred too late in the quarter to meaningfully contribute to returns.

The SMA is managed within defined parameters intended to generate returns while limiting downside risk, and it maintains liquidity with short-term notice.

In addition, our bitcoin asset management team may, from time to time, engage in various bitcoin-denominated trades such as options, futures, swaps and spot transactions to generate additional returns on our bitcoin holdings.

As of June 30, 2025, 5,669 bitcoin were pledged as collateral in connection with $350.0 million of outstanding borrowings under the Line of Credit bearing interest rates between 8.85% and 10.5% per annum.

Under our bitcoin asset management strategy, our bitcoin investment approach resulted in an improvement of $1.2 billion and $683.7 million on the Company’s bitcoin holdings during the three and six months ended June 30, 2025, respectively, simultaneously generating related interest and investment income.

The following tables summarize our capital appreciation and income generated from bitcoin holdings as it relates to our bitcoin asset management strategy:

Three Months Ended June 30, 2025

(in thousands)

Asset Management

Change in fair value of bitcoin (1)

$ 844,890 $ 126,926 $ 1,611 $ 218,010 $ 1,191,437

Interest income (2)

— 6,795 — — 6,795

Investment income, net (3)

— — 1,366 — 1,366

$ 844,890 $ 133,721 $ 2,977 $ 218,010 $ 1,199,598

(1) Change in fair value of bitcoin for the three months ended June 30, 2025 totaled $1.2 billion and includes the “Change in fair value of digital assets” of $846.0 million, excluding $1.1 million related to other digital assets, resulting in $844.9 million attributable to bitcoin, plus the “Change in fair value of digital assets – receivable, net” of $346.5 million.

(2) Interest income differs from the amount reported as “Interest income” on the Condensed Consolidated Statements of Operations, as it excludes $2.8 million of interest earned on cash and cash equivalents for the three months ended June 30, 2025.

(3) Investment income, net is associated with the return earned from the SMA agreement and various bitcoin-denominated trades and is reported in “Other” on the Condensed Consolidated Statements of Operations.

Six Months Ended June 30, 2025

(in thousands)

Asset Management

Change in fair value of bitcoin (1)

$ 453,225 $ 101,943 $ 1,611 $ 126,926 $ 683,705

Interest income (2)

— 13,125 — — 13,125

Investment income, net

— — (5,921) — (5,921)

$ 453,225 $ 115,068 $ (4,310) $ 126,926 $ 690,909

(1) Change in fair value of bitcoin for the six months ended June 30, 2025 totaled $683.7 million and includes the “Change in fair value of digital assets” of $451.9 million, excluding a loss of $1.4 million related to other digital assets, resulting in $453.2 million attributable to bitcoin, plus the “Change in fair value of digital assets - receivable, net” of $230.5 million.

(2) Interest income differs from the amount reported as “Interest income” on the Condensed Consolidated Statements of Operations, as it excludes $8.5 million of interest earned on cash and cash equivalents for the six months ended June 30, 2025.

The price of bitcoin has historically experienced significant price volatility, in addition to other risks inherent to holding a digital asset.

Management monitors these risks and developments in managing our bitcoin investment approach to mitigate adverse effects on our financial position.

RESULTS OF OPERATIONS

Three Months Ended March 31, 2025 Compared to the Three Months Ended March 31, 2024

Three Months Ended March 31,

Three Months Ended June 30, 2025 Compared to the Three Months Ended June 30, 2024

Three Months Ended June 30,

(in thousands)

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Average BTC per day, in whole BTC 25.9 22.9 3.0

Average price of BTC mined (2)

Average price of BTC mined, in whole dollars (2)

$ 98,975 $ 65,849 $ 33,126

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1.4 % 10.5 % (9.1) %

(1) Includes 60 and 171 bitcoin representing our share of the equity method investee, the ADGM entity, for the three months ended March 31, 2025 and 2024, respectively.

(1) Includes 47 and 97 bitcoin representing our share of the equity method investee, the ADGM entity, for the three months ended June 30, 2025 and 2024, respectively.

(2) Average price of BTC mined is calculated using BTC mining revenue divided by the bitcoin production, excluding our share of the bitcoin produced for the equity method investee, the ADGM entity.

We generated revenues of $213.9 million for the three months ended March 31, 2025, compared to $165.2 million in the prior year period.

The $48.7 million, or approximately 30%, increase in revenues was primarily driven by an increase in bitcoin mining revenue partially offset by a decrease in hosting services.

The $68.9 million increase in bitcoin mining revenue was primarily driven by a 77% increase in the average bitcoin price, which contributed $90.7 million, partially offset by a $21.8 million decrease in bitcoin production due to halving.

During the three months ended March 31, 2025 and 2024, revenue from hosting services was $1.2 million and $20.8 million, respectively, a decrease of $19.6 million due to the termination of various hosting agreements from the GC Data Center Acquisition during 2024.

Costs and expenses

We generated revenues of $238.5 million for the three months ended June 30, 2025, compared to $145.1 million in the prior year period.

The $93.3 million, or approximately 64%, increase in revenues was primarily driven by an increase in bitcoin mining revenue partially offset by a decrease in other digital asset mining revenue and hosting services.

The $99.6 million increase in bitcoin mining revenue was primarily driven by a 50% increase in the average bitcoin price, which contributed $76.6 million, in addition to a $23.1 million increase from bitcoin production.

During the three months ended June 30, 2025 and 2024, revenue from hosting services was $1.2 million and $8.7 million, respectively, a decrease of $7.5 million due to planned terminations of various hosting agreements following the GC Data Center Acquisition in 2024.

Costs and operating expenses (income)

Purchased energy, third-party hosting and other energy and operating and maintenance costs

Three Months Ended March 31,

Three Months Ended June 30,

(in thousands)

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Third-party hosting and other energy costs

69,029 54,020 15,009

Operating and maintenance costs 22,362 15,595 6,767

Supplemental Information

Supplemental Information (in whole dollars)

Cost per Petahash per day (1)

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$ 33,735 $ 31,065 $ 2,670

(1) Cost per Petahash per day is calculated using bitcoin mining costs attributable to purchased energy costs, third party hosting and other energy costs and operating and maintenance costs, divided by the daily average operational hashrate online during the period, excluding our share of the hashrate for the equity method investee, the ADGM Entity, and share of hashrate from our noncontrolling interest, by a factor of 1,000.

(2) Purchased energy cost per BTC is calculated as the amounts paid to power providers for power consumed divided by the quantity of bitcoin produced during the period related to our owned mining operations.

Purchased energy costs during the three months ended March 31, 2025 totaled $43.5 million compared to $6.1 million in the prior year period, an increase of $37.4 million or approximately 614%.

Purchased energy costs consist of power expenses paid to power providers for power consumed related to our owned bitcoin mining operations.

The increase was primarily driven by the expansion of our owned mining sites through acquisitions and the growth in our hashrate to 54.3 EH/s.

Our Cost per Petahash per day improved to $28.5 from $38.1, or approximately 25%, compared to the prior year period despite a higher network difficulty due to an increase in global hashrate.

For the three months ended March 31, 2025.

Purchased energy cost per bitcoin for our owned mining sites was $35,728 compared to $12,953 in the prior year period.

Third party hosting and other energy costs during the three months ended March 31, 2025 totaled $68.2 million compared to $69.6 million in the prior year period, a decrease of $1.4 million or approximately 2%.

(1) Cost per Petahash per day is calculated using bitcoin mining costs attributable to purchased energy costs, third-party hosting and other energy costs and cash operating and maintenance costs, divided by the daily average operational hashrate online during the period, excluding our share of the hashrate for the equity method investee, the ADGM Entity, and share of hashrate from our noncontrolling interest, by a factor of 1,000.

(2) Purchased energy costs per BTC is calculated as the amounts paid to power providers for power consumed divided by the quantity of bitcoin produced during the period related to our owned mining operations.

Purchased energy costs during the three months ended June 30, 2025 totaled $41.7 million compared to $26.1 million in the prior year period, an increase of $15.6 million or approximately 60%, primarily driven by the expansion of our owned mining sites and our total hashrate growth to 57.4 EH/s.

Purchased energy costs consist of power expenses paid to power providers for power consumed related to our owned bitcoin mining operations and up to a lesser extent energy generated and consumed by us.

For the three months ended June 30, 2025, our Cost per Petahash per day improved to $28.7 from $37.8, approximately 24%, compared to the prior year period.

For the three months ended June 30, 2025, Purchased energy costs per bitcoin for our owned mining sites was $33,735 compared to $31,065 in the prior year period, primarily due to higher network difficulty due to an increase in global hashrate and the 2024 halving event.

Third-party hosting and other energy costs during the three months ended June 30, 2025 totaled $69.0 million compared to $54.0 million in the prior year period, an increase of $15.0 million or approximately 28%.

These costs consist of colocation services related to third-party hosted sites and energy expenses related to mining other digital assets.

The decrease was primarily due to a decrease in hosting related operating costs and unexpected equipment downtime in the prior year period, offset by an increase in energized miners at third party hosted facilities.

Operating and maintenance costs during the three months ended March 31, 2025 totaled $19.8 million compared to $15.8 million in the prior year period, an increase of $4.0 million or approximately 25%.

The increase in operating and maintenance costs was primarily due to an increase in shipping and warehouse fees and site repair and maintenance fees associated with our mining operations compared to the prior year period.

The increase was primarily due to the addition of energized miners at third-party hosted facilities.

Operating and maintenance costs during the three months ended June 30, 2025 totaled $22.4 million compared to $15.6 million in the prior year period, an increase of $6.8 million or approximately 43%.

The increase in operating and maintenance costs was primarily due to an increase in repair and maintenance fees associated with our mining operations and shipping and warehouse costs compared to the prior year period.

Refer to Note 2 – Summary of Significant Accounting Policies in the notes to our Condensed Consolidated Financial Statements for further information on our presentation change relating to our costs.

General and administrative expenses

General and administrative expenses were $85.9 million for the three months ended March 31, 2025, compared to $68.9 million in the prior year period.

General and administrative expenses consist of stock based compensation, professional and legal fees and other people and office expenses.

The $17.0 million, or approximately 25%, increase was primarily due to an increase in the scale of business and acquisitions, an increase in our employee headcount from 72 to 171 and an increase in professional fees as part of our strategic expansion.

Stock based compensation decreased $3.0 million primarily due to the timing of grants.

Restricted stock units awarded for 2023 performance were granted earlier during the three months ended March 31, 2024 compared to the grant of 2025 performance-based restricted stock units (“PSUs”).

General and administrative expenses were $92.9 million for the three months ended June 30, 2025, compared to $53.5 million in the prior year period.

These expenses consist of stock based compensation, professional and legal fees and other people and office expenses.

The $39.5 million, or approximately 74% increase was driven by the continued strategic expansion of our business and our pivot from asset-light to a vertically integrated model.

The increase reflects the scaling of our operations, higher personnel costs associated with headcount growth from 109 to 201 and increased professional and administrative fees in support of our expanded footprint.

Stock-based compensation expense increased by $24.5 million, primarily due to the 2025 long-term incentive plan (“LTIP”) grants, an accounting charge due to the modification to the 2024 LTIP awards at the end of 2024, and an increase in headcount.

This increase was partially offset by reduced expense associated with the 2023 LTIP awards on a comparative basis.

Depreciation and amortization

Depreciation and amortization during the three months ended March 31, 2025 totaled $157.9 million compared to $81.6 million in the prior year prior.

Depreciation and amortization during the three months ended June 30, 2025 totaled $161.7 million compared to $107.5 million in the prior year period.

The $54.2 million, or approximately 50% increase, was primarily due to the deployment of additional mining rigs and an overall increased scale of business.

Change in fair value of digital assets

We recognized a loss on digital assets of $394.2 million for the three months ended March 31, 2025 compared to a gain of $488.8 million in the prior year period.

The $883.0 million, or approximately 181%, decrease was primarily related to the change in bitcoin price from $93,354 to $82,534, from December 31, 2024 to March 31, 2025, respectively and the underlying digital assets held.

As of March 31, 2025, we had 47,531 bitcoin, an increase of 174% compared to the prior year period.

We recognized a gain on digital assets of $846.0 million for the three months ended June 30, 2025 compared to a loss of $148.0 million in the prior year period.

The $994.0 million increase was primarily driven by the rise in bitcoin price.

Change in fair value of derivative instrument

We recognized a gain on the change in fair value of derivative instrument of $26.8 million for the three months ended March 31, 2025 compared to a loss of $15.3 million in the prior year period, to adjust the fair value of the commodity swap contract acquired in the GC Data Center Acquisition, which meets the definition of a derivative instrument and is measured each reporting period at fair value.

The changes in fair value are primarily due to the movement in electricity forward curves prices during the respective periods.

We recognized a gain on the change in fair value of derivative instrument of $20.3 million for the three months ended June 30, 2025 compared to a gain of $38.3 million in the prior year period.

We adjusted the fair value of the commodity swap contract acquired in the GC Data Center Acquisition, which meets the definition of a derivative instrument and is remeasured at fair value at the end of each reporting period, with changes primarily due to movements in electricity forward curve prices during the respective periods.

Impairment of assets

During the three months ended June 30, 2025, a severe storm caused irreparable damage to certain mining equipment at our Garden City mining site.

In accordance with ASC 360 – Property, Plant, and Equipment , any unforeseen or unexpected retirements should result in a gain or loss recognized in earnings.

As such, we recognized an impairment of $26.0 million related to the damaged miners for the three months ended June 30, 2025.

Should we successfully receive insurance proceeds, they will be recognized as a gain in the period in which they are received.

There were no such impairments in the prior year period.

Taxes other than on income

Taxes other than on income were $3.1 million for the three months ended March 31, 2025 compared to $2.5 million in the prior year period.

Taxes other than on income were $2.4 million for the three months ended June 30, 2025 compared to $1.6 million in the prior year period.

Taxes other than on income consist primarily of property and sales and use taxes.

Early termination expenses

During the three months ended June 30, 2024, we finalized an agreement to terminate a data center hosting agreement with a customer acquired in the GC Data Center Acquisition prior to the maturity date of such hosting agreement for $5.7 million, net of a deposit refund.

There were no such expenses in the current period.

Research and development

Research and development expenses were $8.5 million for the three months ended June 30, 2025 compared to $3.8 million in the prior year period.

The $4.7 million, or approximately 122% increase, was primarily due to ongoing innovation initiatives and development expenses to support our strategic expansion.

Change in fair value of digital assets - receivable, net

We recognized a gain on digital assets - receivables, net of $346.5 million for the three months ended June 30, 2025, due to changes in the fair value associated with our bitcoin loaned, actively managed and pledged as collateral.

There were no such activities in the prior year period.

Equity in net earnings of unconsolidated affiliate

During the three months ended June 30, 2025, we recorded our share of net loss for our 20% interest in the ADGM Entity of $0.9 million, compared to nearly zero in the prior year period.

Our share of the ADGM Entity’s operating results included earnings from the production of 47 bitcoin and approximately $3.2 million of depreciation and amortization during the three months ended June 30, 2025, whereas in the prior year period, our share of the ADGM Entity’s operating results included earnings from production of 97 bitcoin and approximately $3.5 million of depreciation and amortization.

Interest income, interest expense and other

Three Months Ended June 30,

(in thousands) 2025 2024 $

Interest income from loaned bitcoin

$ 6,795 $ — $ 6,795

Interest income from cash and cash equivalents

2,836 2,308 528

Total interest income

9,631 2,308 7,323

Interest expense (12,835) (1,369) (11,466)

Other (5,509) 93 (5,602)

Interest income increased by $7.3 million compared to the prior year period, primarily due to interest income earned on loaned bitcoin under our bitcoin asset management strategy and a higher average balance of cash and cash equivalents.

Interest expense increased for the three months ended June 30, 2025 by $11.5 million primarily due to the interest expense associated with the Convertible Notes and the Line of Credit.

Other of $5.5 million for the three months ended June 30, 2025 primarily related to an increase to the allowance for credit loss due to an additional amount of bitcoin loaned and transferred to be actively managed in the quarter and a rise in bitcoin price, partially offset by a gain on bitcoin derivative settlements.

Income tax benefit (expense)

We recorded income tax expense of $208.5 million for the three months ended June 30, 2025 compared to an income tax benefit of $31.7 million in the prior year period.

The $208.5 million income tax expense primarily reflects changes in pretax book income and loss during the periods, driven largely by fair value adjustments related to digital assets.

RESULTS OF OPERATIONS

Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Six Months Ended June 30,

(in thousands)

Bitcoin (“BTC”) mining revenue $ 436,538 $ 267,970 $ 168,568

Other digital assets mining revenue 5,768 10,288 (4,520)

Hosting services 2,315 29,436 (27,121)

Other revenue 7,748 2,643 5,105

Revenues $ 452,369 $ 310,337 $ 142,032

Supplemental Information

BTC produced during the period, in whole BTC (1)

4,644 4,869 (225)

Average BTC per day, in whole BTC 25.7 26.8 (1.1)

Average price of BTC mined, in whole dollars

$ 96,203 $ 58,176 $ 38,026

Number of blocks won

1,360 825 535

Transaction fees as a percentage of total

1.4 % 8.8 % (7.4) %

(1) Includes 106 and 268 bitcoin representing our share of the equity method investee, the ADGM entity, for the six months ended June 30, 2025 and 2024, respectively.

We generated revenues of $452.4 million for the six months ended June 30, 2025, compared to $310.3 million in the prior year period.

The $142.0 million, or approximately 46%, increase in revenues was primarily driven by an increase in bitcoin mining revenue partially offset by a decrease in hosting services.

The $168.6 million increase in bitcoin mining revenue was primarily driven by a 65% increase in the average bitcoin price, which contributed $172.3 million, partially offset by a $3.7 million decrease from bitcoin production due to halving.

During the six months ended June 30, 2025 and 2024, revenue from hosting services was $2.3 million and $29.4 million, respectively, a decrease of $27.1 million due to planned terminations of various hosting agreements following the GC Data Center Acquisition in 2024.

Costs and operating expenses (income)

Purchased energy, third-party hosting and other energy and operating and maintenance costs

Six Months Ended June 30,

(in thousands)

Purchased energy costs $ 85,211 $ 32,201 $ 53,010

Third-party hosting and other energy costs

137,212 123,586 13,626

Operating and maintenance costs 42,156 31,409 10,747

Supplemental Information (in whole dollars)

Cost per Petahash per day $ 29.4 $ 37.8 $ (8.5)

Purchased energy costs per BTC $ 34,723 $ 24,581 $ 10,142

Purchased energy costs during the six months ended June 30, 2025 totaled $85.2 million compared to $32.2 million in the prior year period, an increase of $53.0 million or approximately 165% primarily driven by the expansion of our owned mining sites through acquisitions and our total hashrate growth to 57.4 EH/s.

For the six months ended

June 30, 2025, our Cost per Petahash per day improved to $29.4 from $37.8, or approximately 22%, compared to the prior year period.

For the six months ended June 30, 2025, Purchased energy costs per bitcoin for our owned mining sites was $34,723 compared to $24,581 in the prior year period, primarily due to higher difficulty levels and the April 2024 halving event.

Third-party hosting and other energy costs during the six months ended June 30, 2025 totaled $137.2 million compared to $123.6 million in the prior year period, an increase of $13.6 million or approximately 11%.

The increase was primarily due to the addition of energized miners at third-party hosted facilities.

Operating and maintenance costs during the six months ended June 30, 2025 totaled $42.2 million compared to $31.4 million in the prior year period, an increase of $10.7 million or approximately 34%.

The increase in operating and maintenance costs was primarily due to an increase in shipping and warehouse fees and site repair and maintenance costs associated with our mining operations compared to the prior year period.

General and administrative expenses

General and administrative expenses were $178.8 million for the six months ended June 30, 2025, compared to $122.4 million in the prior year period.

The $56.4 million, or approximately 46%, increase was primarily due to an increase in the scale of our operations and acquisitions and our pivot from asset-light to a vertically integrated model.

The increase reflects the support to expand our footprint, higher people costs due to a growth in employee headcount and increased professional, administrative and acquisition-related fees.

Stock based compensation increased $21.5 million primarily due to the 2025 LTIP grants, an accounting charge due to the modification to the 2024 LTIP awards at the end of 2024, and an increase in headcount.

This increase was partially offset by reduced expense associated with the 2023 LTIP awards on a comparative basis.

Depreciation and amortization

Depreciation and amortization during the six months ended June 30, 2025 totaled $319.6 million compared to $189.1 million in the prior year period primarily due to the deployment of additional mining rigs and an overall increased scale of business.

Change in fair value of digital assets

We recognized a gain on digital assets of $451.9 million for the six months ended June 30, 2025 compared to a gain of $340.8 million in the prior year period.

The $111.1 million, or approximately 33%, increase was primarily driven by the rise in bitcoin price.

Change in fair value of derivative instrument

The fair value of the derivative instrument increased for the six months ended June 30, 2025 compared to the prior year period, primarily due to the movement in electricity forward curves prices during the respective periods.

Impairment of assets

Due to a severe storm, we experienced irreparable damage to certain mining equipment at our Garden City mining site and as such, recognized an impairment of $26.0 million for the six months ended June 30, 2025.

Should we successfully receive insurance proceeds, they will be recognized as a gain in the period in which they are received.

There were no such impairments in the prior year period.

Taxes other than on income

Taxes other than on income were $5.5 million for the six months ended June 30, 2025 compared to $4.1 million in the prior year period.

Early termination expenses

In the first quarter of 2024, we entered into termination and transition agreements with the operator from the GC Data Center Acquisition, for an early termination fee of $19.5 million.

In addition, we entered into an agreement for the early termination of a data center hosting agreement with one of its customers, upon which we forgave an outstanding accounts receivable balance of $8.3 million.

There were no such expenses in the current period.

Research and development

Research and development expenses were $9.3 million for the three months ended March 31, 2025 compared to $2.5 million in the prior year period.

The $6.8 million, or approximately 277% increase, was primarily due to the increase in contractor costs, supplies, personnel, and related expenses for our mining and technology businesses.

Other income (loss)

Research and development expenses were $17.8 million for the six months ended June 30, 2025 compared to $6.3 million in the prior year period.

Change in fair value of digital assets - receivable, net

We recognized a loss on digital assets - receivables, net of $116.1 million for the three months ended March 31, 2025, for the fair value recognized in connection with the lending agreements with various counterparties and collateralized bitcoin in connection with the lines of credit.

We recognized a gain on digital assets - receivables, net of $230.5 million for the six months ended June 30, 2025.

There were no such activities in the prior year period.

Equity in net earnings of unconsolidated affiliate

During the three months ended March 31, 2025, we recorded our share of net loss for our 20% interest in the ADGM Entity of nearly zero, compared to an income of $1.3 million in the prior year period.

Our share of the ADGM Entity’s operating results included earnings from the production of 60 bitcoin and approximately $3.1 million of depreciation and amortization during the three months ended March 31, 2025, whereas in the prior year period, our share of ADGM Entity’s operating results included earnings from production of 171 bitcoin, a $4.1 million impairment of property and equipment and approximately $2.6 million of depreciation and amortization.

During the six months ended June 30, 2025, we recorded our share of net loss for our 20% interest in the ADGM Entity of $0.9 million, compared to an income of $1.3 million in the prior year period.

Our share of the ADGM Entity’s operating results included earnings from the production of 106 bitcoin and approximately $6.3 million of depreciation and amortization during the six months ended June 30, 2025, whereas in the prior year period, our share of the ADGM Entity’s operating results included earnings from production of 268 bitcoin, a $4.1 million impairment of property and equipment and approximately $6.1 million of depreciation and amortization.

Interest income, interest expense and other

Three Months Ended March 31,

Six Months Ended June 30,

(in thousands) 2025 2024 $

Interest income $ 11,995 $ 2,573 $ 9,422

Interest income from loaned bitcoin

$ 13,125 $ — $ 13,125

Interest income from cash and cash equivalents 8,501 4,881 3,620

Total interest income 21,626 4,881 16,745

Interest expense (22,776) (2,625) (20,151)

Other (3,035) 3,037 (6,072)

Interest income increased by $9.4 million compared to the prior year period, primarily due to a higher average balance of cash and cash equivalents and interest earned on loaned bitcoin.

Interest expense increased for the three months ended March 31, 2025 by $8.7 million primarily due to the Convertible Notes and the Line of Credit.

Other of $2.5 million for the three months ended March 31, 2025 primarily related to a net gain on investments of $12.4 million, partially offset by a $7.7 million loss on bitcoin derivative settlements and an adjustment to the allowance for credit loss related to additional bitcoin collateralized during the quarter.

Income tax benefit (expense)

We recorded income tax benefit of $119.2 million for the three months ended March 31, 2025 compared to an income tax expense of $38.1 million in the prior year period.

The $119.2 million income tax benefit primarily reflects changes in pretax book income and loss during the periods, driven largely by fair value adjustments related to digital assets.

The income tax benefit was partially offset by the prior year’s release of the valuation allowance.

Interest income increased by $16.7 million compared to the prior year period, primarily due to interest income earned on loaned bitcoin under our bitcoin asset management strategy in the current period and a higher average balance of cash and cash equivalents.

Interest expense increased for the six months ended June 30, 2025 by $20.2 million primarily due to the Convertible Notes and the Line of Credit.

Other of $3.0 million for the six months ended June 30, 2025 primarily related to a net gain on investments of $12.4 million, partially offset by a $7.0 million loss on bitcoin derivative settlements and an increase of the allowance for credit loss.

Income tax expense

We recorded income tax expense of $89.3 million for the six months ended June 30, 2025 compared to an income tax expense of $6.4 million in the prior year period.

The $89.3 million income tax expense primarily reflects changes in pretax book income and loss during the periods, driven largely by fair value adjustments related to digital assets.

NON-GAAP FINANCIAL MEASURES

In order to provide a more comprehensive understanding of the information used by our management team in financial and operational decision-making, we supplement our Condensed Consolidated Financial Statements that have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) with the non-GAAP financial measure of Adjusted EBITDA.

We define Adjusted EBITDA as (a) GAAP net income (loss) attributable to common stockholders plus (b) adjustments to add back the impacts of (1) interest, (2) income taxes, (3) depreciation and amortization and (4) adjustments for non-cash and/or non-recurring items, which currently include (i) stock compensation expense, (ii) change in fair value of derivative instrument, (iii) net gain on investments and (iv) early termination expenses.

We define Adjusted EBITDA as (a) GAAP net income (loss) attributable to common stockholders plus (b) adjustments to add back the impacts of (1) interest, (2) income taxes, (3) depreciation and amortization and (4) adjustments for non-cash and/or non-recurring items, which currently include (i) stock based compensation expense, (ii) change in fair value of derivative instrument, (iii) impairment of assets, (iv) net gain on investments and (v) early termination expenses.

Management uses Adjusted EBITDA, along with the supplemental information provided herein, as a means of understanding, managing and evaluating business performance and to help inform operating decision-making.

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The following table provides a reconciliation of GAAP net income (loss) to Adjusted EBITDA:

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

(in thousands) 2025 2024 2025 2024

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$ 808,235 $ (199,659) $ 275,036 $ 137,514

Interest income, net

Interest expense (income), net

3,204 (939) 1,150 (2,256)

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Change in fair value of derivative instrument (20,311) (38,251) (47,139) (22,999)

Impairment of assets

26,253 — 26,253 —

Net gain on investments (2)

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Early termination expenses

— 5,660 — 27,757

Adjusted EBITDA $ 1,245,455 $ (125,467) $ 761,890 $ 416,651

(1) Includes approximately $3.1 million and $2.6 million of depreciation and amortization from our share in the results of our equity method investee, the ADGM entity, reported in “Equity in net earnings of unconsolidated affiliate” for the three months ended March 31, 2025 and 2024, respectively, on the Condensed Consolidated Statements of Operations.

Additionally, for the three months ended March 31, 2024, depreciation and amortization includes $0.6 million amortization that was previously classified within general and administrative on the Condensed Consolidated Statements of Operations.

(1) Includes approximately $3.2 million and $3.5 million of depreciation and amortization for the three months ended June 30, 2025 and 2024, respectively, and approximately $6.3 million and $6.1 million of depreciation and amortization for the six months ended June 30, 2025 and 2024, respectively, representing our share in the results of our equity method investee, the ADGM entity, reported in “Equity in net earnings of unconsolidated affiliate” on the Condensed Consolidated Statements of Operations.

Additionally, for the three and six months ended June 30,

2024, depreciation and amortization includes approximately $0.2 million and $0.9 million, respectively, of amortization that was previously classified within “General and administrative” on the Condensed Consolidated Statements of Operations.

(2) Net gain on investments is reported in “Other” on the Condensed Consolidated Statements of Operations.

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FINANCIAL CONDITION AND LIQUIDITY

The following table presents a summary of our cash flow activity for the three months ended March 31, 2025 and 2024:

For the Three Months Ended March 31,

The following table presents a summary of our cash flow activity for the six months ended June 30, 2025 and 2024:

For the Six Months Ended June 30,

(in thousands) 2025 2024

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Cash, cash equivalents and restricted cash — end of period

Cash flows for the three months ended March 31, 2025:

Cash, cash equivalents and restricted cash totaled $208.2 million at March 31, 2025, a decrease of $195.6 million from December 31, 2024.

Cash flows from operating activities resulted in a use of funds of $215.5 million, as net income (loss), adjusted for non-cash and non-operating items, in the amount of $34.7 million was offset by the use of cash of $250.2 million from changes in operating assets and liabilities.

$ 121,475 $ 268,027

Cash flows for the six months ended June 30, 2025:

Cash, cash equivalents and restricted cash totaled $121.5 million at June 30, 2025, a decrease of $282.3 million from December 31, 2024.

Cash flows from operating activities resulted in a use of funds of $378.9 million, as net income, adjusted for non-cash and non-operating items, in the amount of $77.3 million was offset by the use of cash of $456.2 million from changes in operating assets and liabilities.

When we produce and hold bitcoin on our Condensed Consolidated Balance Sheets, we exclude such bitcoin from our operating cash flows.

If we monetize bitcoin in the future, those proceeds are reported as cash flows from investing activities.

Changes in cash flows from operating assets and liabilities were driven by a use of funds associated with changes in digital assets of $212.7 million due to the non-cash adjustment for bitcoin mining revenues and deposits of $6.6 million resulting from increased deposits associated with hosting agreements and renewable energy credits.

Cash flows from investing activities resulted in a use of funds of $209.8 million, primarily resulting from the use of funds for advances to vendors of $97.4 million, purchase of property and equipment of $38.9 million, the purchase of 340 bitcoin for $27.1 million and payment of $36.3 million to acquire the Wind Farm for an additional 114 MW of nameplate capacity.

Changes in cash flows from operating assets and liabilities were primarily driven by a use of funds associated with revenues from operations of $449.0 million.

Cash flows from investing activities resulted in a use of funds of $337.0 million, primarily resulting from the use of funds for the purchase of property and equipment of $157.8 million, advances to vendors of $108.4 million, payment of $36.4 million to acquire the Wind Farm for an additional 114 MW of nameplate capacity and the purchase of 340 bitcoin for $27.1 million at an average cost to purchase bitcoin of $79,797.

The use of funds was partially offset by proceeds from the sale of digital assets of $14.3 million and the sale of property and equipment of $3.7 million.

Cash flows from financing activities resulted in a source of cash of $229.8 million, primarily from the periodic issuance of common stock under our 2024 ATM of $100.1 million and securing an additional $150.0 million line of credit.

As of March 31, 2025, the facility was fully utilized.

Cash flows from financing activities resulted in a source of cash of $433.6 million, primarily from the periodic issuance of common stock under our 2024 ATM and 2025 ATM of $319.3 million and securing an additional $150.0 million line of credit.

As of June 30, 2025, the facility was fully utilized.

Bitcoin holdings:

At March 31, 2025, we held a total of 47,531 bitcoin, including 14,269 loaned and collateralized bitcoin, on our Condensed Consolidated Balance Sheets with a total fair value of $3.9 billion.

The fair value of a single bitcoin was approximately $82,534 at March 31, 2025.

Approximately 7,377 of our total bitcoin holdings were loaned to third parties to generate additional return and 6,892 bitcoin were utilized as collateral for borrowings.

Loaned and collateralized bitcoin are classified as “Digital asset - receivables, net” on the Condensed Consolidated Balance Sheets with a carrying value of $1.2 billion.

Consistent with our HODL strategy, the remaining 33,263 unrestricted bitcoin were classified as long-term digital assets on the Condensed Consolidated Balance Sheets with a fair value of $2.7 billion.

Our holdings as of March 31, 2025 excluded 4 bitcoin held by our equity method investee, pending dividend to us.

At June 30, 2025, we held a total of 49,951 bitcoin, including 15,550 bitcoin under our bitcoin asset management strategy, on our Condensed Consolidated Balance Sheets with a total fair value of $5.3 billion.

The fair value of a single bitcoin was approximately $107,173 at June 30, 2025.

At June 30, 2025, approximately 7,877 of our total bitcoin holdings were loaned to third parties to generate additional return, 2,004 of our bitcoin holdings were allocated and actively managed under an SMA earning investment income and 5,669 bitcoin were pledged as collateral for outstanding borrowings under the Line of Credit.

Bitcoin under our bitcoin asset management strategy are classified as “Digital asset - receivables, net” on the Condensed Consolidated Balance Sheets with a carrying value of $1.6 billion.

Consistent with our bitcoin investment approach, the remaining 34,401 unrestricted bitcoin were classified as long-term assets under “Digital assets, net of current portion” on the Condensed Consolidated Balance Sheets with a fair value of $3.7 billion.

Our holdings as of June 30, 2025 excluded 2 bitcoin held by our equity method investee, pending dividend to us.

We expect that our future bitcoin holdings will generally increase but will fluctuate from time to time, both in number of bitcoin held and fair value in U.S.

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At-the-Market Offering Programs and Proceeds:

As of March 31, 2025, we sold 5,428,548 shares of common stock for an aggregate purchase price of $100.1 million, net of commission and offering expenses of $2.6 million, pursuant to the 2024 ATM, which was terminated and replaced with the 2025 ATM on March 28, 2025.

As of March 31, 2025, approximately $2.0 billion of our common stock remained available for issuance and sale pursuant to the 2025 ATM.

As of June 30, 2025, we sold 20,406,546 shares of common stock for an aggregate purchase price of $319.3 million, net of commission and offering expenses of $3.7 million, pursuant to the 2024 ATM and 2025 ATM.

As of June 30, 2025, approximately $1.8 billion of our common stock remained available for issuance and sale pursuant to the 2025 ATM.

Liquidity and Capital Resources:

Cash and cash equivalents, excluding restricted cash, totaled $196.2 million and the fair value of digital asset holdings, including loaned and collateralized bitcoin, was $3.9 billion at March 31, 2025.

The combined value of cash and cash equivalents, excluding restricted cash, and digital assets, including loaned and collateralized bitcoin, totaled nearly $4.1 billion as of March 31, 2025.

We expect that Staff Accounting Bulletin (“SAB”) 122’s rescission of SAB 121, which required an entity to recognize a liability and corresponding asset for its obligation to safeguard crypto-assets, will increase commercial banks’ activity in our sector and provide us with expanded access to traditional financing, such as debt financing, project financing and other capital.

Our access to financing sources on terms acceptable to us or at all is subject to market and other conditions.

While we classify our digital assets and digital asset receivables as long-term, consistent with the announced HODL strategy, both asset types are readily convertible to cash, and therefore considered a liquid resource.

Cash and cash equivalents, excluding restricted cash, totaled $109.5 million and the fair value of digital asset holdings, including bitcoin under our bitcoin asset management strategy, was $5.3 billion at June 30, 2025.

The combined value of cash and cash equivalents, excluding restricted cash, and digital assets, including bitcoin under our bitcoin asset management strategy, totaled nearly $5.4 billion as of June 30, 2025.

During the six months ended June 30, 2025, our operating and investing activities used $715.9 million of cash.

However, we continue to hold a significant digital asset position, which appreciated by $682.3 million during the period.

While we classify our digital assets and digital asset receivables as long-term, consistent with our bitcoin investment approach, both asset types are readily convertible to cash.

Our significant bitcoin holdings, along with associated unrealized gains, provide a potential source of liquidity if monetized.

As of June 30, 2025, the Company had $350.0 million outstanding under its Line of Credit, with periodic maturities due within the next twelve months.

Subsequent to the quarter end, we issued a $950.0 million aggregate principal amount of 0.00% Convertible Senior notes due 2032.

Refer to Note 18 – Subsequent Events in the notes to our Condensed Consolidated Financial Statements, for further information.

We expect to have sufficient liquidity, including cash on hand and access to public capital markets, to support ongoing operations in the next 12 months and beyond.

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• Failure to access financing on terms acceptable to us or at all.

Our access to financing sources on terms acceptable to us or at all is subject to market and other conditions.

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

We contract with service providers for hosting our equipment and operational support in data centers where our equipment is deployed.

Under these arrangements, we expect to pay at a minimum approximately (i) $161.9 million during the remainder of calendar year 2025 and (ii) $306.2 million in total payments during the calendar years 2026 through 2028.

Under these arrangements, we expect to pay at a minimum approximately (i) $116.9 million during the remainder of the calendar year 2025 and (ii) $327.4 million in total payments during the calendar years 2026 through 2028.

Under certain arrangements, we are required to pay variable pass-through power and service fees in addition to the estimated minimum amounts.

As of March 31, 2025, we had a remaining commitment of approximately $23.5 million due for the purchase of miners and other mining equipment per our purchase agreements, to be paid in periodic installments throughout 2025.

As of June 30, 2025, we had a remaining commitment of approximately $51.4 million due for the purchase of miners and other mining equipment per our purchase agreements, to be paid in periodic installments throughout 2025.

Assuming the remaining outstanding Convertible Notes are not converted into common stock, repurchased or redeemed prior to maturity, (i) remaining interest payments of approximately $0.3 million and $3.2 million through the remainder of the calendar year 2025 for the 1.0% Convertible Senior Notes due 2026 (the “December 2026 Notes”) and the 2.125% Convertible Senior Notes due 2031 (the “September 2031 Notes”), respectively, (ii) annual interest payments of approximately $0.7 million in the 2026 calendar year in connection with the December 2026 Notes and annual interest payments of approximately $6.4 million in each calendar year from 2026 through 2031 in connection with the September 2031 Notes and (iii) principal for each of the Convertible Notes upon maturity, for a total of $2.3 billion, will be payable under the terms of the Convertible Notes.

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We have operating and finance lease obligations related to land and office buildings.

We expect to make payments of $1.8 million and $0.2 million related to operating and finance leases, respectively, for the remainder of 2025 and $65.5 million and $89.6 million related to operating and finance leases, respectively, thereafter.

We expect to make payments of $1.4 million related to operating leases and no payments related to finance leases for the remainder of 2025, and $74.5 million and $89.6 million related to operating and finance leases, respectively, thereafter.

Refer to Note 14 – Leases in the notes to our Condensed Consolidated Financial Statements, for further information.

On March 11, 2025, we secured an additional line of credit for $150.0 million, collateralized by 3,250 of our bitcoin holdings.

We secured an additional line of credit for $150.0 million in the first quarter of 2025, collateralized by 3,250 of our bitcoin holdings.

We used the funds for general corporate purposes.

As of March 31, 2025, the facility was fully utilized.

As of June 30, 2025, the facility was fully utilized.

CRITICAL ACCOUNTING ESTIMATES

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis