Contracted 522 critical IT MW totaling over
Secured full funding for contracted capacity with construction advancing in alignment with tenant deployment timelines
Multi-year development pipeline enables targeted annual delivery of 250 - 500 critical IT MW through the end of the decade
Fiscal year 2025 marked a fundamental inflection point for
Strategic and Operational Highlights
Contracted, Multi-Regional HPC Platform
During 2025,
The Company’s contracted HPC platform includes the flagship Lake Mariner Data Campus in
HPC Leasing Momentum at
- 60 critical IT MW with Core42, commenced in 2025 and commencing in 2026; and
- 380 critical IT MW with a second tenant, Fluidstack with credit enhancement from Google, commencing in 2026.
These agreements materially enhance revenue durability, counterparty credit quality, and financing visibility, establishing
Geographic Diversification Through the Abernathy Joint Venture
In
Construction is progressing with delivery targeted for second half 2026, supported by Google credit enhancement.
Capital Formation Supporting Infrastructure Buildout
During 2025,
Full Year 2025 Financial Results
Financial and operational highlights for the fiscal year ended
- Revenue of
$168.5 million - Non-GAAP adjusted EBITDA of
$(23.1) million - Cash, cash equivalents and restricted cash of
$3,722.8 million as ofDecember 31, 2025
Fourth Quarter 2025 Financial Results
- Digital asset revenue was
$26.1 million for the three months endedDecember 31, 2025 as compared to$43.4 million for the three months endedSeptember 30, 2025 primarily driven by lower bitcoin production and price of bitcoin during the fourth quarter. - HPC lease revenue was
$9.7 million for the three months endedDecember 31, 2025 , as compared to$7.2 million for the three months endedSeptember 30, 2025 .
Lake Mariner Construction Update
During construction, the Company worked collaboratively with tenants to incorporate additional fit-out enhancements beyond original lease specifications which will optimize the tenants' deployment. Certain building milestones were sequenced accordingly, and associated timing impacts have been incorporated into the Company’s financial plan.
Upon full buildout,
Building-Level Construction Status (critical IT MW):
- WULF Den (2 MW) – Operational
- CB1 (16 MW) – Operational
- CB2 (42 MW) – CB2A operational; CB2B expected in
March 2026 - CB3 (42 MW) – Energization expected
mid-May 2026 - CB4 (168 MW) – Energization expected Q3 2026
- CB5 (168 MW) – Energization expected Q4 2026
Through design optimization across later phases, critical IT capacity for CB4 and CB5 increased from 162 MW to 168 MW per building without increasing base construction budgets, enhancing long-term lease revenue potential.
“These projects reflect disciplined construction execution and close coordination with our hyperscale stakeholder and customers,” said
“Our teams are advancing build schedules, integrating tenant fit-out requirements, and optimizing cooling, electrical, and design architecture to support next-generation AI workloads at scale.”
Multi-Year Development Pipeline and Momentum Into 2026
Subsequent to year-end,
Collectively, these sites create a multi-year development pathway capable of supporting 250–500 critical IT MW, enabling
“We enter 2026 with 522 critical IT MW of contracted HPC capacity and a gross 2.9-GW multi-regional platform designed for long-term expansion,” Prager added.
“Our focus remains on disciplined execution, transparent capital allocation, and converting energy-advantaged infrastructure into durable, long-term cash flow.”
Investor Conference Call and Webcast
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About
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements include statements concerning anticipated future events and expectations that are not historical facts. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements. In addition, forward-looking statements are typically identified by words such as “plan,” “believe,” “goal,” “target,” “aim,” “expect,” “anticipate,” “intend,” “outlook,” “estimate,” “forecast,” “project,” “seek,” “continue,” “could,” “may,” “might,” “possible,” “potential,” “strategy,” “opportunity,” “predict,” “should,” “would” and other similar words and expressions, although the absence of these words or expressions does not mean that a statement is not forward-looking. Forward-looking statements are based on the current expectations and beliefs of TeraWulf’s management and are inherently subject to a number of factors, risks, uncertainties and assumptions and their potential effects. There can be no assurance that future developments will be those that have been anticipated. Actual results may vary materially from those expressed or implied by forward-looking statements based on a number of factors, risks, uncertainties and assumptions, including, among others: (1) TeraWulf’s ability to attract additional customers to lease its HPC data centers; (2) TeraWulf’s ability to complete our data center campuses and future strategic growth initiatives in a timely manner or within anticipated cost estimates; (3) operational risks associated with our data centers and our ability perform under its existing data center lease agreements; (4) changes in applicable laws, regulations and/or permits affecting TeraWulf’s operations or the industries in which it operates; (5) failure to obtain adequate financing on a timely basis and/or on acceptable terms with regard to expansion or existing operations; (6) adverse geopolitical or economic conditions, including a high inflationary environment, the implementation of new tariffs and more restrictive trade regulations; (7) the potential of cybercrime, money-laundering, malware infections and phishing and/or loss and interference as a result of equipment malfunction or break-down, physical disaster, data security breach, computer malfunction or sabotage (and the costs associated with any of the foregoing); (8) the availability and cost of power as well as electrical infrastructure equipment necessary to maintain and grow the business and operations of
Investors:
Investors@terawulf.com
Media:
media@terawulf.com
CONSOLIDATED BALANCE SHEETS
AS OF
(In thousands, except number of shares, per share amounts and par value)
| ASSETS | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | 3,266,389 | $ | 274,065 | ||||
| Restricted cash | 189,933 | — | ||||||
| Accounts receivable | 1,212 | 475 | ||||||
| Digital assets | 270 | 476 | ||||||
| Prepaid expenses | 6,272 | 2,493 | ||||||
| Other receivables | 3,395 | 3,799 | ||||||
| Other current assets | 10,802 | 123 | ||||||
| Total current assets | 3,478,273 | 281,431 | ||||||
| Property, plant and equipment, net | 1,507,699 | 411,869 | ||||||
| Equity in net assets of investee | 446,008 | — | ||||||
| 55,457 | — | |||||||
| Operating lease right-of-use asset | 103,975 | 85,898 | ||||||
| Finance lease right-of-use asset | 119,338 | 7,285 | ||||||
| Restricted cash | 266,453 | — | ||||||
| Deferred charges | 572,888 | — | ||||||
| Other assets | 8,091 | 1,028 | ||||||
| TOTAL ASSETS | $ | 6,558,182 | $ | 787,511 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| CURRENT LIABILITIES: | ||||||||
| Accounts payable | $ | 65,139 | $ | 24,382 | ||||
| Accrued construction liabilities | 102,582 | 16,520 | ||||||
| Accrued compensation | 1,717 | 4,552 | ||||||
| Accrued interest | 52,775 | 2,559 | ||||||
| Accrued lessor costs | 27,625 | — | ||||||
| Other accrued liabilities | 44,828 | 2,414 | ||||||
| Other amounts due to related parties | 200 | 1,391 | ||||||
| Current portion of deferred rent liability | 58,184 | — | ||||||
| Current portion of operating lease liability | 2,015 | 25 | ||||||
| Current portion of finance lease liability | 2 | 2 | ||||||
| Warrant liabilities | 844,698 | — | ||||||
| Current portion of long-term debt | 46,316 | — | ||||||
| Short-term convertible notes | 489,767 | — | ||||||
| Total current liabilities | 1,735,848 | 51,845 | ||||||
| Deferred rent liability, net of current portion | 23,285 | — | ||||||
| Operating lease liability, net of current portion | 22,309 | 3,427 | ||||||
| Finance lease liability, net of current portion | 289 | 292 | ||||||
| Long-term debt | 3,052,240 | — | ||||||
| Convertible notes | 1,582,788 | 487,502 | ||||||
| Deferred tax liabilities | 76 | — | ||||||
| Other liabilities | 902 | — | ||||||
| TOTAL LIABILITIES | $ | 6,417,737 | $ | 543,066 | ||||
| Commitments and Contingencies (See Note 13) | ||||||||
| STOCKHOLDERS' EQUITY: | ||||||||
| Preferred stock, | — | 9,273 | ||||||
| Common stock, | 444 | 404 | ||||||
| Additional paid-in capital | 1,285,202 | 685,261 | ||||||
| (151,509 | ) | (118,217 | ) | |||||
| Accumulated deficit | (993,692 | ) | (332,276 | ) | ||||
| Total stockholders' equity | 140,445 | 244,445 | ||||||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 6,558,182 | $ | 787,511 | ||||
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED
(In thousands, except number of shares and loss per common share)
| Year Ended | ||||||||||||
| 2025 | 2024 | 2023 | ||||||||||
| Digital asset revenue | $ | 151,556 | $ | 140,051 | $ | 69,229 | ||||||
| HPC lease revenue | 16,899 | — | — | |||||||||
| Total revenue | 168,455 | 140,051 | 69,229 | |||||||||
| Costs and expenses: | ||||||||||||
| Cost of revenue (exclusive of depreciation shown below) | 82,663 | 62,608 | 27,315 | |||||||||
| Operating expenses | 12,115 | 3,387 | 2,116 | |||||||||
| Operating expenses — related party | 7,632 | 4,262 | 2,773 | |||||||||
| Selling, general and administrative expenses | 139,465 | 57,883 | 23,693 | |||||||||
| Selling, general and administrative expenses — related party | 8,292 | 12,695 | 13,325 | |||||||||
| Depreciation | 88,597 | 59,808 | 28,350 | |||||||||
| Loss (gain) on fair value of digital assets, net | 612 | (2,200 | ) | — | ||||||||
| Realized gain on sale of digital assets | — | — | (3,174 | ) | ||||||||
| Impairment of digital assets | — | — | 3,043 | |||||||||
| Change in fair value of contingent consideration | 10,397 | — | — | |||||||||
| Loss on disposals of property, plant, and equipment, net | 4,895 | 17,824 | 1,209 | |||||||||
| Total costs and expenses | 354,668 | 216,267 | 98,650 | |||||||||
| Operating loss | (186,213 | ) | (76,216 | ) | (29,421 | ) | ||||||
| Interest expense | (80,248 | ) | (19,794 | ) | (34,812 | ) | ||||||
| Change in fair value of warrants and derivatives | (429,793 | ) | — | — | ||||||||
| Loss on extinguishment of debt | — | (6,300 | ) | — | ||||||||
| Other income | 39,044 | 3,927 | 231 | |||||||||
| Loss before income tax and equity in net (loss) income of investee | (657,210 | ) | (98,383 | ) | (64,002 | ) | ||||||
| Income tax provision | (76 | ) | — | — | ||||||||
| Equity in net (loss) income of investee, net of tax | (4,130 | ) | 3,363 | (9,290 | ) | |||||||
| Gain on sale of equity interest in investee | — | 22,602 | — | |||||||||
| Loss from continuing operations | (661,416 | ) | (72,418 | ) | (73,292 | ) | ||||||
| Loss from discontinued operations, net of tax | — | — | (129 | ) | ||||||||
| Net loss | $ | (661,416 | ) | $ | (72,418 | ) | $ | (73,421 | ) | |||
| Loss per common share: | ||||||||||||
| Continuing operations | $ | (1.66 | ) | $ | (0.21 | ) | $ | (0.35 | ) | |||
| Discontinued operations | — | — | — | |||||||||
| Basic and diluted | $ | (1.66 | ) | $ | (0.21 | ) | $ | (0.35 | ) | |||
| Weighted average common shares outstanding: | ||||||||||||
| Basic and diluted | 397,608,216 | 351,315,476 | 209,956,392 | |||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEAR ENDED
(In thousands)
| Year Ended | ||||||||||||
| 2025 | 2024 | 2023 | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||||
| Net loss | $ | (661,416 | ) | $ | (72,418 | ) | $ | (73,421 | ) | |||
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||||||||
| Amortization of debt issuance costs, commitment fees and accretion of debt discount | 22,181 | 11,382 | 19,515 | |||||||||
| Related party expense to be settled with respect to common stock | 2,375 | — | 2,917 | |||||||||
| Common stock issued for interest expense | — | — | 26 | |||||||||
| Stock-based compensation expense | 50,909 | 30,927 | 5,859 | |||||||||
| Depreciation | 88,597 | 59,808 | 28,350 | |||||||||
| Amortization of right-of-use asset | 4,456 | 1,373 | 1,001 | |||||||||
| Revenue recognized from digital asset mining and hosting services | (151,556 | ) | (139,278 | ) | (63,877 | ) | ||||||
| Loss (gain) on fair value of digital assets, net | 612 | (2,200 | ) | — | ||||||||
| Realized gain on sale of digital assets | — | — | (3,174 | ) | ||||||||
| Impairment of digital assets | — | — | 3,043 | |||||||||
| Proceeds from sale of digital assets | — | 97,559 | 83,902 | |||||||||
| Digital assets paid as consideration for services | — | 370 | — | |||||||||
| Change in fair value of contingent consideration | 10,397 | — | — | |||||||||
| Loss on disposals of property, plant, and equipment, net | 4,895 | 17,824 | 1,209 | |||||||||
| Change in fair value of warrants and derivatives | 429,793 | — | — | |||||||||
| Loss on extinguishment of debt | — | 6,300 | — | |||||||||
| Deferred income tax provision | 76 | — | — | |||||||||
| Equity in net loss (income) of investee, net of tax | 4,130 | (3,363 | ) | 9,290 | ||||||||
| Gain on sale of equity interest in investee | — | (22,602 | ) | — | ||||||||
| Loss from discontinued operations, net of tax | — | — | 129 | |||||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Increase in accounts receivable | (914 | ) | — | — | ||||||||
| (Increase) decrease in prepaid expenses | (6,592 | ) | 2,047 | 555 | ||||||||
| Decrease (increase) in other receivables | 459 | (2,774 | ) | (1,001 | ) | |||||||
| (Increase) decrease in other current assets | (10,672 | ) | 288 | (215 | ) | |||||||
| Increase in deferred charges | (57,407 | ) | — | — | ||||||||
| (Increase) decrease in other assets | (832 | ) | (466 | ) | 310 | |||||||
| (Decrease) increase in accounts payable | (3,238 | ) | 740 | (7,272 | ) | |||||||
| Increase in accrued lessor costs | 27,625 | — | — | |||||||||
| Increase (decrease) in accrued compensation and other accrued liabilities | 43,217 | 694 | (931 | ) | ||||||||
| (Decrease) increase in other amounts due to related parties | (565 | ) | 480 | (2,013 | ) | |||||||
| Increase in deferred rent liability | 81,469 | — | — | |||||||||
| Decrease in operating lease liability | (781 | ) | (11,113 | ) | (42 | ) | ||||||
| Decrease in other liabilities | (398 | ) | — | — | ||||||||
| Net cash (used in) provided by operating activities from continuing operations | (123,180 | ) | (24,422 | ) | 4,160 | |||||||
| Net cash provided by operating activities from discontinued operations | — | — | 103 | |||||||||
| Net cash (used in) provided by operating activities | (123,180 | ) | (24,422 | ) | 4,263 | |||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||||
| Investments in joint venture, including direct payments made on behalf of joint venture | (450,000 | ) | — | (2,845 | ) | |||||||
| Proceeds from sale of equity interest in investee | — | 86,086 | — | |||||||||
| Purchase of and deposits on plant and equipment | (1,060,189 | ) | (267,940 | ) | (75,168 | ) | ||||||
| Proceeds from sales of property, plant and equipment | 11,648 | 23,324 | — | |||||||||
| Acquisitions, net of cash acquired | (21,731 | ) | — | — | ||||||||
| Proceeds from sale of digital assets | 151,327 | 67,371 | — | |||||||||
| Net cash used in investing activities | (1,368,945 | ) | (91,159 | ) | (78,013 | ) | ||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||||
| Proceeds from issuance of long-term debt, net of issuance costs paid of | 3,132,938 | — | — | |||||||||
| Principal payments on long-term debt | — | (139,401 | ) | (6,599 | ) | |||||||
| Payments of prepayment fees associated with early extinguishment of long-term debt | — | (1,261 | ) | — | ||||||||
| Principal payments on finance lease | (9,159 | ) | (941 | ) | — | |||||||
| Proceeds from insurance premium and property, plant and equipment financing | — | 211 | 2,513 | |||||||||
| Principal payments on insurance premium and property, plant and equipment financing | — | (2,103 | ) | (2,738 | ) | |||||||
| Payment for settlement of preferred stock conversion | (12 | ) | — | — | ||||||||
| Proceeds from issuance of common stock, net of issuance costs paid of | — | 188,715 | 135,917 | |||||||||
| Proceeds from exercise of warrants | 5,686 | 4,808 | 2,500 | |||||||||
| Purchase of capped call | (100,600 | ) | (60,000 | ) | — | |||||||
| Purchase of treasury stock | (33,292 | ) | (118,217 | ) | — | |||||||
| Payments of tax withholding related to net share settlements of stock-based compensation awards | (28,481 | ) | (23,654 | ) | (2,013 | ) | ||||||
| Proceeds from issuance of convertible notes, net of issuance costs paid of | 1,973,755 | 487,050 | — | |||||||||
| Proceeds from issuance of convertible promissory note | — | — | 1,250 | |||||||||
| Payment of contingent value rights liability related to proceeds from sale of net assets held for sale | — | — | (10,964 | ) | ||||||||
| Net cash provided by financing activities | 4,940,835 | 335,207 | 119,866 | |||||||||
| Net change in cash, cash equivalents and restricted cash | 3,448,710 | 219,626 | 46,116 | |||||||||
| Cash, cash equivalents and restricted cash at beginning of year | 274,065 | 54,439 | 8,323 | |||||||||
| Cash, cash equivalents and restricted cash at end of year | $ | 3,722,775 | $ | 274,065 | $ | 54,439 | ||||||
| Cash paid during the year for: | ||||||||||||
| Interest | $ | 13,999 | $ | 6,957 | $ | 19,572 | ||||||
| Income taxes | $ | — | $ | — | $ | — | ||||||
Non-GAAP Measure
The Company presents Adjusted EBITDA, which is not a measurement of financial performance under generally accepted accounting principles in
Management believes that providing this non-GAAP financial measure allows for meaningful comparisons between the Company's core business operating results and those of other companies, and provides the Company with an important tool for financial and operational decision making and for evaluating its own core business operating results over different periods of time. In addition to management's internal use of non-GAAP Adjusted EBITDA, management believes that adjusted EBITDA is also useful to investors and analysts in comparing the Company’s performance across reporting periods on a consistent basis. Management believes the foregoing to be the case even though some of the excluded items involve cash outlays and some of them recur on a regular basis (although management does not believe any of such items are normal operating expenses necessary to generate the Company’s bitcoin related revenues). For example, the Company expects that share-based compensation expense, which is excluded from Adjusted EBITDA, will continue to be a significant recurring expense over the coming years and is an important part of the compensation provided to certain employees, officers, directors and consultants. Additionally, management does not consider any of the excluded items to be expenses necessary to generate the Company’s bitcoin related revenue.
The Company's Adjusted EBITDA measure may not be directly comparable to similar measures provided by other companies in the Company’s industry, as other companies in the Company’s industry may calculate non-GAAP financial results differently. The Company's Adjusted EBITDA is not a measurement of financial performance under
The following table is a reconciliation of the Company’s non-GAAP Adjusted EBITDA to its most directly comparable
| Year Ended | ||||||||
| 2025 | 2024 | |||||||
| Net loss | $ | (661,416 | ) | $ | (72,418 | ) | ||
| Adjustments to reconcile net loss to non-GAAP Adjusted EBITDA: | ||||||||
| Gain on sale of equity interest in investee | — | (22,602 | ) | |||||
| Equity in net loss (income) of investee, net of tax | 4,130 | (3,363 | ) | |||||
| Distributions from investee, related to Nautilus | — | 22,776 | ||||||
| Income tax provision | 76 | — | ||||||
| Other income | (39,044 | ) | (3,927 | ) | ||||
| Loss on extinguishment of debt | — | 6,300 | ||||||
| Change in fair value of warrants and derivatives | 429,793 | — | ||||||
| Interest expense | 80,248 | 19,794 | ||||||
| Loss on disposals of property, plant, and equipment, net | 4,895 | 17,824 | ||||||
| Change in fair value of contingent consideration | 10,397 | — | ||||||
| Depreciation | 88,597 | 59,808 | ||||||
| Amortization of right-of-use asset | 4,456 | 1,373 | ||||||
| Stock-based compensation expense | 50,909 | 30,927 | ||||||
| Transaction-based compensation expense | — | 3,885 | ||||||
| Related party expense to be settled with respect to common stock | 2,375 | — | ||||||
| Beowulf E&D acquisition-related transaction costs | 1,475 | — | ||||||
| Non-GAAP adjusted EBITDA | $ | (23,109 | ) | $ | 60,377 | |||
___________________________
1 Includes TeraWulf’s 50.1% net share of revenues contracted at the Abernathy Joint Venture.
2 Includes
