WhiteFiber, Inc. Reports Third Quarter 2026 Results

New cloud contracts and full NC-1 billing accompany a wider quarterly net loss and financing-dependent deployment targets.

Rhea-AI Summary

WhiteFiber (Nasdaq: WYFI) reported third-quarter 2026 revenue of $24.0 million, up 19% from the same period a year earlier. Net loss widened to $101.4 million, or $2.44 per diluted share, from $15.8 million, including an $80.8 million induced conversion expense. Adjusted EBITDA was approximately breakeven versus $2.3 million a year earlier.

NC-1 now has all 40 MW of contracted IT capacity operating and billing after commissioning delays. WhiteFiber signed more than $700 million of new cloud contracts since its August earnings call and targets approximately $365 million in annualized cloud revenue at full deployment by mid-2027, subject to delivery, acceptance, capacity readiness and financing. It completed the $60 million NC-2 and NC-3 acquisition, a $310 million convertible-note offering and an exchange of older notes. A subsequent $300 million secured facility for NC-1 awaits initial funding.

Positive

• Third-quarter revenue rose 19% to $24.0 million from $20.2 million a year earlier.
• Colocation revenue increased 232% to $5.6 million, driven by MTL-3 and late-September NC-1 revenue.
• Cloud Services revenue increased 0.4% to $18.1 million, including approximately $3.4 million in additional termination fees.
• Quarterly operating loss narrowed to $12.4 million from $14.5 million a year earlier.
• Quarterly gross profit excluding depreciation and amortization was $13.7 million, with approximately 56.9% margin.
• NC-1's full 40 MW contracted IT capacity is operating, with billing begun for all contracted capacity.
• More than $700 million in new cloud contract value was signed across five customers since August's earnings call.
• First capital-light managed services agreements add recurring revenue without WhiteFiber funding underlying hardware or data center capacity.
• Approximately $365 million in annualized cloud revenue is targeted at full deployment by mid-2027.
• $60 million NC-2 and NC-3 acquisition completed; initial ready-for-service capacity is targeted for late 2027.
• NC-2 and NC-3 are expected to provide a combined minimum 60 MW of initial gross utility capacity.
• Approximately $729.0 million in remaining performance obligations stood at September 30, 2026, excluding lease payments.
• Approximately $421.5 million in future lease payments at September 30 excluded NC-1's then-uncommenced remaining 20 MW.
• $300 million secured NC-1 facility comprises $200 million of initial term loans and a $100 million delayed-draw facility.
• Approximately $180 million in net proceeds remained after the convertible offering and exchange cash consideration.
• 2031 convertible-note principal fell to approximately $31.9 million; transactions extended weighted average maturity and increased weighted average conversion price.
• Retained zero-strike call provides approximately 5.9 million ordinary shares without further payment, subject to its terms.
• Customer prepayments within deferred revenue helped bring the balance to $306.0 million from $79.6 million at December 31, 2025.
• Nine-month revenue increased to $74.779 million from $55.603 million in the comparable 2025 period.
• Quarterly general and administrative expenses declined to $17.998 million from $21.323 million a year earlier.

Negative

• Quarterly net loss widened to $101.4 million, or $2.44 per diluted share, versus $15.8 million, or $0.47.
• $80.8 million induced conversion expense related to settling part of the 2031 convertible notes.
• Quarterly adjusted EBITDA fell to a $24,000 loss from positive $2.277 million a year earlier.
• $310 million of 5% convertible senior notes due 2032 added debt and potential dilution at $33.84 initial conversion price.
• 6.3 million ordinary shares issued in the older-note exchange dilute existing holders.
• Approximately $118.5 million cash consideration, including accrued interest, was paid in the older-note exchange.
• NC-1 facility has a five-year term; its SOFR option adds 600 basis points, with a 2.00% SOFR floor.
• NC-1 initial funding is expected later November or early December; funding conditions and additional-draw conditions remain.
• Cloud deployment target depends on equipment delivery, customer acceptance, data center readiness and required financing.
• Switchgear commissioning issues delayed NC-1's ramp beyond the previously anticipated August timeframe.
• NC-1 development costs are expected near the original budget's upper end, pending final invoice reconciliation.
• NC-2 and NC-3's potential approximately 200 MW capacity within seven years requires confirmation and power availability.
• Late-2027 initial service target for NC-2 and NC-3 remains subject to development conditions.
• Investment-grade counterparty proposals for North Carolina developments remain non-binding.
• Quarterly third-party interest expense reached $6.426 million, versus none a year earlier.
• Quarterly related-party interest expense reached $3.987 million, versus none a year earlier.
• Nine-month operating loss widened to $32.678 million from $21.623 million.
• Nine-month net loss widened to $128.453 million from $23.159 million.
• Nine-month adjusted EBITDA declined to $8.512 million from $11.504 million.
• Nine-month software asset impairment totaled $5.006 million, versus none in the comparable 2025 period.

News Explained

The completed exchange issued 6.3 million shares, diluting existing ownership; the new convertible notes create additional conditional dilution potential.

WhiteFiber completed the exchange of approximately $198.2 million principal of its 2031 notes for approximately $118.5 million in cash, including accrued interest, and 6.3 million ordinary shares. The issued shares increase the total share count and reduce existing holders’ percentage ownership, absent offsetting changes.

Separately, its completed $310 million offering of 5% convertible notes due 2032 generated approximately $298.5 million in net proceeds, with an initial conversion price of $33.84 per share. If conversion leads to additional shares being issued, those shares would also reduce existing holders’ percentage ownership, absent offsetting changes.

The NC-1 facility comprises $200 million of initial term loans and a $100 million delayed-draw facility; initial funding is expected later in November or in early December, subject to customary funding conditions. Upon funding, proceeds are expected to reimburse part of invested development equity after project costs, reserves and fees, while additional draws remain subject to specified conditions.

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Key Figures

Total revenue: $24.0 million, up 19% Net loss: $101.4 million, or $2.44 per diluted share Induced conversion expense: $80.8 million +5 more

Total revenue

$24.0 million, up 19%

Third quarter 2026 versus third quarter 2025

Net loss

$101.4 million, or $2.44 per diluted share

Third quarter 2026

Induced conversion expense

$80.8 million

Included in third-quarter 2026 net loss

New Cloud Services contract value

More than $700 million

Signed since the August 2026 earnings call

Annualized Cloud Services revenue

Approximately $365 million

Expected at full deployment; run rate targeted for mid-2027, subject to stated conditions

NC-1 secured credit facility

$300 million

$200 million initial term loans and a $100 million delayed-draw facility

Convertible senior notes offering

$310 million at 5%, due 2032

Initial conversion price of $33.84 per share; approximately $298.5 million in net proceeds

NC-2 and NC-3 acquisition

$60 million

Completed acquisition of two North Carolina development sites

Previous Earnings Reports

1 past event · Latest: Aug 12

Same Type 1 event

1. Aug 12

   earnings results

   24h Move

   +18.0%

   Q2 revenue grew 54%, and NC-1 moved into initial customer deployment with billing started.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

term sofr, delayed-draw facility, convertible senior notes, asc 606, +1 more

5 terms

term sofr financial

"a Term SOFR borrowing option at SOFR plus 600 basis points"

Term SOFR is a benchmark interest rate that reflects the cost of borrowing money over a specific period, based on actual transactions in the financial markets. It is used by lenders and borrowers to set the interest rates on loans and financial contracts, helping to ensure rates are fair and transparent. For investors, understanding term SOFR helps gauge borrowing costs and the overall direction of interest rates in the economy.

delayed-draw facility financial

"a $100 million delayed-draw facility"

A delayed-draw facility is a loan commitment in which a lender or group of lenders agrees in advance to provide one or more borrowings at specified future dates or over a set period, with the borrower able to request draws up to an agreed maximum amount and subject to the facility’s conditions. The facility specifies the timing window for draws, the interest and fees that apply while amounts are outstanding (and often a commitment fee while funds are undrawn), and any conditions precedent or covenants that must be satisfied before each draw, so borrowers cannot access funds until those contractual requirements are met.

convertible senior notes financial

"offering of 5% convertible senior notes due 2032"

Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.

asc 606 financial

"Remaining performance obligations under ASC 606 totaled approximately $729.0 million"

A U.S. accounting standard that sets consistent rules for when and how companies record revenue from contracts with customers, focusing on the transfer of promised goods or services. It matters to investors because it affects the timing and amount of reported sales and profit—like deciding whether a contractor can count payment when a job starts, progresses, or finishes—so it improves comparability and helps assess a company's true economic performance.

asc 842 financial

"agreements ... contain leases accounted for under ASC 842"

ASC 842 is the U.S. accounting rule that requires most lease agreements to be recorded on a company’s balance sheet as right-of-use assets and corresponding lease liabilities, rather than being hidden as off‑balance-sheet rent. For investors, this brings clearer visibility into a firm’s true obligations and asset base—like converting a long-term apartment rental into a visible mortgage-like entry—helping compare companies, assess leverage, and judge cash flow risks more accurately.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, Nov. 10, 2026 /PRNewswire/ -- WhiteFiber, Inc. (Nasdaq: WYFI) ("WhiteFiber" or the "Company"), a leading provider of AI infrastructure and high-performance computing solutions, today announced financial results for the third quarter ended September 30, 2026.

Sam Tabar, Chief Executive Officer of WhiteFiber, said:

"NC-1 is now fully operational across all 40 MW of contracted IT capacity, and we have entered into a $300 million secured financing facility for the project. These milestones strengthen our foundation for growth. We have issued the commencement notice for the remaining capacity, and we have begun billing for the full contracted capacity. Our team worked through significant equipment and commissioning challenges to deliver complex AI infrastructure in less than a year. That experience has strengthened our operating capabilities and sharpened our approach to future developments.

"Since our last earnings call, we have signed more than $700 million of new cloud services contract value, including our first capital-light managed services agreements. These contracts support a substantial revenue ramp into 2027. Managed services adds recurring revenue without requiring WhiteFiber to fund the underlying hardware or data center capacity. Customer interest in our next North Carolina developments is also broader and stronger than at the comparable stage of NC-1, including interest from investment-grade counterparties and large enterprises.

"Our third-quarter results reflect the delayed NC-1 ramp, while much of our newly contracted cloud business is preparing to enter service. Our focus now is converting those contracts into recurring revenue and cash flow. The NC-1 project financing provides a path to recycle invested capital into our next projects. We will grow selectively, aligning customer commitments, attractive returns and financing while preserving flexibility over the pace of investment."

Third Quarter 2026 Financial Highlights

• Total revenue was $24.0 million, an increase of 19% from $20.2 million in the third quarter of 2025.
• Cloud Services revenue was $18.1 million, an increase of 0.4% from $18.0 million in the prior-year period. Cloud Services revenue included approximately $3.4 million of additional termination fee revenue associated with a previously disclosed customer termination.
• Colocation revenue was $5.6 million, an increase of 232% from $1.7 million in the prior-year period, driven by the MTL-3 data center and the commencement of  revenue at NC-1 in late September.
• Gross profit excluding depreciation and amortization was $13.7 million, representing a gross margin of approximately 56.9%.
• Operating loss was $12.4 million, compared with a $14.5 million loss in the prior-year period.
• Net loss was $101.4 million, or $2.44 per diluted share, compared with a net loss of $15.8 million, or $0.47 per diluted share, in the prior-year period. Net loss for the quarter included an $80.8 million induced conversion expense related to the settlement of a portion of the Company's 2031 Convertible Notes.
• Adjusted EBITDA was approximately breakeven, compared with approximately $2.3 million in the prior-year period.

Recent Business Highlights

• NC-1 operating progress: Brought the remaining contracted capacity at NC-1 in Madison, North Carolina, into operation, bringing all 40 MW of contracted IT capacity online. The Company has issued the commencement notice for the remaining capacity, and has begun billing for the full contracted capacity. Switchgear-related commissioning issues delayed the ramp beyond the previously anticipated August timeframe. Total development costs are expected to remain within the Company's original budget range, near the upper end, pending reconciliation of final contractor and vendor invoices.
• Completed the $60 million acquisition of NC-2 and NC-3 in Yadkin County, North Carolina. The properties are expected to provide a combined minimum of 60 MW of initial gross utility capacity, with potential to support approximately 200 MW within seven years following closing, subject to confirmation and power availability. Initial ready-for-service capacity is targeted for late 2027, subject to customary development conditions. Advanced customer discussions span these sites and expansion capacity at NC-1, including non-binding proposals from investment-grade counterparties and proposals incorporating investment-grade credit support.
• Signed more than $700 million of new Cloud Services contract value across five customers since the Company's August 2026 earnings call. The agreements include investment-grade counterparties, new customers and expanded commitments from existing customers. The agreements also expand the Company's cloud presence into Sydney and Dublin. The Company expects its entire signed Cloud Services portfolio to generate approximately $365 million of annualized revenue at full deployment. That run rate is targeted for mid-2027, subject to equipment delivery, customer acceptance, data center availability and readiness, and securing required financing.
• Remaining performance obligations under ASC 606 totaled approximately $729.0 million as of September 30, 2026. During the third quarter, the Company concluded that certain colocation agreements, including those at its MTL-3 and NC-1 data centers, contain leases accounted for under ASC 842. Future payments under these leases are excluded from remaining performance obligations under ASC 606 and totaled approximately $421.5 million as of September 30, 2026. This amount excludes the remaining 20 MW of contracted capacity at NC-1, as that lease had not commenced as of September 30, 2026.
• Commercially launched WhiteFiber Continuum, a cross-data-center networking solution that connects geographically separated facilities into a single logical GPU supercluster. The architecture is designed to help customers expand beyond a single site's power and space constraints while supporting operational resilience and data sovereignty.

Balance Sheet and Liquidity

• Cash and restricted cash totaled $147.6 million as of September 30, 2026.
• Subsequent to quarter-end, entered into a $300 million secured credit facility for its NC-1 data center, comprising $200 million of initial term loans and a $100 million delayed-draw facility. The facility has a five-year term from initial funding and provides for a Term SOFR borrowing option at SOFR plus 600 basis points, subject to a 2.00% SOFR floor. Initial funding is expected later in November or in early December, subject to extension of the funding date as may be mutually agreed by the borrower and lenders, and remains subject to satisfaction of customary funding conditions. Upon funding, proceeds are expected to reimburse a portion of the Company's invested development equity capital after required project costs, reserves and fees. Additional draws are subject to specified conditions.
• Completed a $310 million offering of 5% convertible senior notes due 2032, with an initial conversion price of $33.84 per share, generating approximately $298.5 million in net proceeds. Concurrently exchanged approximately $198.2 million principal amount of the Company's 4.5% convertible senior notes due 2031 for approximately $118.5 million in cash, including accrued interest, and 6.3 million ordinary shares. The transactions resulted in approximately $180 million in net proceeds after the cash consideration for the exchange, and reduced the outstanding principal of the 2031 notes to approximately $31.9 million, extended the weighted average maturity and increased the weighted average conversion price of the Company's outstanding convertible notes. The Company retained its existing zero-strike call, providing for the receipt of approximately 5.9 million ordinary shares without further payment, subject to its terms.
• Deferred revenue, consisting primarily of customer prepayments for future services, totaled $306.0 million as of September 30, 2026, compared with $79.6 million at December 31, 2025.

Summary of Financial Results
 

 

WHITEFIBER, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Expressed in thousands of US dollars, except share and per-share data)
	Three Months Ended September 30,		Nine Months Ended September 30,
	2026	2025	2026	2025
Revenues
Cloud services	$18,106	$18,033	$58,679	$49,470
Colocation services	5,617	1,692	15,117	5,060
Other	294	455	983	1,073
Total revenues	24,017	20,180	74,779	55,603
Operating costs and expenses
Cost of revenue (exclusive of depreciation shown below)
Cloud services	(7,907)	(6,315)	(24,649)	(18,933)
Colocation services	(2,438)	(675)	(6,137)	(1,875)
Depreciation and amortization expenses	(8,077)	(6,371)	(21,085)	(15,342)
Impairment of capitalized software assets	-	-	(5,006)	-
General and administrative expenses	(17,998)	(21,323)	(50,580)	(41,076)
Total operating expenses	(36,420)	(34,684)	(107,457)	(77,226)
Loss from operations	(12,403)	(14,504)	(32,678)	(21,623)
Net (loss) gain from disposal of property and equipment	-	(338)	1,822	(338)
Interest expense - third parties	(6,426)	-	(12,999)	-
Interest expense - related parties	(3,987)	-	(5,425)	-
Induced conversion expense	(80,767)	-	(80,767)	-
Other income (expense), net	379	(845)	159	(91)
Total other expense, net	(90,801)	(1,183)	(97,210)	(429)
Loss before income taxes	(103,204)	(15,687)	(129,888)	(22,052)
Income tax benefit (expense)	1,769	(67)	1,435	(1,107)
Net loss	$(101,435)	$(15,754)	$(128,453)	$(23,159)
Other comprehensive loss
Foreign currency translation adjustment	$426	$(1,289)	$(3,881)	$1,634
Total comprehensive loss	$(101,009)	$(17,043)	$(132,334)	$(21,525)
Weighted average number of ordinary shares outstanding
Basic	41,652,795	33,742,031	39,581,712	29,325,582
Diluted	41,652,795	33,742,031	39,581,712	29,325,582
Loss per share
Basic	$(2.44)	$(0.47)	$(3.25)	$(0.79)
Diluted	$(2.44)	$(0.47)	$(3.25)	$(0.79)

 

Reconciliations of Adjusted EBITDA to the most comparable U.S. GAAP financial metric for the three and nine months ended September 30, 2026 and 2025 are presented in the table below:
(Expressed in thousands of US dollars)	Three Months Ended September 30,		Nine Months Ended September 30,
	2026	2025	2026	2025
Net loss	$(101,435)	$(15,754)	$(128,453)	$(23,159)
Depreciation and amortization expenses	8,077	6,371	21,085	15,342
Interest expense - third parties	6,426	-	12,999	-
Interest expense - related parties	3,987	-	5,425	-
Income tax (benefit) expense	(1,769)	67	(1,435)	1,107
EBITDA	(84,714)	(9,316)	(90,379)	(6,710)
Adjustments:
Induced conversion expense	80,767	-	80,767	-
Impairment of capitalized software assets	-	-	5,006	-
Net (gain) loss from disposal of property, plant and equipment	-	338	(1,822)	338
Share-based compensation expenses	3,923	11,255	14,940	17,876
Adjusted EBITDA	$(24)	$2,277	$8,512	$11,504

Conference Call and Webcast

WhiteFiber will host a conference call to discuss its results at 9:00 a.m. Eastern Time on November 10, 2026. The call can be accessed by dialing (800) 330-6730 (access code: 492212). A live webcast will also be available on the Investor Relations section of WhiteFiber's website at https://www.whitefiber.com/investors#upcoming-events or by clicking HERE. A replay of the webcast will be available following the call.

About WhiteFiber, Inc.

WhiteFiber is a provider of artificial intelligence ("AI") infrastructure solutions. WhiteFiber owns high-performance computing data centers and provides cloud services to customers. Our vertically integrated model combines specialized colocation, hosting, and cloud services engineered to maximize performance, efficiency, and margin for generative AI workloads. For more information, visit www.whitefiber.com. Follow us on LinkedIn and X @WhiteFiber_.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of applicable securities laws. Such statements include, but are not limited to, statements about our ability to capture demand in the market, prospective customer demand, the expected costs, capacity and timing of future developments, our pipeline, our ability to obtain financing on favorable terms and the anticipated funding and use of financing proceeds, our expected contracted revenue and targeted annualized revenue run rate, the anticipated timing and deployment of the information technology load, our position and ability to support AI infrastructure demand, our ability to capture the next phase of growth in AI infrastructure, our plans to develop new products and service offerings, and our ability to formalize contracts with our customers. These statements are based on current expectations and involve risks and uncertainties that may cause actual results to differ materially. These statements may be identified by words such as "will likely result," "are expected to," "will continue," "will allow us to," "is anticipated," "estimated," "expected", "believe," "intend," "plan," "projection," "outlook" or words of similar meaning. These forward-looking statements are based upon the current beliefs and expectations of the Company's management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements. The Company undertakes no obligation to update any forward-looking statements except as required by law. All forward-looking statements speak only as of the date of this press release.

Actual results, performance or achievements may differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptions on which those forward-looking statements are based. There can be no assurance that the forward-looking statements contained herein are reflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. All information set forth herein speaks only as of the date hereof, and, except as required by law, we disclaim any intention or obligation to update any forward-looking statements as a result of new information, future developments or otherwise occurring after the date of this communication.

Non-GAAP Financial Measures

To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with GAAP, we use the following non-GAAP financial measure: adjusted EBITDA. The presentation of this financial measure is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We use adjusted EBITDA for financial and operational decision-making and as a means to evaluate period-to-period comparisons. We define adjusted EBITDA, a non-GAAP financial measure, as net (loss) income before interest expense, income tax expense (benefit), and depreciation and amortization, as adjusted to exclude induced conversion expense, impairment of capitalized software assets, share-based compensation expenses and net gain or loss from disposal of property, plant and equipment. We believe that adjusted EBITDA provides helpful supplemental information regarding our performance by excluding certain items that may not be indicative of our core business operating results. We believe that both management and investors benefit from referring to adjusted EBITDA in assessing our performance and when planning, forecasting, and analyzing future periods. Adjusted EBITDA also facilitates management's internal comparisons to our historical performance and comparisons to our competitors' operating results. We believe adjusted EBITDA is useful to investors both because it (i) allows for greater transparency with respect to key metrics used by management in its financial and operational decision-making and (ii) is used by our institutional investors and the analyst community to help them analyze the health of our business.

The items excluded from adjusted EBITDA may have a material impact on our financial results. Accordingly, adjusted EBITDA is presented as supplemental disclosure and should not be considered in isolation of, as a substitute for, or superior to, the financial information prepared in accordance with GAAP.

There are a number of limitations related to the use of non-GAAP financial measures. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from these non-GAAP financial measures and evaluating these non-GAAP financial measures together with their relevant financial measures in accordance with GAAP. We refer investors to the reconciliation of adjusted EBITDA to net (loss) income presented above.

Investor Contact
WhiteFiber
IR@whitefiber.com

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SOURCE WhiteFiber, Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were WhiteFiber's third-quarter 2026 revenue and earnings?

WhiteFiber reported $24.0 million in revenue and a $101.4 million net loss, or $2.44 per diluted share. Revenue increased 19% year over year, while net loss widened from $15.8 million, or $0.47 per diluted share. The quarter included an $80.8 million induced conversion expense.

What is WhiteFiber's cloud revenue target for mid-2027?

WhiteFiber targets approximately $365 million in annualized revenue from its entire signed Cloud Services portfolio at full deployment by mid-2027. Deployment remains subject to equipment delivery, customer acceptance, data center availability and readiness, and securing required financing.

How does WhiteFiber plan to use the NC-1 secured facility proceeds?

WhiteFiber expects funded proceeds to reimburse a portion of invested development equity capital after required project costs, reserves and fees. Initial funding is expected later in November or early December, subject to customary funding conditions and any mutually agreed extension. Additional draws require satisfaction of specified conditions.

How much cash did WhiteFiber have at September 30, 2026?

WhiteFiber had $147.6 million in cash and restricted cash at September 30, 2026. The $300 million secured NC-1 facility was entered into after quarter-end and had not yet received initial funding.