Big Digital Energy posts $6.46M net loss in Q3 2026
A non-binding Tensor IQ LOI outlines up to 17 MW and approximately $546 million in potential 15-year power-lease-related revenue to Texas Load House, assuming full utilization.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
Big Digital Energy, Inc. reported third-quarter 2026 revenue of $8,657,909, up 41% sequentially but down from $13,174,706 a year earlier. Net loss was $6,462,630, compared with net income of $327,659 in Q3 2025; Adjusted EBITDA, a non-GAAP measure, was a loss of $3,388,142 versus income of $2,724,588. Cash and cash equivalents were $3,078,601 at September 30, 2026, compared with $13,271,256 at December 31, 2025.
For the first nine months of 2026, net cash used in operating activities was $23,064,816, compared with $3,433,493 in the same 2025 period. Management said average monthly operating cash burn fell to approximately $850,000 in Q3 from approximately $3.4 million in the first half of 2026 and expects positive operating cash flow in the first quarter of 2027.
The company's 50/50 joint venture with 10NetZero acquired 30 acres in Hood County, Texas, in July. Big Digital entered a non-binding LOI with Tensor IQ for a planned AI/HPC campus of up to 17 megawatts. Indicative terms, assuming full utilization, could generate approximately $546 million in power-lease-related revenue to Texas Load House over an initial 15-year term; the amounts are not contracted revenue.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointSequential revenue rose 41% in Q3 2026.
- Moderate pointAverage monthly operating cash burn fell to approximately $850,000 in Q3 from approximately $3.4 million in the first half of 2026.
Negative
- Major pointQ3 net loss was $6,462,630, versus $327,659 net income.
- Major pointNine-month operating cash use reached $23,064,816, versus $3,433,493.
- Moderate pointYear-over-year Q3 revenue decreased to $8,657,909 from $13,174,706.
Filing Explained
The presentation says no project-level financing has been committed for Hood County; its
8-K Event Classification
Key Figures
Key Terms
Adjusted EBITDA financial
non-GAAP financial
operating cash burn financial
behind-the-meter generation technical
letter of intent financial
Earnings Snapshot
Management expects positive operating cash flow in the first quarter of 2027.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What were BGDE's third-quarter 2026 results?
What are the terms of BGDE's Tensor IQ LOI?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (date of earliest event reported):
| (Exact Name of Registrant as Specified in Charter) |
| (State or Other Jurisdiction
of Incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices) (Zip Code)
(
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On November 5, 2026, Big Digital Energy, Inc. (the “Company”) issued an earnings press release announcing its financial results for the three and nine months ended September 30, 2026.
Item 7.01 Regulation FD Disclosure.
On November 5, 2026, the Company made available an investor presentation (the “Investor Presentation”) that representatives of the Company intend to use from time to time in meetings and other communications with investors, analysts and other interested parties. A copy of the Investor Presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
The information contained in this Current Report, including the Exhibits, is being “furnished” pursuant to Items 2.02 and 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1* | Press Release dated November 5, 2026 | |
| 99.2* | Investor Presentation dated November 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Furnished not filed. |
| 1 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: November 5, 2026 | BIG DIGITAL ENERGY, INC. | |
| By: | /s/ Kaliste Saloom | |
| Name: | Kaliste Saloom | |
| Title: | General Counsel | |
| 2 |
Exhibit 99.1
Big Digital Energy Announces Third Quarter 2026 Results
Revenue of $8.7 million, up 41% QoQ
Acquired 30 acres of Hood County site with 10NetZero
Entered into LOI with Tensor IQ for planned Hood County AI/HPC campus
$4.9 million loan to 10NetZero was fully repaid to Big Digital in October
MIDLAND, Pa., Nov. 5, 2026 (GLOBE NEWSWIRE) -- Big Digital Energy, Inc. (“We,” “Big Digital” or the “Company”) (Nasdaq: “BGDE”), a developer and operator of next-generation digital infrastructure, today announced financial results for the third quarter ended September 30, 2026.
Q3 2026 Financial Highlights
| ● | Revenue: $8.7 million; 41% QoQ increase |
| ○ | Digital Colocation Revenue: $2.4 million; 30% QoQ decrease |
| ○ | Energy Management Revenue: $6.1 million; 132% QoQ increase |
| ○ | Digital Assets Mining Revenue: $0.2 million; 374% QoQ increase |
| ● | Net Loss: ($6.5) million |
| ● | Adjusted EBITDA1 (Loss): ($3.4) million |
| ● | Stockholders’ Equity: $8.5 million |
Q3 2026 Key Operating Metrics
| ● | Energized Capacity: approximately 169 MW |
| ● | Additional Capacity at Hood County, Texas: approximately 17 MW |
| ● | Capacity Deployed under Six Thirty AI Agreement: approximately 20 MW |
CEO Commentary
“During the third quarter, we continued to execute Big Digital Energy’s strategy of acquiring, developing and monetizing powered infrastructure for AI and high-performance computing markets,” said Phil Stanley, Chief Executive Officer. “As demand for AI infrastructure grows and reliable power becomes harder to secure, we believe energized capacity and development-ready sites are becoming more valuable. Our focus is on converting those assets into commercial projects through disciplined development, partnerships and capital formation.”
Mr. Stanley continued, “At Hood County, we moved the project from a powered site toward a commercial AI infrastructure project. Our joint venture with 10NetZero acquired 30 acres of the site in July, and we established a framework with Tensor IQ for a planned campus with up to 17 megawatts of gross capacity. We have completed our owner’s project requirements and our Phase 1 design basis, and we are advancing into basis of design and schematic design. We are also in active discussions with prospective offtakers. Based on the indicative, non-binding terms of the letter of intent and assuming full utilization, the proposed arrangement could generate approximately $546 million in power-lease-related revenue to Texas Load House over an initial 15-year term. These amounts are not contracted revenue.”
Mr. Stanley added, “We also made progress improving the efficiency of our existing operations. Third-quarter revenue increased 41% sequentially to approximately $8.7 million and average monthly operating cash burn declined to approximately $850 thousand in the third quarter from approximately $3.4 million in the first half of 2026. Our Six Thirty AI arrangement is monetizing previously underutilized infrastructure through bitcoin mining, providing cash flow today while we develop higher-value AI and HPC applications. We expect to achieve positive operating cash flow in the first quarter of 2027.”
Mr. Stanley concluded, “Looking ahead to year end and 2027, our priorities are to convert existing frameworks into definitive agreements, establish commercial relationships with customers and partners, secure financing to develop these projects while remaining disciplined about per-share value, and expand our portfolio of powered assets. Our focus remains on disciplined execution.”
Strategic & Business Updates
| ● | In July, Texas Load House, our 50/50 joint venture with 10NetZero, acquired 30 acres of the 50-acre Hood County, Texas site for approximately $10 million, with an option to purchase the remainder. The site has approximately 17 MW of energized capacity, with a pathway toward 111 MW of grid power subject to ERCOT validation. |
| ● | Texas Load House entered into a non-binding letter of intent with Tensor IQ for a planned AI/HPC campus at Hood County. The LOI contemplates up to 17 MW of gross capacity, an initial deployment of 7,748 NVIDIA B300 GPUs and availability targeted for the second quarter of 2027. |
| ● | In October, 10NetZero repaid in full and on time the $4.9 million loan the Company provided to fund part of its capital contribution for the Hood County acquisition. |
| ● | The Six Thirty AI arrangement is monetizing capacity that would otherwise have remained underutilized at our Midland, Pennsylvania facility. At full utilization, the arrangement covers approximately 25,000 miners and 75 MW of computing capacity. |
| ● | Management is actively evaluating additional powered assets for the Big Digital platform, including opportunities that leverage the broad portfolio of powered assets available through our affiliation with SixThirty.AI, which has a development pipeline of just under 600 megawatts. |
| ● | Northland Capital Markets remains engaged to help evaluate financing alternatives across the portfolio. |
Earnings Call and Webcast Information:
Big Digital Energy will host a conference call at 5:00 p.m. Eastern Time today, which will include a brief discussion of results followed
by a question-and-answer period. To participate in this event, please log on or dial in approximately 5 minutes before the beginning
of the call.
Date: November 5, 2026
Time: 5:00 p.m. ET
| 2 |
Participant Call Links:
| ● | Live Webcast: Link | |
| ● | Dial-in: | |
| ○ | Toll-Free: (800) 715-9871 | |
| ○ | Toll: (646) 307-1963 | |
| ○ | Passcode: 9283304 | |
| ● | A replay of the call will be archived at https://www.bigdigital.energy |
Footnotes
| 1 | Adjusted EBITDA is a financial measure not presented in accordance with generally accepted accounting principles (“GAAP”) (a “Non-GAAP Financial Measure”). Please see “Non-GAAP Financial Measures” at the end of this press release for a reconciliation to net loss, the most directly comparable GAAP measure, and additional information regarding the limitations and use of this measure. |
About Big Digital Energy, Inc.
Big Digital Energy, Inc. (Nasdaq: “BGDE”) is a U.S.-based technology company that designs, builds, and operates next-generation digital infrastructure platforms. The Company provides services spanning artificial intelligence (“AI”), high-performance computing (“HPC”), digital assets (including Bitcoin mining), and other intensive compute applications. The Company delivers both self-mining operations and colocation/hosting for enterprise customers, with a vertically integrated infrastructure model built for scalability and efficiency.
A core part of the Company’s strategy is identifying and advancing sites positioned to support high-performance compute with the infrastructure required for long-term deployment. With approximately 129 megawatts of energized capacity and additional capacity under development, the Company is positioning itself as a competitive provider of digital infrastructure solutions to support the demand for AI data centers.
CAUTIONARY LANGUAGE ON FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding the expected benefits of the joint venture, the deployment of assets, revenue growth, and the Company’s strategic initiatives. Forward-looking statements may be identified by the use of words referencing future events or circumstances such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “project,” “target,” “will,” “would,” “subject to,” and similar expressions.
These
statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results
to differ materially from those expressed or implied. In addition, statements regarding the Tensor
IQ letter of intent, the Hood County development project, projected lease-related revenue, anticipated GPU deployment, planned capacity,
commercialization opportunities, customer demand, and targeted in-service dates are subject to significant risks and uncertainties, including,
without limitation: the non-binding nature of the LOI; the possibility that definitive agreements are not negotiated, executed, or consummated
on anticipated terms or at all; the creditworthiness, performance, and continued participation of Tensor IQ, 10NetZero, Texas Load House,
or other counterparties. Important factors include, without limitation: the Company’s ability to continue as a going concern;
the Company’s ability to maintain its Nasdaq listing; the need for and availability of additional financing; the Company’s
ability to obtain any required stockholder approvals and to file and maintain the effectiveness of any required registration statements;
availability and cost of power, grid interconnection and build-out timing; the feasibility, permitting, and development of any behind-the-meter
generation; execution risks in developing AI/HPC digital infrastructure; market demand for AI/HPC and accelerated computing; evolving
and uncertain regulation of digital assets, artificial intelligence, and high-performance computing; volatility in digital asset prices
and reductions in mining incentives; and the other risks described under “Risk Factors” in the Company’s most recent
Annual Report on Form 10-K and in other filings made with the SEC from time to time. Any forward-looking statements speak only as of
the date of this report, and the Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances
after the date of this report, except as required by law.
| 3 |
Big Digital Energy, Inc. Condensed Balance Sheets (Unaudited)
| September 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| (unaudited) | ||||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 3,078,601 | $ | 13,271,256 | ||||
| Prepaid expenses | 6,666,737 | 3,677,000 | ||||||
| Cryptocurrencies | 1,738,320 | 903,784 | ||||||
| Trade and other receivables, net | 7,238,202 | 9,642,423 | ||||||
| Total current assets | 18,721,860 | 27,494,463 | ||||||
| Property, plant and equipment, net | 30,062,379 | 22,580,313 | ||||||
| Derivative asset | 2,095,569 | 3,475,110 | ||||||
| Security deposits | 624,000 | 651,763 | ||||||
| Operating lease right-of-use asset, net | 2,165,988 | 3,240,017 | ||||||
| Total assets | $ | 53,669,796 | $ | 57,441,666 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
| Current liabilities: | ||||||||
| Trade and other payables | $ | 14,347,577 | $ | 32,077,138 | ||||
| Current portion of operating lease liability | 1,614,024 | 1,402,826 | ||||||
| Current portion of finance lease liability | 1,904 | 176,707 | ||||||
| Current portion of long-term loans | 28,769,669 | 25,184,363 | ||||||
| Total current liabilities | 44,733,174 | 58,841,034 | ||||||
| Operating lease liability, net of current portion | 443,755 | 1,718,423 | ||||||
| Total liabilities | 45,176,929 | 60,559,457 | ||||||
| Commitments and Contingencies | ||||||||
| Stockholders’ equity (deficit): | ||||||||
| Series D Convertible Preferred Stock, par value $0.001 per share, 100,000 shares authorized, 15,000 and 0 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | 15 | - | ||||||
| Common stock, $0.001 par value per share; 90,000,000 shares authorized, 6,419,242 and 3,617,221 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | 6,420 | 3,617 | ||||||
| Additional paid-in capital | 273,887,584 | 248,967,877 | ||||||
| Accumulated other comprehensive income | 389,143 | 365,450 | ||||||
| Accumulated deficit | (265,890,295 | ) | (252,454,735 | ) | ||||
| Total Big Digital Energy, Inc. stockholders’ equity (deficit) | 8,392,867 | (3,117,791 | ) | |||||
| Non-controlling interest | 100,000 | - | ||||||
| Total stockholders’ equity (deficit) | 8,492,867 | (3,117,791 | ) | |||||
| Total liabilities and stockholders’ equity (deficit) | $ | 53,669,796 | $ | 57,441,666 | ||||
| 4 |
Big Digital Energy, Inc. Condensed Statements of Operations (Unaudited)
| For
the three months ended September 30, | For
the nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Revenues: | ||||||||||||||||
| Digital colocation revenue | $ | 2,444,231 | $ | 7,161,452 | $ | 9,461,074 | $ | 21,250,623 | ||||||||
| Energy management revenue | 6,055,160 | 5,426,302 | 9,858,950 | 13,621,889 | ||||||||||||
| Digital assets mining revenue | 158,518 | 586,952 | 311,407 | 1,649,750 | ||||||||||||
| Total revenues | 8,657,909 | 13,174,706 | 19,631,431 | 36,522,262 | ||||||||||||
| Less: Cost of revenues (excluding depreciation) | 4,189,607 | 4,611,408 | 12,548,151 | 18,101,404 | ||||||||||||
| Gross Profit | 4,468,302 | 8,563,298 | 7,083,280 | 18,420,858 | ||||||||||||
| Selling, general and administrative | 7,856,443 | 5,838,711 | 21,501,880 | 17,542,427 | ||||||||||||
| Stock-based compensation | - | (1,400,190 | ) | 1,103,405 | 1,678,575 | |||||||||||
| Depreciation and amortization | 1,001,838 | 1,344,767 | 3,293,492 | 4,338,799 | ||||||||||||
| Change in fair value of derivative asset and cryptocurrencies | 1,151,001 | 1,201,299 | 1,175,581 | (721,222 | ) | |||||||||||
| Total operating expenses | 10,009,282 | 6,984,587 | 27,074,358 | 22,838,579 | ||||||||||||
| Income (loss) from operations | (5,540,980 | ) | 1,578,711 | (19,991,078 | ) | (4,417,721 | ) | |||||||||
| Non-operating income (expense): | ||||||||||||||||
| Loss on foreign currency transactions | (189,575 | ) | (337,919 | ) | (591,000 | ) | (1,115,209 | ) | ||||||||
| Gain on legal settlements | 332,421 | - | 10,490,014 | - | ||||||||||||
| Interest expense | (1098,616 | ) | (868,082 | ) | (3,066,522 | ) | (2,480,283 | ) | ||||||||
| Other income | 49,876 | 58,555 | 115,257 | 223,313 | ||||||||||||
| Other expenses | - | (9,798 | ) | (7,095 | ) | (28,753 | ) | |||||||||
| Total non-operating income (expense), net | (905,894 | ) | (1,157,244 | ) | 6,940,654 | (3,400,932 | ) | |||||||||
| Income (loss) before income taxes | (6,446,874 | ) | 421,467 | (13,050,424 | ) | (7,818,653 | ) | |||||||||
| Income tax expense | (15,756 | ) | (93,808 | ) | (178,143 | ) | (185,984 | ) | ||||||||
| Net income (loss) | $ | (6,462,630 | ) | $ | 327,659 | $ | (13,228,567 | ) | $ | (8,004,637 | ) | |||||
| Net income (loss) per share, basic | $ | (1.13 | ) | $ | 0.31 | $ | (2.45 | ) | $ | (8.02 | ) | |||||
| Net income (loss) per share, diluted | $ | (1.13 | ) | $ | 0.28 | $ | (2.45 | ) | $ | (8.02 | ) | |||||
| Weighted average number of shares outstanding – basic | 5,733,864 | 1,043,156 | 5,390,083 | 998,501 | ||||||||||||
| Weighted average number of shares outstanding – diluted | 5,733,864 | 1,180,147 | 5,390,083 | 998,501 | ||||||||||||
| 5 |
Big Digital Energy, Inc. Condensed Statements of Cash Flows (Unaudited)
| For the nine months ended September 30, | ||||||||
| 2026 | 2025 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| Net loss | $ | (13,228,567 | ) | $ | (8,004,637 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 3,293,492 | 4,338,799 | ||||||
| Amortization of operating lease right-of-use asset | 1,071,836 | 965,966 | ||||||
| Foreign exchange loss | 412,621 | 930,478 | ||||||
| Stock-based compensation | 1,103,405 | 1,678,575 | ||||||
| Non-cash interest expense | 3,058,200 | 2,463,533 | ||||||
| Unrealized (gain) loss on derivative asset and cryptocurrencies | 1,175,581 | (721,223 | ) | |||||
| Loss on lease termination | 2,193 | 26,268 | ||||||
| Provision for doubtful accounts | - | 1,046,709 | ||||||
| Gain on legal settlements | (10,490,014 | ) | - | |||||
| Changes in operating assets and liabilities: | ||||||||
| Trade and other receivables | 2,404,221 | 364,690 | ||||||
| Operating lease liabilities | (1,055,179 | ) | (927,732 | ) | ||||
| Other current assets | (3,585,455 | ) | (340,889 | ) | ||||
| Trade and other payables | (7,227,150 | ) | (5,254,030 | ) | ||||
| Net cash used in operating activities | (23,064,816 | ) | (3,433,493 | ) | ||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
| Capital expenditures | (643,906 | ) | (69,806 | ) | ||||
| Purchases of property, plant and equipment | (10,031,652 | ) | - | |||||
| Net cash used in investing activities | (10,675,558 | ) | (69,806 | ) | ||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
| Proceeds from common share issuances and equity conversions settled in cash | 7,202,611 | - | ||||||
| Payments of finance lease liabilities | (183,092 | ) | (309,882 | ) | ||||
| Proceeds from Series D Convertible Stock, net of share issuance cost | 14,028,200 | - | ||||||
| Proceeds from borrowings | 2,500,000 | - | ||||||
| Net cash provided by (used in) financing activities | 23,547,719 | (309,882 | ) | |||||
| Net decrease in cash and cash equivalents | (10,192,655 | ) | (3,813,181 | ) | ||||
| Cash and cash equivalents at beginning of period | 13,271,256 | 6,089,837 | ||||||
| Cash and cash equivalents at end of period | $ | 3,078,601 | $ | 2,276,656 | ||||
| Supplemental disclosure of cash flow information | ||||||||
| Cash paid for interest | $ | 8,323 | $ | 16,750 | ||||
| Cash paid (received) for income taxes – Federal | $ | 719,400 | $ | (25,905 | ) | |||
| Cash paid for income taxes – State | $ | 367,333 | $ | - | ||||
| Supplemental disclosure of non-cash transactions | ||||||||
| Dividend on Series D Convertible Preferred Stock | $ | 19,493 | $ | - | ||||
| 6 |
Non-GAAP Financial Measures
Adjusted EBITDA
In addition to net loss and other results under GAAP, we utilize non-GAAP calculations of adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) to monitor the financial health of our business. Adjusted EBITDA is defined as net loss, excluding (i) interest expense, (ii) provision for (benefit from) income taxes, (iii) depreciation and amortization, (iv) share-based compensation, (v) remeasurement gains and losses such as fair value remeasurements on our digital assets, convertible notes, and SAFE notes, and (vi) impairments, restructuring charges, and business acquisition- or disposition-related expenses that we believe are not indicative of our core operating results. This non-GAAP financial information has limitations as an analytical tool when assessing our operating performance, is presented for supplemental informational purposes only, should not be considered in isolation or as a substitute for, or superior to, financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies.
The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items are unpredictable, are not driven by core results of operations, and/or render comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of core operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Moreover, Adjusted EBITDA is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.
The following table presents a reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, net loss:
| For the three months ended | For the nine months ended | |||||||||||||||
| September 30, | September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Reconciliation of non-GAAP Adjusted EBITDA: | ||||||||||||||||
| Net income (loss): | $ | (6,462,630 | ) | $ | 327,659 | $ | (13,228,567 | ) | $ | (8,004,637 | ) | |||||
| Depreciation and amortization | 1,001,838 | 1,344,767 | 3,293,492 | 4,338,799 | ||||||||||||
| Stock-based compensation | - | (1,400,189 | ) | 1,103,405 | 1,678,575 | |||||||||||
| Losses on foreign currency transactions | 189,574 | 337,919 | 591,000 | 1,115,209 | ||||||||||||
| Other non-operating income | (49,876 | ) | (58,555 | ) | (115,257 | ) | (223,313 | ) | ||||||||
| Interest expense | 1,098,616 | 868,082 | 3,066,522 | 2,480,283 | ||||||||||||
| Other non-operating expenses | - | 9,798 | 7,095 | 28,753 | ||||||||||||
| Change in fair value of derivative asset | 1,151,001 | 1,201,299 | 1,175,581 | (721,222 | ) | |||||||||||
| Income tax expense | 15,756 | 93,808 | 178,143 | 185,984 | ||||||||||||
| Provision for doubtful accounts | - | - | - | 68,954 | ||||||||||||
| Gain on legal settlements | (332,421 | ) | - | (10,490,014 | ) | - | ||||||||||
| Adjusted EBITDA (non-GAAP) | $ | (3,388,142 | ) | $ | 2,724,588 | $ | (14,418,600 | ) | $ | 947,385 | ||||||
CONTACT
Investor Relations: IR@bigdigital.energy
Partnerships: Partnerships@bigdigital.energy
Media and Press: mediarelations@bigdigital.energy
Website: www.bigdigital.energy
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Exhibit 99.2
Power-First Digital Infrastructure Platform NASDAQ: BGDE November 2026 Investor Relations Samir Jain, CFA | OG Advisory Group
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2 Disclaimer This presentation has been designed to provide general information about Big Digital Energy, Inc. ("BGDE" or "the Company"). Any information contained or referenced herein is suitable only as an introduction to the Company. The information contained in this presentation is for informational purposes only. The information contained herein does not constitute or form a part of, and should not be construed as, any offer for sale or subscription of, or any invitation to offer, buy or subscribe for, any securities, nor shall there be any offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful. This document is not a prospectus. The information contained in this presentation is not investment or financial product advice and is not intended to be used as the basis for making an investment decision. Neither the Company, nor any of its respective affiliates make any representation or warranty, express or implied as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of any of the information or opinions contained in this presentation. This presentation has been prepared without taking into account the investment objectives, financial situation particular needs of any person. The trademarks included herein are the property of the owners thereof and are used for reference purposes only. Such use should not be construed as an endorsement of the platform and solutions of BGDE. Forward-Looking Statements The Company cautions that statements in this presentation that are not a description of historical fact are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words referencing future events or circumstances such as "expect," "intend," "plan," "anticipate," "believe," "will," "If," "would," "estimate," "projected," "strategy," and "upside,' among others. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon the Company's current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results and the timing of events could differ materially from those anticipated in such forward- looking statements as a result of various risks and uncertainties, including but not limited to the continued evolution and uncertainty related to technologies and digital infrastructure; the Company's ability to continue as a going concern; the Company's ability to maintain the listing of its common stock on Nasdaq; the need to, and difficulty in, settling existing debt and raising additional debt or equity capital; the development and execution of the Company's strategy and its ability to achieve its operational and financial goals; successful negotiation and integration of future acquisitions, including related party transactions with the Endeavor Group; the Company's capacity for project development; market conditions; competition; and regulatory changes impacting HPC, digital infrastructure and digital asset mining. More detailed information about the risks and uncertainties affecting the Company is contained under the heading "Risk Factors" included in the Company's Annual Report on Form 10-K filed with the SEC on March 31, 2026 and subsequent Quarterly Reports on Form 10-Q, and in other filings the Company has made and may make with the SEC in the future. One should not place undue reliance on these forward-looking statements, which speak only as of the date on which they were made. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward- looking statements. The Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as may be required by law.
3 Investment Highlights 1 Includes the 148 MW of BGDE pipeline and the 399 MW of SixThirtyAI power assets in development 2 Includes cash, cash equivalents, and Bitcoin holdings 2 BGDE trading price as of November 4, 2026 Power Infrastructure Assets 169 MW Energized 152 MW BGDE-owned 17 MW under development through 50/50 JV Up to 547 MW pipeline1 Diversified Asset Base PJM + ERCOT + SPP Improving Operating Momentum 20 MW Increase In deployed mining capacity $8.7M Q3 Revenue | +41% QoQ Operating cash flow breakeven expected in Q4 AI/HPC Commercialization Path 17 MW Energized | Hood County, TX Tensor IQ LOI up to 17 MW initial deployment 111 MW potential grid capacity Up to 300 MW, including BTM Q3 2027: Target delivery date Governance & Balance-Sheet Reset ✓Removed multiple legacy litigation issues ✓Nasdaq equity compliance restored ✓4 independent board directors added ✓$4.9M 10Net Zero loan repaid before 9/30 ✓~43% Endeavor Group ownership Partnership-Led Development Model ✓50/50 development JV with 10NetZero ✓Northland Capital Markets engaged on project-level financing alternatives Small-cap Public Market Valuation $16M Market Cap3 vs 169 MW Energized
4 What Changed in 2026 Q1 2026 Q2 2026 Q3 2026 Q4 2026 Prior MIGI management still in place Leadership Transition New leadership and board installed Company renamed BGDE Began comprehensive restructuring Operations 75 MW colocation agreement signed Stockholder rights plan terminated Nasdaq equity compliance restored $15M Series D financing completed Commercial Execution Hood County acquisition closed Tensor IQ HPC/AI LOI signed Cleburne powered-site acquisition disclosed Grid-connected power capacity increased from 129 to 169 MW Near-Term Priorities Complete final design, engineering & construction documents for Hood County Execute lease agreement for Hood County offtake Complete financing for Hood County development Execute an agreement to utilize available capacity at Midland, PA
5 BGDE Platform Today Site Power Future Power Midland, PA 120 MW - PJM Operating · anchor site Corning, OH PJM Expansion site 24 MW 76 MW Hood County, TX2 ERCOT 50/50 JV · Tensor IQ LOI² 17 MW 57 MW Bellefonte, PA PJM Expansion site 8 MW 15 MW 1 Includes the 148 MW of BGDE pipeline and the 399 MW of SixThirtyAI power assets in development 2 The LOI is non-binding and BGDE owns 50% of Texas Load House. Indicative economics assume full utilization and annual escalators; Completion is contingent on definitive agreements, engineering, financing, permitting and approvals. Midland, PA Hood County, TX 4 AI/HPC conversion candidates 547 MW Pipeline1 169 MW Grid-connected power
6 Hood County, TX | 17 MW of Live Power 50/50 joint venture with 10NetZero Scaled Power Pathway 300 Energized today Potential grid capacity Including potential BTM generation "The Hood County site gives us live power and a path to up to hundreds of megawatts, which would let us deliver capacity to AI customers years ahead of a comparable greenfield project" — Cody Smith, COO 1 Subject to ERCOT validation. 2 The LOI is non-binding and BGDE owns 50% of Texas Load House. Indicative economics assume full utilization and annual escalators; Completion is contingent on definitive agreements, engineering, financing, permitting and approvals. Site: ~50 acres, Less than 40 miles from DFW, 30,000+ sq ft of existing structures Power: 17 MW energized today; 138 kV interconnection; pathway to 111 MW1 Gas: 3 natural gas pipelines on site that can support BTM generation toward ~300 MW total campus capacity Advisors: Northland Capital Markets engaged on project-level financing and AI/HPC partnerships LOI established with Tensor IQ for up to 17 MW of AI/HPC capacity $546M potential in power-lease revenue to Texas Load House2 [TLH] over 15 years 7,748 Nvidia B300 GPUs in initial deployment (training & inference) Q2 2027: Expected available capacity 111 17
7 SixThirty.AI Assets Site Power Future Power Mustang PJM Operating · anchor site 24 MW 74 MW Manning MISO Expansion site 25 MW 25 MW Wallis ERCOT Expansion site 20 MW - Wildcat SPP Expansion site 10 MW - Lawton PSO Anchor site In Development 300 MW Wildcat, KS Mustang, TX 5 AI/HPC site conversion candidates 399 MW Pipeline 79 MW Grid-connected power
8 Leadership & Governance Built for Execution Executive Leadership Josh Kilgore | Executive Chairman Principal | SixThirty.AI Infrastructure Development · Real Estate · Capital Formation Phil Stanley | CEO Principal | SixThirty.AI Strategy · Investments · Capital Allocation Cody Smith | COO Principal | SixThirty.AI Operations · Controls · Execution Independent Directors Kyle Danges M&A · Strategy · Transformation Rodger Davis Finance · Capital Markets · Transactions Lisa Hough Energy · Digital Infrastructure · Power Daniel Morrison Engineering · Oil & Gas · Real Assets
9 Independent Framework for Acquisition of Endeavor Affiliated Assets SixThirty.AI-controlled assets may provide BGDE with access to a differentiated development pipeline. Any related-party asset acquisition or contribution would be evaluated through an independent, disciplined and shareholder-focused process. Why This Matters Independent Review Process Third-Party Valuation Any management-affiliated asset acquisition would be subject to a third-party valuation Independent Board Review Transactions would be reviewed and approved by non-affiliated directors and/or an independent committee Conflicted-Party Recusal Principals in SixThirty.AI with ownership in the target assets would recuse themselves from valuation, negotiation, and approval decisions Definitive Documentation & Approvals Any transaction would remain subject to diligence, definitive agreements, financing, and required approvals Access to Privately Sourced Power Assets SixThirty.AI may provide BGDE with access to power-secured development opportunities that are difficult to source in the public market Public Platform Scale BGDE can potentially bring privately sourced infrastructure into a larger, financeable public platform with broader access to institutional capital Incentive Alignment Management's ownership position in BGDE creates a direct economic incentive to drive long-term shareholder value
10 As Projects De-Risk, Capital Shifts to the Asset Level Parent-Co equity intended to fund early development; larger construction requirements should increasingly migrate to the project-level as assets reach commercial and construction milestones. Stage De-Risking Milestones Land / Site control · Power Access Engineering · Interconnection · Permitting Definitive Agreements · Customer Deposits Project Debt · Equipment Financing · Strategic Capital Capital Stack1 Illustrative financing mix Hood County Current De-Risking Path Site Control JV Partner Existing Power Grid Expansion Customer Commercial Agreeme nt Project Financing Construction 30 acres acquired 50/50 with 10NetZero 17 MW live Pathway to 111 MW Tensor IQ LOI, up to 17 MW Pending Northland engaged to evaluate Targeting Q3 2027 Site Control & Origination Development & Interconnection Customer Contracting Project Financing & Construction Parent-Co Equity JV / strategic partner capital Customer support Project debt & equipment financing
11 1 Not indicative of committed capital or target percentages. No project-level financing has been committed; the Tensor IQ LOI is non-binding. Complete In process Not started
12 Proposed Combined Platform Big Digital Energy SixThirty.AI1 Combined Platform Strategic Optionality PJM, nuclear-powered BTC Mining, Colocation, Energy Management Grid, natural gas, proximity to water sources Major metro access BTC Mining, Hosting, Power arbitrage Multi-grid market and diversified power Multiple monetization pathways Selective AI/HPC conversion 1 Assets held by the Endeavor Group 169 MW Grid-connected power 148 MW Pipeline 79 MW Grid-connected power 399 MW Pipeline 547 MW Pipeline 248 MW Grid-connected power
Transforming BGDE into an AI Powerhouse 12
13 Growth Strategy 1 Leverage PJM power footprint and Big Digital Energy's site infrastructure to develop AI/HPC hosting business. Engage hyperscalers and GPU-as-a-service providers. 2 Restructure asset base to de-emphasize pure BTC mining and prioritize AI/HPC colocation. Sell, build, or convert assets as necessary to maximize value. Acquire additional strategic data center sites. Expand existing power infrastructure footprint. 3 Explore further capitalization avenues to support growth. Target $1B in project-level and platform financing through accretive structures. 4 Resolve creditor overhangs, pursue targeted settlements to stabilize the balance sheet, streamline the capital structure and reposition business to monetize assets for long-term strategic partnerships with hyperscalers & AI companies Transform Big Digital Energy into a creditworthy, multi-site AI/HPC infrastructure platform capable of attracting institutional capital and long-term contractual revenue.
14 Leasing Is Extending Well Below Hyperscale Campus Size 7 of 13 executed 2026 infrastructure leases by powered-land developers are 210 MW or smaller with base-term economics of ~$1.86M IT MW / year $2.6M S A M P L E S T A T I S T I C S — 1 3 T R A N S A C T I O N S $2.2M $1.8M Ex. the two 25 MW AMD leases: $1.65–2.43M, median $1.87M. Excluded from statistics: Digi Power X / Cerebras (40 MW, basis not stated) and Cipher Barber Lake second lease (300 MW gross, IT not disclosed). $1.4M $1.0M 0 100 200 300 400 500 600 Contracted critical IT capacity (MW) T E N A N T T Y P E ( A S D I S C L O S E D ) Investment-grade Hyperscaler Frontier AI lab Chip vendor / Neocloud Bubble area ∝ base-term contract value ($0.6B – $19B). Two overlapping bubbles = two identical leases. Median $1.86M ≤ 210 MW: 7 of 13 transactions 13 Executed Transactions $1.27 – $2.43M Observed Range $1.86M Median contract value of IT MW/yr 7 of 13 ≤210 MW Base-term contract value / IT MW / year
15 1 BGDE currently controls powered capacity, not contracted critical IT capacity. Conversion would require site engineering, definitive customer agreements, financing and construction.
Market Re-Rates Power as It Becomes Contracted and Financeable Public peers illustrate the progression from powered-site optionality to contracted, financeable capacity and ultimately operating cash flow. BGDE remains at the customer-validation stage Hut 8 $11.0B · 949 MW · $7.5B project bonds $10B MARA $4.3B · no AI lease Bitdeer $3.0B · 121 MW 2 3 4 5 1 $1B CleanSpark $3.2B · 175 MW · $2.28B notes Scaled, contract-backed peers in this sample: ~$3B–$11B equity values AIB $120M · 50 MW · Nebius $100M $10M Powered infrastructure Grid power, land, interconnection Customer validation LOIs, exclusivity, tenant talks Definitive contract Critical IT capacity + base revenue Project financing Asset-level construction capital Delivery / rent commencement Contracted cash flow operational 1 Core Scientific $5.3B · ~1.1 2 Cipher $6.4B · 700 3 4 Applied Digital $7.2B · 1,41 5 TeraWulf $7.4B · 839 Bubble area ∝ definitive contracted AI/HPC capacity (MW; Cipher gross). Hollow = none. Placement = furthest stage reached by at least one asset. BGDE $21M non-binding LOI only (up to 17 MW) Market capitalization, Oct 5, 2026 close (log scale)
1 BGDE currently controls powered capacity, not contracted critical IT capacity. Conversion would require site engineering, definitive customer agreements, financing and construction 2 Market capitalization reflects the value of the entire company and is not attributable solely to AI/HPC contracts or capacity. 15
Development Pipeline of Assets controlled by Sixthirty.AI 16