Galaxy Digital (NASDAQ: GLXY) debt funds 400MW Texas data center build
Rhea-AI Filing Summary
Galaxy Digital Inc. announced that its indirect wholly owned subsidiary, Galaxy Helios Data Centers II LLC, has priced a $3.507 billion private offering of 9.875% senior secured notes due 2031. The offering is expected to close on July 28, 2026, subject to market and customary closing conditions.
The issuer intends to use the net proceeds to finance part of a large data center project in Dickens County, Texas, including two buildings with eight data halls providing 400 MW of utility capacity and 260 MW of critical IT capacity, and to fund debt service reserves.
The notes will pay interest at 9.875% per year, with semi-annual cash payments on February 1 and August 1 beginning February 1, 2027, and will amortize at 4.00% per annum of the original principal. They are fully and unconditionally guaranteed by Galaxy Helios II LLC and secured by first-priority liens on substantially all assets of the issuer and guarantor and the issuer’s equity, and will be offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S.
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8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Notes Principal Amount: $3.507 billion
Interest Rate: 9.875% per annum
Maturity Date: August 1, 2031
+5 more
8 metrics
Notes Principal Amount
$3.507 billion
Aggregate principal amount of senior secured notes priced by Galaxy Helios Data Centers II LLC
Interest Rate
9.875% per annum
Annual cash interest rate on the senior secured notes
Maturity Date
August 1, 2031
Final maturity of the senior secured notes
Amortization Rate
4.00% per annum
Annual principal amortization of original note principal, payable semi-annually
Utility Capacity
400 MW
Total utility capacity of the two-building data center project in Dickens County, Texas
Critical IT Capacity
260 MW
Critical IT capacity of the planned data halls for the project
Site Size
260 acres
Approximate size of the property for the Texas data center project
Existing Helios Campus Capacity
1.63 GW
Capacity of Galaxy’s Helios campus in Texas used for AI and HPC workloads
Key Terms
senior secured notes, qualified institutional buyers, Rule 144A, Regulation S, +2 more
6 terms
senior secured notes financial
"priced a $3.507 billion private offering of 9.875% senior secured notes due 2031"
Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.
qualified institutional buyers regulatory
"offered and sold to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A"
Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.
Rule 144A regulatory
"qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933"
Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.
Regulation S regulatory
"outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act"
Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.
first-priority liens financial
"secured by first-priority liens on substantially all assets of the Issuer and the Guarantor"
A first-priority lien is a legal claim that gives a lender or creditor the first right to specific assets if a borrower cannot pay, meaning they are first in line to be repaid from those assets. For investors, that higher claim lowers the lender’s risk and usually affects interest rates and recovery expectations—similar to having the front seat in a queue to get paid back if the borrower defaults.
amortize financial
"The Notes will amortize at a rate of 4.00% per annum of the original principal amount"
To amortize means to spread the repayment of a debt or the recognition of a cost over a series of scheduled payments or accounting periods. For investors, amortization shows how much of a loan payment reduces principal versus interest or how a one-time expense is gradually charged to profits, helping reveal a company’s true cash obligations and ongoing earnings power—think of paying off a big purchase with a fixed monthly plan so the cost isn’t all felt at once.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What transaction did Galaxy Digital (GLXY) announce on July 23, 2026?
Galaxy Digital announced that subsidiary Galaxy Helios Data Centers II LLC priced a private offering of $3.507 billion in 9.875% senior secured notes due 2031, expected to close on July 28, 2026, subject to market and customary closing conditions.
What are the key terms of Galaxy Digital (GLXY) 9.875% senior secured notes?
The notes have $3.507 billion aggregate principal amount, a 9.875% annual interest rate, semi-annual cash interest payments starting February 1, 2027, and mature on August 1, 2031. Principal amortizes at 4.00% per annum, payable semi-annually after project completion.
How will Galaxy Digital (GLXY) use the net proceeds from the $3.507 billion notes offering?
Net proceeds are intended to finance part of a Dickens County, Texas data center project: two buildings with eight data halls providing 400 MW utility and 260 MW critical IT capacity on a 260-acre site, and to fund debt service reserves.
Who guarantees and secures the new Galaxy Digital (GLXY) notes?
The notes are fully and unconditionally guaranteed by Galaxy Helios II LLC and secured by first-priority liens on substantially all assets of the issuer and guarantor, plus all equity interests of the issuer held by its direct parent, subject to certain excluded property.
Who is eligible to purchase Galaxy Digital (GLXY) senior secured notes?
The notes will be offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. They are unregistered and cannot be sold publicly in the United States without registration or an applicable exemption.
What is Galaxy Digital’s existing Helios data center capacity mentioned in the disclosure?
Galaxy reports its Helios campus in Texas has 1.63 GW of capacity, positioning the company among the larger data center developers in North America. The new 400 MW project in Dickens County expands this data center infrastructure footprint for AI and high-performance computing workloads.