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Ionic Digital (IOND) ramps leasing as Q2 swings to loss

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Form Type
8-K

Rhea-AI Filing Summary

Ionic Digital Inc. (IOND) reported its first quarterly results as a public company for the quarter ended June 30, 2026, highlighting a rapid shift from bitcoin mining to digital infrastructure leasing. Total revenue was $48.6 million, up 31% year‑over‑year, with 90% from digital infrastructure leasing. Gross profit rose to $40.5 million from a loss in the prior‑year quarter, and Adjusted EBITDA increased to $37.6 million from $3.8 million.

The company recorded a net loss of $35.3 million, compared with net income of $31.9 million a year earlier, driven largely by a $28.2 million non‑cash loss on the fair value of cryptocurrency and a $27.2 million tax provision. At its Ward County campus, 234 MW of operating capacity is contracted, with plans to expand to 700 MW by the end of 2027, subject to ERCOT approval and completion of utility projects.

Liquidity is strong, with $415.7 million in cash and cash equivalents and 2,882 bitcoin valued at $168.7 million as of June 30, 2026, and no outstanding borrowings. Ionic Digital reaffirmed its 2026 outlook, guiding full‑year revenue of $190–$195 million, Adjusted EBITDA of $137.5–$142.5 million, and capital expenditures of $45–$60 million.

Positive

  • Total revenue grew 31% year‑over‑year to $48.6 million, with 90% from higher‑value digital infrastructure leasing.
  • Quarterly Adjusted EBITDA increased sharply to $37.6 million from $3.8 million a year earlier, reflecting the Ward County lease ramp.
  • Liquidity is strong with $415.7 million in cash and 2,882 bitcoin valued at $168.7 million, and no outstanding borrowings.
  • Ward County capacity of 234 MW is contracted, with a path to 700 MW by 2027, supporting long‑term growth.
  • The company reaffirmed its 2026 outlook, including $190–$195 million revenue and $137.5–$142.5 million Adjusted EBITDA.

Negative

  • Ionic Digital reported a quarterly net loss of $35.3 million versus net income of $31.9 million in the prior‑year quarter.
  • Results were pressured by a large non‑cash $28.2 million loss on cryptocurrency fair value and a $27.2 million tax provision.
  • Net cash used in operating activities was $25.9 million for the first half of 2026, despite positive Adjusted EBITDA.

Filing Explained

Existing common holders now share the capital structure with issued preferred stock and warrants, but the filing omits terms needed to size dilution.

This Form 8-K furnishes the company’s second-quarter results and reports that, as of June 30, 2026, its capital structure included 7,547,166 issued and outstanding Series A preferred shares, 40,000 issued and outstanding Series Z preferred shares, and 37,374,261 issued and outstanding Class A common shares. The filing also reports financing cash proceeds from the issuance of Series A preferred stock and warrants, so the financing is presented as completed rather than merely proposed, while the supplied disclosure does not state conversion or exercise terms needed to assess any effect on common ownership.

The balance sheet records Series A preferred stock as mezzanine capital and a warrant liability, rather than as additional issued Class A common shares. Under the supplied definition, dilution occurs when additional shares increase total shares and reduce an existing holder’s percentage ownership absent offsetting changes; this filing does not provide the preferred-stock conversion or warrant-exercise mechanics needed to apply that definition to common holders.

For the six months ended June 30, 2026, financing activities provided $400,000 thousand: $365,939 thousand from Series A preferred stock and $34,061 thousand from warrants.

The company says cash payment commenced in August 2026 for 234 MW of operating Ward County capacity, while expansion to 700 MW remains subject to ERCOT approval and completion of two utility infrastructure projects under construction. It also reports an executed EPC contract and ordered long-lead transformers, making those items evidence of preparation rather than proof that the expanded capacity is energized.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $48.6 million Total revenue for the three months ended June 30, 2026; up 31% year-over-year
Q2 2026 Adjusted EBITDA $37.6 million Adjusted EBITDA for the three months ended June 30, 2026 vs $3.8 million in prior-year quarter
Q2 2026 Net Income (Loss) $(35.3) million Net loss for the three months ended June 30, 2026 vs $31.9 million income a year earlier
Cash and Cash Equivalents $415.7 million Balance as of June 30, 2026 on the condensed consolidated balance sheet
Bitcoin Holdings 2,882 bitcoin / $168.7 million Cryptocurrency assets and value as of June 30, 2026
Ward County Contracted Capacity 234 MW Operating capacity at Ward County campus for which cash payment commenced in August 2026
Planned Ward County Capacity 700 MW Target campus capacity by end of 2027, subject to ERCOT approval and utility projects
2026 Revenue Outlook $190–$195 million Full year 2026 total revenue guidance reaffirmed by the company
digital infrastructure leasing financial
"Digital infrastructure leasing represented 90% of second quarter revenue"
Adjusted EBITDA financial
"Adjusted EBITDA was $37.6 million, compared to $3.8 million in the prior year period"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Electric Reliability Council of Texas (ERCOT) regulatory
"incremental 466 MW advances that long-standing agreement and remains subject to ERCOT approval"
The Electric Reliability Council of Texas (ERCOT) is the grid operator that manages most of Texas’s electricity supply and demand, coordinating power plants, transmission lines, and real-time electricity flows like an air-traffic controller for the state’s power system. Investors care because ERCOT’s decisions on grid reliability, outage management, and market pricing directly affect utility revenues, energy company earnings, and the cost and availability of power—similar to how a central dispatcher influences delivery speed and cost in a logistics network.
mezzanine capital financial
"Mezzanine Capital Series A preferred stock ... 7,547,166 issued and outstanding"
warrant liability financial
"Non-current liabilities: Warrant liability $34,061"
Warrant liability is the financial obligation a company records when it grants warrants—special options giving the holder the right to buy company shares at a set price in the future. It matters to investors because changes in this liability can affect a company's reported earnings and overall financial health, similar to how a pending contract can influence a company's future value.
direct listing financial
"completion of our direct listing on Nasdaq on July 28, 2026"
A direct listing is a way for a company to become publicly available for trading without issuing new shares or raising additional money beforehand. Instead, existing shares are simply made available for purchase on the stock market, allowing current investors and employees to sell their holdings. This process can offer a simpler and faster way for a company to go public, giving investors quicker access to buy and sell shares.
Revenue $48.6 million +31% vs prior-year quarter
Gross Profit $40.5 million from $(2.0) million in prior-year quarter to $40.5 million
Net Income (Loss) $(35.3) million from $31.9 million profit to $35.3 million loss
Adjusted EBITDA $37.6 million from $3.8 million in prior-year quarter to $37.6 million
Guidance

For full year 2026, Ionic Digital guides total revenue of $190–$195 million, 90–92% from digital infrastructure leasing, Adjusted EBITDA of $137.5–$142.5 million, and capital expenditures of $45–$60 million, excluding potential capital expenditures for new site acquisitions.

FAQ

How did Ionic Digital (IOND) perform financially in Q2 2026?

Ionic Digital generated $48.6 million in Q2 2026 revenue, up 31% year‑over‑year. Gross profit reached $40.5 million and Adjusted EBITDA was $37.6 million, but the company reported a $35.3 million net loss driven by cryptocurrency fair value losses and taxes.

What drove Ionic Digital’s shift toward digital infrastructure leasing in Q2 2026?

In Q2 2026, 90% of Ionic Digital’s $48.6 million revenue came from digital infrastructure leasing. This compares with none in the prior‑year quarter and reflects the ramp of the Ward County lease and the company’s transition away from reliance on bitcoin mining revenue.

What is Ionic Digital’s liquidity and debt position as of June 30, 2026?

As of June 30, 2026, Ionic Digital held $415.7 million in cash and cash equivalents and 2,882 bitcoin valued at $168.7 million. The company reported no outstanding borrowings, supported by recent proceeds from Series A preferred stock and warrant issuance.

What are Ionic Digital’s expansion plans for the Ward County campus?

Ionic Digital has 234 MW of existing capacity contracted at Ward County and plans to expand to 700 MW by the end of 2027. Energization of the incremental capacity depends on ERCOT approval and completion of two related utility infrastructure projects currently under construction.

What 2026 outlook has Ionic Digital (IOND) provided?

For full year 2026, Ionic Digital reaffirmed guidance for $190–$195 million revenue, with 90–92% from digital infrastructure leasing. The company expects $137.5–$142.5 million Adjusted EBITDA and $45–$60 million in capital expenditures, excluding potential new site acquisitions.

Why did Ionic Digital report a net loss despite strong Adjusted EBITDA in Q2 2026?

The company posted $37.6 million Adjusted EBITDA but a $35.3 million net loss in Q2 2026. The difference mainly reflects a $28.2 million non‑cash loss on cryptocurrency fair value and a $27.2 million income tax provision recorded during the quarter.

How is Ionic Digital funding growth and expansion in 2026?

Ionic Digital raised $365.9 million from Series A preferred stock and $34.1 million from warrants in the first half of 2026. These financings, combined with substantial cash and bitcoin holdings, support Ward County expansion and planned $45–$60 million in 2026 capital expenditures.

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

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Learn about SEC filing dates
false0002007691001-41941Delaware650 Massachusetts Avenue NW, 6th FloorWashingtonDistrict of Columbia20001754273-6593Class A common stock, par value $0.00001IONDThe Nasdaq Global Select Market00020076912026-08-192026-08-19

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

August 19, 2026
Date of Report (date of earliest event reported)
___________________________________
Ionic Digital Inc.
(Exact name of registrant as specified in its charter)
___________________________________

Delaware
(State or other jurisdiction of
incorporation or organization)
001-41941
(Commission File Number)
99-0565447
(I.R.S. Employer Identification Number)
650 Massachusetts Avenue NW, 6th Floor
Washington, District of Columbia 20001
(Address of principal executive offices and zip code)
(754) 273-6593
(Registrant's telephone number, including area code)
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:

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
Name of each exchange on which registered
Class A common stock, par value $0.00001
IOND
The Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company    x
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 August 19, 2026, Ionic Digital Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ending June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “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 it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 - Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:

Exhibit No.
Description
99.1
Earnings release issued by the Company dated August 19, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 19th day of August, 2026.



Ionic Digital Inc.
By:
/s/ Chris Hickman
Name:
Chris Hickman
Title:
Chief Financial Officer

Exhibit 99.1
Ionic Digital Announces Second Quarter 2026 Results

Cash payment commenced in August 2026 for 234 megawatts (MW) of operating capacity at Ward County campus
Progressing substation upgrades and pre-development work to expand capacity to 700 MW at Ward County campus
Substantial liquidity and no outstanding borrowings

WASHINGTON – August 19, 2026 Ionic Digital Inc. (Nasdaq: IOND) (“Ionic Digital” or the “Company”) today announced financial results for the second quarter ended June 30, 2026.
“Our first earnings report as a public company follows energization of the first data center at our Ward County campus and the completion of our direct listing on Nasdaq on July 28, 2026,” said Andy Stewart, Ionic Digital’s Chief Executive Officer. “Digital infrastructure leasing represented 90% of second quarter revenue, compared with none in the prior-year period, marking our transition from a bitcoin miner to an HPC and AI infrastructure company.
“Our focus now turns to growth within the footprint we already control. At Ward County, 234 MW of existing capacity is contracted, and we are progressing the substation upgrades and pre-development work as planned to support expansion of the campus to 700 MW by the end of 2027, subject to ERCOT approval and completion of two utility infrastructure projects which are under construction. At Midland, we are working to convert 112 MW of existing capacity into data centers purpose-built for AI workloads, while those sites continue to mine bitcoin profitably. Beyond our current footprint, we are targeting metro-scale sites closer to the enterprise, where we believe the next wave of inference and agentic demand will be served.”

Second Quarter 2026 Key Results
Total revenue was $48.6 million, an increase of 31% year-over-year, and comprised of 90% digital infrastructure leasing revenue.
Gross Profit was $40.5 million and Adjusted Gross Profit was $45.4 million, compared to $14.9 million in the prior year period, driven by revenue mix shift from cryptocurrency mining to digital infrastructure leasing.
Net loss was $35.3 million, which includes $28.2 million non-cash loss on fair value of cryptocurrency and $27.2 million Provision for Income Taxes.
Adjusted EBITDA was $37.6 million, compared to $3.8 million in the prior year period, due to revenue recognition of the Ward County lease.
Capital Expenditures were $5.8 million primarily related to equipment for the ongoing expansion of the Company’s substation at the Ward County campus.




Ward County Expansion and Electric Reliability Council of Texas (ERCOT) Update
Ionic Digital’s Ward County campus has been energized and operating since 2023, and the capacity to expand the campus to 700 MW was contracted with the Company's interconnecting utility in 2021, with the initial 234 MW phase of the project approved by ERCOT in 2022. Ionic Digital's request for the incremental 466 MW advances that long-standing agreement rather than seeking a new interconnection, and we believe the site's existing energization satisfies the definition for Base Load under ERCOT's planning criteria. The Company has executed its Engineering, Procurement, and Construction (EPC) contract and ordered the long lead-time transformers the expansion requires. Energization is expected by the end of 2027 and remains subject to ERCOT approval and completion of two utility infrastructure projects which are under construction.
Ionic Digital supports Governor Abbott's efforts to promote responsible data center development in Texas and has committed to comply with applicable state requirements and to participate fully in the Public Utility Commission of Texas (PUCT) and ERCOT verification and audit process. The Company continues to work with ERCOT and the appropriate utilities regarding the remaining capacity associated with its energized facility.

Liquidity
As of June 30, 2026, Ionic Digital had on hand $415.7 million in cash and cash equivalents and 2,882 bitcoin valued at $168.7 million at that date. The Company had no outstanding borrowings as of June 30, 2026.

2026 Outlook
Ionic Digital is reaffirming its full year 2026 outlook.
Outlook
($ in millions)Full Year 2026
Total Revenue$190to$195
% Digital infrastructure leasing revenue90%to92%
Adjusted EBITDA(1)
$137.5to$142.5
Capital Expenditures(2)
$45to$60
(1) see “Non-GAAP Financial Measures” below
(2) excludes potential capital expenditures for new site acquisitions
Our taxes for the year ending December 31, 2026 cannot be reasonably predicted and do not necessarily correlate to the performance or operation of our business. Accordingly, we have not reconciled our estimated Adjusted EBITDA outlook to its most directly comparable GAAP measure, as it is not available without unreasonable effort.

Conference Call and Investor Materials
Ionic Digital will hold a conference call on Wednesday, August 19, 2026, at 5:00 p.m. ET. A webcast link to the conference call is available on the Events & Presentations page under the Investor Relations section of the Company’s website. A replay will be available on the same page following the call.



The related presentation materials are now available on the Events & Presentations page under the Investor Relations section of the Company’s website.

About Ionic Digital
Ionic Digital is the fast-track provider of High-Performance Computing (HPC) and data center infrastructure, designed to drive stability in the rapidly evolving AI landscape. In an industry where constrained power and extended development timelines cause bottlenecks, Ionic Digital delivers certainty in performance, scalability and speed to market, providing fully ready assets and the rigorous due diligence required for the world’s most intensive AI workloads. Led by a seasoned team with deep experience developing hundreds of megawatts and raising billions in capital, Ionic Digital is the definitive, trusted foundation for the future of AI.
To learn more, visit ionicdigital.com and follow us on X and LinkedIn.

Investor Contacts:
Hannah Stuckey, Director of Investor Relations
hannah.stuckey@ionicdigital.com

Gateway Group
ionic@gateway-grp.com

Media Contact:
pr@ionicdigital.com



Forward-Looking Statements
This press release contains forward-looking statements within the meaning of applicable securities laws. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions, including Ionic Digital's Ward County Expansion, outlook for the year ending December 31, 2026, and other statements that are statements other than historical facts.
When the Company and its management use words such as "may," "will," "intend," "should," "believe," "expect," "anticipate," "project," "estimate,” “plans,” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements.
Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, market conditions, competitive dynamics, regulatory changes, and other factors discussed in the "Risk Factors" section of the Company's prospectus and the Company’s other filings with the SEC. Forward-looking statements speak only as of the date of the release and the Company undertakes no obligation to update them except as required by law.
For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's filings with the SEC, available at www.sec.gov.



Non-GAAP Financial Measures
We use certain financial measures that are not calculated in accordance with generally accepted accounting principles in the U.S. (“GAAP”) to supplement our condensed consolidated financial statements. These non-GAAP financial measures provide additional information to investors to facilitate comparisons of past and present operating results, identify trends in our underlying operating performance, and offer greater transparency on how we evaluate our business activities. These measures are integral to our processes for budgeting, managing operations, making strategic decisions, and evaluating our performance. Our primary non-GAAP financial measures are Adjusted gross profit and Adjusted EBITDA.
Adjusted gross profit 
We define Adjusted gross profit as gross profit exclusive of depreciation. We rely on Adjusted gross profit to evaluate our business, measure our performance, and make strategic decisions. It is used by our Chief Operating Decision Maker (“CODM”) when making decisions regarding the allocation of resources to operating segments. 
We believe that the presentation of this non-GAAP financial measure will provide useful information to investors and analysts in assessing the Company’s financial performance by excluding non-cash depreciation expense which is representative of historical investments and which we do not believe is indicative of our current operating performance. Gross profit is the GAAP measure most directly comparable to Adjusted gross profit. Our non-GAAP financial measures should not be considered as an alternative to the most directly comparable GAAP financial measures. You are encouraged to evaluate each of these adjustments and the reasons our management considers them appropriate for supplemental analysis. 
The following tables provide a reconciliation of Gross Profit to Adjusted Gross Profit:
Three Months EndedSix Months Ended
($ in thousands)June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Revenue$48,647 $37,192 $100,087 $78,273 
Cost of revenue, excluding depreciation(3,269)(22,256)(9,337)(47,469)
Depreciation(4,903)(16,917)(10,479)(33,374)
Gross profit (loss)$40,475 $(1,981)$80,271 $(2,570)
Depreciation4,903 16,917 10,479 33,374 
Adjusted gross profit$45,378 $14,936 $90,750 $30,804 



Adjusted EBITDA
We define Adjusted EBITDA as net income (loss) before interest, taxes, depreciation, and amortization, further adjusted for certain items that management believes are not indicative of core operating performance, including unrealized gains or losses on energy derivatives and other investments, gains or losses on litigation settlements, stock-based compensation expense, impairment charges on intangible and long-lived assets, costs related to the decommissioning of cryptocurrency mining sites, and other such costs, as detailed in the table below. In addition, as explained below, beginning with this quarter, we also adjust Adjusted EBITDA to exclude realized and unrealized gains and losses on cryptocurrency and have recast historical periods to conform to this presentation.
We use Adjusted EBITDA to evaluate operating performance, allocate resources, and make strategic decisions, including assessing progress on our transition from bitcoin mining to digital infrastructure leasing. Adjusted EBITDA is used in internal forecasting and budgeting, in evaluating treasury management decisions, and in board-level discussions regarding capital structure, liquidity, and our ability to fund growth initiatives.
Our exclusion of realized and unrealized gains and losses on cryptocurrency from Adjusted EBITDA does not reverse or modify GAAP recognition and measurement principles. We exclude these amounts because they primarily reflect bitcoin market price fluctuations and treasury management decisions. We view our bitcoin holdings primarily as investments used to support liquidity and growth initiatives, rather than as components of our operations. Core operating performance is driven by factors such as hashrate performance, energy costs, miner efficiency, uptime, and revenues from digital infrastructure leasing activities. We include cryptocurrency received as revenue at the market price on the date of receipt, as this reflects value realized from core business activities. Decisions to hold or liquidate these assets are investment decisions, distinct from operating performance.
We present Adjusted EBITDA because we believe it provides useful information to investors and analysts in assessing our historical financial performance. In particular, the exclusion of realized and unrealized gains and losses on cryptocurrency allows investors to evaluate operating performance on a basis more consistent with management’s view of our core business as we execute our strategic transition.
Net income (loss) is the GAAP measure most directly comparable to Adjusted EBITDA. This non-GAAP measure should not be considered as an alternative to GAAP measures. We encourage you to evaluate each adjustment and the reasons management considers them appropriate. We may incur similar or unusual items in the future that could affect Adjusted EBITDA, and our presentation should not be construed as an inference that future results will be unaffected by such items. There can be no assurance that we will not modify the presentation of Adjusted EBITDA in the future, and any modification may be material. Adjusted EBITDA has important limitations as an analytical tool and should not be considered in isolation or as a substitute for GAAP results. It may be defined differently by other companies, limiting comparability.



The following tables provide a reconciliation of Net income (loss) to Adjusted EBITDA:
Three Months EndedSix Months Ended
($ in thousands)June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Net income (loss)$(35,305)$31,914 $(48,289)$3,883 
Interest income(179)(359)(506)(700)
Provision for income taxes27,248 8,787 10,907 1,394 
Depreciation4,903 16,917 10,479 33,374 
Amortization10 10 
Stock-based compensation expense(1)
8,990 — 15,438 — 
Loss (gain) on fair value of cryptocurrency28,204 (46,780)81,527 (1,332)
Realized gain on sale of cryptocurrency assets— (14,796)— (32,410)
Realized loss (gain) on the sale of property and equipment847 (2)544 (21)
Direct listing and fee expenses1,449 — 1,449 — 
Private placement issuance costs1,431 — 1,431 — 
Loss on litigation settlement(2)
— 8,079 — 8,079 
Adjusted EBITDA$37,593 $3,765 $72,990 $12,277 
(1) Stock-based compensation during the three and six months ended June 30, 2026 relates to restricted stock units and performance restricted stock units issued to employees and board members. There was no equivalent activity for the three and six months ended June 30, 2025.
(2) Loss on litigation settlement during the three and six months ended June 30, 2025 reflects a settlement to resolve shareholder actions. There was no equivalent activity for the three and six months ended June 30, 2026.

Prior Outlook(1)
Three Months Ended June 30, 2026
($ in thousands)LowHigh
Net Loss$(35,000)$(34,000)
Interest income(185)(175)
Provision for Income Taxes26,500 27,500 
Depreciation4,800 5,000 
Amortization
Stock-Based Compensation Expense
9,800 10,000 
(Gain) Loss on Fair Value of Cryptocurrency27,500 28,500 
Non-Recurring Legal Expenses1,350 1,300 
Realized Loss on Sale of Property and Equipment830 860 
Adjusted EBITDA$36,000 $37,000 
(1) issued July 21, 2026
Our taxes for the year ending December 31, 2026 cannot be reasonably predicted and do not necessarily correlate to the performance or operation of our business. Accordingly, we have not reconciled our estimated Adjusted EBITDA outlook to its most directly comparable GAAP measure, as it is not available without unreasonable effort.



IONIC DIGITAL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands of US $, except share data)
June 30, 2026December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents $415,738 $43,510 
Cryptocurrency assets168,680 237,947 
Other receivables, current (net of $— and $5.1 million allowance for credit losses as of June 30, 2026 and December 31, 2025, respectively)
48,994 10,460 
Prepaid expenses and other current assets6,966 11,427 
Assets held for sale
2,187 — 
Total current assets642,565 303,344 
Non-current assets:
Property and equipment, net65,641 76,156 
Deferred initial direct leasing costs6,466 6,803 
Other receivables, non-current (net of $3.3 million allowance for credit losses as of June 30, 2026 and December 31, 2025)
370 370 
Deposits and other non-current assets2,211 2,253 
Goodwill161,608 161,608
Deferred tax assets, net43,657 54,470 
Total non-current assets279,953 301,660 
TOTAL ASSETS$922,518 $605,004 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Deferred digital infrastructure leasing revenue— 39,793 
Accounts payable1,178 1,720 
Accrued expenses and other current liabilities25,167 19,159 
Total current liabilities26,345 60,672 
Non-current liabilities:
Non-current portion of lease liability138 170 
Warrant liability34,061 — 
Other non-current liabilities871 755 
Total non-current liabilities35,070 925 
TOTAL LIABILITIES$61,415 $61,597 
Mezzanine Capital
Series A preferred stock,$0.00001 par value, 7,547,166 shares authorized, 7,547,166 issued and outstanding as of June 30, 2026
350,547 — 
Stockholders’ Equity:
Preferred stock, $0.00001 par value, 15,000,000 shares authorized, none issued and outstanding as of June 30, 2026 and December 31, 2025
— — 
Series Z preferred stock, $0.00001 par value, 40,000 shares authorized, 40,000 issued and outstanding as of June 30, 2026
— — 
Class A common stock, $0.00001 par value, 1,000,000,000 shares authorized, 37,374,261 shares issued and outstanding as of June 30, 2026 and December 31, 2025
— — 
Additional paid-in capital766,423 750,985 
Retained earnings (deficit)
(255,867)(207,578)
TOTAL STOCKHOLDERS' EQUITY510,556 $543,407 
TOTAL LIABILITIES, MEZZANINE CAPITAL, AND EQUITY922,518 $605,004 





IONIC DIGITAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands of US $, except per share data)
Three Months EndedSix Months Ended
June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Revenue:
Cryptocurrency mining$4,798 $37,192 $12,199 $78,273 
Digital infrastructure leasing43,849 — 87,888 — 
Other
— — — — 
Total Revenue48,647 37,192 100,087 78,273 
Operating expenses:
Cost of mining revenues, exclusive of depreciation3,060 22,256 8,663 47,469 
Cost of digital infrastructure solutions revenues, exclusive of depreciation209 — 674 — 
Depreciation4,903 16,917 10,479 33,374 
General and administrative expenses19,465 10,796 35,706 17,907 
(Gain) loss on fair value of cryptocurrency28,204 (46,780)81,527 (1,332)
Realized gain on sale of cryptocurrency assets— (14,796)— (32,410)
(Gain) loss on sale of property and equipment847 (2)544 (21)
Other operating expenses, net195 250 382 500 
Total operating expenses56,883 (11,359)137,975 65,487 
Operating gain (loss)(8,236)48,551 (37,888)12,786 
Other income (expense)
Interest income179 359 506 700 
Realized loss on cryptocurrencies derivatives— (130)— (130)
Loss on litigation settlement— (8,079)— (8,079)
Other income
179 (7,850)506 (7,509)
Income (loss) before provision for income taxes(8,057)40,701 (37,382)5,277 
Provision for income taxes27,248 8,787 10,907 1,394 
Net income (loss)$(35,305)$31,914 $(48,289)$3,883 
Basic and diluted net income (loss) per share$(0.94)$0.85 $(1.29)$0.10 
Weighted-average number of shares used in computing net loss per share, basic and diluted37,374,26137,374,26137,374,26137,374,261



IONIC DIGITAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended June 30,
20262025
Cash flows from operating activities:
Net income (loss)$(48,289)$3,883 
Adjustments to reconcile net loss to net cash used in operating activities:
Mining revenue received in bitcoin(12,199)(78,273)
Hosting costs paid in bitcoin— 592 
Depreciation and amortization10,489 33,384 
Loss (gain) on the fair value of cryptocurrency assets81,527 (1,332)
Realized gain on sale of cryptocurrency assets— (32,410)
Loss (gain) on sale of property and equipment544 (21)
Unrealized (gain) loss on energy derivatives337 — 
Non-cash lease expense31 38 
Stock compensation expense15,438 — 
Deferred income taxes, net10,813 1,120 
Changes in assets and liabilities
Other receivables(38,593)(797)
Prepaid expenses and other current assets4,461(7,501)
Deferred digital infrastructure leasing revenue(39,793)— 
Accounts payable and other accrued liabilities(10,785)9,827 
Non-current liabilities84235
Net cash (used in) operating activities (25,935)(71,255)
Cash flows from investing activities:
Purchases of property and equipment(5,827)(4,152)
Proceeds from the sale of mining equipment659 21
Proceeds from assets held for sale
3,331 — 
Proceeds from sale of cryptocurrency assets— 64,238 
Net cash provided by (used in) investing activities (1,837)60,107 
Cash flows from financing activities:
Proceeds from issuance of warrants34,061
Proceeds from issuance of Series A preferred stock 365,939
Net cash provided by financing activities
400,000
Net increase (decrease) in cash and cash equivalents372,228 (11,148)
Cash and cash equivalents at the beginning of the period
43,51048,393
Cash and cash equivalents at the end of the period
$415,738 $37,245 
Supplemental schedule of non-cash financing and investing activities:
Assumption of liability for the acquisition of PPE
8762,347
Private Placement Issuance Costs in accounts payable and accruals15,369

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