Every 8-K that TeraWulf Inc. (WULF) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow WULF and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full WULF filings page.
TeraWulf Inc. reported second quarter 2026 results with revenue of $44.8 million, including $31.9 million of high‑performance computing (HPC) lease revenue, which represented about 71% of total revenue. The company recorded a GAAP net loss attributable to TeraWulf of roughly $939.9 million and non‑GAAP Adjusted EBITDA of about $(18.3) million. Cash and restricted cash totaled approximately $3.0 billion at June 30, 2026.
At the Lake Mariner Data Campus, TeraWulf operated 81 MW of revenue‑generating critical IT capacity as of June 30 and reached 102 MW after completing CB‑3 in early July, triggering $600 million of Google credit support for Fluidstack’s lease. An additional 336 MW of critical IT capacity is under construction there within prior cost guidance of $8–10 million per MW.
Strategically, the company entered a 20‑year data center lease with Anthropic for about 401 MW of critical IT capacity at the Justified Data Campus, representing approximately $19 billion of contracted revenue over the initial term and up to about $33 billion with extensions. It also agreed to sell its 50.1% interest in the Abernathy Joint Venture for around $530 million in cash and received FERC authorization for acquiring the Morgantown generating station, supporting development of the up to 1 GW Chesapeake Data Campus. TeraWulf reaffirmed its target of contracting 250–500 MW of incremental critical IT capacity annually.
TeraWulf Inc. disclosed two major AI infrastructure moves. Its subsidiary agreed a 20-year lease with Anthropic at the Justified Data Campus in Kentucky, providing about 401 MW of critical IT load for high-performance computing. The lease is expected to generate roughly $19 billion of contracted revenue over the initial term, with capacity delivered in phases starting in late 2027 and finishing in early 2028, and rent beginning as premises are delivered.
Separately, TeraWulf’s subsidiary agreed to sell its entire 50.1% interest in the Abernathy Joint Venture (FS CS I LLC) to a purchaser group led by Fluidstack for about $530 million, paid in three installments through April 2027. The company states this monetizes an approximately $450 million investment at a premium and releases capital to expand wholly owned AI infrastructure campuses.
TeraWulf Inc. reported results from its Annual Meeting of Stockholders held on June 9, 2026. A total of 348,345,521 shares were present or represented by proxy, equal to approximately 80.01% of outstanding common stock as of the April 13, 2026 record date.
Stockholders elected nine directors to serve until the 2027 Annual Meeting or until a successor is duly elected and qualified. They also approved, on a non-binding advisory basis, the 2025 compensation of TeraWulf’s named executives and ratified the appointment of Deloitte & Touche LLC as independent registered public accounting firm for the fiscal year ending December 31, 2026.
TeraWulf Inc. is expanding its digital infrastructure platform by acquiring the Muskie Data Campus, a hyperscale high-performance computing site in Eastern Kentucky. The campus sits on approximately 285 acres within the 1,000-acre EastPark Industrial Park and is designed for AI and HPC workloads.
The Muskie Data Campus is expected to support more than 1 gigawatt of data center capacity over time, with the first 500 megawatts targeted to ramp beginning in the second half of 2028 and another 500 megawatts in the second half of 2030. Kentucky Power is building a 345 kV substation tied to the existing 765 kV transmission network to provide redundant, utility-scale power infrastructure.
Transmission infrastructure and energy service agreements were executed concurrently with the acquisition under an Industrial General Service tariff structure, and the deal required no third-party consents or regulatory approvals, closing effective May 22, 2026. Alongside its 480 MW Justified Data campus in Hancock County, this becomes TeraWulf’s second major digital infrastructure campus in Kentucky, supporting its strategy of power-advantaged, large-scale AI and HPC development.
TeraWulf Inc. reported first quarter 2026 results that highlight a major shift toward high-performance computing (HPC) leasing while incurring a much larger GAAP loss. Revenue was $34.0 million, including $21.0 million of HPC lease revenue, as the company continued moving away from bitcoin mining toward contracted compute infrastructure.
TeraWulf reported a net loss attributable to the company of $427.6 million, or $1.01 per share, driven by high selling, general and administrative expenses, significant non-cash items such as a $216.3 million loss from the change in fair value of warrants, $101.4 million of stock-based compensation, and $25.7 million of impairment charges.
Adjusted EBITDA was a loss of $4.1 million, modestly improved from the prior year, as HPC margins expanded. The company ended the quarter with approximately $3.1 billion of cash, cash equivalents and restricted cash and total assets of $7.0 billion, alongside $7.1 billion of liabilities and a stockholders’ deficit position, reflecting heavy use of debt and warrant financing to fund an extensive 2.3 GW HPC development pipeline.
TeraWulf Inc. completed a large common stock offering, selling 54,510,000 shares at $19.00 per share, generating approximately $1,004.3 million in net proceeds. The transaction included 47,400,000 base shares plus 7,110,000 additional shares from the underwriters’ fully exercised option.
TeraWulf plans to use the cash to fund construction of its planned data center campus in Hawesville, Kentucky, including repaying in full amounts outstanding under its bridge credit facility. Remaining funds are earmarked for future site acquisitions and general corporate purposes, supporting its strategy in high-performance computing and bitcoin mining infrastructure.
TeraWulf Inc. is raising equity capital through a large common stock offering. The Company priced 47,400,000 shares of common stock at $19.00 per share, targeting gross proceeds of about $900 million, with the deal upsized from $800 million. Underwriters have a 30‑day option to buy up to an additional 7,110,000 shares at the same public price, less underwriting discounts and commissions.
The offering is expected to close on April 16, 2026, subject to customary conditions. TeraWulf plans to use the net proceeds to help fund construction of its planned data center campus in Hawesville, Kentucky, repay in full amounts outstanding under a bridge credit facility, support future site acquisitions, and for general corporate purposes.
TeraWulf Inc. announced preliminary first quarter 2026 results and a major financing plan. The Company expects Q1 2026 revenue between $30 million and $35 million, with adjusted EBITDA between $0 and $3 million. As of March 31, 2026, it reported $3.1 billion of cash, cash equivalents and restricted cash and $5.8 billion of total debt.
TeraWulf received allocations for a senior secured revolving credit facility of up to $250 million, expected to mature in April 2030 and be secured by substantially all assets of TeraWulf and certain subsidiaries. The Company also plans a public common stock offering of $800 million, with a 30‑day option for underwriters to buy up to an additional $120 million of shares. Net proceeds are intended to help finance construction of its Hawesville, Kentucky data center, repay its bridge credit facility, support future site acquisitions and fund general corporate purposes.
TeraWulf Inc. entered into a new Delayed-Draw Bridge Credit Agreement providing a 364-day, $500 million senior secured bridge facility to help finance construction and development of its data center in Hawesville, Kentucky. Borrowings will accrue interest at either Term SOFR plus 2.75% or a base rate plus 1.75%, at the borrower’s option.
The agreement includes customary covenants and a minimum liquidity requirement of $100 million for TeraWulf and the borrower. Separately, the company furnished unaudited consolidating schedules as of and for the year ended December 31, 2025 to reconcile financial information for its 7.750% Senior Secured Notes due 2030.
TeraWulf Inc. reported fourth-quarter and full-year 2025 results, highlighting a shift toward high-performance computing (HPC) leasing alongside legacy bitcoin mining. Full-year revenue reached $168.5 million, driven mainly by digital asset revenue of $151.6 million and new HPC lease revenue of $16.9 million.
The company posted a substantially larger net loss of $661.4 million versus $72.4 million a year earlier, reflecting higher operating costs, interest expense and a $429.8 million loss from changes in warrant and derivative fair values. Non-GAAP adjusted EBITDA was $(23.1) million.
TeraWulf emphasized rapid scaling of its energy-advantaged AI and HPC platform, with 522 critical IT MW under long-term data center leases and about $12.8 billion in contracted revenue. Cash, cash equivalents and restricted cash totaled $3.72 billion as of December 31, 2025, supported by large project financings, while total liabilities rose to $6.42 billion including significant long-term debt and convertible notes.
TeraWulf Inc. disclosed two major infrastructure moves focused on high-performance computing and artificial intelligence data centers. The company closed on an Agreement of Purchase and Sale for a former industrial site in Hawesville, Kentucky, securing more than 250 buildable acres with direct access to multiple high-voltage transmission lines, an energized substation, and the regional transmission network.
The Hawesville seller received a 6.8% minority equity interest in TeraWulf’s Hawesville development entity, which plans to develop and own a high-performance computing/AI data center. The seller can request redemption of this interest starting one year after the data center begins operations. Separately, TeraWulf signed an Equity and Asset Purchase Agreement to acquire the Morgantown generating station in Maryland, a grid-connected power facility with approximately 210 megawatts of current operational capacity, subject to third-party consents and regulatory approvals, including from the Federal Energy Regulatory Commission.
TeraWulf Inc. reports that Flash Compute LLC, an entity indirectly majority-owned through its subsidiary Big Country Wulf LLC, has upsized and priced a private debt offering. Flash Compute plans to issue $1.3 billion aggregate principal amount of senior secured notes due 2030, increased from a previously announced $1.275 billion. The notes are priced at 7.250% and will be sold to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S.
The transaction is expected to close on December 29, 2025, subject to market and other conditions. Flash Compute is a wholly-owned subsidiary of FS CS I LLC, whose equity is owned 50.1% by TeraWulf’s subsidiary Big Country Wulf LLC and 49.9% by Fluidstack CS I Inc., tying this large financing to a jointly owned structure.
TeraWulf Inc. furnished an update on December 18, 2025, providing selected slides from an investor presentation that will be used by Flash Compute LLC in meetings related to an offering. Flash Compute is a wholly owned subsidiary of FS CS I LLC, whose equity is owned 50.1% by Big Country Wulf LLC, a TeraWulf subsidiary, and 49.9% by Fluidstack CS I Inc., an indirect subsidiary of Fluidstack Ltd. The slides are provided as Exhibit 99.1 and are being furnished, not filed, so they are not subject to certain Exchange Act liability provisions or automatically incorporated into other SEC filings.
The filing also includes extensive forward-looking statement cautions, highlighting risks such as TeraWulf’s ability to attract customers to lease its high-performance computing data centers, execute data center lease agreements, and develop a new data center campus in Abernathy, Texas. It notes dependencies on adequate financing, power availability and cost, regulatory changes, cybersecurity threats, and broader economic and geopolitical conditions.
TeraWulf Inc. reports that its affiliate Flash Compute LLC intends to offer $1.275 billion aggregate principal amount of senior secured notes due 2030 in a private offering to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S. The company also made available selected slides from an investor presentation that Flash Compute will use in connection with this planned notes offering, which are provided as an exhibit.
TeraWulf Inc. is mandatorily converting all outstanding Series A Convertible Preferred Stock into approximately 1.215 million shares of common stock on December 9, 2025, under its Certificate of Designations. The company states that the conversion conditions were met after its common stock traded above 130% of the $10.00 conversion price (above $13.00) on at least five trading days between November 4 and November 24, 2025. TeraWulf reports about 419 million shares of common stock currently outstanding and expects roughly 420 million shares to be outstanding after settlement of the conversion, assuming no other issuances. After the conversion, no shares of Series A Convertible Preferred Stock will remain outstanding and no additional dividends will accrue on that preferred stock. Holders may still exercise an optional conversion right before the close of business on December 8, 2025, but such early conversion does not include accrued and unpaid regular dividends after the conversion date.
TeraWulf Inc. furnished an update on its business, announcing third-quarter 2025 results via a press release and posting an investor presentation. The press release is included as Exhibit 99.1 and the presentation as Exhibit 99.2, and the company may use these materials during its earnings call.
The disclosures are provided under Items 2.02 and 7.01 and are furnished, not filed, which limits Section 18 liability and prevents automatic incorporation by reference into other filings. The presentation is also available on the company’s investor website.
TeraWulf Inc. completed a private offering of 0.00% Convertible Senior Notes due 2032, issuing an aggregate principal amount of $1.025 billion, including $125.0 million from the Initial Purchasers’ option exercised in full. The notes were sold at 100% of principal under Rule 144A, generating net proceeds of approximately $999.7 million.
The company plans to use the proceeds to fund part of a data center campus in Abernathy, Texas and for general corporate purposes. The notes are senior unsecured, bear no regular interest, and mature on May 1, 2032. They are initially convertible at 50.1567 shares per $1,000 (an initial conversion price of about $19.94 per share). Prior to May 6, 2029, the notes are not redeemable; on or after that date, TeraWulf may redeem them at par if the stock trades at least 130% of the conversion price for the specified period. Upon conversion, the company will settle principal in cash and any excess in cash, stock, or a combination, at its election.
TeraWulf Inc. (WULF) announced the upsize and pricing of a private offering of $900 million aggregate principal amount of 0.00% Convertible Senior Notes due 2032, to be sold to qualified institutional buyers under Rule 144A. Initial purchasers have a 13-day option to buy up to an additional $125 million of notes.
The company estimates net proceeds of $877.6 million (or $999.7 million if the option is fully exercised). Closing is expected on October 31, 2025, subject to customary conditions. TeraWulf plans to use the proceeds to fund a portion of the construction cost of its data center campus in Abernathy, Texas and for general corporate purposes.
TeraWulf Inc. announced an intention to offer $500 million aggregate principal amount of convertible senior notes due 2032 in a private placement to qualified institutional buyers under Rule 144A. The company also plans to grant initial purchasers a 13‑day option to buy up to an additional $75 million of notes, beginning on and including the date the notes are first issued.
The potential offering is subject to market conditions and other factors. The company stated this announcement does not constitute an offer to sell or a solicitation to buy any securities.
TeraWulf Inc. entered a joint venture with a subsidiary of Fluidstack to develop and operate the Abernathy HPC Campus in Texas, with TeraWulf initially owning 50.1% (targeting 51% upon required equity contributions) and designating three of five managers.
An affiliate of Fluidstack signed a 25-year lease for 168 MW of critical IT load, with construction delivery expected in the second half of 2026. The total estimated build cost is $8–$10 million per MW, and contracted 25-year revenue to the joint venture is expected to total approximately $9.5 billion. During years two to three after operations commence, Fluidstack may purchase 6%–11% of total JV equity from TeraWulf, subject to the delay condition stated.
Google LLC entered a recognition agreement providing a backstop totaling $1.3 billion, which begins amortization at rent commencement and amortizes over 10 years. In a payment default or insolvency of the tenant, Google may terminate the lease and pay a termination fee, or assume the lease at a discounted rent rate. Each member has pro rata capital rights; TeraWulf must fund any shortfall if Fluidstack elects not to contribute.
TeraWulf Inc. announced that wholly owned subsidiary WULF Compute LLC completed a private offering of $3.2 billion of 7.750% Senior Secured Notes due 2030, issued at 100% of principal. The notes were sold to qualified institutional buyers under Rule 144A. WULF Compute intends to use the net proceeds to help finance the Lake Mariner data center expansion in Barker, New York.
The notes pay interest semiannually on April 15 and October 15, starting April 15, 2026, and mature on October 15, 2030. Principal amortizes semiannually per the Indenture; amounts tied to new data center buildings begin only after each building is completed. Optional redemption is permitted at set prices on or after October 15, 2027, with a make‑whole call available earlier and an equity proceeds redemption feature of up to 40% before that date. Covenants limit additional debt, liens, restricted payments, certain investments, asset sales, affiliate transactions, and mergers, and include a change‑of‑control repurchase at 101% plus accrued interest. TeraWulf will provide a completion guarantee for the expansion.
TeraWulf Inc. announced that its wholly owned indirect subsidiary, WULF Compute LLC, has priced an offering of $3.2 billion aggregate principal amount of 7.750% senior secured notes due 2030 at an issue price of 100%.
The notes will be sold to qualified institutional buyers under Rule 144A and the offering is expected to close on October 23, 2025, subject to market and other conditions. The company emphasized that this notice is not an offer to sell or a solicitation to buy any securities.
TeraWulf Inc. (WULF) announced that its wholly-owned indirect subsidiary, WULF Compute LLC, intends to offer $3.2 billion aggregate principal amount of senior secured notes due 2030. The company also provided updated risk factors, included as Exhibit 99.1.
The disclosure was provided under Regulation FD and is being furnished, not filed, which means it is not subject to certain liability provisions and is not incorporated by reference into other filings. The company included customary forward‑looking statements noting that actual outcomes may differ due to market conditions and other factors, and referenced its previously filed risk discussions for additional detail.
This update signals a planned large-scale debt financing at the subsidiary level using secured notes maturing in 2030, with specifics on pricing, covenants, and allocation not detailed in this disclosure.
TeraWulf Inc. (WULF) reported a planned debt financing. The company announced that its wholly owned indirect subsidiary, WULF Compute LLC, intends to offer, subject to market conditions and other factors, $3.2 billion aggregate principal amount of senior secured notes due 2030 in a private placement to qualified institutional buyers under Rule 144A.
The announcement reflects an intention to pursue a private offering; completion, size, timing, use of proceeds, and final terms may change based on market conditions. The company emphasized that this communication is not an offer to sell or a solicitation to buy any securities. A press release describing the planned offering was furnished as Exhibit 99.1.
TeraWulf Inc. furnished an investor presentation update. On October 6, 2025, the company released selected slides from an investor presentation that will be used in upcoming investor meetings and attached them as Exhibit 99.1 to this report.
The slides and related information are provided under Regulation FD as “furnished,” meaning they are not deemed “filed” for liability purposes or automatically incorporated into other securities law filings. The company also includes a standard caution that the materials contain forward-looking statements, highlighting risks such as the ability to mine bitcoin profitably, attract and perform for high‑performance computing data center customers, secure adequate financing, manage power availability and costs, and navigate regulatory, economic, cybersecurity, and operational uncertainties.
TeraWulf shareholders approved an amendment to the company's Amended and Restated Certificate of Incorporation to increase the maximum number of authorized shares of Common Stock, par value $0.001, from 600,000,000 to 950,000,000.
This amendment expands the pool of shares the company may issue in the future. The filing reports the shareholder vote results for Proposal 1 and confirms the change in authorized share count; no additional details about any immediate issuance, timing, or intended use of the additional shares are provided in the filing.
TeraWulf Inc. disclosed that it completed a private offering of $1 billion aggregate principal amount of 1.00% Convertible Senior Notes due 2031, including $150 million of Additional Notes issued after the initial purchasers fully exercised their option on August 21 and settled on August 22, 2025. The notes were sold to initial purchasers led by Morgan Stanley & Co. LLC for resale to qualified institutional buyers under Rule 144A.
In connection with the $150 million of Additional Notes, TeraWulf entered into additional capped call transactions that cover the shares initially underlying those notes, with a cap price of $18.76, a 100% premium to the August 18, 2025 stock price, at an added cost of about $15.1 million. Net proceeds from the entire notes offering were approximately $975.2 million; the company used $100.6 million to fund capped call transactions and allocated the remaining proceeds to data center expansion and general corporate purposes. The Additional Notes initially convert at 80.4602 shares per $1,000 principal amount, implying an initial conversion price of about $12.43 per share, and may be settled in cash or a mix of cash and stock at the company’s election.
TeraWulf filed an 8-K reporting execution of an indenture and related documents for 1.00% convertible senior notes due 2031. The filing includes the indenture between TeraWulf Inc. and Wilmington Trust, the form of note for the 1.00% Convertible Senior Notes due 2031, forms of capped call confirmations, and an embedded Interactive Data file. The filing is signed by the companys Chief Financial Officer, indicating the company executed and furnished the offering documentation and related hedging confirmations for the convertible notes.
TeraWulf Inc. reported that it intends to offer $400 million aggregate principal amount of convertible senior notes due 2031 in a private offering to qualified institutional buyers under Rule 144A, with initial purchasers having an option to buy up to an additional $60 million aggregate principal amount of notes. The company emphasized that the offering is subject to market conditions and other factors, and that this notice does not constitute an offer to sell or a solicitation to buy any securities.
TeraWulf also made available a press release and an investor presentation, both dated August 18, 2025, which provide further information about the planned financing and are incorporated by reference as exhibits to this report.
TeraWulf Inc. entered into a major datacenter lease for colocation building CB-5 at its Lake Mariner campus in New York with Fluidstack USA I Inc. through its indirect subsidiary Akela Data LLC. The CB-5 premises are planned to provide more than 160 megawatts of critical IT load for high-performance computing operations, with construction expected to be completed and delivered to Fluidstack by year end 2026 and rent obligations running for a 10-year term from completion.
Akela also signed a Recognition Agreement with Google LLC, under which Google agreed to backstop certain Fluidstack obligations; if Fluidstack defaults or faces insolvency, Google may either pay the termination fee or assume the lease and current rent. In consideration for this Google backstop, TeraWulf issued Google warrants to purchase 32,568,197 shares of common stock at an exercise price of $0.01 per share, which Google agreed to pledge to project lenders until the backstop becomes effective.
TeraWulf entered an 80-year lease for approximately 183 acres in Lansing, New York, to host high-performance computing (HPC) data center operations. The company prepaid rent with $95 million in common stock (valued using a 15-day trailing VWAP) and $3 million in cash, and agreed to share certain operating costs tied to the property. The lease includes customary covenants and permits TW Tenant to acquire the Premises for $100 after the 50th anniversary, with the landlord able to compel the sale on the same terms.
The transaction was reviewed by a special independent committee and accompanied by a fairness opinion from CBRE Capital Advisors because the Cayuga Landlord Parent is owned by TeraWulf's Chief Executive Officer. TeraWulf also restructured internal leases at Lake Mariner/Brookings covering 162.7 acres and providing access to power and infrastructure for up to 750 MW, enabling allocation between bitcoin mining and HPC businesses. The filing also discloses registration rights requiring a Form S-3 shelf registration within 60 days, and includes investor communications and an upcoming investor call and presentation.
TeraWulf announced that its indirect subsidiary Akela Data LLC entered into two data center lease agreements with Fluidstack to occupy more than 200 MW of critical IT load at the Lake Mariner campus for high-performance computing operations. Akela will deliver the Premises in two phases during 2026, and Fluidstack’s rent obligations begin on each phase’s completion date and continue for a 10-year term.
To support the leases, Akela, Fluidstack and Google LLC executed recognition agreements under which Google will backstop certain Fluidstack lease obligations; on tenant payment default or insolvency, Google may pay the termination fee or assume the lease. In exchange, TeraWulf issued Google warrants to purchase 41,011,803 common shares at <$0.01> per share, pledged to lenders until the Google backstop is effective. Akela will pay a $30 million initial commission to CBRE and an additional ~<$20 million> if further capacity is leased by March 31, 2026.
TeraWulf Inc. filed a current report to furnish a press release announcing its financial results for the second quarter ended June 30, 2025. The press release, dated August 8, 2025, is attached as Exhibit 99.1 and provides the detailed quarterly figures and discussion of performance.
The company states that the information in the results and the exhibit is being furnished under the securities laws rather than filed, which limits certain legal liabilities. The report also includes an extensive caution about forward-looking statements, highlighting risks such as bitcoin mining profitability, data center leasing, financing needs, regulatory changes, power availability, cybersecurity, and macroeconomic conditions.