Digi Power X (DGX) Registration filing summary

Company overview and business model

• Develops advanced data centers and energy infrastructure to support sustainable energy and high-performance computing needs, including bitcoin mining and AI workloads.

• Operates three facilities in New York and Alabama, including a 60 MW gas-fired peaker plant and utility-powered sites.

• Participates in mining pools for bitcoin, using a Full-Pay-Per-Share payout model since 2022.

• Incorporated in British Columbia, Canada, with principal offices in Miami, FL, and Vancouver, BC.

• Subordinate voting shares are listed on Nasdaq (DGXX) and Cboe Canada (DGX).

Financial performance and metrics

• As of April 8, 2026, 69,807,449 subordinate voting shares and 3,333 proportionate voting shares are outstanding.

• On a fully diluted basis, up to 77,356,232 subordinate voting shares could be outstanding, including options, warrants, and RSUs.

• Net tangible book value as of December 31, 2025, was $1.76 per share; pro forma after offering, $4.35 per share.

• Immediate dilution to new investors in the offering is $0.83 per share at an assumed price of $2.40.

Use of proceeds and capital allocation

• Net proceeds from the offering will be used for general corporate purposes, funding operations, working capital, completing Tier III data center construction, repaying debt, and potential acquisitions to expand infrastructure and AI/HPC network.

• Management has broad discretion over the use of proceeds, which may differ from current plans.