Ionic Digital (IOND) Registration filing summary

Company overview and business model

• Operates as a digital infrastructure solutions and cryptocurrency mining company, transitioning from pure-play bitcoin mining to leasing digital infrastructure assets for HPC/AI applications.

• Entered a 126-month “triple net” lease with Nscale for 234 MW at Ward County, Texas, with plans to expand to 700 MW and additional 89 MW contracted to Nscale, subject to regulatory approval.

• Five Texas facilities (three owned, two leased); Midland sites remain for mining, with plans to convert to HPC/AI data centers over time.

• Growth strategy focuses on monetizing infrastructure, expanding capacity, and targeting AI demand through acquisitions or joint ventures.

Financial performance and metrics

• For the three months ended March 31, 2026: $51.4M total revenue ($7.4M mining, $44.0M leasing), net loss of $13.0M, adjusted gross profit of $45.4M, adjusted EBITDA of $(17.9)M.

• For the year ended December 31, 2025: $141.4M total revenue ($135.6M mining, $5.8M leasing), net loss of $247.7M, adjusted gross profit of $53.4M, adjusted EBITDA of $(11.2)M.

• As of March 31, 2026: $34.9M cash, $192.1M in bitcoin, $536.9M total equity, no debt.

• Mining operations: 120,600 miners owned, 2.0 EH/s active hashrate, 96 bitcoin mined in Q1 2026.

• Average cost to mine one bitcoin in Q1 2026: $77,356; average revenue per bitcoin: $57,347.

Use of proceeds and capital allocation

• No proceeds to the company from the direct listing; proceeds from recent private placement used for general corporate purposes.

• Capital expenditures for Ward County expansion expected to be $40M (to 323 MW) and $64M (to 700 MW), funded by cash and bitcoin sales.

• Bitcoin treasury used as a flexible capital allocation asset to fund operations and growth initiatives.