Business Context and Reporting Period
Company: WhiteFiber, Inc. (Nasdaq: WYFI)
Filing Type: Form 10-K (Annual Report)
Reporting Period: Fiscal year ended December 31, 2025
Business Overview: WhiteFiber is a provider of high-performance computing (HPC) data centers and cloud-based GPU services for AI and machine learning workloads. The company operates two primary segments: Cloud Services (GPU compute) and Colocation Services (Tier-3 data center hosting).
Corporate Status: The company completed its Initial Public Offering (IPO) on August 8, 2025, following a reorganization from its parent company, Bit Digital, Inc. It is classified as an Emerging Growth Company and a Smaller Reporting Company.
Key Financial Metrics
| Metric | 2025 | 2024 |
|---|---|---|
| Total Revenue | $79.2 million | $47.6 million |
| Net Loss | $(24.7) million | $1.4 million (Net Income) |
| Operating Loss | $(26.8) million | $0.6 million (Operating Income) |
| Adjusted EBITDA | $17.3 million | $21.9 million |
| Cash and Cash Equivalents | $114.4 million | $11.7 million |
| Total Assets | $651.4 million | $229.1 million |
| Total Liabilities | $168.9 million | $59.4 million |
| Working Capital | $85.2 million | $0.7 million |
Note: The filing text does not provide a specific "Gross Margin" percentage, but segment gross profit for 2025 was $47.6 million against total revenue of $79.2 million.
Material Changes vs. Prior Period
- Revenue Growth: Revenue increased 66% year-over-year, driven by a 50% increase in Cloud Services revenue ($68.8M vs $45.7M) and a significant increase in Colocation revenue ($8.9M vs $1.4M) due to the full-year impact of the Enovum acquisition in late 2024.
- Profitability Shift: The company transitioned from a net profit of $1.4 million in 2024 to a net loss of $24.7 million in 2025. This was primarily driven by a $42.2 million increase in General and Administrative (G&A) expenses, largely due to share-based compensation ($14.0M) and professional fees associated with the IPO and public company compliance.
- Capital Structure: Cash balances surged from $11.7 million to $114.4 million following the IPO, which raised approximately $183 million in gross proceeds (including over-allotment).
- Asset Base: Property, plant, and equipment (net) increased by $247.4 million to $336.6 million, reflecting significant capital expenditures in data center construction (NC-1, MTL-3) and GPU server acquisitions.
Guidance, Outlook, and Risks
Management Commentary and Outlook
- Expansion Targets: Management targets achieving approximately 76 MW of total data center capacity by the end of 2026. A pipeline of approximately 1,500 MW is under review.
- Key Projects:
- NC-1 (North Carolina): A major retrofit project with a contracted revenue opportunity of approximately $865 million over 10 years with Nscale. Billing for the 40 MW phase is expected to commence in June 2026.
- MTL-3 (Montreal): Operational since November 2025, billing Cerebras approximately $1.0 million monthly.
- MTL-2 (Montreal): Development has been paused to prioritize capital for more time-sensitive projects.
- Financing: In January 2026, the company issued $230 million in 4.50% Convertible Senior Notes due 2031. In March 2026, a $20 million secured term loan facility was established with Landsbankinn hf for its Iceland subsidiary.
Risks and Contingencies
- Customer Concentration: The "Initial Customer" accounted for approximately 70.7% of 2025 revenue. Services for this customer were paused, and the company is in discussions regarding resolution. The company has redeployed GPUs to other customers but faces uncertainty regarding the final settlement.
- Supply Chain and Hardware: Risks include delays in sourcing GPUs (NVIDIA H200, B200, GB200) and construction materials. Tariffs on imports from Canada and Mexico could increase project costs.
- Energy Supply: Operations in Iceland and Canada rely on hydroelectric power, which is subject to curtailment risks during droughts or low water levels.
- Regulatory: Evolving regulations regarding AI, data privacy (GDPR, CCPA), and export controls on semiconductors pose potential operational constraints.
Investor Verification Checklist
- Customer Resolution: Verify the status of negotiations with the "Initial Customer" (70.7% of 2025 revenue) regarding the paused services and the treatment of the $30 million prepayment and service deposits.
- NC-1 Construction Timeline: Confirm the ability to meet the June 2026 billing commencement date for the Nscale contract, given the complexity of retrofitting the North Carolina facility.
- GPU Inventory: Assess the current inventory levels of high-demand GPUs (B200, GB200) and the status of supply chain commitments to meet future contract obligations.
- Debt Covenants: Review the financial covenants associated with the new $230 million Convertible Notes and the RBC Credit Facility to ensure compliance with leverage and coverage ratios.
- Capital Expenditure Burn: Monitor the rate of cash burn against the $114.4 million cash balance, considering the significant construction in progress ($157 million) and ongoing development costs.