IREN on Nasdaq

IREN

Logo: https://iren.com/icons/logo.svg?dpl=11986, Non-free logo, via Wikipedia5

Australian data centre company

IREN Ltd (formerly Iris Energy Ltd), headquartered in Sydney, New South Wales, Australia, provides cloud computing infrastructure and services for artificial intelligence (AI). The company develops, owns and operates data centres and provides GPU computing, software and managed services for training and running AI models. As of August 2026, IREN reported a global data centre development pipeline exceeding 5 GW, with projects across North America, Europe and Australia.3 Wikipedia text CC BY-SA 4.0

Price unavailable

Last updated Oct 21, 2026.

Overview

$707.0MRevenue, fiscal 20266
-$702.6MNet income, fiscal 20266
2018Founded1

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  • TickerIREN on Nasdaq1
  • IndustryFinance Services1
  • HeadquartersSydney1
  • Websiteiren.com
  • Incorporated inAustralia7
  • Business addressLevel 5, 55 Market Street, Sydney, 20007
  • Filer categoryLarge accelerated filer7
  • Legal formOther4
  • LEI254900FZF02RB3NNGB714
  • StatusActive4
  • LEI statusIssued and current4
  • Registered addressLevel 5, 2000 Sydney, Australia4
  • Registered withThe Australian Securities and Investment Commission, 629 842 7994

IREN Ltd (formerly Iris Energy Ltd), headquartered in Sydney, New South Wales, Australia, provides cloud computing infrastructure and services for artificial intelligence (AI). The company develops, owns and operates data centres and provides GPU computing, software and managed services for training and running AI models. As of August 2026, IREN reported a global data centre development pipeline exceeding 5 GW, with projects across North America, Europe and Australia. The company locates its facilities in regions with substantial renewable electricity generation and purchases renewable energy certificates to match its electricity consumption. IREN also operates Bitcoin mining facilities, which it is progressively converting to support its expanding AI cloud business.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2026

-148.0%Operating margin6
-99.4%Net margin6
41.1%Revenue growth, 20266
-16.8%Return on equity6
1.77×Debt to equity6
-$897.6MFree cash flow6

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Bitcoin Mining brought in 82% of the revenue IREN broke down this way in fiscal 2026.

  1. Bitcoin Mining$578.2M682%up 19% from 2025
  2. AI Cloud Services$128.8M618%up 686% from 2025
Products and services by year
Products and services202420252026
Bitcoin Mining$184.1M$484.6M$578.2M
AI Cloud Services$3.1M$16.4M$128.8M

Business segments

Bitcoin Mining brought in 82% of the revenue IREN broke down this way in fiscal 2026.

  1. Bitcoin Mining$578.2M682%up 19% from 2025
  2. AI Cloud Services$128.8M618%up 686% from 2025
Business segments by year
Business segments202420252026
Bitcoin Mining$184.1M$484.6M$578.2M
AI Cloud Services$3.1M$16.4M$128.8M

Regions

Australia brought in 82% of the revenue IREN broke down this way in fiscal 2026.

  1. Australia$578.2M682%up 19% from 2025
  2. CA [member]$128.8M618%up 686% from 2025
Regions by year
Regions202420252026
Australia$184.1M$484.6M$578.2M
CA [member]$3.1M$16.4M$128.8M

Where the money goes

Where each dollar of revenue went, fiscal 2026

  • Cost of revenue31¢$219.7M
  • Selling, general and admin64¢$449.1M
  • Other costs5¢$32.1M
  • Income tax1¢$6.1M

Out of $707.0M in revenue.6 The company lost money this year.

Where each dollar of operating cash went, fiscal 2026

  • Capital spending100¢$3.0B

Out of $2.1B of cash from operations. Spending exceeded cash from operations; the rest came from savings or borrowing.6

Financial statements

Revenue1011126$707.0M in 2026+32421% since 2020
0$200.0M$400.0M$600.0M$800.0M2020: $2.2M$2.2M20202021: $7.9M$7.9M2021+263%2022: $59.0M$59.0M2022+647%2023: $75.5M$75.5M2023+28%2024: $187.2M$187.2M2024+148%2025: $501.0M$501.0M2025+168%2026: $707.0M$707.0M2026+41%
Operating income101113126-$1.0B in 2026+62353% since 2020
-$1.5B-$1.0B-$500.0M0$500.0M2020: -$1.7M-$1.7M20202021: -$524.0K-$524.0K2021−69%2022: $307.0K$307.0K20222023: -$157.2M-$157.2M20232024: -$27.2M-$27.2M2024−83%2025: $17.3M$17.3M20252026: -$1.0B-$1.0B2026
Net income101113126-$702.6M in 2026+32702% since 2020
-$800.0M-$600.0M-$400.0M-$200.0M0$200.0M2020: -$2.1M-$2.1M20202021: -$60.4M-$60.4M2021+2719%2022: -$419.8M-$419.8M2022+595%2023: -$171.8M-$171.8M2023−59%2024: -$28.9M-$28.9M2024−83%2025: $86.9M$86.9M20252026: -$702.6M-$702.6M2026

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2026-06-302025-06-302024-06-30
Total revenue$707.0M$501.0M$187.2M
Total segment and consolidated cost of revenue-$219.7M-$159.0M-$87.1M
Selling, general and administrative expenses-$449.1M-$136.5M-$70.4M
Depreciation and amortization-$417.7M-$181.1M-$50.5M
Impairment of assets-$638.8M-$7.2M$0
Gain (loss) on disposal of property, plant and equipment-$24.9M$4.0M$43.0K
Other operating expenses-$15.2M-$13.3M-$8.1M
Other operating income$11.7M$9.4M$1.6M
Total operating (expenses) income-$1.5B-$324.7M-$127.4M
Operating (loss) income-$1.0B$17.3M-$27.2M
Finance expense-$59.3M-$11.0M-$98.0K
Interest income$80.6M$7.5M$5.8M
Increase (decrease) in fair value of assets held for sale-$110.6M-$2.2M$0
Realized gain (loss) on financial instruments-$9.3M-$4.2M$4.1M
Unrealized gain (loss) on financial instruments$558.5M$77.5M-$3.4M
Gain on partial extinguishment of financial liabilities$0$9.1M$0
Debt conversion inducement expense-$111.8M$0$0
Foreign exchange gain (loss)-$10.3M-$1.3M-$4.7M
Other non-operating income$72.0K$817.0K$108.0K
Total other (expense) income$338.0M$76.2M$1.8M
Income (loss) before taxes-$708.7M$93.5M-$25.5M
Income tax (expense) benefit$6.1M-$6.6M-$3.5M
Net income (loss)-$702.6M$86.9M-$28.9M
Basic net income (loss) per share of Ordinary shares ( in USD per share)-$2.22$0.41-$0.29
Basic weighted-average shares used in computing net income (loss) per share of Ordinary shares (in shares)316.1M shares214.6M shares99.6M shares
Diluted net income (loss) per share of Ordinary shares (in USD per share)-$2.22$0.39-$0.29
Diluted weighted-average shares used in computing net income (loss) per share of Ordinary shares (in shares)316.1M shares223.2M shares99.6M shares
Gain (loss) on cash flow hedges, net of tax$3.1M$0
Change in foreign currency translation adjustments, net of tax-$14.5M$4.9M-$339.0K
Total other comprehensive income (loss), net of tax-$11.4M$4.9M-$339.0K
Total comprehensive income (loss)-$714.0M$91.9M-$29.3M

Compare IREN with another company

Corporate structure

IREN sits at the top of its group. 8 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of IREN

  • IREN Sydney, Australia
    • IE CA 5 Holdings Ltd. Subsidiary · British Columbia, Canada
    • IE CA Leasing Ltd. Subsidiary · British Columbia, Canada
    • IE US Development Holdings 3 Inc. Subsidiary · Delaware, United States
    • IE US Hardware 1 Inc. Subsidiary · Delaware, United States
    • IE US Hardware 3 Holdings LLC Subsidiary · Delaware, United States
    • IE US HARDWARE 3 LLC Subsidiary · Childress, Texas, United States
    • IE US Holdings Inc. Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What IREN reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$2.1B12 Jun 30, 2025$538.0M12 Jun 30, 2024+292.6%
Accumulated depreciation$181.2M12 Jun 30, 2025$71.0M12 Jun 30, 2024+155.1%
Property and equipment, net$1.9B12 Jun 30, 2025$441.4M12 Jun 30, 2024+337.4%
Finance-lease assets$273.7M6 Jun 30, 2026$06 Jun 30, 2025
Operating-lease assets (leased space)$2.7M6 Jun 30, 2026$1.5M6 Jun 30, 2025+85.9%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$5.9B6 Jun 30, 2026$564.5M6 Jun 30, 2025+944.3%
Marketable securities, current$012 Jun 30, 2025$6.5M12 Jun 30, 2024−100.0%
Long-term investments$06 Jun 30, 2026$211.6M6 Jun 30, 2025−100.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$36.6M6 Jun 30, 2026$06 Jun 30, 2025
Intangible assets, net (excluding goodwill)$317.4M6 Jun 30, 2026$06 Jun 30, 2025
Finite-lived intangibles, gross$318.1M6 Jun 30, 2026
Accumulated amortization-$631.0K6 Jun 30, 2026
Finite-lived intangibles, net$317.4M6 Jun 30, 2026

Properties, in its own words

We lease offices and own data center sites in the United States, Canada, Australia and Spain.

The following table reflects our announced data center properties as of June 30, 2026, that are either operating, undergoing retrofitting, under construction or in development, along with their actual or expected respective power capacity in gross MW and acreage held in freehold, some of which are subject to encumbrances. We have an additional multi-GW development pipeline beyond these announced data center sites.

The rest of Item 2

Site · Capacity(MW)

Canal Flats (British Columbia, Canada) · 30

Prince George (British Columbia, Canada) · 50

Mackenzie (British Columbia, Canada) · 80

Childress (Texas, USA) · 750

Sweetwater 1 (Texas, USA) · 1,400

Sweetwater 2 (Texas, USA) · 600

Kiowa (Oklahoma, USA) · 1,600

Badajoz, Extremadura, Spain · 300

Bundey (South Australia, Australia) · 800

Item 2 of the 10-K filed Aug 27, 2026.16

The story

The company was founded in Sydney on 6 November 2018 by Daniel and William Roberts as Iris Energy Limited. The company originated from the brothers' interest in Bitcoin and the idea of making energy-intensive Bitcoin mining more sustainable. The company then acquired a data centre complex in Canal Flats, British Columbia, Canada, which was connected to a former pulp mill.

In March 2021, the company raised A$40 million.

In November 2021, the company became a public company via an initial public offering on the Nasdaq, raising approximately US$232 million.

In November 2024, the company changed its name from Iris Energy Ltd to IREN Ltd.

In November 2025, the company received a US$9.7 billion contract from Microsoft to provide computing power.

In March 2026, IREN ordered more than 50,000 Nvidia GPUs, increasing its total capacity to 150,000 GPUs.

In May 2026, the company entered into an agreement with Nvidia under which IREN will provide Nvidia with access to managed GPU cloud services for its internal AI and research workloads via its data centre in Childress, Texas, drawing on 60 MW of existing capacity. Nvidia received a five-year right to purchase up to 30 million shares of IREN at $70 per share.

In August 2026, the company acquired Mirantis for 12.6 million shares of IREN and about $40 million in cash.

From Wikipedia’s article on IREN, shared under CC BY-SA 4.0.8

Leadership

Who has led IREN, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (6)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • IE CA 5 Holdings Ltd. British Columbia, Canada9
  • IE CA Leasing Ltd. British Columbia, Canada9
  • IE US Development Holdings 3 Inc. Delaware, United States9
  • IE US Hardware 1 Inc. Delaware, United States9
  • IE US Hardware 3 Holdings LLC Delaware, United States9
  • IE US Hardware 3 LLC Delaware, United States9
  • IE US Holdings Inc. Delaware, United States9

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Iris Energy LtdSep 23, 2021 to Nov 29, 20247
  • Iris Energy Pty LtdAug 26, 2021 to Oct 6, 20217

Timeline

  1. Aug 27, 20268-K Results of operations25
  2. Aug 13, 20268-K Regulation FD disclosure26
  3. Aug 4, 20268-K Regulation FD disclosure; Other events27
  4. Jul 20, 20268-K Results of operations28
  5. Jul 1, 20268-K Executive or director change29
  6. Jun 1, 20268-K Entered a material agreement; New debt or obligation30
  7. May 26, 20268-K Entered a material agreement; Regulation FD disclosure31
  8. May 14, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares32
  9. May 12, 20268-K Other events33
  10. May 11, 20268-K Results of operations34
  11. May 11, 20268-K Other events35
  12. May 8, 20268-K Results of operations36
  13. Jul 3, 2025New chief executive William Gregory Roberts becomes CEO18
  14. Jul 3, 2025New chief executive Daniel John Roberts becomes CEO17
  15. Nov 17, 2021Went public Listed on NASDAQ1
  16. 2018Founded Founded1

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.34) a share, on Nov 6, 2025.37

When it reported results

  1. Aug 27, 2026Reported quarterly or annual results25
  2. Jul 20, 2026Reported quarterly or annual results28
  3. May 11, 2026Reported quarterly or annual results34
  4. May 8, 2026Reported quarterly or annual results36
  5. Feb 5, 2026Reported quarterly or annual results38
  6. Nov 6, 2025Reported quarterly or annual results39
  7. Aug 28, 2025Reported quarterly or annual results40

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

319 filings to the SEC since October 2021: 6 annual reports, 3 quarterly reports, 31 major events, 26 insider forms, 24 large holders, 1 private raises, 228 other. The latest 20:

  1. Oct 13, 2026ARS EDGAR
  2. Oct 13, 2026DEFA14A EDGAR
  3. Oct 13, 2026DEF 14A EDGAR
  4. Sep 30, 2026SCHEDULE 13G EDGAR
  5. Aug 27, 202610-K EDGAR
  6. Aug 27, 20268-K EDGAR
  7. Aug 18, 2026D EDGAR
  8. Aug 13, 20268-K EDGAR
  9. Aug 12, 2026SCHEDULE 13G EDGAR
  10. Aug 4, 2026424B7 EDGAR
  11. Aug 4, 20268-K EDGAR
  12. Aug 3, 2026SCHEDULE 13G EDGAR
  13. Jul 20, 20268-K EDGAR
  14. Jul 9, 2026DEFA14A EDGAR
  15. Jul 1, 20268-K EDGAR
  16. Jul 1, 2026S-8 EDGAR
  17. Jul 1, 20264 EDGAR
  18. Jul 1, 20264 EDGAR
  19. Jul 1, 20264 EDGAR
  20. Jul 1, 20264 EDGAR

The 319 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

3 open-market trades by officers, directors and large owners since October 2021: 0 buys and 3 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 16, 2025Guzowski ChristopherDirectorSale11,958$36.32$434.3KForm 4
Sep 11, 2025Roberts Daniel JohnCo-Chief Executive OfficerSale1,000,000$33.13$33.1MForm 4
Sep 11, 2025Roberts William GregoryCo-Chief Executive OfficerSale1,000,000$33.13$33.1MForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2026Daniel RobertsCo-Chief Executive Officer42$1.1M$50.0M50
2026William RobertsCo-Chief Executive Officer36$1.1M$49.9M50
2026Anthony LewisChief Financial Officer50$417.3K$4.6M50
2026Belinda NuciforaFormer Chief Financial Officer$110.4K$2.0M50
2025Daniel RobertsCo-Chief Executive Officer42$964.4K$72.6M50
2025William RobertsCo-Chief Executive Officer36$964.4K$72.6M50
2025Belinda NuciforaFormer Chief Financial Officer$303.4K$2.3M50
2024Daniel RobertsCo-Chief Executive Officer42$3.8M$6.7M50
2024William RobertsCo-Chief Executive Officer36$3.8M$6.7M50
2024Belinda NuciforaFormer Chief Financial Officer$287.4K$921.6K50

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$464.9M 2026–2026
Money received by yearMoney received by year, 2026–2026: $464.9M in all. Private raises (Form D) $464.9M.$0$200M$400M$600M2026 · Private raises (Form D): $464.9M2026
Figures by year
YearPrivate raises (Form D)Total
2026$464.9M$464.9M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Aug 3, 2026Raised $464.9 million in a private offering of equity51 Form D: 183 investors so far Form D

Members of Congress who traded it

6 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Jan 20, 2026Cleo FieldsDemocratic, HouseBuy$50,001 - $100,000−57.9%Report
Dec 26, 2025Cleo FieldsDemocratic, HouseSale$50,001 - $100,000+36.4%Report
Dec 9, 2025Cleo FieldsDemocratic, HouseBuy$1,001 - $15,000−48.1%Report
Oct 10, 2025Cleo FieldsDemocratic, HouseBuy$1,001 - $15,000−67.3%Report
Oct 10, 2025Cleo FieldsDemocratic, HouseBuy$1,001 - $15,000−67.3%Report
Jul 10, 2025Cleo FieldsDemocratic, HouseBuy$15,001 - $50,000+55.1%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How IREN is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARIREN Ltd2
  • CIK0001878848
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company16
  • Incorporated inAustralia16
  • Fiscal year endsJune 302
  • Industry code (SIC)6199 Finance Services2
  • SEC reviewing officeOffice of Crypto Assets, Division of Corporation Finance2
  • Business addressLevel 5, 55 Market Street, Sydney, Nsw 2000, Australia2
  • Phone00612790683012
  • Shares outstanding394,058,648 Common Class A shares as of Aug 14, 202616
  • Public float$11.9B as of Dec 31, 202516
  • AuditorKPMG LLP, New York, New York PCAOB ID 185; it also attests to the company’s internal control over financial reporting16
  • On EDGAR sinceAug 26, 20212
  • Filings321 in all: 6-K (123), 8-K (31), 4 (18), CORRESP (12), 424B3 (11), EFFECT (11), SCHEDULE 13G (11), UPLOAD (11)2
    All 44 form types

    S-8 (9), 144 (8), 3 (8), F-1/A (8), SCHEDULE 13G/A (7), POS AM (6), 10-Q (3), 20-F (3), 424B5 (3), DEFA14A (3), F-3 (3), 10-K (2), 6-K/A (2), ARS (2), DEF 14A (2), F-1 (2), SC 13G (2), SC 13G/A (2), 144/A (1), 20-F/A (1), 424B4 (1), 424B7 (1), 8-A12B (1), CERT (1), D (1), DRS (1), DRS/A (1), DRSLTR (1), F-3ASR (1), FWP (1), POSASR (1), PRE 14A (1), RW (1), RW WD (1), SC 13D (1), SC 13D/A (1)

  • Latest filingsAnnual report (10-K) Aug 27, 2026
    Quarterly report (10-Q) May 8, 2026
    Proxy statement (DEF 14A) Oct 13, 2026
    Latest 8-K (8-K) Aug 27, 2026

Securities registered for trading

ClassSymbolExchange
Ordinary shares, no par valueIRENThe Nasdaq Global Select Market

From the cover page of the 10-K filed Aug 27, 2026 (Section 12(b) of the Exchange Act).16

Risk factors and legal proceedings

The risks IREN names in Item 1A of its 10-K filed Aug 27, 2026: 74 risks under these headings, as written.16

  • Risks Related to Our Business
  • We have a history of operating losses, and we may incur net losses in the future.
  • Our business has grown rapidly and we have an evolving business model and strategy.
  • Our growth strategy may take significant time and expenditure to implement and our efforts may not be successful.
  • Our business is capital intensive, we expect to continue to incur substantial capital expenditures to acquire, maintain, and upgrade our hardware over time, to acquire, construct and upgrade data center facilities, and to grow our business, and we may be unable to raise additional capital needed to fulfill our needs, grow our business, or achieve our goals.
  • We may seek to raise additional capital through offerings of debt, equity or equity-linked securities or other financing arrangements, which could adversely affect the market price of our Ordinary shares, dilute the economic and voting interests of our shareholders, rank senior to our Ordinary shares and subject us to terms that restrict our business operations, and such financing may not be available on favorable terms, if at all.
  • The continued expansion of our AI Cloud Services business exposes us to evolving competitive, legal and regulatory risks, including emerging regulation of artificial intelligence.
  • Competition could adversely impact our market share and financial results.
  • Failure to effectively realize or manage our growth could place strains on our managerial, operational and financial resources and could adversely affect our business and operating results.
  • Our future financial performance is subject to assumptions and projections that may not materialize.
  • Changing political and geopolitical conditions, including changing international trade policies and the implementation of wide-ranging, reciprocal and retaliatory tariffs, surtaxes and other similar import or export duties, or trade restrictions, could adversely impact our business, prospects, operations and financial performance.
  • Our indebtedness and liabilities could limit the cash flow available for our operations and expose us to risks that could adversely affect our business, financial condition and results of operations.
The other 63 risks
  • Our operating results have fluctuated significantly and may continue to fluctuate significantly as a result of several different factors.
  • Our business is highly dependent on a small number of equipment suppliers, and any failure by us or our suppliers to perform under the relevant supply contracts could materially impact our operating results and financial condition.
  • Our hardware suppliers have previously had, and may continue to have, operations in China, and China’s economic, political and social conditions, as well as changes in any government policies, laws and regulations, could have a material adverse effect on our business.
  • We generally act as our own general contractor for the construction of our data centers and do not have the benefit of a traditional fixed-price engineering, procurement and construction (“EPC”) contract, which limits our contractual protections with respect to construction costs and timelines.
  • Supply chain and logistics issues for us, our contractors or our suppliers may frustrate or delay our expansion plans or increase the cost of acquiring AI hardware or constructing our infrastructure.
  • Any electricity outage, non-supply or limitation of electricity supply, including as a result of political pressures or regulations, or increase in electricity costs may result in material impacts to our operations and financial performance.
  • We may be affected by price fluctuations in the wholesale and retail power markets.
  • AI Cloud Services are energy-intensive, which may restrict the geographic locations of our operations, in particular, to locations with renewable sources of power.
  • Governments, politicians, regulators and utilities may potentially restrict or delay the ability of electricity suppliers to provide electricity and timely grid connections to AI Cloud Service providers or Bitcoin miners, including us, or AI Cloud Services or Bitcoin mining generally.
  • Any outage or limitation of the internet connection at our sites could materially impact our operations and financial performance.
  • Any critical failure of key electrical or data center equipment may result in material impacts to our operations and financial performance.
  • Serial defects in equipment may result in failure or underperformance relative to expectations and impact our operations and financial performance.
  • Our Australian operations and development, including our Bundey, South Australia site, will be subject to water, fuel supply, planning and grid-connection risks specific to Australia.
  • Cancellation or withdrawal of required operating and other permits and licenses could materially impact our operations and financial performance.
  • The loss of any of our management team or an inability to attract and retain qualified personnel on a timely basis or at all could adversely affect our operations, strategy and business.
  • We face significant risks related to the cost and availability of labor for the development, construction, operation and maintenance of our data centers.
  • We may be unable to appropriately scale our workforce in a sufficiently timely manner to achieve our business objectives and sustain our growth trajectory, which could materially and adversely affect our business and profitability.
  • The acquisition or disposition of businesses, services or technologies, joint ventures or other strategic transactions may not be successful or may adversely affect our existing operations.
  • We are vulnerable to climate-related risks, severe weather conditions and natural and man-made disasters, including earthquakes, fires, floods, hurricanes, tornadoes and severe storms (including impacts from rain, hail, snow, lightning and wind), as well as power outages and other industrial incidents, which could severely disrupt the normal operation of our business, result in substantial costs, and adversely affect our results of operations.
  • Our properties may experience damages, including damages that are not covered by insurance.
  • Our business aviation activities expose us to operational, safety, regulatory and financial risks, including the risk of a catastrophic aviation event.
  • A significant portion of our data center capacity and expansion pipeline is concentrated in a limited number of locations, which exposes us to regional regulatory, market, weather and other risks.
  • We may fail to anticipate or adapt to technology innovations in a timely manner, or at all.
  • Risks Related to AI Cloud Services
  • We may not successfully execute the continued build-out and scaling of our AI Cloud Services business, and demand for AI Cloud Services may not develop or be sustained at the levels we anticipate.
  • We may be unable to construct the data centers that support our AI Cloud Services, or to commission and deliver contracted AI Cloud Services capacity, on schedule, or at all.
  • Testing and acceptance conditions, ramp periods, service level commitments, service credits, delay credits, indemnities and termination rights in our customer contracts could adversely affect our revenue, margins and results of operations.
  • Our AI Cloud Services business has significant customer concentration, we are exposed to counterparty credit risk, and we may be unable to diversify our customer base.
  • We may not succeed in maintaining or expanding a customer base for our AI Cloud Services business, may not be successful in generating a recurring stream of revenue from that business and may not be able to provide the right combination of AI Cloud Services.
  • We depend on the timely supply of GPUs, networking and storage equipment from a limited number of suppliers, and the equipment we deploy is subject to rapid technological change and obsolescence.
  • Our results depend on our ability to match customer contracts, capital expenditures, power commitments and financing, and any mismatch could adversely affect our business and financial condition.
  • Our AI Cloud Services depend on software for orchestration, monitoring, support and workload management, and we may not be able to successfully integrate Mirantis or realize the anticipated benefits of the Mirantis acquisition.
  • Cybersecurity incidents, failures of workload isolation or interruptions to the availability of our AI Cloud Services could result in the loss or unauthorized disclosure of customer data, liability and reputational harm.
  • Certain of our strategic relationships and anticipated deployments are non-binding or subject to conditions, and may not result in definitive agreements, deployments or revenue.
  • We may enter into contracts with customers for AI Cloud Services that could subject us to significant liability.
  • Risks Related to Bitcoin
  • Until the transition of our Bitcoin mining operations is complete, we remain exposed to residual counterparty risks, including with respect to banks, digital asset trading platforms, OTC trading desks and custodians.
  • Our operating results will depend in part on the price of Bitcoin, which is subject to risk and has historically been subject to significant price volatility, as well as a number of other factors.
  • There is a risk of additional Bitcoin mining capacity from competing Bitcoin miners, which would increase the global hashrate and decrease our Bitcoin mining revenue.
  • Digital asset trading platforms for Bitcoin may be subject to varying levels of regulation, which exposes our digital asset holdings to risks.
  • Our reliance on third-party mining pool service providers may have an adverse impact on our business.
  • Our transactions in digital assets may expose us to countries, territories, regimes, entities, organizations and individuals that are subject to sanctions and other restrictive laws and regulations.
  • Regulatory actions in one or more countries could severely affect the right to acquire, own, hold, sell or use Bitcoin or to exchange them for fiat currency.
  • Risks Related to Regulations, Regulatory Frameworks and Political Intervention
  • The regulatory landscape for AI is rapidly evolving, and unfavorable changes could adversely affect our business.
  • Our business and financial condition may be materially adversely affected by changes to and/or increased regulation of energy sources.
  • The regulatory environment regarding digital assets and digital asset mining is in flux, and we may become subject to changes to and/or additional laws and regulations that may limit our ability to operate.
  • As we continue to expand and localize our international activities, our obligations to comply with the laws, rules, regulations and policies across a variety of jurisdictions will increase and we may be subject to investigations and enforcement actions by U.S. and non-U.S. regulators and governmental authorities.
  • We are subject to governmental regulation and other legal obligations related to data privacy, data protection and information security. If we are unable to comply with these, we may be subject to governmental enforcement actions, litigation, fines and penalties or adverse publicity.
  • We are subject to environmental, health and safety laws and regulations, including applicable zoning, building-code and energy-efficiency standards and worker health and safety laws and regulations, that may expose us to significant liabilities for penalties, damages or costs of remediation or compliance.
  • The construction, operation and maintenance of our data centers and AI infrastructure projects are subject to significant safety risks, and safety incidents could result in injuries, construction delays and increased costs, operational interruptions, regulatory liability, personal injury claims, litigation and reputational harm.
  • We are subject to workplace health and safety laws in the jurisdictions in which we operate, and non-compliance could result in significant penalties and other adverse consequences.
  • There are risks in connection with noise pollution and community opposition related thereto that may have a negative effect on our business.
  • The regulatory and legislative developments related to climate change may materially adversely affect our brand, reputation, business, results of operations and financial position.
  • If we were deemed an “investment company” under the Investment Company Act of 1940, as amended (the “1940 Act”), applicable restrictions could make it impractical for us to continue our business as contemplated and could have a material adverse effect on our business, results of operations and financial condition.
  • If regulatory changes or interpretations of our activities require us to register under the regulations promulgated by FinCEN under the authority of the U.S. Bank Secrecy Act, or otherwise under state laws, we may incur significant compliance costs, which could be substantial or cost-prohibitive. If we become subject to these regulations, our costs in complying with them may have a material adverse effect on our business and results of operations.
  • The application of the Commodity Exchange Act and the regulations promulgated thereunder by the U.S. Commodity Futures Trading Commission to our business is unclear and is subject to change in a manner that is difficult to predict. To the extent we are deemed to be or subsequently become subject to regulation by the U.S. Commodity Futures Trading Commission in connection with our business activities, we may incur additional regulatory obligations and compliance costs, which may be significant.
  • Failure to comply with anti-corruption and anti-money laundering laws, including the FCPA and similar laws associated with our activities outside of the United States, could subject us to penalties and other adverse consequences.
  • We and our third-party service providers and customers may fail to adequately secure or maintain the confidentiality, integrity or availability of the data we hold or detect any related threats, and may experience other security incidents that result from deliberate attacks or unintentional events, any of which could disrupt our normal business operations and our financial performance and adversely affect our business.
  • Failure to keep up with evolving trends, shareholder expectations and requirements relating to ESG issues or reporting could adversely impact our reputation, share price, demand for our securities and access to and cost of capital and expose us to liability.
  • There are increased grid challenges associated with operating energy intensive infrastructure, which may result in new operational requirements being placed on our facilities, which could adversely affect our operating results and financial condition.
  • Our compliance and risk management methods might not be effective and may result in outcomes that could adversely affect our reputation, operating results and financial condition.
  • Risks Related to Intellectual Property
  • If we are unable to protect the confidentiality of our trade secrets or other intellectual property rights or otherwise obtain, maintain, protect and enforce our intellectual property rights, our business and competitive position could be harmed.
  • Third parties may claim that we are infringing upon, misappropriating or otherwise violating their intellectual property rights, which may prevent or inhibit our operations and cause us to suffer significant litigation expense even if these claims have no merit.
  • Risks Related to Ownership of Our Ordinary Shares
  • The market price of our Ordinary shares is highly volatile.
  • If securities or industry analysts cease to publish research or reports about our business, or if they adversely change their recommendations regarding the Ordinary shares, our Ordinary share price and trading volume could decline.

Legal proceedings

From time to time, we may become involved in legal proceedings arising in the ordinary course of business.

Australian Recognition Proceedings, Canadian Bankruptcy Proceedings and Canadian Receivership Proceedings

On February 3, 2023, PricewaterhouseCoopers Inc. (“PwC”) was appointed as receiver (the “Receiver”) to the Facilities of two of our Non-Recourse SPVs pursuant to proceedings (the “Canadian Receivership Proceedings”) commenced in the Supreme Court of British Columbia (the “B.C. Supreme Court”) by NYDIG, the lender to such Non-Recourse SPVs. On June 28, 2023, the Receiver filed an assignment in bankruptcy on behalf of such Non-Recourse SPVs and PwC was appointed as Trustee in Bankruptcy (“Trustee”) of the Non-Recourse SPVs’ estates, and this appointment was affirmed at the meeting of creditors held on July 18, 2023.

On May 9, 2023, NYDIG filed an application in the Canadian Receivership Proceedings seeking, among other things, declarations to the effect that any difference between revenue generated by the Non-Recourse SPVs through the provision of hashpower services to the Company and Bitcoin mined by the Company was collateral securing the Facilities, as well as substantive consolidation of certain Group entities and claims of fraudulent conveyance and oppression.

The opening of Item 3, Legal Proceedings.16

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