UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2025 TERAWULF INC. (Exact name of registrant as specified in its charter) (410) 770-9500 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under an ...

Core Insights - TeraWulf Inc. reported preliminary financial results for Q3 2025, expecting revenue between $48 million and $52 million, marking an approximate 84% increase from $27 million in Q3 2024 [2][4] - The company anticipates adjusted EBITDA of $15 million to $19 million, compared to $6 million in the same quarter of the previous year [2][4] - TeraWulf's strategy focuses on converting its infrastructure into long-duration contracted high-performance computing (HPC) capacity, with over 510 MW of contracted critical IT load secured [3][8] Financial Performance - Expected revenue for Q3 2025 is projected to be between $48 million and $52 million, reflecting an 84% increase from Q3 2024 [2] - Adjusted EBITDA is anticipated to be between $15 million and $19 million, a significant rise from $6 million in Q3 2024 [2] Strategic Initiatives - The company is successfully repositioning Lake Mariner for high-performance compute workloads, which is contributing to its strong operating performance [3] - TeraWulf has secured over 510 MW of contracted critical IT load and aims to contract an additional 250 to 500 MW per year, demonstrating scalability and disciplined capital deployment [3][8] Company Overview - TeraWulf develops and operates environmentally sustainable, industrial-scale data center infrastructure in the U.S., specifically for HPC hosting and bitcoin mining [8]

Core Insights - TeraWulf has entered a long-term joint venture with Fluidstack to develop a high-performance computing (HPC) platform, representing approximately $9.5 billion in contracted revenue over 25 years [1][3][12] - The joint venture will focus on delivering 168 MW of critical IT load at the Abernathy, Texas campus, with an expected completion in the second half of 2026 [2][3] - TeraWulf will maintain a 51% majority stake in the joint venture and has secured the exclusive right to partner on future Fluidstack-led projects [4][12] Financial and Operational Highlights - The hosting commitment of 25 years is projected to generate around $9.5 billion in revenue for the joint venture [3][12] - Google is backing approximately $1.3 billion of Fluidstack's long-term lease obligations, enhancing the credit quality for project debt [6][12] - The total project cost is estimated to be between $8 million and $10 million per MW of critical IT load [12] Growth Strategy - TeraWulf's contracted HPC platform now exceeds 510 MW of critical IT load, with a growth strategy targeting an additional 250 MW to 500 MW of contracted capacity annually [5][12] - The joint venture has the right to develop future phases at the Abernathy campus, leveraging existing infrastructure for additional capacity [3][12] Leadership Commentary - TeraWulf's CEO emphasized the importance of execution and the strategic alignment with Fluidstack and Google, highlighting the evolution of their infrastructure model [7] - Fluidstack's leadership expressed confidence in TeraWulf's operational discipline and energy expertise, which are crucial for supporting next-generation GPU clusters [7]

Group 1 - TeraWulf Inc. is recommended for selling after announcing the pricing of $3.2 billion of senior secured notes [1] - Super Micro Computer, Inc. received a Neutral rating from JPMorgan analyst Samik Chatterjee, with a lowered price target from $45 to $43 [1] - Applied Digital Corporation signed a lease with a U.S.-based investment-grade hyperscaler for its Polaris Forge 2 Campus, representing approximately $5 billion in total contracted revenue over a 15-year term [2] Group 2 - Kyndryl Holdings, Inc. is suggested for purchase, with results for the quarter ended September 30 expected to be released on November 4 [3] - Dell Technologies Inc. is also recommended for purchase [3] Group 3 - Applied Digital shares increased by 2.8% to close at $34.35 [5] - Kyndryl shares rose by 1.4% to close at $28.90 [5] - Super Micro Computer shares climbed by 6.8% to settle at $51.57 [5] - TeraWulf shares decreased by 0.5% to close at $13.64 [5]

Core Insights - The stock market is experiencing new highs, with cryptocurrency mining and data center infrastructure stocks emerging as significant winners for 2025 [1] - Leading companies include IREN Ltd, Cipher Mining, Applied Digital, and Nebius, with year-to-date gains exceeding 300% [1][2] Company Performance - IREN Ltd has surged over 540% year-to-date, followed by Cipher Mining at 345%, Applied Digital at 338%, and Nebius at 323% [1] - Other notable performers include CoreWeave at 231%, Bitfarms at 209%, and TeraWulf at 142% [2] - Companies like Hut 8, CleanSpark, and Riot Platforms have also advanced over 100%, while Galaxy Digital and Marathon Holdings have seen gains of 69% and 16%, respectively [2] Industry Trends - Traditional Bitcoin miners are transitioning into data infrastructure providers, with IREN repositioning as a renewable-energy-powered data center operator [4] - Applied Digital has secured a $5 billion multi-year AI infrastructure lease and expanded capacity by 150 megawatts, indicating a shift towards stable, recurring data-hosting income [5] - Cipher Mining and Nebius are leveraging existing mining sites to meet the rising demand for AI and high-performance computing (HPC) hosting [6] Market Dynamics - The rally in these stocks is supported by rising Bitcoin prices, increasing institutional interest, and significant global investment in AI infrastructure [7] - Companies that were once solely focused on cryptocurrency are now being re-rated as hybrid plays on both digital assets and the AI boom, reflecting a structural advantage in the digital economy [7]

Group 1 - TeraWulf Inc. (NASDAQ:WULF) is recognized as one of the 12 most promising blockchain and crypto mining stocks according to hedge funds [1] - Northland raised its price target on TeraWulf from $15 to $16.25, maintaining an "Outperform" rating, citing attractive debt pricing and improving financial conditions [2] - The company announced a $3.2 billion senior secured notes offering, due in 2030, to fund expansion and enhance liquidity in response to rising demand for AI and digital assets [3] Group 2 - TeraWulf operates Bitcoin mining facilities in New York and Pennsylvania and provides mining hosting services to third parties [4]

Group 1 - Cipher Mining (CIFR.US) plans to issue junk bonds to raise several billion dollars to expand its data center capacity, following the example set by TeraWulf (WULF.US), which recently raised $3.2 billion [1] - Cipher Mining's stock price surged over 20% on Friday, closing up 19.73% [1] - The junk bonds issued by Cipher Mining will be supported by Alphabet (GOOGL.US) subsidiary Google, similar to TeraWulf's recent bond issuance [1] Group 2 - The data center industry is rapidly expanding capacity to meet the surge in demand driven by the artificial intelligence boom, leading to the use of junk bonds for financing [2] - As Bitcoin halving events occur, mining difficulty continues to increase, resulting in declining mining profits, prompting many cryptocurrency mining companies to shift towards data center operations [2]

Core Insights - Bitcoin miners are facing shrinking margins due to a decline in Bitcoin prices, with hashprice around $47 per petahash per day and a forecasted difficulty adjustment increase of 4.7% [2] Group 1: Financial Developments - TeraWulf has raised $3.2 billion through a senior secured note due 2030 at 7.75%, marking the largest debt issuance in Bitcoin mining history, with proceeds aimed at funding AI and high-performance computing expansion [3] - BitFarms has successfully raised $588 million through an upsized convertible note, netting $568 million at a 1.375% coupon, indicating a trend towards structured debt for financing AI transitions [4][5] Group 2: Industry Trends - Data-center operators are increasingly utilizing repurposed aircraft jet engines to meet the rising power demands of AI workloads, with each turbine capable of delivering up to 48 MW [6] - An "arms race" for generators and transformers is confirmed by industry executives, highlighting the strain on supply chains due to AI build-outs, with energy scarcity influencing valuations in digital infrastructure [7] Group 3: Company Initiatives - CleanSpark has appointed Jeffrey Thomas as Senior VP of AI Data Centers to lead its HPC expansion strategy, focusing on integrating AI workloads with Bitcoin mining [8]

Core Insights - TeraWulf (WULF) shares are currently overvalued with a Value Score of F, trading at a price/book ratio of 31.18X compared to the industry average of 3.55X and the finance sector's 4.24X [1][8] - Year-to-date, TeraWulf shares have appreciated 122.9%, significantly outperforming the industry and sector returns of 3.2% and 12.8%, respectively [4][5] Valuation and Performance - TeraWulf's valuation is stretched, trading at a steep 31.18X book value, which is considerably higher than peers like Riot Platforms (2.13X) and Cleanspark (2.21X) [8] - The company has self-mined 485 bitcoin in Q2 2025, with mining capacity increasing by 45.5% year-over-year to 12.8 EH/s [9] Revenue Potential - TeraWulf's new deals with Fluidstack and Core42 are expected to add billions in potential revenue, with the Fluidstack deal alone representing approximately $6.7 billion in contracted revenues [10][11] - The company is on track to deliver 72.5 MW of HPC colocation capacity, with revenue generation expected to start in Q3 2025 [9][10] Competitive Landscape - TeraWulf faces stiff competition from Riot Platforms and Cleanspark, which hold significant bitcoin reserves [13] - The company is also impacted by volatility in bitcoin prices due to macroeconomic challenges and uncertainty regarding the U.S. government shutdown [15] Financial Outlook - The Zacks Consensus Estimate for TeraWulf's loss for Q3 2025 has widened to 7 cents per share, with expected revenues of $55.4 million, indicating 104.6% growth year-over-year [17] - For 2025, the consensus estimate for losses has widened to 33 cents per share, with projected revenues of $204.1 million, reflecting a 45.7% increase from 2024 [19] Investment Sentiment - Despite potential revenue growth from new leases and Alphabet's investment, TeraWulf's stretched valuation and increasing losses make it a risky investment [20] - The company currently holds a Zacks Rank 4 (Sell), indicating that investors should avoid the stock at this time [21]

Core Insights - TeraWulf Inc. is a significant player in the cryptocurrency mining industry, emphasizing sustainable and efficient operations [1][2] - Greg Miller from JMP Securities has set a bullish price target of $18 for WULF, indicating a potential upside of approximately 30% from its current trading price of $13.85 [2][6] Market Performance - WULF's stock has shown volatility, with a pre-market decline of 0.57%, bringing the price down to $13.85, and a daily trading range between $13.74 and $14.74 [3][6] - The market capitalization of WULF is around $5.42 billion, with a trading volume of 23.06 million shares, indicating strong investor interest [4][6] Industry Context - The broader cryptocurrency mining market has seen declines in other stocks, such as Bitfarms Ltd, which dropped by 9.5%, and American Battery Technology Co, which fell by 19.8% [5]