Financial Data and Key Metrics Changes - Q3 2025 marked the strongest quarter in Gorilla's history with revenue exceeding expectations and operating profit turning positive, resulting in a breakeven bottom line [2][12] - The company reported a cash position of over $121 million, with $109 million being unrestricted cash and $15.1 million in debt, leading to a net cash position of $106 million [3][4] - For 2025, the revenue guidance is set between $100 million and $110 million, with EBITDA margins expected to be over 20% and net income margins between 15% and 20% [4][5] - The gross margins for the first nine months were slightly over 35%, with expectations to reach the 35%-40% range for the full year [4] Business Line Data and Key Metrics Changes - The company is advancing AI infrastructure programs across Southeast Asia, Latin America, and the Middle East, securing multi-billion dollar projects [2] - The signed contract with Freyr is valued at $1.4 billion, contributing over $400 million annually once fully operational [7][8] - The company anticipates that over 50% of revenue will come from Southeast Asia next year, with a good mix between government and enterprise clients [8][9] Market Data and Key Metrics Changes - The company has a strong pipeline of $7 billion, primarily driven by government and telco contracts focused on national AI and digital sovereignty strategies [16][53] - The demand for GPU servers is high globally, with supply chain constraints being a significant challenge [38] Company Strategy and Development Direction - Gorilla aims to diversify its business and reduce reliance on government contracts, focusing on a mix of government and enterprise clients [9] - The company is actively pursuing acquisitions in India and the U.S. to enhance capabilities and expand into high-growth markets [68][92] - The strategy includes building a unified AI infrastructure that integrates data centers, GPU services, and software solutions to create a sustainable revenue model [100][102] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the structural growth of the business, emphasizing that profitability is not a one-off event but a result of operational discipline [14][15] - The company is optimistic about the future, with a clear backlog and a demand curve that exceeds current guidance [17] - Management highlighted the importance of operational readiness and the ability to scale as customer demand increases [39] Other Important Information - The company has improved its credit quality and is now in a strong net cash position, allowing it to fund significant new deployments [10][11] - The management team has a proven track record, with revenue increasing significantly since going public in 2022 [10] Q&A Session Summary Question: What are the assumptions for the 2026 guidance regarding the large deal contribution? - The guidance for 2026 is based on contracted backlog and the first phase of the Southeast Asia data center project, which alone contributes $100 million from 2026 to 2028 [22] Question: Any color on EBITDA margins for 2026? - The guidance for EBITDA margins is in the range of 15%-25% [26] Question: Can you provide more detail on deliverables for the large contract in 2026? - The first $100 million is expected to come from a phased rollout of data center capabilities, with revenue ramping up as infrastructure is commissioned [28] Question: How does the company gauge potential upside in guidance? - There is more upside potential due to the timing of customer deployments and supply chain constraints, with a focus on getting programs live by 2026 [36][39] Question: What is the magnitude of the backlog? - The backlog is strictly defined at $85 million for 2026, with additional potential from ongoing negotiations and bids [47] Question: Why is Gorilla winning contracts against competitors? - Gorilla's long-standing relationships, operational discipline, and ability to deliver sovereign-grade AI infrastructure are key competitive advantages [56][58] Question: What are the plans for cash utilization? - The cash will be used for capital needs related to major contracts, including performance guarantees and working capital for data center projects [71] Question: How does the company plan to grow its sales team? - The current sales team is well established, and the CEO is personally involved in key customer engagements [66] Question: What is the strategic role of the company in the AI compute infrastructure? - Gorilla is building a comprehensive AI infrastructure, integrating data centers, GPU services, and software to create a sustainable revenue model [100][102]

Financial Data and Key Metrics Changes - Q3 2025 marked the strongest quarter in Gorilla's history with revenue exceeding expectations and operating profit turning positive, achieving breakeven on the bottom line [2][12] - The company reported a cash position of over $121 million, with $109 million being unrestricted cash and total debt reduced to $15.1 million, resulting in a net cash position of $106 million [3][4] - Revenue guidance for 2025 is set between $100 million and $110 million, with EBITDA margins expected to be over 20% and net income margins between 15% and 20% [4][5] - For Q3, actual revenue was $26.5 million, gross profit was $9.9 million, and operating income was $4.4 million, showing significant improvements over estimates [12][13] Business Line Data and Key Metrics Changes - The gross margins for the first nine months were slightly over 35%, with expectations to reach the 35%-40% range for the full year [4] - The company has secured a large signed contract with FRAIR worth $1.4 billion, which is expected to contribute over $400 million annually once fully operational [7][8] Market Data and Key Metrics Changes - The company anticipates that over 50% of its revenue will come from Southeast Asia in the next year, with a balanced mix between government and enterprise clients [8] - The pipeline for future projects is robust, with a total of $7 billion identified, primarily from government and telecommunications sectors [16][53] Company Strategy and Development Direction - Gorilla aims to diversify its business and reduce reliance on government contracts while improving client quality and creditworthiness [9][16] - The company is focused on building long-term relationships with governments and enterprises, positioning itself as a full-stack AI operator [56][100] - Future growth is targeted at $500 million in annual revenue by 2027, with significant investments planned in India and the U.S. to capitalize on emerging markets [68][90] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the structural growth of the business, emphasizing that profitability is not a one-off event but a result of disciplined operations [14][15] - The company is optimistic about the demand for AI infrastructure and national programs, indicating that the demand curve is larger than what is currently reflected in guidance [17][39] Other Important Information - The company is actively pursuing acquisitions to enhance its capabilities and expand its market presence, particularly in high-growth regions like India and the U.S. [70][92] - Gorilla is in discussions with banks for financing to support capital needs for major contracts, ensuring sufficient cash flow for upcoming projects [72][73] Q&A Session Summary Question: What are the assumptions for the large deal contribution in 2026 guidance? - The guidance for 2026 is based on contracted backlog and the first phase of the Southeast Asia data center project, which alone contributes $100 million from 2026 to 2028 [22] Question: Any color on EBITDA margins for 2026? - EBITDA margins are expected to be in the range of 15%-25% [26] Question: Can you provide details on deliverables for the large contract in 2026? - The first $100 million will come from planned phases of the data center project, with revenue ramping up as infrastructure is commissioned [28][29] Question: How does the company gauge upside potential against market risks? - Management believes there is more upside potential than downside risk, with a focus on timely customer deployments and supply chain constraints [36][39] Question: What is the magnitude of the backlog? - The backlog is strictly defined at $85 million for 2026, with additional potential from ongoing negotiations and bids [47] Question: Why is Gorilla winning against competitors? - Gorilla's speed of execution, operational discipline, and ability to deliver sovereign-grade AI infrastructure are key competitive advantages [56][58] Question: What are the plans for cash utilization? - Cash will be used for capital needs related to major contracts and potential acquisitions to support growth [72][73]

Financial Data and Key Metrics Changes - Q3 2025 marked the strongest quarter in the company's history, with revenue exceeding expectations and operating profit turning positive, resulting in a breakeven bottom line [2][12] - The company reported a cash position of over $121 million, with $109 million in unrestricted cash and $15.1 million in debt, leading to a net cash position of $106 million [3][4] - Revenue guidance for 2025 is set between $100 million and $110 million, with EBITDA margins expected to be over 20% and net income margins between 15% and 20% [4][5] - For Q3, actual revenue was $26.5 million, surpassing the analyst consensus of $26.2 million, with adjusted EBITDA of $6.8 million and adjusted net income of $6 million [12][13] Business Line Data and Key Metrics Changes - The company is advancing its AI infrastructure programs across Southeast Asia, Latin America, and the Middle East, securing multi-billion dollar projects [2][6] - The gross margins for the first nine months were slightly over 35%, with expectations to reach the 35%-40% range for the full year [4][5] - The company has a strong pipeline, with a significant portion of future revenue expected from the Southeast Asia data center project, which alone is projected to contribute $100 million annually for the first three years [6][15] Market Data and Key Metrics Changes - The company anticipates that over 50% of its revenue will come from Southeast Asia in the next year, with a good mix between government and enterprise clients [7][9] - The company is experiencing improving credit quality from its end customers, indicating a diversified revenue base and an improving business mix [9] Company Strategy and Development Direction - The company aims to diversify its business and reduce reliance on government contracts, focusing on a mix of government and enterprise clients [7][9] - The management emphasizes the importance of operational discipline and the ability to deliver profitability while scaling operations [14][17] - The company is actively pursuing growth opportunities in India and the U.S., targeting significant market expansions in AI infrastructure [91][93] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to meet guidance for 2025 and highlighted a strong outlook for 2026, driven by a large signed contract with FRAIR worth $1.4 billion [6][11] - The management acknowledged potential risks related to supply chain constraints and customer deployment timing but emphasized that the upside potential outweighs these risks [38][39] - The company is focused on building a sustainable and predictable revenue model, moving from project-based schedules to long-term contracts [82] Other Important Information - The company has a pipeline exceeding $7 billion, with many projects in late stages of negotiation, indicating strong future growth potential [15][54] - The management highlighted the importance of partnerships with major tech companies like Intel, EdgeCore, and NVIDIA to enhance their service offerings and operational capabilities [17] Q&A Session Summary Question: Guidance for 2026 and factors affecting it - The company provided a revenue guidance range of $137 million to $200 million for 2026, based on contracted backlog and the first phase of the Southeast Asia data center project [22][23] Question: EBITDA margins for 2026 - The company anticipates EBITDA margins in the range of 15% to 25% for 2026 [26] Question: Deliverables on the large contract in 2026 - The first $100 million from the data center project will be realized in planned waves, with revenue ramping up as infrastructure is commissioned [27][29] Question: Risks and upside potential in guidance - Management acknowledged risks related to deployment timing and supply chain constraints but emphasized that there is more upside potential than downside risk [36][39] Question: Backlog and pipeline size - The company defined its backlog strictly at $85 million for 2026, with additional potential in the pipeline that could convert into backlog in the near future [48] Question: Competitive advantages - The company highlighted its operational discipline, speed of execution, and ability to deliver outcomes as key factors in winning contracts over competitors [56][59] Question: Future growth and cash utilization - The company plans to invest in growth, including potential acquisitions, to support its expansion into high-growth markets like India and the U.S. [66][70]

Financial Data and Key Metrics Changes - In Q3 2025, Bitfarms achieved total revenue of $84 million from continuing and discontinued operations, with $69 million from continuing operations, representing a year-over-year increase of 156% [40][41] - Gross mining profit from continuing operations was $21 million, with a gross mining margin of 35% and an average direct cost of $48,200 per Bitcoin mined [41] - Adjusted EBITDA from continuing operations was $20 million, or 28% of revenue, up from $2 million, or 8% of revenue year-over-year in Q3 2024 [42] Business Line Data and Key Metrics Changes - The company confirmed the ability to convert its Bitcoin megawatts for HPC and AI, representing a strategic opportunity to increase total data center megawatts in Quebec by 25% [19] - The Washington site is set to convert to HPC and AI workloads, with a fully funded agreement for $128 million for critical IT infrastructure [20][21] Market Data and Key Metrics Changes - Lease rates for data center infrastructure have grown at an average rate of 12% since 2022, compared to an average of 3% over the last 20 years [8][10] - Analysts predict a massive shortfall of nearly 45 gigawatts of power for data centers by 2030, confirming the increasing demand for data center capacity [10][11] Company Strategy and Development Direction - Bitfarms aims to optimize lease rates and margins through prioritizing infrastructure development, locking in higher rates under multi-year agreements, and developing infrastructure for next-generation GPUs [12][13] - The company plans to transition from Bitcoin mining to HPC and AI infrastructure, with a focus on developing facilities for NVIDIA's Vera Rubin GPUs [14][30] Management's Comments on Operating Environment and Future Outlook - Management expressed high conviction in the demand for HPC and AI infrastructure, emphasizing the strategic value of their energy portfolio and the unique positioning of their megawatts [16][35] - The company is well-capitalized with over $1 billion available for funding development projects, indicating strong financial health and a clear vision for future growth [44][45] Other Important Information - The company has transitioned to U.S. GAAP for Q4 and is working towards a U.S. redomicile in 2026 to improve institutional composition [35] - Bitfarms has maintained steady mining operations, achieving approximately $8 million in monthly free cash flow after G&A, which will support HPC and AI development projects [39][40] Q&A Session Summary Question: Can you share more on how you guys are thinking about economics for the Vera Rubin GPU infrastructure? - Management indicated that the economics will improve due to the increasing shortage of infrastructure and the specific requirements of the Vera Rubin GPUs, which will command a premium [47][49] Question: What is the expected timeline for expanding power capacity at Panther Creek and Scrubgrass? - Management noted that the timeline for expansion is uncertain but could happen quickly due to existing infrastructure and regulatory approvals [59] Question: What are the biggest challenges to meeting timelines for Washington, Sharon, and Panther Creek? - Management highlighted that construction bottlenecks are hard to forecast but emphasized the importance of having strong partners and project management teams in place [75]

Financial Data and Key Metrics Changes - In Q3 2025, the company reported revenue of $83.5 million, a 91% increase year-over-year [5] - Net income rose to $50.6 million from $0.9 million in the prior year [7] - Adjusted EBITDA increased to $109 million from $5.6 million in the prior year [7] - The company recorded a $76.6 million gain on Digital Assets compared to a $1.6 million loss in the prior year [7] Business Line Data and Key Metrics Changes - Power segment revenue declined from $26.2 million to $8.4 million year-over-year, primarily due to the wind-down of a managed services agreement [16] - Digital infrastructure revenue increased by 31% year-over-year to $5.1 million, driven by ASIC colocation activity [18] - Compute segment revenue increased more than fivefold from $13.7 million to $70 million, primarily due to Bitcoin mining revenue from American Bitcoin [20] Market Data and Key Metrics Changes - The company expanded its managed services agreement with American Bitcoin to 325 megawatts of contracted capacity, the largest in its history [17] - The total hash rate increased from approximately 12 exahash to approximately 26.8 exahash, with American Bitcoin contributing approximately 25 exahash [21] Company Strategy and Development Direction - The company introduced a 2025 strategy centered around a Development Flywheel framework to compound returns through integrated stages of platform development [4] - The focus is on scaling lower-cost-of-capital businesses such as colocation and leveraging a power-first architecture [7][8] - The company aims to build a diversified platform that evolves alongside energy-intensive technologies for decades to come [14] Management's Comments on Operating Environment and Future Outlook - Management emphasized the importance of execution in 2026, highlighting the need to deliver on promises made to customers [43] - The company sees significant demand for power and aims to capitalize on this by focusing on long-term contracts and strategic partnerships [30][44] - Management believes that the current power infrastructure will support a broader class of next-generation technologies beyond AI [14] Other Important Information - The company holds 13,696 Bitcoin in reserve, valued at approximately $1.6 billion, which has contributed significantly to liquidity and optionality [23] - A new $200 million revolving credit facility and a $1 billion at-the-market equity program were launched to reinforce access to capital markets [24] Q&A Session Summary Question: Update on AI HPC tenant conversations and market valuation of power pipeline - Management noted that execution will drive value for the power pipeline and that demand for AI has increased significantly [29] Question: Specifics on future chapters beyond AI - Management indicated that the company is positioned for future technologies beyond AI, including advanced manufacturing and robotics [33][36] Question: Progress on securing long lead time items for the 1.5 gigawatts - Management confirmed that all four sites have land control and utility agreements, with power available before development [39] Question: Key themes expected for next year - Management sees 2026 as a year of execution, emphasizing the importance of delivering on commitments to customers [43] Question: Expected ready-for-service date for Riverbend - Management expects the Riverbend site to be ready by the end of 2026, with ongoing construction progress [48] Question: Insights on Bitcoin holdings and GPU as a service demand - Management highlighted the strategic importance of GPU services and the need to balance investments in both GPUs and ASICs [52] Question: Power pipeline split between AI data centers and Bitcoin mining - Management indicated that the company is designing data centers to be flexible for both AI and Bitcoin mining, depending on market demand [75]

Financial Data and Key Metrics Changes - Revenue for the third quarter of 2025 was $83.5 million, representing a 91% increase year-over-year [5] - Net income was $50.6 million compared to $0.9 million in the prior year period [7] - Adjusted EBITDA was $109 million versus $5.6 million in the prior year period [7] - A significant gain of $76.6 million on Digital Assets was recorded, compared to a loss of $1.6 million in the prior year [7] Business Line Data and Key Metrics Changes - Power segment revenue declined from $26.2 million to $8.4 million year-over-year, primarily due to the wind-down of a managed services agreement [16] - Digital infrastructure revenue increased by 31% year-over-year to $5.1 million, driven by ASIC colocation activity [18] - Compute segment revenue increased more than fivefold year-over-year from $13.7 million to $70 million, primarily due to Bitcoin mining revenue from American Bitcoin [20] Market Data and Key Metrics Changes - The company expanded its managed services agreement with American Bitcoin to 325 megawatts of contracted capacity, the largest in its history [17] - The total hash rate increased from approximately 12 exahash to approximately 26.8 exahash due to the deployment of additional mining capacity [21] Company Strategy and Development Direction - The company introduced a 2025 strategy centered around a Development Flywheel framework to compound returns through integrated stages of platform development [4] - The focus is on scaling lower-cost-of-capital businesses such as colocation and leveraging a power-first architecture [8] - The company aims to build a diversified platform that evolves alongside energy-intensive technologies for decades to come [14] Management's Comments on Operating Environment and Future Outlook - Management emphasized the importance of execution in 2026, highlighting the need to deliver on promises made to customers [45] - The company sees significant demand for power and aims to capitalize on this by focusing on long-term contracts and strategic partnerships [30] - Management believes that the current power infrastructure will support a broader class of next-generation technologies beyond AI [14] Other Important Information - The company holds 13,696 Bitcoin in reserve, valued at approximately $1.6 billion, which has contributed significantly to liquidity and optionality [23] - A $200 million revolving credit facility was added, along with a new $1 billion at-the-market equity program [24] Q&A Session Summary Question: Update on AI HPC tenant conversations and market valuation of power pipeline - Management noted that execution will drive value for the power pipeline and that demand for AI has increased significantly [29] Question: Specifics on future chapters beyond AI - Management indicated that the company is positioned for future technologies beyond AI, including advanced manufacturing and robotics [36] Question: Progress on securing long lead time items for the 1.5 GW project - Management confirmed that all four sites have land control and utility agreements, with power available before development [39] Question: Key themes expected for next year - Management sees 2026 as a year of execution, emphasizing the importance of delivering on commitments to customers [45] Question: Expected ready-for-service date for River Bend - Management expects the River Bend site to be ready by the end of 2026, with ongoing construction progress [49] Question: Insights on Bitcoin holdings and GPU as a service demand - Management highlighted the strategic importance of Bitcoin holdings and the rising demand for GPU services, indicating a focus on long-term lease agreements [55] Question: Power pipeline allocation between AI and Bitcoin mining - Management stated that the company is designing data centers to be flexible for both AI and Bitcoin mining, ensuring a balanced approach to power allocation [74]

Financial Data and Key Metrics Changes - Revenue for the third quarter of 2025 was $83.5 million, representing a 91% increase year-over-year [4][6] - Net income rose to $50.6 million compared to $0.9 million in the prior year period [6] - Adjusted EBITDA increased to $109 million from $5.6 million in the prior year [6] - A significant gain of $76.6 million on digital assets was recorded, contrasting with a $1.6 million loss in the prior year [6] Business Line Data and Key Metrics Changes - Power segment revenue decreased from $26.2 million to $8.4 million due to the wind-down of a managed services agreement [14][15] - Digital infrastructure revenue increased by 31% year-over-year to $5.1 million, driven by ASIC colocation activity [16] - Compute segment revenue surged from $13.7 million to $70 million, primarily due to Bitcoin mining revenue from American Bitcoin [18][19] Market Data and Key Metrics Changes - The company expanded its managed services agreement with American Bitcoin to 325 megawatts of contracted capacity, marking the largest in its history [15] - The total hash rate increased from approximately 12 exahash to approximately 26.8 exahash, with American Bitcoin contributing about 25 exahash [18] Company Strategy and Development Direction - The company introduced a 2025 strategy centered around a development flywheel framework to enhance returns through integrated stages of platform development [4][9] - A significant expansion initiative was launched across four U.S. locations with a combined 1,530 megawatts of utility capacity, aiming to double the scale of the platform [9][11] - The focus remains on commercializing the expansion portfolio while maintaining a disciplined approach to capital allocation and risk management [13][20] Management's Comments on Operating Environment and Future Outlook - Management emphasized the importance of executing on commitments to customers and maintaining credibility in a competitive market [42] - The demand for power is expected to continue rising, with the company positioned to capitalize on this trend through its integrated platform [12][43] - The company aims to build a category-defining business at the intersection of energy and technology, focusing on long-term value creation [23] Other Important Information - The company holds a strategic Bitcoin reserve of 13,696 Bitcoin, valued at approximately $1.6 billion [20] - A new $200 million revolving credit facility and a $1 billion at-the-market equity program were established to enhance capital access [21] Q&A Session Summary Question: Update on AI HPC tenant conversations and market valuation of power pipeline - Management noted that execution will drive value for the power pipeline, and there is significant demand for AI-related projects [27][28] Question: Specifics on future chapters beyond AI - Management indicated that the company is positioned for future technologies beyond AI, including advanced manufacturing and robotics [31][34] Question: Progress on securing long lead time items for the 1.5 gigawatts - All four sites have land control and utility agreements, with a focus on securing long lead time items to ensure timely delivery [38] Question: Key themes expected for next year - Next year is anticipated to be a year of execution, with a focus on delivering on promises made to customers [42][43] Question: Expected ready-for-service date for Riverbend - The expectation for the 300 megawatts at Riverbend is by the end of 2026, with ongoing construction progress [47] Question: Insights on Bitcoin holdings and GPU as a service demand - The GPU business is seen as a complementary opportunity, with ongoing discussions about leveraging power infrastructure for both GPU and ASIC investments [52] Question: Power pipeline allocation for AI versus Bitcoin mining - The company is designing data centers to be flexible for both AI and Bitcoin mining, with ample demand for both sectors [73]

Core Weave Company Overview - Core Weave has gained significant momentum since its market entry this year, with limited analyst coverage [1] - Citizens JMP upgraded Core Weave to "outperform" from "market perform" with a price target of $180 [2] Market Trends and Growth Potential - The firm anticipates accelerating outsourcing in the GPU as a service market, citing Oracle's $450 million record remaining performance obligation and Microsoft's $17 billion contract with Nvidia as evidence [3] - Core Weave's GPU as a service business is projected to grow to an estimated $300 billion, up from the current range of $3 to $4 billion [4] Stock Performance and Analyst Sentiment - The stock experienced a more than 20% selloff since its Q2 report but has rebounded approximately 20% in the last week [4] - Analysts believe that the wave of incremental outsourcing by hyperscalers will outweigh potential negatives in the near term, despite acknowledging long-term flaws in the business plan [5] Partnership with Nvidia - Core Weave disclosed a $6.3 billion order with Nvidia, which is obligated to purchase any unsold capacity through April 2032 [6] - This agreement provides a level of protection for Core Weave, addressing concerns about its business model and long-term prospects [7]

Core Insights - Blue Owl Capital has extended its partnership with Chirisa Technology Parks to support developments totaling $20 billion, which includes $4 billion for CoreWeave projects in Lancaster, Pennsylvania [1][3][4] - The Lancaster facility will be part of CoreWeave's network of AI data centers, aimed at building infrastructure for AI applications across critical economic corridors in the U.S. [2][6] - The partnership emphasizes sustainable development, with a focus on creating high-performance digital campuses that contribute to local economic growth and job creation [4][9] Company Developments - CoreWeave is rapidly expanding its infrastructure footprint, with nearly 1.6 GW under development in the U.S., positioning itself as a leading cloud infrastructure provider for AI workloads [12] - The Lancaster campus will utilize advanced technologies for energy efficiency, including proprietary infrastructure that is nearly twice as energy-efficient as traditional data centers [7][8] - The project will also involve a $200 million investment in local power grid improvements to enhance the electric grid's safety and efficiency in the Lancaster region [9] Strategic Partnerships - The collaboration between Blue Owl, Chirisa Technology Parks, and Machine Investment Group is designed to leverage each partner's strengths in funding, development, and operational expertise [4][13] - Machine Investment Group's focus on repurposing underutilized commercial properties aligns with the strategic goals of the partnership, enhancing the potential for successful project execution [4][13]

Core Viewpoint - Rumble is pursuing a potential all-stock exchange offer for 100% of Northern Data's outstanding shares, which would create a significant player in AI and cloud infrastructure, emphasizing data privacy and independence globally [1][3]. Group 1: Transaction Details - The potential offer would involve Northern Data shareholders receiving 2.319 newly issued Class A shares of Rumble for each Northern Data share tendered, resulting in approximately 33.3% pro forma ownership in Rumble for Northern Data shareholders [4]. - Tether, the majority shareholder of Northern Data, supports the transaction and plans to sell its 54% stake in Northern Data to Rumble, significantly increasing its investment in Rumble [4][9]. - The Peak Mining unit of Northern Data is expected to be sold prior to the completion of the potential offer, with proceeds used to reduce Tether's existing loan to Northern Data [2]. Group 2: Business Integration and Capacity - Upon completion of the acquisition, Rumble plans to integrate Northern Data's Ardent data center business and Taiga GPU service into its operations, enhancing its capabilities in AI cloud services [3]. - Northern Data's Taiga business includes approximately 20,480 Nvidia H100 GPUs and 2,048 H200 GPUs, while its data center sites have a potential energized capacity of nearly 850 MW, including a site in Maysville, Georgia, expected to deliver 180 MW upon completion [3][4]. Group 3: Strategic Vision - The transaction aligns with Rumble and Tether's vision to democratize computing and provide unrestricted access to infrastructure, focusing on GPU as a service and data center power [5]. - Following the potential offer, Tether is expected to become a significant customer of Rumble, committing to a multi-year GPU purchase agreement [1][4].