Financial Instruments

3 Months Ended

Mar. 31, 2026

Financial Instruments [Abstract]

FINANCIAL INSTRUMENTS

NOTE 15: FINANCIAL INSTRUMENTS

a. Measurement categories and fair value

The following table presents the fair values of the Company’s financial instruments and their level within the fair value hierarchy:

					As of March 31,				As of December 31,
Measurement					2026				2025

Financial assets at amortized cost
Cash		Level 1				357,277				573,462
Restricted cash		Level 1				41,075				57,500
Accounts receivable, net		Level 2				5,357				5,471
Other receivables		Level 2				131				1,405
Security deposits for energy		Level 2				5,157				5,157
Other refundable deposits		Level 3				350				350
Financial assets at fair value through profit and loss
Derivative assets		Level 2				1,760				7,487
Total fair value of financial assets						411,107				650,832

Financial liabilities at amortized cost
Accounts payable and accrued expenses		Level 2				45,101				34,974
Long-term debt*		Level 2				594,775				699,657

Financial liabilities at fair value through profit and loss
Derivative liabilities		Level 2				—				2,922
Total fair value of financial liabilities						639,876				737,553

Net fair value						(228,769	)			(86,721	)

*

The Credit Facility and the Convertible Notes are recognized at amortized cost using the effective interest rate method. As of December 31, 2025, their carrying amounts amounted to $94,808 and $571,315, respectively, whereas their fair values, which are based on discounted cash flows using a current borrowing rate, amounted to $106,060 and $590,252, respectively. As of March 31, 2026, the carrying amount and the fair value of the Convertible Notes amounted to $574,228 and $591,559, respectively.

There were no transfers between Level 1, 2 or 3 of the fair value hierarchy three months ended March 31, 2026 and 2025.

In addition to assets and liabilities that are measured at fair value on a recurring basis, the Company also measures certain assets and liabilities at fair value on a non-recurring basis. The Company’s long-lived assets, including intangible assets, operating lease right-of-use assets, and property, plant and equipment, are measured at fair value when there is an indication of impairment and the carrying amount exceeds the asset’s projected undiscounted cash flows. These assets are measured at fair value only when an impairment loss is recognized.

The carrying amounts of cash, restricted cash, accounts receivable, net, other receivables, security deposits for energy, other refundable deposits, and accounts payable and accrued expenses presented in the table above are a reasonable approximation of their fair value due to their short-term maturity or they are valued using the income approach valuation technique.

Derivative assets and liabilities

The fair value of derivatives is categorized as Level 2 as applicable, in the fair value hierarchy and is presented under derivative assets and liabilities in the unaudited condensed consolidated balance sheets when there is an outstanding contract at period end. The derivatives are measured at fair values on a recurring basis. Refer to Note 6 for more details.

i. Bitcoin option and selling contracts (derivatives)

Fair value of derivative financial instruments generally reflects the estimated amounts that the Company would receive or pay, taking into consideration the counterparty credit risk or the Company’s credit risk at each reporting date. The Company uses market data such as Bitcoin option futures to estimate the fair value of option contracts at each reporting date. Refer to Note 6 for more details.

Bitcoin Redemption Options (embedded derivatives)

The purchase order agreements explained in Note 6 provide the Company with the option to redeem the Bitcoin Pledged at a market price determined when the Bitcoin was first pledged (“Agreed Bitcoin Price”).

The right to redeem the Bitcoin Pledged meets the definition of an embedded derivative as the derivative that is embedded in the non-financial contract is not closely related to the economic characteristics and risks of the host non-financial contract. The fair value of the embedded derivative is determined using a combination of the Monte Carlo simulation model to simulate future Bitcoin prices based on probability factors and the Black-Scholes Model to estimate the value of each Bitcoin Redemption Option.

At each reporting date, the fair value is determined by multiplying the number of redeemable Bitcoin pledged by the present value of the difference between the Agreed Bitcoin Price and the simulated spot price of Bitcoin while considering the likelihood of exercising the quarterly installments. Change in fair value is recognized in Other expenses.

ii. Capped call transactions (derivatives assets)

In October 2025, the Company entered into capped call transactions in connection with the issuance of Convertible Notes. The fair value of the capped call transactions is determined using an option pricing model that incorporates observable market inputs, including the Company’s share price, expected volatility, risk-free interest rate, expected term and contractual terms of the instruments. As the valuation primarily incorporates observable inputs, the fair value measurement is classified within Level 2 of the fair value hierarchy. The most significant input in the model is the Company’s share price and expected volatility. Due to the decline in the share price, there was a loss of $3,440 during three months ended March 31, 2026 presented within (loss) gain from derivative assets and liabilities in the unaudited condensed consolidated statement of operations.