Subsequent Events	6 Months Ended
Jun. 30, 2026
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Convertible Senior Notes On July 14, 2026, the Company issued $431,250 aggregate principal amount of its 5.00% convertible senior notes due 2031 (the “Notes”) in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) (the “Offering”). The amount issued included $56,250 aggregate principal amount of Notes issued upon the exercise in full by the initial purchasers of their option to purchase additional Notes. Net proceeds from the Offering were approximately $416,810, after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Company. The Notes are senior, unsecured obligations of the Company, bear interest at a rate of 5.00% per year, payable semiannually in arrears on January 15 and July 15 of each year, beginning January 15, 2027, and will mature on July 15, 2031, unless earlier converted, redeemed, or repurchased. The Notes are convertible at an initial conversion rate of 105.0862 shares of common stock per $1,000 principal amount of Notes, equivalent to an initial conversion price of approximately $9.52 per share of common stock, subject to adjustment upon the occurrence of specified events. Upon conversion, the Company may satisfy its conversion obligation in cash, shares of its common stock, or a combination thereof, at the Company’s election. The Notes are redeemable, in whole or in part, for cash at the Company’s option on or after July 20, 2029, if the last reported sale price of the Company’s common stock exceeds 130% of the conversion price then in effect for a specified period, and in whole (but not in part) at any time in a cleanup redemption if less than 10% of the aggregate principal amount of the Notes remains outstanding, in each case at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest. In connection with the pricing of the Notes (including the additional Notes), the Company entered into privately negotiated Capped Call Transactions with certain of the initial purchasers or their affiliates and other financial institutions at a total cost of approximately $34,500. The Capped Call Transactions cover, subject to customary adjustments, the number of shares of common stock initially underlying the Notes and are generally expected to reduce the potential dilution to the Company’s common stock upon any conversion of the Notes, or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes, with such reduction or offset subject to a cap initially corresponding to a price of approximately $14.64 per share. The Company intends to use the remainder of the net proceeds from the Offering for general corporate purposes. Officer Appointments On July 20, 2026, the Board appointed George Wentz as General Counsel, Anna Bofa as Chief Commercial Officer, Jacobo Ortiz Blanes as Chief Operating Officer, and Robert L. Masson, previously the Company’s Interim Chief Financial Officer, as Chief Financial Officer (the “Officer Appointments”), effective as of July 22, 2026. In connection with the Officer Appointments, the Company entered into employment agreements and indemnification agreements with each officer. Mr. Wentz is the founder, a director, and Chief Executive Officer of MAD Energy, from which the Company acquired its first six Siemens SGT-800 gas turbines in the Firebird Acquisition and to which the Company is obligated under the NPI described in Note 8, Commitments and Contingencies. MAD Energy has also agreed to indemnify the Company and its affiliates against certain claims asserted in the Firebird litigation described in Note 8, Commitments and Contingencies, in which Mr. Wentz is also a named defendant. Mr. Wentz is also a member of the Davillier Law Group (“Davillier”), a law firm that has provided, and continues to provide, legal services to the Company. Accordingly, from the effective date of Mr. Wentz’s appointment, MAD Energy, Davillier, and their respective affiliates are related parties of the Company, and transactions with, or amounts arising under existing arrangements payable to, MAD Energy or Davillier from that date will be disclosed as related party transactions in future periods. See Note 2, Significant Accounting Policies — Related Party Transactions. On August 11, 2026, the Board appointed Lee McIntire as Chief Executive Officer of the Company, effective immediately. Mr. McIntire has served as a member of the Board since September 2025. In connection with the appointment, the Interim Office of the CEO was concluded, and Ms. Bofa and Mr. Ortiz Blanes continue to serve as the Company’s Chief Commercial Officer and Chief Operating Officer, respectively. TensorWave Lease On August 9, 2026, Fermi Campus 1 LLC, a subsidiary of the Company (the “Landlord”), entered into a lease agreement (the “TensorWave Lease”) with TensorWave TEX1, LLC (“TensorWave”), a subsidiary of TensorWave Inc. The TensorWave Lease represents the Company’s first customer lease at its Project Matador campus and provides for a build-to-suit data center facility that the Landlord will develop, construct, deliver, and operate, and that will be supported by 222 MW of total facility power following commencement of the final delivery phase. The TensorWave Lease is a modified net lease under which TensorWave is also responsible, as additional rent, for fixed and variable power charges and certain taxes. The TensorWave Lease has an initial term of 15 years following commencement of the final delivery phase, with two renewal options of five years each, and is expected to generate approximately $6.5 billion in total contracted revenue over the initial term, excluding any renewal terms or the exercise of the expansion option. The TensorWave Lease also grants TensorWave an expansion option for two additional buildings at the Project Matador campus that, if exercised, would increase the aggregate capacity leased to TensorWave to a total of 650 MW. TensorWave’s obligations under the TensorWave Lease are guaranteed by TensorWave Inc., and the Company has agreed to provide a guaranty of the Landlord’s obligations and a completion guaranty supporting the Landlord’s construction obligations. The effectiveness of the TensorWave Lease is subject to the satisfaction or waiver of customary closing conditions, including Board approvals and the Landlord obtaining project-level financing, at a closing expected to occur on or before September 30, 2026 (subject to extension), and either party may terminate the TensorWave Lease if those conditions are not satisfied. There can be no assurance that these conditions will be satisfied or that the TensorWave Lease will commence. The facility is expected to be delivered to TensorWave in phases beginning in late 2027 and continuing into the first quarter of 2028, with TensorWave taking occupancy as phases are delivered. Hillcore Framework Agreement On August 11, 2026, the Company entered into a framework agreement (the “Framework Agreement”) with Hillcore Energy Capital Corporation (“Hillcore”), a corporation incorporated under the laws of the Province of Alberta, Canada. Under the Framework Agreement, Hillcore intends to finance, construct, own, and operate a gas-fired power generation, solar generation, and battery energy storage facility, the Hillcore Power Center (the “HPC”), on an approximately 400-acre portion of the Project Matador campus to be subleased to Hillcore at a nominal rent under a build-own-operate-transfer (“BOOT”) structure, with the Company serving as anchor offtaker under a series of long-term end-user power purchase agreements (“PPAs”). Hillcore intends to install up to approximately 2.6 GW of total power capacity at the HPC site, including approximately 100 MW of solar and battery energy storage system capacity, and has agreed to use reasonable commercial efforts to construct an initial block of approximately 360 MW without any condition that the Company first enter into tenant power purchase arrangements for that capacity. Because Hillcore will finance, construct, own, and operate the HPC, the Framework Agreement, if consummated, is expected to reduce the direct capital expenditures the Company would otherwise incur to develop the corresponding gas-fired generation capacity at Project Matador. During the operating period, the Company will purchase capacity under the end-user PPAs on a take-or-pay basis in an amount equal to or greater than 50% of the aggregate power requirements of all tenants at the Project Matador campus, at a fixed capacity charge, with gas costs treated as a pass-through. The fixed capacity charge is itself a pass-through obligation to the Company’s tenants, and the Company’s guarantee of its payment obligations under the end-user PPAs is capped at twelve months of fixed capacity charge payments then payable. The Framework Agreement has an initial term of three years, provides for three-year exclusivity arrangements covering BOOT gas-fired power supply and excess power marketing at Project Matador, and grants the Company an option to acquire the HPC assets at fair market value after specified anniversaries. The transactions contemplated by the Framework Agreement remain subject to the negotiation and execution of definitive documentation within 90 days following execution and to a 45-day diligence, feasibility, and structural review period. There can be no assurance that the definitive documentation will be executed or that the transactions contemplated by the Framework Agreement will be consummated on the anticipated timeline or at all.

On July 14, 2026, the Company issued $431,250 aggregate principal amount of its 5.00% convertible senior notes due 2031 (the “Notes”) in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) (the “Offering”). The amount issued included $56,250 aggregate principal amount of Notes issued upon the exercise in full by the initial purchasers of their option to purchase additional Notes. Net proceeds from the Offering were approximately $416,810, after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Company.

The Notes are senior, unsecured obligations of the Company, bear interest at a rate of 5.00% per year, payable semiannually in arrears on January 15 and July 15 of each year, beginning January 15, 2027, and will mature on July 15, 2031, unless earlier converted, redeemed, or repurchased. The Notes are convertible at an initial conversion rate of 105.0862 shares of common stock per $1,000 principal amount of Notes, equivalent to an initial conversion price of approximately $9.52 per share of common stock, subject to adjustment upon the occurrence of specified events. Upon conversion, the Company may satisfy its conversion obligation in cash, shares of its common stock, or a combination thereof, at the Company’s election. The Notes are redeemable, in whole or in part, for cash at the Company’s option on or after July 20, 2029, if the last reported sale price of the Company’s common stock exceeds 130% of the conversion price then in effect for a specified period, and in whole (but not in part) at any time in a cleanup redemption if less than 10% of the aggregate principal amount of the Notes remains outstanding, in each case at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest.

In connection with the pricing of the Notes (including the additional Notes), the Company entered into privately negotiated Capped Call Transactions with certain of the initial purchasers or their affiliates and other financial institutions at a total cost of approximately $34,500. The Capped Call Transactions cover, subject to customary adjustments, the number of shares of common stock initially underlying the Notes and are generally expected to reduce the potential dilution to the Company’s common stock upon any conversion of the Notes, or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes, with such reduction or offset subject to a cap initially

On July 20, 2026, the Board appointed George Wentz as General Counsel, Anna Bofa as Chief Commercial Officer, Jacobo Ortiz Blanes as Chief Operating Officer, and Robert L. Masson, previously the Company’s Interim Chief Financial Officer, as Chief Financial Officer (the “Officer Appointments”), effective as of July 22, 2026. In connection with the Officer Appointments, the Company entered into employment agreements and indemnification agreements with each officer.

Mr. Wentz is the founder, a director, and Chief Executive Officer of MAD Energy, from which the Company acquired its first six Siemens SGT-800 gas turbines in the Firebird Acquisition and to which the Company is obligated under the NPI described in Note 8, Commitments and Contingencies. MAD Energy has also agreed to indemnify the Company and its affiliates against certain claims asserted in the Firebird litigation described in Note 8, Commitments and Contingencies, in which Mr. Wentz is also a named defendant. Mr. Wentz is also a member of the Davillier Law Group (“Davillier”), a law firm that has provided, and continues to provide, legal services to the Company. Accordingly, from the effective date of Mr. Wentz’s appointment, MAD Energy, Davillier, and their respective affiliates are related parties of the Company, and transactions with, or amounts arising under existing arrangements payable to, MAD Energy or Davillier from that date will be disclosed as related party transactions in future periods. See Note 2, Significant Accounting Policies — Related Party Transactions.

On August 11, 2026, the Board appointed Lee McIntire as Chief Executive Officer of the Company, effective immediately. Mr. McIntire has served as a member of the Board since September 2025. In connection with the appointment, the Interim Office of the CEO was concluded, and Ms. Bofa and Mr. Ortiz Blanes continue to serve as the Company’s Chief Commercial Officer and Chief Operating Officer, respectively.

On August 9, 2026, Fermi Campus 1 LLC, a subsidiary of the Company (the “Landlord”), entered into a lease agreement (the “TensorWave Lease”) with TensorWave TEX1, LLC (“TensorWave”), a subsidiary of TensorWave Inc. The TensorWave Lease represents the Company’s first customer lease at its Project Matador campus and provides for a build-to-suit data center facility that the Landlord will develop, construct, deliver, and operate, and that will be supported by 222 MW of total facility power following commencement of the final delivery phase. The TensorWave Lease is a modified net lease under which TensorWave is also responsible, as additional rent, for fixed and variable power charges and certain taxes.

The TensorWave Lease has an initial term of 15 years following commencement of the final delivery phase, with two renewal options of five years each, and is expected to generate approximately $6.5 billion in total contracted revenue over the initial term, excluding any renewal terms or the exercise of the expansion option. The TensorWave Lease also grants TensorWave an expansion option for two additional buildings at the Project Matador campus that, if exercised, would increase the aggregate capacity leased to TensorWave to a total of 650 MW. TensorWave’s obligations under the TensorWave Lease are guaranteed by TensorWave Inc., and the Company has agreed to provide a guaranty of the Landlord’s obligations and a completion guaranty supporting the Landlord’s construction obligations. The effectiveness of the TensorWave Lease is subject to the satisfaction or waiver of customary closing conditions, including Board approvals and the Landlord obtaining project-level financing, at a closing expected to occur on or before September 30, 2026 (subject to extension), and either party may terminate the TensorWave Lease if those conditions are not satisfied. There can be no assurance that these conditions will be satisfied or that the TensorWave Lease will commence. The facility is expected to be delivered to TensorWave in phases beginning in late 2027 and continuing into the first quarter of 2028, with TensorWave taking occupancy as phases are delivered.

On August 11, 2026, the Company entered into a framework agreement (the “Framework Agreement”) with Hillcore Energy Capital Corporation (“Hillcore”), a corporation incorporated under the laws of the Province of Alberta, Canada. Under the Framework Agreement, Hillcore intends to finance, construct, own, and operate a gas-fired power generation, solar generation, and battery energy storage facility, the Hillcore Power Center (the “HPC”), on an approximately 400-acre portion of the Project Matador campus to be subleased to Hillcore at a nominal rent under a build-own-operate-transfer (“BOOT”) structure, with the Company serving as anchor offtaker under a series of long-term end-user power purchase agreements (“PPAs”). Hillcore intends to install up to approximately 2.6 GW of total power capacity at the HPC site,

including approximately 100 MW of solar and battery energy storage system capacity, and has agreed to use reasonable commercial efforts to construct an initial block of approximately 360 MW without any condition that the Company first enter into tenant power purchase arrangements for that capacity. Because Hillcore will finance, construct, own, and operate the HPC, the Framework Agreement, if consummated, is expected to reduce the direct capital expenditures the Company would otherwise incur to develop the corresponding gas-fired generation capacity at Project Matador.

During the operating period, the Company will purchase capacity under the end-user PPAs on a take-or-pay basis in an amount equal to or greater than 50% of the aggregate power requirements of all tenants at the Project Matador campus, at a fixed capacity charge, with gas costs treated as a pass-through. The fixed capacity charge is itself a pass-through obligation to the Company’s tenants, and the Company’s guarantee of its payment obligations under the end-user PPAs is capped at twelve months of fixed capacity charge payments then payable. The Framework Agreement has an initial term of three years, provides for three-year exclusivity arrangements covering BOOT gas-fired power supply and excess power marketing at Project Matador, and grants the Company an option to acquire the HPC assets at fair market value after specified anniversaries. The transactions contemplated by the Framework Agreement remain subject to the negotiation and execution of definitive documentation within 90 days following execution and to a 45-day diligence, feasibility, and structural review period. There can be no assurance that the definitive documentation will be executed or that the transactions contemplated by the Framework Agreement will be consummated on the anticipated timeline or at all.