v3.26.1
Debt
 12 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Debt
Note 23. Debt
The total debt obligations are as follows:
Years ended June 30,
(in USD thousands)MaturitiesEffective Interest Rates20262025
Recourse debt
2030 Convertible NotesJune 15, 20303.87%$212,310 $440,000 
2029 Convertible NotesDecember 15, 20294.22%233,389 550,000 
2031 Convertible NotesJuly 1, 20310.37%1,000,000 — 
2032 Convertible NotesJune 1, 20320.45%1,150,000 — 
2033 (Jun) Convertible NotesJune 1, 20331.18%1,150,000 — 
2033 (Dec) Convertible NotesDecember 1, 20331.18%3,000,000 — 
Other debt2027 - 2029Various21,950 — 
Total recourse debt$6,767,649 $990,000 
Non-recourse debt
DDTL FacilityDecember 31, 20317.12%$413,000 $— 
USPP Senior NotesDecember 31, 20317.05%525,000 — 
Total non-recourse debt$938,000 $— 
Total principal of debt$7,705,649 $990,000 
Less: unamortized issuance costs(112,705)(27,235)
Total debt, net of unamortized issuance costs $7,592,944 $962,765 
Less: debt, current(169,370)— 
Debt, non-current$7,423,574 $962,765 
As of June 30, 2026, the future principal payments for the Group's total debt were as follows:
Years ended June 30,Total
2027$177,362 
2028269,927
2029194,181
2030573,467
2031127,922
Thereafter6,362,790
Total$7,705,649 
The total interest expense for the Group’s debt obligations was as follows:
Years ended June 30,
(in USD thousands)202620252024
Contractual interest expense$37,166 $9,053 $— 
Amortization of debt issuance costs9,408 1,400 — 
Total$46,574 $10,453 $— 
In the year ended June 30, 2026, the Group entered into the following debt instruments:
(in USD thousands)Issuance dateStated interest rate
Principal amount1
2031 Convertible NotesOctober 14, 20250.00%$1,000,000 
2032 Convertible NotesDecember 08, 20250.25%1,150,000
2033 (Jun) Convertible NotesDecember 08, 20251.00%1,150,000
2033 (Dec) Convertible NotesMay 14, 20261.00%3,000,000
DDTL Facility2
June 30, 2026
SOFR + 2.25%
1,545,000
USPP Senior Notes2
June 11, 20265.96%2,100,000
1 Amounts represent borrowing capacity for the DDTL Facility and USPP Senior Notes and the principal amounts for the Convertible Notes.
2 Refer to Note 17. Derivatives for the Group’s interest rate cash flow hedge position in relation to the GPU Financing.
Convertible Notes
The Group has issued six series of convertible senior notes (collectively, the “Notes”). The Group accounts for the Notes in accordance with ASC 470-20, Debt with Conversion and Other Options (“ASC 470”), ASC 815, and ASC 480, Distinguishing Liabilities from Equity (“ASC 480”). For each series, the Group identified a single embedded derivative combining the conversion option and the Group’s redemption right, and determined that this feature should not be separated from the debt host; accordingly, each series is accounted for in its entirety as a debt host, with the carrying amount accreted to the principal amount at maturity using the effective interest method.

Holders may convert their Notes into cash, ordinary shares, or a combination thereof, with the form of consideration determined at the Group’s election, upon the occurrence of specified events and, in each case, during a specified period before maturity. The Company may redeem the Notes for cash, in whole or in part, on or after the applicable first redemption date noted below, if the last reported sale price of its ordinary shares equals or exceeds 130% of the applicable conversion price for a specified trading-day threshold. Conversion rates are subject to customary anti-dilution adjustments and, in addition, will be increased in certain circumstances for holders who convert in connection with a redemption notice or a make-whole fundamental change. As of June 30, 2026, the share price trigger under the conversion conditions for our 2030 Convertible Notes and 2029 Convertible Notes was met.
Details of the Group’s Notes are as follows:
2030 Notes2029 Notes2031 Notes2032 Notes2033 (Jun) Notes2033 (Dec) Notes
Issuance dateDecember 6, 2024June 13, 2025October 14, 2025December 8, 2025December 8, 2025May 14, 2026
Maturity dateJune 15, 2030December 15, 2029July 1, 2031June 1, 2032June 1, 2033December 1, 2033
Stated interest rate3.25 %3.50 %0%0.25%1.00%1.00%
Interest payment datesJune 15 & December 15June 15 & December 15N/AJune 1 & December 1June 1 & December 1June 1 & December 1
Initial conversion price$16.81 $13.64 $85.63 $51.40 $51.40 $73.07 
First redemption dateDecember 20, 2027June 20, 2028January 8, 2029December 6, 2028December 6, 2029June 6, 2030
Unamortized discount and issuance costs$4,689 $5,046 $18,186 $13,588 $13,792 $37,607 
Carrying value as of June 30, 2026$207,621 $228,343 $981,814 $1,136,412 $1,136,208 $2,962,393 

Repurchase of the 2030 Convertible Notes and 2029 Convertible Notes
On December 2, 2025, the Company entered into separate, privately negotiated transactions with a limited number of holders of outstanding 2030 Convertible Notes and 2029 Convertible Notes to repurchase a portion of the 2030 Convertible Notes and 2029 Convertible Notes (the “Repurchase”) for cash. The settlement of the conversion of the 2030 Convertible Notes and 2029 Convertible Notes is through cash, ordinary shares, or a combination of both, at the Group’s election.
The total repurchase cost was approximately $1,632.4 million, which includes accrued and unpaid interest of $8.9 million. The repurchase was accounted for as an induced conversion in accordance with ASU 2024-04. The Company recorded an inducement expense of $111.8 million within “Debt conversion inducement expense” in the Consolidated Statements of Operations and Comprehensive Income (Loss) for the year ended June 30, 2026 and a charge to additional paid-in capital of $981.0 million within stockholders’ equity.
GPU Financing
In May 2026, the Company, through its indirect, wholly owned financing subsidiary, IE US Hardware 3, LLC (the “Financing SPV”), entered into a $3,645.0 million GPU Financing comprising two separate instruments: a $1,545 million senior secured delayed draw term loan (the “DDTL Facility”) provided by a syndicate of commercial bank lenders under a Credit Agreement, and $2,100 million of senior secured notes (the “USPP Senior Notes”) issued to institutional investors under a Note Purchase Agreement. The two instruments share a common security package and covenant framework established under a Common Terms Agreement, but are separate debt instruments held by different classes of creditors and bearing different interest rates. The proceeds of the GPU Financing are used to finance a portion of the acquisition cost of GPUs and related infrastructure deployed by the Financing SPV in support of the Group’s agreement with Microsoft Corporation (“Microsoft”) announced in November 2025 (the “Microsoft Agreement”).
The GPU Financing contains affirmative and negative covenants customary for non-recourse project financings, including a minimum debt service coverage ratio, restrictions on additional indebtedness and on distributions from the Financing SPV, and maintenance and insurance requirements. As at June 30, 2026, the Group was in compliance with all financial and operational covenants. The GPU Financing also requires the Group to enter into interest rate hedge agreements and certain power cost hedging requirements. As of June 30, 2026, the Group is in compliance with these requirements.
The GPU Financing is structured as a non-recourse financing of the Financing SPV, with recourse to the Parent Entity limited to certain specified guarantees described below. No liability is recognized for these guarantees, which are guarantees by the Parent Entity of the obligations of consolidated subsidiaries that are not subject to recognition and whose underlying obligations are already consolidated. The Group does not consider payment or performance under any of the guarantees to be probable.
Hedge guarantees
The Parent Entity has guaranteed the Financing SPV's payment obligations under its pre-closing interest rate and power hedge transactions to the hedge counterparties, as interim credit support pending each hedge's transfer into the secured hedge structure, which occurs on a tranche-by-tranche basis as the related debt and notes are drawn. A counterparty may call the guarantee only after demanding payment from the Financing SPV and expiry of the applicable cure period. The guarantee steps down as each tranche transfers into the secured structure, with Tranche 1 having been transferred (and the balance is expected to transfer by the end of calendar 2026) and falls away for any tranche terminated and settled beforehand.
Remarketing Right guarantee
If Microsoft validly terminates a funded tranche of the Microsoft Agreement and a replacement qualified customer is not secured during the ensuing remarketing period, the Parent has guaranteed that (i) the debt and notes allocated to that tranche, net of any disposition proceeds realized from the sale of the GPUs associated with such terminated tranche and applied to prepayment, payable within five business days of demand, and (ii) any upfront amount owed to Microsoft on termination, payable when due (subject to a carve-out where the Collateral Agent enforces against the collateral during the remarketing period). The guarantee is released as each tranche is accepted by Microsoft and terminates on the earliest of discharge of the secured obligations, acceptance and funding of the final tranche, or the occurrence of all tranche release dates.
Managed services performance guarantee
The Parent has guaranteed the full and timely performance by the data center provider, a subsidiary of the Parent, of its service obligations to the Financing SPV under the managed services agreement. This is a performance guarantee and not a guarantee of the Financing SPV's borrowings. It terminates on the earliest of discharge of the secured obligations, the data center provider ceasing to be a Group affiliate, its replacement at the Collateral Agent's direction, or termination of the agreement, and accordingly may remain outstanding for the term of the Microsoft Agreement.
The Financing SPV is a variable interest entity of which the Company is the primary beneficiary and which is consolidated (refer to Note 26. Variable Interest Entity).
DDTL Facility
On May 29, 2026, the Financing SPV entered into a Credit Agreement providing for a $1,545 million senior secured delayed draw term loan facility with a syndicate of commercial bank lenders. Borrowings under the DDTL Facility bear interest at a floating rate equal to 1-month Term SOFR plus 2.25% per annum, payable monthly in arrears. Principal is repayable monthly in accordance with the amortization schedule set out in the Credit Agreement. The DDTL Facility is drawn in four tranches aligned to the delivery milestones under the Microsoft Agreement, subject to satisfaction of specified conditions precedent.
As at June 30, 2026, $413 million of the DDTL had been funded and $1,132 million of unfunded commitment remained available subject to the conditions precedent.
USPP Senior Notes
On May 29, 2026, the Financing SPV entered into a Note Purchase Agreement providing for the issuance of up to $2,100 million of senior secured notes to institutional investors in a private placement. The Senior Notes bear interest at a fixed rate of 5.96% per annum, payable monthly in arrears. Principal is repayable monthly in accordance with the amortization schedule set out in the Note Purchase Agreement. The USPP Senior Notes are issued in up to four tranches. Note proceeds are funded into a restricted escrow account on each tranche closing date and are released to the Financing SPV upon satisfaction of the release conditions.
As at June 30, 2026, $525 million of USPP Senior Notes had been issued and $1,575 million of unfunded commitment remained available subject to the conditions precedent.
Refer to Note 17. Derivatives for the Group’s interest rate cash flow hedge position in relation to the GPU Financing.