v3.26.3
Debt (Tables)
3 Months Ended
Aug. 31, 2026
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt Instruments
The Company’s outstanding debt consisted of the following components (in thousands):
Interest RateMaturity DateAugust 31, 2026May 31, 2026
2030 9.250% Senior Secured Notes (1)
9.25%
December 2030
$2,350,000 $2,350,000 
2031 6.750% Senior Secured Notes (2)
6.75%March 20312,150,000 2,150,000 
2031 7.000% Senior Secured Notes
7.00%June 20311,590,000 — 
Convertible Notes, senior unsecured (3)
2.75%
June 2030
450,000 450,000 
Bridge Facility (4)
See belowApril 2027— 300,000 
2026 Revolving Credit Facility (5)
See belowSee below82,390 — 
Other debt (6)
99,215 56,680 
Deferred financing costs, net of amortization
(345,013)(330,742)
Less: Current portion of debt
(112,645)(16,422)
Long-term debt, net$6,263,947 $4,959,516 
(1)The 2030 9.250% Senior Secured Notes are guaranteed by APLD ELN-02 HoldCo LLC, APLD ELN-03 HoldCo LLC, APLD ELN-02 LLC, APLD ELN-03 LLC, APLD ELN-02 LandCo LLC and APLD ELN-03 LandCo LLC, each a majority-owned subsidiary of the Company, and are secured by the equity interests of the issuer and guarantors, the Project Accounts (as defined in the 2030 Notes Indenture), and substantially all of the assets of the issuer and guarantors.
(2)The 6.750% 2031 Senior Secured Notes are guaranteed by APLD FAR-01 HoldCo LLC, APLD FAR-02 HoldCo LLC, APLD FAR-01 LLC, APLD FAR-02 LLC, APLD FAR-01 LandCo LLC and APLD FAR-02 LandCo LLC, each majority-owned subsidiaries of the Company, and are secured by the equity interests of the issuer and guarantors, the
Project Accounts (as defined in the 2031 6.750% Notes Indenture), and substantially all of the assets of the issuer and guarantors.
(3)The net carrying amount of the Convertible Notes was $276.6 million and $276.0 million and the remaining unamortized deferred financing costs related to the issuance was $173.4 million and $174.0 million, each as of August 31, 2026 and May 31, 2026, respectively.
(4)The Bridge Facility is guaranteed by the wholly owned subsidiaries of APLD ComputeCo 3 LLC and by the Company and is secured by substantially all assets of APLD ComputeCo 3 LLC and the subsidiary guarantors, as well as a pledge of the equity interests of APLD ComputeCo 3 LLC by APLD HPC Holdings 2 LLC. The Bridge Facility bears interest at a rate equal to either Daily SOFR plus 2.75% per annum or the Base Rate plus 1.75% per annum, depending on the type of loans under any Borrowing.
(5)The 2026 Revolving Credit Facility is guaranteed by the Company, APLD Intermediate HoldCo LLC (as the borrower), Applied Talent Resources LLC, James River Housing LLC, APLD Holdings 1 LLC, APLD Holdings 2 LLC, APLD HPC TopCo LLC, and APLD HPC Holdings LLC and is secured by substantially all assets of the loan parties, subject to certain exclusions. The 2026 Revolving Credit Facility bears interest at a rate per annum equal to, at the borrower’s election, either Term SOFR plus 2.25% or the Alternate Base Rate plus 1.25%. Additionally, there is an unused commitment fee of 0.25% per annum based on the daily unused amount, payable quarterly in arrears at the end of each quarter. The 2026 Revolving Credit Facility matures on the earlier of (i) May 29, 2029 and (ii) the date that is ninety-one (91) days prior to a specified date under the Preferred Equity Purchase Agreement.
(6)Other debt as of August 31, 2026 includes three secured terms loans totaling $19.2 million (previously disclosed in our Annual Report on Form 10-K for the year ended May 31, 2026), as well as two promissory notes the Company entered into during the second fiscal quarter of 2026 for a total of approximately $18.5 million and the Texas Capital Note entered into during the current quarter for $58.5 million (as defined and discussed below). As of May 31, 2026, the balance includes the three secured term loans and two promissory notes referenced above, as well as $12.0 million of proceeds from the issuance of two SAFE agreements, classified as liabilities, which were repaid during the three months ended August 31, 2026 (as discussed below).
Below is the weighted-average interest rate for the Company's term loans:
August 31, 2026August 31, 2025
Weighted-average interest rate7.3 %7.1 %
Schedule of Maturities of Long-Term Debt
Below is a summary of the remaining principal payments due over the life of the term loans as of August 31, 2026 (in thousands):
FY27$108,739 
FY28221,545 
FY29341,453 
FY30354,294 
FY314,256,666 
Thereafter1,438,908 
Total$6,721,605