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“In the third quarter, we made steady progress toward our priority of leasing the remaining capacity across our Ward County and Midland sites,” said Andy Stewart, Chief Executive Officer. “Customer interest built across our portfolio during the quarter, reflecting the value the market places on near-term power at a time when many projects face uncertainty. Our 466 MW large-load request at Ward County received provisional Batch Zero Baseload Pathway (b) classification, which ERCOT reserves for projects that are not considered new because they have already achieved initial energization. We continue to expect energization in late 2027 as ERCOT completes its final classification process in December. We look forward to working with the new administration in Texas and continue to support responsible data center development that protects ratepayers and benefits our local communities.

“We believe our ability to offer significant grid power, together with our team’s experience developing, constructing, and contracting data centers, provides us a compelling opportunity to generate attractive risk-adjusted returns. As we evaluate potential leases, whether turnkey or powered shell, we are prioritizing high-quality counterparties and terms that support a prudent capital structure. Looking ahead, I am excited about the opportunity for Ionic Digital to deliver long-term value as data center customers place a greater premium on power certainty, execution capability, and financial strength.”

1Consists of 499 gross MW: (i) 377 gross MW of the 466 gross MW of provisional Baseload capacity at our Ward County site, expected to energize in late 2027, subject to remaining regulatory approvals and completion of utility infrastructure projects; (ii) 112 gross MW across our Midland sites, which are energized; and (iii) additional 10 gross MW at one of our Midland sites, expected to energize in 2027. Excludes the remaining 89 gross MW at our Ward County site, which is already under contract and therefore not available for new customers.

“Our third quarter results were in line with our expectations, including $44 million of digital infrastructure leasing revenue, or $7 million on a cash basis, with cash rent continuing to ramp through February 2028,” said Chris Hickman, Chief Financial Officer. “We ended the quarter with approximately $630 million of liquidity and no debt. Since the end of the quarter, we have sold approximately 25% of our bitcoin for approximately $62 million in cash, ahead of our expected development ramp next year. Given the capital needs to develop AI infrastructure and data centers, we believe we are well positioned with our Nscale lease supported by Microsoft demand and a guarantee from Nvidia, and a strong balance sheet that gives us clear visibility to funding the development of our existing sites.”

Ionic Digital is reaffirming its full-year 2026 outlook. Given year-to-date results, the Company expects cryptocurrency mining revenue to meet or exceed the mid-point of its range below.

Outlook

($ in millions)

Full Year 2026

Digital infrastructure leasing revenue

$175

Cryptocurrency mining revenue

$15

$20

Total Revenue

$190

$195

Adjusted EBITDA(1)

$137.5

$142.5

Capital Expenditures(2)

$45

$60

(1) see “Non-GAAP Financial Measures” below

(2) excludes potential capital expenditures for new site acquisitions

The Company has not reconciled its Adjusted EBITDA outlook to net income (loss), the most directly comparable GAAP financial measure, because the information necessary for such a reconciliation is not available without unreasonable effort. In particular, the Company's provision for income taxes for 2026 cannot be reasonably predicted, as it depends on factors that remain uncertain, including changes in the fair values of cryptocurrency and warrant liabilities and their related tax effects, and could have a material effect on projected net income (loss).

Ionic Digital is a fast-track provider of High-Performance Computing (HPC) and data center infrastructure, designed to drive stability in the rapidly evolving AI landscape. In an industry where constrained power and extended development timelines cause bottlenecks, Ionic Digital focuses on performance, scalability and speed to market through infrastructure development and project due diligence. Led by a seasoned team with deep experience developing hundreds of megawatts and raising billions in capital, Ionic Digital aims to be a trusted foundation for the future of AI.

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions, including statements regarding power availability and the expected timing of energization at Ward County; ERCOT's audit and final classification of the Company's large-load request; the completion of required utility infrastructure; the Company's ability to commercialize its power capacity and enter into customer arrangements and development structures; the Company's liquidity, funding requirements, capital allocation and capital expenditures; the Company's outlook for the year ending December 31, 2026; and other statements that are not historical facts.

Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the timing and outcome of ERCOT's audit and final classification process and other regulatory processes; changes in law or regulation, including as a result of upcoming changes in administration in Texas; the availability of power and completion of required utility infrastructure; development and construction delays, cost increases and equipment availability; the Company's ability to enter into customer arrangements and commercialize development opportunities on acceptable terms; counterparty performance and customer concentration; the availability and cost of capital; volatility in the price of bitcoin and in the fair value of the Company's warrant liabilities; market conditions, competitive dynamics, regulatory changes, and other factors discussed in the "Risk Factors" section of the Company's prospectus dated July 20, 2026, its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 and the Company’s other filings with the SEC. Forward-looking statements speak only as of the date of this press release and the Company undertakes no obligation to update them except as required by law.

We use certain financial measures that are not calculated in accordance with generally accepted accounting principles in the U.S. (“GAAP”) to supplement our condensed consolidated financial statements. These non-GAAP financial measures provide additional information to investors to facilitate comparisons of past and present operating results, identify trends in our underlying operating performance, and offer greater transparency on how we evaluate our business activities. These measures are integral to our processes for budgeting, managing operations, making strategic decisions, and evaluating our performance. Our primary non-GAAP financial measures are Adjusted gross profit and Adjusted EBITDA.

We believe that the presentation of this non-GAAP financial measure will provide useful information to investors and analysts in assessing the Company’s financial performance by excluding non-cash depreciation expense which is representative of historical investments and which we do not believe is indicative of our current operating performance. Gross profit is the GAAP measure most directly comparable to Adjusted gross profit. Our non-GAAP financial measures should not be considered as an alternative to the most directly comparable GAAP financial measures. You are encouraged to evaluate each of these adjustments and the reasons our management considers them appropriate for supplemental analysis.

We define Adjusted EBITDA as net income (loss) before interest, taxes, depreciation, and amortization, further adjusted for certain items that management believes are not indicative of core operating performance, including gains or losses on litigation settlements, stock-based compensation expense, changes in the fair value of warrant liabilities, direct listing fees and expenses, private placement issuance costs, gains or losses on the sale of property and equipment, and other such costs, as detailed in the table below. In addition, as explained below, beginning with the second quarter of 2026, we also adjust Adjusted EBITDA to exclude realized and unrealized gains and losses on cryptocurrency and have recast historical periods to conform to this presentation.

Our exclusion of realized and unrealized gains and losses on cryptocurrency from Adjusted EBITDA does not reverse or modify GAAP recognition and measurement principles. We exclude these amounts because they primarily reflect bitcoin market price fluctuations and treasury management decisions. We view our bitcoin holdings primarily as investments used to support liquidity and growth initiatives, rather than as components of our operations. Core operating performance is driven by factors such as hashrate performance, energy costs, miner efficiency, uptime, and revenues from digital infrastructure leasing activities. We include cryptocurrency received as revenue at the market price on the date of receipt, as this reflects value realized from core business activities. Decisions to hold or liquidate these assets are investment decisions, distinct from operating performance.

Net income (loss) is the GAAP measure most directly comparable to Adjusted EBITDA. This non-GAAP measure should not be considered as an alternative to GAAP measures. We encourage you to evaluate each adjustment and the reasons management considers them appropriate. We may incur similar or unusual items in the future that could affect Adjusted EBITDA, and our presentation should not be construed as an inference that future results will be unaffected by such items. There can be no assurance that we will not modify the presentation of Adjusted EBITDA in the future, and any modification may be material. Adjusted EBITDA has important limitations as an analytical tool and should not be considered in isolation or as a substitute for GAAP results. It may be defined differently by other companies, limiting comparability. In addition, Adjusted EBITDA does not measure cash available for investment and does not reflect capital expenditures, changes in working capital (including differences between the timing of lease revenue recognition and cash receipts), cash taxes or other cash requirements.


	Three Months Ended				Nine Months Ended
($ in thousands)	September 30, 2026		September 30, 2025		September 30, 2026		September 30, 2025
Net income (loss)	$	17,438	$	(4,505)	$	(30,851)	$	(622)
Interest income	(3,303)		(250)		(3,809)		(950)
Provision for (benefit from) income taxes	6,671		(1,047)		17,578		347
Depreciation and amortization	4,477		17,217		14,966		50,601

Stock-based compensation expense(1)	4,908		—		20,346		—
Loss (gain) on fair value of cryptocurrency	(73,150)		(6,379)		8,377		(7,711)
Realized gain on sale of cryptocurrency assets	—		(11,215)		—		(43,625)
Realized loss (gain) on the sale of property and equipment	(242)		6,259		302		6,238
Direct listing fees and expenses	12,288		—		13,737		—
Private placement issuance costs	—		—		1,431		—
Realized loss on cryptocurrencies derivatives	—		74		—		204
Change in fair value of warrant liabilities	65,901		—		65,901		—
Loss on litigation settlement(2)	—		—		—		8,079
Adjusted EBITDA	$	34,988	$	154	$	107,978	$	12,561

(1) Stock-based compensation during the three and nine months ended September 30, 2026 relates to restricted stock units and performance restricted stock units issued to employees and board members. There was no equivalent activity for the three and nine months ended September 30, 2025.
(2) Loss on litigation settlement during the nine months ended September 30, 2025 reflects a settlement to resolve shareholder actions. There was no equivalent activity for the three and nine months ended September 30, 2026.


IONIC DIGITAL INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (in thousands of US $, except share data)
	September 30, 2026		December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	381,422	$	43,510
Cryptocurrency assets	246,893		237,947
Deferred rent receivable	85,176		—
Other receivables, current (net of $— and $5.1 million allowance for credit losses as of September 30, 2026 and December 31, 2025, respectively)	1,659		10,460
Prepaid expenses and other current assets	8,489		11,427
Assets held for sale	2,186		—
Total current assets	725,825		303,344

Non-current assets:
Property and equipment, net	68,670		76,156
Deferred initial direct leasing costs	6,297		6,803
Other receivables, non-current (net of $3.3 million allowance for credit losses as of September 30, 2026 and December 31, 2025)	370		370
Deposits and other non-current assets	2,298		2,253
Goodwill	161,608		161,608

Deferred tax assets, net	37,032		54,470
Total non-current assets	276,275		301,660
TOTAL ASSETS	$	1,002,100	$	605,004

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Deferred digital infrastructure leasing revenue	—		39,793
Accounts payable	7,557		1,720
Accrued expenses and other current liabilities	9,895		19,159

Total current liabilities	17,452		60,672

Non-current liabilities:

Non-current portion of lease liability	184		170
Warrant liability	99,962		—
Other non-current liabilities	896		755
Total non-current liabilities	101,042		925
TOTAL LIABILITIES	$	118,494	$	61,597



Stockholders’ Equity:
Preferred stock, $0.00001 par value, 15,000,000 shares authorized, none issued and outstanding as of September 30, 2026 and December 31, 2025	—		—

Class A common stock, $0.00001 par value, 1,000,000,000 shares authorized, 44,996,175 shares and 37,374,261 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively	—		—
Additional paid-in capital	1,122,035		750,985
Retained earnings (deficit)	(238,429)		(207,578)
TOTAL STOCKHOLDERS' EQUITY	$	883,606	$	543,407
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	1,002,100	$	605,004


IONIC DIGITAL INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands of US $, except per share data)
	Three Months Ended				Nine Months Ended
	September 30, 2026		September 30, 2025		September 30, 2026		September 30, 2025
Revenue:
Cryptocurrency mining	$	5,082	$	37,096	$	17,281	$	115,369
Digital infrastructure leasing	43,884		—		131,728		—
Other	23		—		67		—
Total Revenue	48,989		37,096		149,076		115,369

Operating expenses:
Cost of mining revenues (exclusive of depreciation)	5,046		26,579		13,709		74,048
Cost of digital infrastructure solutions revenues (exclusive of depreciation)	203		—		877		—
Depreciation and amortization	4,477		17,217		14,966		50,601
General and administrative expenses	25,753		10,114		61,449		28,011
(Gain) loss on fair value of cryptocurrency	(73,150)		(6,379)		8,377		(7,711)
Realized gain on sale of cryptocurrency assets	—		(11,215)		—		(43,625)
(Gain) loss on sale of property and equipment	(242)		6,259		302		6,238



Other operating expenses, net	195		249		577		749
Total operating expenses	(37,718)		42,824		100,257		108,311

Operating income (loss)	86,707		(5,728)		48,819		7,058

Other income (expense)
Interest income	3,303		250		3,809		950
Realized loss on cryptocurrencies derivatives	—		(74)		—		(204)
Change in fair value of warrant liabilities	(65,901)		—		(65,901)		—

Loss on litigation settlement	—		—		—		(8,079)


Total other income (expense), net	(62,598)		176		(62,092)		(7,333)

Income (loss) before provision for income taxes	24,109		(5,552)		(13,273)		(275)

Provision for (benefit from) income taxes	6,671		(1,047)		17,578		347

Net income (loss)	$	17,438	$	(4,505)	$	(30,851)	$	(622)
Less: Income allocated to Series A Preferred Stock	(890)		—		—		—
Net income (loss) available to common stockholders	$	16,548	$	(4,505)	$	(30,851)	$	(622)

Net income (loss) per share:
Basic	$	0.39	$	(0.12)	$	(0.79)	$	(0.02)
Diluted	$	0.38	$	(0.12)	$	(0.79)	$	(0.02)

Weighted-average shares used to compute net income (loss) per share:
Basic	42,688,649		37,374,261		39,165,190		37,374,261
Diluted	45,611,060		37,374,261		39,165,190		37,374,261


IONIC DIGITAL INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands of US $)
	Nine Months Ended September 30,
	2026		2025
Cash flows from operating activities:
Net income (loss)	$	(30,851)	$	(622)
Adjustments to reconcile net loss to net cash used in operating activities:
Mining revenue received in bitcoin	(17,281)		(115,369)
Hosting costs paid in bitcoin	—		592
Depreciation and amortization	14,966		50,601
Loss (gain) on the fair value of cryptocurrency assets	8,377		(7,711)

Realized gain on sale of cryptocurrency assets	—		(43,625)
Loss (gain) on sale of property and equipment	302		6,238
Deferred initial direct leasing costs	506		—
Change in fair value of warrant liabilities	65,901		—
Non-cash lease expense	73		19
Stock compensation expense	20,346		—


Provision for credit losses	—		1,940
Deferred income taxes, net	17,433		(58)
Changes in assets and liabilities
Prepaid expenses and other current assets	2,938		(10,962)
Other receivables	8,759		(634)
Deferred rent receivable	(85,176)		—
Accounts payable and other accrued liabilities	(3,448)		3,795
Deferred digital infrastructure leasing revenue	(39,793)		—
Deposits and other non-current assets	(11)		3,300
Non-current liabilities	115		404
Net cash used in operating activities	(36,844)		(112,092)

Cash flows from investing activities:
Purchases of property and equipment	(12,687)		(4,838)
Proceeds from the sale of mining equipment	659		21


Proceeds from assets held for sale	3,471		—
Proceeds from sale of cryptocurrency assets	—		91,606

Net cash provided by (used in) investing activities	(8,557)		86,789

Cash flows from financing activities:
Payment of preferred stock and warrant issuance costs	(16,687)		—

Proceeds from issuance of warrants	34,061		—
Proceeds from issuance of Series A preferred stock	365,939		—

Net cash provided by financing activities	383,313		—

Net increase (decrease) in cash and cash equivalents	337,912		(25,303)
Cash and cash equivalents at the beginning of the period	43,510		48,393
Cash and cash equivalents at the end of the period	$	381,422	$	23,090

Supplemental schedule of non-cash financing and investing activities:
Assumption of liability for the acquisition of PPE	1,394		1,824
Conversion of Series A preferred stock to Class A common stock	350,547		—
ROU assets obtained from new lease liabilities	123		—