WhiteFiber Raises $310M in New Converts, Retires Most of January Notes
Capital Build
Company Background
WhiteFiber is a Cayman Islands-incorporated provider of AI infrastructure and high-performance computing data centers, listed on Nasdaq (WYFI) since its IPO in August 2025 at $17 per share. The company owns and operates HPC data centers and sells cloud services, with preliminary full-year 2025 revenue of $78.3–80.7 million and cash and equivalents at year-end 2025 of $112–124 million.
Revenue was growing rapidly — up 65% year-over-year in the third quarter of 2025 — but the company was generating net losses driven by heavy stock-based compensation and the cost structure required to prepare for rapid expansion. A key development project, the NC-1 campus in Madison, North Carolina, is in its first phase, and an $865 million, 10-year colocation contract with Nscale was signed in November 2025 to anchor the facility.
WhiteFiber is closely tied to Bit Digital, Inc. (Nasdaq: BTBT), which has provided financing and shared personnel. In May 2026, the company borrowed up to $100 million from Bit Digital Capital, Inc. — a Bit Digital subsidiary — at a 9.5% initial interest rate with a 1.1x minimum return floor, to bridge the gap ahead of NC-1 permanent project financing that, as of August 21, 2026, had not yet closed.
What Was Disclosed
On August 21, 2026, WhiteFiber closed a private placement of $310 million in 5.00% Convertible Senior Notes due September 1, 2032, upsized from an initial $250 million announcement, with the full $40 million overallotment option exercised by initial purchasers. Net proceeds were approximately $298.5 million after discounts and expenses. The notes carry an initial conversion price of approximately $33.84 per share — a 25% premium to the August 18 stock price — and the company may optionally redeem them on or after September 6, 2030 if the stock trades at 130% of the conversion price for at least 20 of any 30 consecutive trading days.