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WhiteFiber Announces Closing of Upsized $310.0 Million Convertible Senior Notes Offering

WYFI
  • WhiteFiber, Inc. (Nasdaq: WYFI) closed an upsized private placement of $310.0 million principal amount of 5.00% Convertible Senior Notes due 2032, including the full exercise of the initial purchasers' option for an additional $40.0 million.
  • The notes carry an initial conversion price of approximately $33.84 per share, representing a 25% premium over the Company's ordinary shares price on August 18, 2026.
  • The Company received net proceeds of approximately $298.5 million after deducting discounts & estimated offering expenses.
  • Approximately $118.5 million of net proceeds was used to pay cash consideration for concurrent note exchange transactions with holders of existing 4.500% Convertible Senior Notes due 2031.
  • In the concurrent transactions, the Company exchanged $198.15 million of existing notes for approximately $118.5 million in cash (including accrued interest) & approximately 6.3 million ordinary shares, reducing the outstanding principal of existing notes to approximately $31.85 million.
  • Remaining net proceeds will primarily fund data center expansion, including leasing or purchasing property, constructing facilities, entering energy service agreements, purchasing GPU servers, potential acquisitions, partnerships, joint ventures, working capital, & general corporate purposes.
  • CEO Sam Tabar stated the transaction enhances liquidity & capital certainty to complete the first phase of the NC-1 project & prepare for colocation growth.
  • The Company expects to initiate site preparation & long-lead equipment orders to support a target of bringing more than 100 MW of additional capacity online in 2027.
  • The notes were offered only to qualified institutional buyers pursuant to Rule 144A & were not registered under the Securities Act of 1933.