BTDR 6-K
Bitdeer Technologies Group (BTDR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2026
Commission file number: 001- 41687
BITDEER TECHNOLOGIES GROUP
08 Kallang Avenue
Aperia tower 1, #09-03/04
Singapore 339509
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
INCORPORATION BY REFERENCE
This report on Form 6-K is hereby incorporated by reference in the registration statements of Bitdeer Technologies Group on Form F-3 (No. 333-273905, No. 333-278027, No. 333-278029, No. 333-280041, No. 333-283732 and No. 333-289855) and Form S-8 (No. 333-272858 and No. 333-275342), to the extent not superseded by documents or reports subsequently filed or furnished.
1
EXHIBITS
| Exhibit No. | Description | |
|---|---|---|
| 99.1 | Press Release – Bitdeer Reports Unaudited Financial Results for the First Quarter of 2026 |
2
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Bitdeer<br>Technologies Group | |
|---|---|
| By: | /s/<br>Jihan Wu |
| Name: | Jihan Wu |
| Title: | Chief Executive Officer |
Date: May 14, 2026
3
Exhibit 99.1
Bitdeer Reports Unaudited Financial Results for the First Quarter of 2026
May 14, 2026
SINGAPORE, May 14, 2026 (GLOBE NEWSWIRE) -- Bitdeer Technologies Group (NASDAQ: BTDR) (“Bitdeer” or the “Company”), a world-leading technology company for AI and Bitcoin mining infrastructure, today released its unaudited financial results for the first quarter ended March 31, 2026.
Q1 2026 Financial^1^ Highlight
All amounts compared to Q1’25 unless otherwise noted
| ● | Total revenue was US$188.9 million vs. US$70.1<br>million. |
|---|---|
| ● | Cost of revenue was US$228.0 million vs. US$74.1<br>million. |
| --- | --- |
| ● | Gross loss was US$39.0 million vs. US$4.0 million. |
| --- | --- |
| ● | Net loss was US$159.5 million vs. net profit<br>of US$105.3 million. |
| --- | --- |
| ● | Adjusted EBITDA^2^ was positive US$14.4 million<br>vs. negative US$45.6 million. |
| --- | --- |
| ● | Cash, cash equivalents and restricted cash were<br>US$297.7 million as of March 31, 2026. |
| --- | --- |
| ● | Digital assets and digital assets - receivable balance: US$245.0<br>million as of March 31, 2026. |
| --- | --- |
Management Commentary
“The first quarter of 2026 demonstrated the breadth of Bitdeer’s execution capability,” said Matt Kong, Chief Business Officer of Bitdeer Technologies Group. “We launched the SEALMINER A4, our most efficient mining rig to date, advancing our vertically integrated hardware platform and reinforcing the competitive foundation of our mining business. We activated development of our Tydal facility in Norway, which is expected to become Norway’s largest operational AI data center upon completion. And we continue to grow our AI Cloud business, recently exceeding $69 million in annualized run-rate revenue.”
Mr. Kong continued, “Underpinning all of this is a global power portfolio of approximately 3.0 gigawatts that we believe is one of the most strategically valuable infrastructure assets in our sector. We are in advanced stages of negotiations with a credit-worthy colocation tenant for Tydal and are confident in our ability to execute a signed agreement. I believe 2026 will be a defining year for Bitdeer as an AI infrastructure platform.”
| ^1^ | Effective<br>January 1, 2026, the Company transitioned from IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”)<br>to generally accepted accounting principles in the United States of America (‘U.S. GAAP’). The consolidated financial statements for<br>prior periods have been recast to conform to U.S. GAAP. |
|---|---|
| ^2^ | “Adjusted<br>EBITDA” is defined as earnings before interest, taxes, depreciation and amortization, further adjusted to exclude stock-based<br>compensation expense, share of losses from equity method investments, change in fair value of digital assets held for operations, change<br>in fair value of digital assets-settled receivable and payable, change in fair value of digital assets - receivable, change in fair value<br>of digital assets loan, change in fair value of derivative liabilities, and other net losses. |
| --- | --- |
Operational Summary
| Three Months Ended<br>March 31 | ||
|---|---|---|
| Metric | 2026 | 2025 |
| Hash Rate Metrics: | ||
| Self-Mining (Operated in self-owned datacenters) | 65.1 | 11.5 |
| Co-Mining (Operated in 3^rd^ party datacenters) | 4.4 | - |
| Other Proprietary Hash Rate^3^ | 1.4 | 0.6 |
| Hosting^4^ | 7.2 | 12.1 |
| Total Hash Rate under Mgmt.^5^ (EH/s) | 78.1 | 24.2 |
| Mining Rig Metrics: | ||
| Self-Mining^6^ | 207,000 | 97,000 |
| Co-Mining^7^ | 18,000 | - |
| Hosted | 37,000 | 78,000 |
| Total Mining Rigs under Mgmt. | 262,000 | 175,000 |
| BTC Mined^8^ | 2,033 | 350 |
| BTC Held^9^ | 31 | 1,156 |
| Total Power Usage (MWh) | 2,250,000 | 881,000 |
| Average cost of electricity ($/MWh) | 52 | 48 |
| Average miner efficiency (J/TH) | 16.4 | 29.0 |
All values are in US Dollars.
| ^3^ | Other Proprietary Hash Rate includes the hashrate from<br>Bitdeer’s cloud hashrate business, mining rigs delivered in the crypto mining datacenters but not deployed and the mining rigs<br>temporarily offline due to limited economic benefit. |
|---|---|
| ^4^ | Hosting encompasses a one-stop mining machine hosting<br>solution including deployment, maintenance, and management services for efficient cryptocurrency mining. |
| --- | --- |
| ^5^ | Total hash rate under management across Bitdeer’s<br>primary business lines: Self-mining, Co-mining, Cloud Hash Rate, and Hosting. |
| --- | --- |
| ^6^ | Self-Mining (Operated in self-owned datacenters) refers<br>to cryptocurrency mining for Bitdeer’s own account, whereby its mining rigs are operated in self-owned datacenters. |
| --- | --- |
| ^7^ | Co-mining (Operated in 3^rd^ party datacenters)<br>refers to cryptocurrency mining for Bitdeer’s own account, whereby its mining rigs are operated in third-party datacenters. |
| --- | --- |
| ^8^ | Bitcoins mined Includes BTC from self-mining operations<br>and BTC from co-mining operations. |
| --- | --- |
| ^9^ | Bitcoins held does not include Bitcoins from customer<br>deposits but does include Bitcoins that are pledged as collateral by us. |
| --- | --- |
2
Power Infrastructure Summary (As of 4/30/2026)
| Site | (MW)<br>Capacity | Energization<br>Timing^10^ | Planned<br><br><br>Usage | Construction<br>Update | |||||
|---|---|---|---|---|---|---|---|---|---|
| Online<br>Electrical Capacity: | |||||||||
| 1) | Rockdale, TX | 563 | Online | Crypto<br>to Colocation / AI Cloud | In<br>active evaluation of AI transition | ||||
| 2) | Knoxville, TN – phase 1 | 37 | Q4<br>’26 | Crypto<br>to AI Cloud | Phase<br>1 AI data center conversion design work initiated, targeting to complete by Q4 ’26. | ||||
| 3) | Knoxville, TN – phase 2 | 49 | Q1<br>’27 | ||||||
| 4) | Wenatchee, WA | 13 | Q4<br>’26 | Crypto<br>to AI Cloud | AI<br>data center design documents and building permit application submitted for approval. Core equipment is being delivered in succession;<br>we plan to begin with a GB300 cluster. Dismantling of the crypto mining datacenter started in March 2026. Completion targeted Q4<br>’26. | ||||
| 5) | Molde, Norway | 84 | Online | Crypto<br>and in early assessment of converting to AI Cloud | |||||
| 6) | Tydal, Norway – phase 1 | 50 | Q4<br>’26 | Crypto<br>to Colocation | Planning<br>and design continue to advance. Orders for critical long-lead equipment have been placed. Engaged Data Center Installations AS as<br>Bitdeer’s design and construction partner for Tydal AI datacenter conversion | ||||
| 7) | Tydal, Norway – phase 2 | 175 | Q4<br>’26 | ||||||
| 8) | Gedu, Bhutan | 100 | Online | Crypto | |||||
| 9) | Jigmeling, Bhutan | 500 | Online | Crypto | |||||
| 10) | Oromia Region, Ethiopia | 50 | Online | Crypto | Construction<br>of the 50 MW site has been completed and energized, with ongoing energization in phases driven by SEALMINER deliveries | ||||
| 11) | Massillon, OH | 121 | Online | Crypto | |||||
| 12) | Cyberjaya, Malaysia^11^ | 2 | Online | AI<br>Cloud | |||||
| Online<br>Electrical Subtotal: | 1,744 | ||||||||
| ^10^ | Indicative<br>timing for completion of power. All timing references are to calendar quarters and years | ||||||||
| --- | --- | ||||||||
| ^11^ | Capacity<br>under lease arrangement | ||||||||
| --- | --- |
3
| Pipeline<br>Electrical Capacity: | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1) | Massilon,<br>OH | 74<br>/ 26 | Q3<br>’26 | Crypto | Due<br>to delivery delays for key electrical components, 74 MW is expected to be energized in phases<br>during Q3 ’26. Reconstruction of the two fire-damaged buildings (26MW) is currently<br>underway and expected to be rebuilt and energized by the end of Q3 ’26. We anticipate<br>that the total reconstruction cost will be almost fully recovered through the supplier’s<br>insurance coverage. | ||||
| 2) | Clarington,<br>OH | 570 | To<br>be updated | Colocation | 570<br>MW of power under contract with a local utility. Timing of power availability and construction<br>may be affected by ongoing legal proceedings filed by a neighboring company, American Heavy<br>Plate Solutions, LLC., which is under extensive influence from MHR, a New York based PE firm<br>founded by Mark H. Rachesky. Design and other preparation work continues. | ||||
| 3) | Niles,<br>OH | 300 | Q4<br>’28 | Colocation<br>/ AI Cloud | 300<br>MW grid-interconnected development site, with target energization in Q4 ’28. The project<br>includes 41.8 acres of owned land and a transmission line extension agreement with a local<br>utility company | ||||
| 4) | Rockdale,<br>TX | 179 | 2026 | Colocation<br>/ AI Cloud | In<br>Planning | ||||
| 5) | Fox<br>Creek, Alberta, Canada | 101 | Q2<br>’27 | Crypto | 101<br>MW site acquired, fully licensed and permitted for the construction of an on-site natural<br>gas power plant. Assessing current design potential to accommodate future AIDC requirements.<br>Groundbreaking planned for June 2026. | ||||
| 6) | Cyberjaya,<br>Malaysia | 9.5 | Q4<br>’26 | AI<br>Cloud | In<br>Progress | ||||
| Pipeline<br>Electrical Subtotal: | 1,259.5 | ||||||||
| Total<br>Global Electrical Capacity: | 3,003.5 |
4
Financial MD&A
Effective January 1, 2026, the Company transitioned from IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”) to generally accepted accounting principles in the United States of America (‘U.S. GAAP’). The consolidated financial statements for prior periods have been recast to conform to U.S. GAAP.
All variances are current quarter compared to the same quarter last year. All figures in this section are rounded^12^.
Q1 2026 High-Level P&L and Disaggregated Revenue Details:
| US $ in millions | Three Months Ended | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31-Mar-26 | 31-Dec-25 | 31-Mar-25 | ||||||||||||||||
| Total revenue | 188.9 | 224.8 | 70.1 | |||||||||||||||
| Cost of revenue | (228.0 | ) | (214.9 | ) | (74.1 | ) | ||||||||||||
| Gross income (loss) | (39.0 | ) | 9.9 | (4.0 | ) | |||||||||||||
| Net income (loss) | (159.5 | ) | (191.5 | ) | 105.3 | |||||||||||||
| Adjusted EBITDA | 14.4 | 24.3 | (45.6 | ) | ||||||||||||||
| Cash, cash equivalents and restricted cash | 297.7 | 177.9 | 233.7 | |||||||||||||||
| US $ in millions | Three months ended March 31, 2026 | |||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Business line | Self-mining | Co-mining | Cloud<br><br>hash rate | General<br><br>hosting | Membership<br><br>hosting | Sales of<br><br>SEALMINERs<br><br>and<br><br>Accessories | ||||||||||||
| Revenue | 146.9 | 9.0 | 3.7 | 5.5 | 13.7 | 3.7 | ||||||||||||
| Cost of revenue | ||||||||||||||||||
| Including: | ||||||||||||||||||
| - Electricity cost in operating mining rigs | (95.5 | ) | (4.3 | ) | (1.8 | ) | (4.5 | ) | (10.2 | ) | - | |||||||
| - Depreciation and SBC expenses | (76.3 | ) | (4.5 | ) | (1.7 | ) | (0.4 | ) | (1.1 | ) | - | |||||||
| - Cost of products sold | - | - | - | - | - | (3.6 | ) | |||||||||||
| - Other costs | (9.5 | ) | (1.2 | ) | (0.2 | ) | (0.3 | ) | (0.8 | ) | - | |||||||
| Total cost of revenue | (181.3 | ) | (9.9 | ) | (3.7 | ) | (5.3 | ) | (12.1 | ) | (3.6 | ) | ||||||
| Gross income (loss) | (34.4 | ) | (0.9 | ) | - | 0.2 | 1.6 | 0.2 | ||||||||||
| ^12^ | Figures may not add due to rounding. | |||||||||||||||||
| --- | --- |
5
| US $ in millions | Three months ended March 31, 2025 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Business line | Self-mining | Cloud<br><br>hash rate | General<br><br>hosting | Membership<br><br>hosting | Sales of<br><br>SEALMINERs<br><br>and<br><br>Accessories | ||||||||||
| Revenue | 37.2 | 0.1 | 9.6 | 16.3 | 4.1 | ||||||||||
| Cost of revenue | |||||||||||||||
| Including: | |||||||||||||||
| - Electricity cost in operating mining rigs | (24.0 | ) | - | (6.8 | ) | (11.4 | ) | - | |||||||
| - Depreciation and SBC expenses | (12.1 | ) | (0.1 | ) | (1.1 | ) | (1.8 | ) | - | ||||||
| - Cost of products sold | - | - | - | - | (3.3 | ) | |||||||||
| - Other costs | (5.4 | ) | - | (1.4 | ) | (2.4 | ) | - | |||||||
| Total cost of revenue | (41.4 | ) | (0.1 | ) | (9.2 | ) | (15.6 | ) | (3.3 | ) | |||||
| Gross income (loss) | (4.2 | ) | - | 0.4 | 0.7 | 0.8 |
Q1 2026 Management’s Discussion and Analysis (compared to Q1 2025)
Revenue
| ● | Total revenue was US$188.9 million vs. US$70.1<br>million. |
|---|---|
| ● | Self-mining revenue was US$146.9 million vs.<br>US$37.2 million, primarily due to the increase in the average self-mining hashrate for the quarter by 551.5% to 63.2 EH/s from 9.7 EH/s<br>last year. |
| --- | --- |
| ● | Co-mining revenue was US$9.0 million, primarily contributed<br>by 3.7 EH/s average mining hashrate for the first quarter of 2026. |
| --- | --- |
| ● | Cloud Hash Rate revenue was US$3.7<br>million vs. US$0.1 million. |
| --- | --- |
| ● | General Hosting revenue was US$5.5 million vs.<br>US$9.6 million. |
| --- | --- |
| ● | Membership Hosting revenue was US$13.7 million<br>vs. US$16.3 million. |
| --- | --- |
| ● | SEALMINER sales revenue was US$3.7 million vs.<br>US$4.1 million. |
| --- | --- |
| ● | AI Cloud revenue was US$3.7 million vs. US$1.4<br>million. |
| --- | --- |
Cost of Revenue
| ● | Cost of revenue was US$228.0 million vs US$74.1<br>million. The increase was primarily driven by higher electricity and depreciation costs as a significant number of new mining rigs came<br>online and a slightly higher per unit power cost. Additionally, the staff cost and AI cloud service fee increased along with the business<br>expansion. |
|---|
6
Gross loss and Margin
| ● | Gross loss was US$39.0 million vs. US$4.0 million. |
|---|---|
| ● | Gross margin was -20.7% vs. -5.7%. |
| --- | --- |
Operating Expenses
| ● | The sum of the operating expenses below was US$47.7 million<br>vs. US$75.7 million. |
|---|---|
| ○ | Selling expenses were US$2.9 million vs. US$1.4 million.<br>The increase was primarily due to the increased advertising expenses for our AI business. |
| --- | --- |
| ○ | General and administrative expenses were US$24.6 million<br>vs. US$15.3 million. The increase was primarily due to an increase in staff costs for general and administrative personnel and consulting<br>fees for general corporate management and compliance activities. |
| --- | --- |
| ○ | Research and development expenses were US$20.2 million vs.<br>US$59.0 million, primarily due to a reduction in one-off incremental development expenses. |
| --- | --- |
| ● | Loss on change in fair value of digital assets held for operations<br>were US$24.0 million vs. US$21.3 million. |
| --- | --- |
| ● | Other operating income were US$4.8 million vs. US$2.5 million.<br>This was largely attributable to the change in fair value of digital assets-settled receivables and payables. |
| --- | --- |
Non-operating items
| ● | Net interest expenses were US$29.5 million vs. US$5.3 million,<br>primarily due to increased borrowing through the convertible senior notes and borrowing from a related party. |
|---|---|
| ● | In Q1 2026, we recorded US$9.0 million gain on change in<br>fair value of digital assets loan and US$16.2 million loss on change in fair value of digital assets - receivable. This is a fair value<br>change of our loan in digital assets and the associated collateral digital assets in connection with our loan from a related party mainly<br>due to the fluctuations of Bitcoin price. |
| --- | --- |
| ● | In Q1 2025, we recorded US$205.0 million gain on fair value<br>changes of derivative liabilities for the convertible notes issued in August 2024 and Tether warrants, both of which were retired in<br>2025. |
| --- | --- |
| ● | In Q1 2026, we recorded US$17.8 million other net loss primarily<br>due to the US$6.4 million of loss on derivative assets, US$5.4 million loss on extinguishment of debt in connection with the convertible<br>senior notes issued in November 2024, and US$5.0 million donation. |
| --- | --- |
7
Net Income (Loss)
| ● | Net loss was US$159.5 million vs. net income of US$105.3<br>million. |
|---|
Adjusted Loss (Non-GAAP)^13^
| ● | Adjusted loss was US$106.6 million vs. US$66.4 million.<br>The change was primarily due to the higher energy and depreciation costs, and higher interest expense, partially offset by the year-over-year<br>higher revenue. |
|---|
Adjusted EBITDA (Non-GAAP)^2^
| ● | Adjusted EBITDA was US$14.4 million vs. negative US$45.6 million.<br>The year-over-year growth was primarily driven by significantly higher self-mining hashrate as a result of the Company’s mass production<br>and deployment of SEALMINERs, along with lower operating expenses incurred. |
|---|
Cash Flows
| ● | Net cash used in operating activities was US$346.9 million,<br>primarily driven by SEALMINERs supply chain and manufacturing costs, electricity costs from the mining business, general corporate overhead<br>and interest. |
|---|---|
| ● | Net cash provided by investing activities was US$113.3 million,<br>which included US$93.7 million of capital expenditures for datacenter infrastructure construction, GPU equipment procurement and tariffs<br>and freight for mining rigs delivered to the datacenters, and US$206.8 million of proceeds from the disposal of digital assets. |
| --- | --- |
| ● | Net cash provided by financing activities was US$352.6 million,<br>primarily driven by the proceeds of a total US$568.3 million from our convertible senior note issuance in February, borrowings and ATM<br>program, partially offset by US$85.0 million of repayments of borrowings, US$93.0 million of repayments made in connection with the extinguishment<br>of convertible senior notes, and US$33.7 million of purchase of capped call instrument. |
| --- | --- |
Balance Sheet
As of March 31, 2026 (compared to December 31, 2025)
| ● | US$297.7 million in cash, cash equivalents and restricted<br>cash, US$245.0 million in digital assets and digital assets receivables, and US$1.9 billion in borrowing. |
|---|---|
| ● | US$386.7 million prepayments and other assets, decrease from<br>US$723.0 million. Change primarily driven by delivery of raw materials procurement for SEALMINERs mass volume production. |
| --- | --- |
| ● | US$613.0 million inventories, up from US$252.0 million. Increase<br>mainly including wafers, chips, WIP and finished SEALMINERs inventory. |
| --- | --- |
| ^13^ | “Adjusted profit/(loss)”<br>is defined as profit/(loss) adjusted to exclude stock-based compensation expense, share of losses from equity method investments, change<br>in fair value of digital assets held for operations, change in fair value of digital assets-settled receivable and payable, change in<br>fair value of digital assets - receivable, change in fair value of digital assets loan, change in fair value of derivative liabilities,<br>and other net losses. |
| --- | --- |
8
| ● | US$1.2 billion in property, plant and equipment, up from<br>US$1.1 billion. Change mainly raised from mass production and the deployment of SEALMINERs to the Company’s datacenters for mining<br>activities and expansion of datacenters. |
|---|
Further information regarding the Company’s first quarter 2026 financial and operations results can be found on the SEC’s website https://sec.gov and the Company’s Investor Relations website https://ir.bitdeer.com.
About Bitdeer Technologies Group
Bitdeer is a world-leading technology company for Bitcoin mining and AI infrastructure. Bitdeer is committed to providing comprehensive computing solutions for its customers. The Company handles complex processes involved in computing such as equipment procurement, transport logistics, datacenter design and construction, equipment management and daily operations. The Company also offers advanced cloud capabilities to customers with high demand for artificial intelligence. Headquartered in Singapore, Bitdeer has deployed datacenters in the United States, Norway, and Bhutan, amongst other countries. To learn more, please visit https://ir.bitdeer.com/ or follow Bitdeer on X @BitdeerOfficial and LinkedIn @ Bitdeer Group.
Investors and others should note that Bitdeer may announce material information using its website and/or on its accounts on social media platforms, including X, formerly known as Twitter, Facebook, and LinkedIn. Therefore, Bitdeer encourages investors and others to review the information it posts on the social media and other communication channels listed on its website.
Forward-Looking Statements
Statements in this press release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “anticipate,” “look forward to,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including factors discussed in the section entitled “Risk Factors” in Bitdeer’s annual report on Form 20-F, as well as discussions of potential risks, uncertainties, and other important factors in Bitdeer’s subsequent filings with the U.S. Securities and Exchange Commission. Any forward-looking statements contained in this press release speak only as of the date hereof. Bitdeer specifically disclaims any obligation to update any forward- looking statement, whether due to new information, future events, or otherwise. Readers should not rely upon the information on this page as current or accurate after its publication date.
9
BITDEER GROUP UNAUDITED CONSOLIDATED BALANCE SHEET
| March<br>31, | December 31, | ||||||
|---|---|---|---|---|---|---|---|
| (US in thousands) | 2026 | 2025 | |||||
| ASSETS | |||||||
| Current assets | |||||||
| Cash and<br>cash equivalents | 260,761 | 149,352 | |||||
| Restricted cash | 30,582 | 22,366 | |||||
| Digital assets | 35,115 | 85,488 | |||||
| Digital assets - receivables | 209,867 | 135,558 | |||||
| Accounts receivable | 33,281 | 31,374 | |||||
| Amounts due from related<br>parties | 9,635 | 9,654 | |||||
| Prepayments and other<br>current assets | 341,110 | 698,291 | |||||
| Inventories, net | 613,042 | 251,999 | |||||
| Short-term<br>investments | 4,694 | 4,976 | |||||
| Total<br>current assets | 1,538,087 | 1,389,058 | |||||
| Non-current<br>assets | |||||||
| Restricted cash | 6,351 | 6,159 | |||||
| Other non-current assets | 45,563 | 24,681 | |||||
| Long-term investments | 37,876 | 39,081 | |||||
| Operating lease right-of-use<br>assets, net | 101,088 | 104,725 | |||||
| Property, plant and equipment,<br>net | 1,235,445 | 1,086,275 | |||||
| Intangible assets, net | 87,866 | 93,432 | |||||
| Goodwill | 35,818 | 35,818 | |||||
| Deferred<br>tax assets | 12,997 | 8,682 | |||||
| Total<br>non-current assets | 1,563,004 | 1,398,853 | |||||
| TOTAL<br>ASSETS | 3,101,091 | 2,787,911 | |||||
| LIABILITIES<br>AND STOCKHOLDERS’ EQUITY | |||||||
| LIABILITIES | |||||||
| Current<br>liabilities | |||||||
| Accounts payable | 133,580 | 119,818 | |||||
| Accrued expenses and<br>other current liabilities | 57,853 | 54,964 | |||||
| Amounts due to a related<br>party | 4,126 | 4,340 | |||||
| Income tax payables | 12,764 | 13,355 | |||||
| Deferred revenue | 57,639 | 64,391 | |||||
| Short-term borrowings | 26,000 | 26,000 | |||||
| Current portion of long-term<br>borrowings | 49 | 13 | |||||
| Short-term borrowings<br>from a related party | 167,822 | - | |||||
| Current portion of long-term<br>borrowings from a related party | 350,000 | 275,000 | |||||
| Current<br>portion of operating lease liabilities | 22,217 | 11,888 | |||||
| Total<br>current liabilities | 832,050 | 569,769 | |||||
| Non-current<br>liabilities | |||||||
| Other non-current liabilities | 2,450 | 2,413 | |||||
| Deferred revenue | 61,420 | 63,255 | |||||
| Long-term borrowings | 1,180,654 | 947,183 | |||||
| Long-term borrowings<br>from a related party | 195,583 | 246,831 | |||||
| Operating lease liabilities | 86,343 | 98,468 | |||||
| Deferred<br>tax liabilities | 12,476 | 11,973 | |||||
| Total<br>non-current liabilities | 1,538,926 | 1,370,123 | |||||
| TOTAL<br>LIABILITIES | 2,370,976 | 1,939,892 | |||||
| STOCKHOLDERS’<br>EQUITY | |||||||
| Common stock | * | * | |||||
| Treasury stock | - | (35,990 | ) | ||||
| Accumulated deficit | (693,683 | ) | (534,156 | ) | |||
| Additional paid-in capital | 1,423,162 | 1,418,111 | |||||
| Accumulated<br>other comprehensive income | 636 | 54 | |||||
| TOTAL<br>STOCKHOLDERS’ EQUITY | 730,115 | 848,019 | |||||
| TOTAL<br>LIABILITIES AND STOCKHOLDERS’ EQUITY | 3,101,091 | 2,787,911 |
All values are in US Dollars.
| * | Amount<br>less than US$1,000 |
|---|
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BITDEER GROUP UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
| Three<br>months ended<br><br>March 31, | |||||||
|---|---|---|---|---|---|---|---|
| (US in thousands) | 2026 | 2025 | |||||
| Revenue | 188,930 | 70,128 | |||||
| Cost of revenue | (227,971 | ) | (74,098 | ) | |||
| Gross<br>loss | (39,041 | ) | (3,970 | ) | |||
| Selling expenses | (2,893 | ) | (1,391 | ) | |||
| General and administrative<br>expenses | (24,592 | ) | (15,278 | ) | |||
| Research and development<br>expenses | (20,199 | ) | (59,004 | ) | |||
| Change in fair value<br>of digital assets held for operations | (24,028 | ) | (21,309 | ) | |||
| Other<br>operating income | 4,821 | 2,486 | |||||
| Total<br>operating expenses | (66,891 | ) | (94,496 | ) | |||
| Loss<br>from operations | (105,932 | ) | (98,466 | ) | |||
| Interest expenses, net | (29,516 | ) | (5,290 | ) | |||
| Share of losses from<br>equity method investments | (1,887 | ) | (2,696 | ) | |||
| Change in fair value<br>of digital assets - receivable | (16,152 | ) | - | ||||
| Change in fair value<br>of digital assets loan | 8,963 | - | |||||
| Change in fair value<br>of derivative liabilities | - | 205,004 | |||||
| Foreign exchange gain<br>(loss) | (645 | ) | 1,603 | ||||
| Other<br>net losses | (17,772 | ) | (1,453 | ) | |||
| Income<br>(loss) before taxes | (162,941 | ) | 98,702 | ||||
| Income<br>tax benefit | 3,414 | 6,613 | |||||
| Net<br>income (loss) | (159,527 | ) | 105,315 | ||||
| Foreign<br>currency translation adjustment, net of tax | 582 | 166 | |||||
| Total<br>comprehensive income (loss) | (158,945 | ) | 105,481 | ||||
| Net<br>income (loss) per share (in ) | |||||||
| Basic | (0.68 | ) | 0.55 | ||||
| Diluted | (0.68 | ) | (0.47 | ) | |||
| Weighted average number<br>of shares outstanding (thousand shares) | |||||||
| Basic | 233,393 | 190,199 | |||||
| Diluted | 233,393 | 203,476 |
All values are in US Dollars.
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BITDEER GROUP UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| Three<br>months ended<br><br>March 31, | |||||||
|---|---|---|---|---|---|---|---|
| (US in thousands) | 2026 | 2025 | |||||
| Net<br>cash used in operating activities | (346,894 | ) | (285,274 | ) | |||
| Cash<br>flows from investing activities | |||||||
| Purchase of property,<br>plant and equipment and intangible assets | (93,746 | ) | (45,725 | ) | |||
| Purchase of long-term<br>investments | (400 | ) | (132 | ) | |||
| Proceeds from disposal<br>of property, plant and equipment | 574 | - | |||||
| Purchase of digital assets | - | (18,159 | ) | ||||
| Proceeds from disposal<br>of digital assets | 206,843 | 12,283 | |||||
| Cash<br>paid for the site and gas-fired power project in Alberta, Canada | - | (21,870 | ) | ||||
| Net<br>cash provided by (used in) investing activities | 113,271 | (73,603 | ) | ||||
| Cash<br>flows from financing activities | |||||||
| Proceeds from borrowings | 26,000 | - | |||||
| Repayment of borrowings | (26,000 | ) | - | ||||
| Borrowings from a related<br>party | 150,000 | - | |||||
| Repayment of borrowings<br>to a related party | (59,000 | ) | - | ||||
| Proceeds from exercise<br>of stock-based rewards | 70 | 530 | |||||
| Proceeds from issuance<br>of common stock, net of transaction costs | 27,761 | 118,403 | |||||
| Repurchase of common<br>stock | (4,000 | ) | (21,010 | ) | |||
| Proceeds from convertible<br>senior notes, net of transaction costs | 364,502 | (1,119 | ) | ||||
| Repayments made in connection<br>with the extinguishment of convertible senior notes | (93,046 | ) | - | ||||
| Purchase<br>of capped call instrument | (33,713 | ) | - | ||||
| Net<br>cash provided by financing activities | 352,574 | 96,804 | |||||
| Net<br>increase (decrease) in cash, cash equivalents and restricted cash | 118,951 | (262,073 | ) | ||||
| Effect of exchange rate<br>changes on cash, cash equivalents and restricted cash | 866 | 2,101 | |||||
| Cash,<br>cash equivalents and restricted cash at the beginning of the period | 177,877 | 493,626 | |||||
| Cash,<br>cash equivalents and restricted cash at the end of the period | 297,694 | 233,654 |
All values are in US Dollars.
Use of Non-GAAP Financial Measures
In evaluating the Company’s business, the Company considers and uses non-GAAP measures, adjusted EBITDA and adjusted loss, as supplemental measures to review and assess its operating performance. The Company defines adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, further adjusted to exclude stock-based compensation expense, share of losses from equity method investments, change in fair value of digital assets held for operations, change in fair value of digital assets-settled receivable and payable, change in fair value of digital assets - receivable, change in fair value of digital assets loan, change in fair value of derivative liabilities, and other net losses, and defines adjusted income (loss) as income (loss) adjusted to exclude stock-based compensation expense, share of losses from equity method investments, change in fair value of digital assets held for operations, change in fair value of digital assets-settled receivable and payable, change in fair value of digital assets - receivable, change in fair value of digital assets loan, change in fair value of derivative liabilities, and other net losses.
The Company presents these non-GAAP financial measures because they are used by its management to evaluate its operating performance and formulate business plans. The Company also believes that the use of these non-GAAP measures facilitate investors’ assessment of its operating performance. These measures are not necessarily comparable to similarly titled measures used by other companies. As a result, investors should not consider these measures in isolation from, or as a substitute analysis for, the Company’s loss for the periods, as determined in accordance with GAAP. The Company compensates for these limitations by reconciling these non-GAAP financial measures to the nearest GAAP performance measure, all of which should be considered when evaluating its performance. The Company encourages investors to review its financial information in its entirety and not rely on a single financial measure.
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The following table presents a reconciliation of income (loss) for the relevant period to adjusted EBITDA and adjusted loss, for the three months ended March 31, 2026 and 2025.
BITDEER GROUP UNAUDITED NON-GAAP ADJUSTED EBITDA AND ADJUSTED INCOME (LOSS) RECONCILIATION
| Three<br>months ended<br><br>March 31, | |||||||
|---|---|---|---|---|---|---|---|
| (US in thousands) | 2026 | 2025 | |||||
| Adjusted EBITDA | |||||||
| Net<br>income (loss) | (159,527 | ) | 105,315 | ||||
| Add： | |||||||
| Depreciation and amortization | 94,867 | 22,104 | |||||
| Income tax benefits | (3,414 | ) | (6,613 | ) | |||
| Interest expenses, net | 29,516 | 5,290 | |||||
| Stock-based compensation<br>expense | 7,129 | 10,404 | |||||
| Share of losses from<br>equity method investments | 1,887 | 2,696 | |||||
| Change in fair value<br>of digital assets held for operations | 24,028 | 21,309 | |||||
| Change in fair value<br>of digital assets-settled receivables and payables | (5,059 | ) | (2,551 | ) | |||
| Change in fair value<br>of digital assets - receivable | 16,152 | - | |||||
| Change in fair value<br>of digital assets loan | (8,963 | ) | - | ||||
| Change in fair value<br>of derivative liabilities | - | (205,004 | ) | ||||
| Other<br>net losses14 | 17,772 | 1,453 | |||||
| Total<br>of Adjusted EBITDA | 14,388 | (45,597 | ) | ||||
| Adjusted<br>Loss | |||||||
| Net<br>income (loss) | (159,527 | ) | 105,315 | ||||
| Add： | |||||||
| Stock-based compensation<br>expense | 7,129 | 10,404 | |||||
| Share of losses from<br>equity method investments | 1,887 | 2,696 | |||||
| Change in fair value<br>of digital assets held for operations | 24,028 | 21,309 | |||||
| Change in fair value<br>of digital assets-settled receivables and payables | (5,059 | ) | (2,551 | ) | |||
| Change in fair value<br>of digital assets - receivable | 16,152 | - | |||||
| Change in fair value<br>of digital assets loan | (8,963 | ) | - | ||||
| Change in fair value<br>of derivative liabilities | - | (205,004 | ) | ||||
| Other<br>net losses14 | 17,772 | 1,453 | |||||
| Total<br>of Adjusted Loss | (106,581 | ) | (66,378 | ) |
All values are in US Dollars.
| ^14^ | In<br>the three months ended March 31, 2026, we recorded US$17.8 million other losses primarily due to the US$6.4 million of loss on derivative<br>assets, US$5.4 million loss on extinguishment of debt in connection with the convertible senior notes issued in November 2024, and US$5.0<br>million donation. |
|---|
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For investor and media inquiries, please contact:
Investor Relations
Tesh Dahya, Head of Investor Relations
Media
Elev8 New Media
Jessica Starman, MBA
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