CIFR

Every dollar of revenue is still bitcoin, and the mining is being switched off

CIFR · Cipher Digital Inc. · Equity Research Report · as of September 2, 2026

Price $14.61 Market
Market cap $6.06bn Estimate
Shares out 415,030,722 Filed
HPC under development 670 MW Filed
Pricing basis Sep 1, 2026 close Market

Framing

  1. All $223.9 million of FY2025 revenue and all $34.8 million of first-quarter 2026 revenue came from bitcoin mining. No lease has commenced, and the company's own mining capacity is being withdrawn to make room for tenants: mining at Black Pearl ceased in February 2026 and the three joint-venture mining sites were sold the same month. Filed
  2. Three long-term leases are signed. Amazon Data Services takes roughly 300 gross MW at Black Pearl and 100 gross MW at Stingray, with Amazon.com, Inc. fully guaranteeing base rent and operating expenses at Stingray. Fluidstack takes 300 gross MW at Barber Lake, backstopped by Google. Filed
  3. The company changed its name from Cipher Mining Inc. to Cipher Digital Inc. on February 20, 2026, keeping the CIFR ticker. Its EDGAR record also runs back through Good Works Acquisition Corp., the vehicle it listed through in 2021. Filed
  4. Restricted cash of $2,036.4 million at December 31, 2025 is more than three times the $628.3 million of free cash, and total liabilities rose from $3.46 billion to $5.65 billion in the first quarter of 2026 alone. Filed

01Snapshot

Key figures, each tagged by provenance. Balance-sheet items are struck at March 31, 2026; the price is four months later, and an $810.0 million financing closed in between.

MetricValueBasis
Share price$14.61Market Sep 1, 2026 close
52-week range$7.08 – $30.14Market intraday, 252 sessions to the Sep 1, 2026 close. The low moved because the $5.32 print falls outside the window, not because the company did anything
Shares outstanding415,030,722Filed 10-Q cover, as of Aug 3, 2026
Market capitalization$6,063.6MEstimate 415,030,722 × $14.61. The count is Aug 3, 2026 and the price Sep 1, 2026
Revenue (FY2025)$223.9MFiled 10-K, Feb 24, 2026. All bitcoin mining
Revenue (Q1 2026)$34.8MFiled 10-Q, May 5, 2026. All bitcoin mining
Net loss (FY2025)($822.2M)Filed 10-K, Feb 24, 2026
Net loss (Q1 2026)($114.3M)Filed 10-Q, May 5, 2026
Cash and cash equivalents$628.3MFiled 10-K, at Dec 31, 2025
Restricted cash$2,036.4MFiled 10-K, at Dec 31, 2025: $1,761.3M current, $275.1M non-current
Bitcoin held$125.4MFiled 10-K, carrying value at Dec 31, 2025
Total assets$6,393.6MFiled 10-Q, Mar 31, 2026
Total liabilities$5,653.7MFiled 10-Q, Mar 31, 2026
Total stockholders' equity$714.2MFiled 10-Q, Mar 31, 2026
Accumulated deficit($1,003.7M)Filed 10-K, at Dec 31, 2025
Warrant liability$525.2MFiled 10-K, at Dec 31, 2025
Contracted gross capacity700 MWEstimate Barber Lake 300, Black Pearl 300, Stingray 100
Operating mining capacity207 MWFiled 10-K, Odessa only, after Black Pearl ceased
Development pipeline3.4 GWFiled 10-K, eight sites; 4.2 GW across ten sites in total

No enterprise value is shown. The most recent reported balance sheet is March 31, 2026, and $810.0 million of project debt closed on June 15, 2026, after that date and before the 18 August close used for the price. A figure combining the two would understate leverage.

02Business model

Cipher Digital originates power, secures grid interconnection, builds data centers on the resulting sites, and leases them to hyperscalers on long-term triple-net terms. It describes itself as vertically integrated across land and power origination, interconnection, site development, design and construction, and ongoing operations.

Bitcoin mining is what the sites do until a tenant needs them. That is the clearest single fact about this company: mining is not a second business run alongside the leasing business, it is the interim use of the same electricity. Where a lease is signed, the miners come out. Mining at Black Pearl began in June 2025, ramped to 150 MW by September 2025, and ceased in February 2026 because Amazon had leased the site.

The rebrand from Cipher Mining to Cipher Digital on February 20, 2026 is the company's own statement of that shift, made in the same month it switched off a mining site and sold its joint-venture mining interests.

The three contracted leases

SiteTenantGross MWCredit supportBasis
Barber Lake, Colorado City TXFluidstack USA II Inc.300Google LLC backstopFiled 10-K, Feb 24, 2026
Black Pearl, Wink TXAmazon Web Services, Inc.~300n/a as disclosedFiled 10-K, 15-year lease
Stingray, Andrews TXAmazon Data Services, Inc.100Amazon.com, Inc. guaranteeFiled 8-K, Jun 8, 2026; 70 MW critical IT
Total contractedn/a700n/aEstimate sum of the above
Analyst assumption

Gross and critical IT capacity are two bases and this company reports mostly in gross megawatts, which is the opposite convention to some peers. Stingray is the one site where both are given: 100 gross MW against 70 MW of critical IT load, a ratio of 70%. Applying that ratio to the other two sites would imply roughly 210 MW of critical IT at each, but the company does not state it and it is not asserted here. The 670 MW figure in the masthead is the company's own 600 MW of HPC under development at two sites plus Stingray's 70 MW of contracted critical IT load, which is the only combination of stated figures that does not mix the two bases.

The remaining mining business is the Odessa facility, a wholly owned 207 MW site on about 52 acres next to a natural gas power production facility, mining since November 2022. Its power comes from Luminant ET Services Company LLC under a purchase agreement giving access to electricity at approximately 2.7 cents per kilowatt hour until at least July 2027, raised to 2.8 cents in October 2025. The company notes Odessa may itself be suitable for retrofitting for HPC tenants.

03Revenue streams

There is one revenue stream, and it is shrinking by design.

StreamFY2023FY2024FY2025Q1 2026Basis
Bitcoin mining$126.8M$151.3M$223.9M$34.8MFiled 10-K; 10-Q
HPC lease revenuen/an/an/an/aFiled No lease has commenced
Total$126.8M$151.3M$223.9M$34.8MFiled 10-K; 10-Q

First-quarter revenue fell to $34.8 million from $48.959 million a year earlier, a decline of 28.8%. The cause is not weak mining economics but the deliberate withdrawal of mining capacity: Black Pearl stopped mining in February 2026 to be handed to Amazon, and the 49% interests in the three WindHQ joint-venture sites, each 40 MW, were sold to Canaan U.S. Inc. on February 19, 2026.

What replaces it is contracted but not yet earning. The Stingray lease alone is disclosed at approximately $2.0 billion of contracted lease payments over a 15-year base term, rising to roughly $5.7 billion if all three five-year tenant extension options are exercised, on a triple-net basis with a 3.0% annual rent escalator and what the company describes as an approximately 100% net operating income margin. Rent there is targeted to begin on April 1, 2027.

The gap between the two is the whole of the current investment question. Revenue falls through 2026 as mining capacity is withdrawn, and the first rent arrives in the fourth quarter of 2026 at Black Pearl on the company's target, with the bulk following through 2027.

04Industry & market backdrop

Power and interconnection are the binding constraints on AI infrastructure, and the converted bitcoin miners hold both. Cipher's own framing is a power-first sourcing process, beginning up to a few years before planned development and advancing sites through the interconnection queue to energisation.

Texas is the center of gravity for this company. Nine of its ten sites are in Texas and operate within the Electric Reliability Council of Texas market. The exception, Ulysses in Ohio, was acquired in December 2025 with capacity secured from AEP Ohio and is expected to energise in the fourth quarter of 2027, giving direct access to PJM. The company describes it as its first acquisition outside Texas and as a deliberate geographic diversification.

Two features of Cipher's interconnection position are stated more precisely than is usual in this sector, and both matter. Barber Lake has received approvals for 300 MW of interconnection without any restrictions on the load profile, which is the difference between firm capacity and curtailable capacity. Black Pearl has approvals for 300 MW. Both have entered the agreements necessary to participate in the ERCOT market.

On the demand side the tenant list across the sector is short, and Cipher appears twice in it. Fluidstack, backstopped by Google, is also TeraWulf's counterparty at two campuses. Amazon Data Services is Cipher's tenant at two sites. A reader following this sector will meet the same handful of names across several issuers' filings, which makes counterparty concentration a structural feature rather than a company-specific failing.

A peer comparison published by Big Digital Energy on June 3, 2026, drawn from its own reading of public filings and struck at April 16, 2026 market values, is reproduced in section 5 as the published view of another issuer.

05Competitive position

Named peers on comparable metrics. Every company below is converting mining infrastructure to AI hosting, and they compete for power, for capital and for the same few creditworthy tenants.

TickerCompanyMarket capContractedMWEV / MW
APLDApplied Digital$8.6bn$16bn600$15.3M
WULFTeraWulf$8.3bn$12.8bn522$21.1M
HUTHut 8$7.9bn$10bn245$30.0M
CIFRCipher Digital$6.9bn$9.3bn600$15.1M
CORZCore Scientific$6.1bn$10.2bn590$11.3M

Source: Big Digital Energy investor presentation, Exhibit 99.1 to Form 8-K, June 3, 2026. Market values as of April 16, 2026. Market

The 600 MW attributed to Cipher in that table is Barber Lake plus Black Pearl, which matches the company's own description of 600 MW of HPC data center facilities under development across two sites. The table predates the Stingray lease announced on June 8, 2026, which added a further 100 gross MW and approximately $2.0 billion of base-term contracted payments.

Two things distinguish Cipher within this group. The first is the quality of the credit behind the rent: at Stingray, Amazon.com, Inc. itself fully guarantees base rent and operating expenses, and Amazon has additionally agreed to cover construction cost overruns above $10.5 million per critical IT megawatt. That is a stronger position than a backstop of an intermediary's obligations. The second is that Cipher carries the sector's clearest disclosure of interconnection status, including that Barber Lake's 300 MW carries no load profile restriction.

Against that, Cipher is the only one of these companies with no lease revenue at all and a mining business it is actively dismantling, so its reported revenue line will fall while peers' rise.

06Financial performance

LineFY2023FY2024FY2025Q1 2026Basis
Revenue$126.8M$151.3M$223.9M$34.8MFiled 10-K; 10-Q
Cost of revenue($50.3M)($62.4M)($81.2M)($17.7M)Filed 10-K; 10-Q
Compensation and benefits($57.4M)($60.8M)($79.1M)($35.0M)Filed 10-K; 10-Q
Depreciation and amortisation($59.1M)($102.4M)($199.0M)($19.0M)Filed 10-K; 10-Q
Change in fair value of power purchase agreement$26.8M($7.9M)($28.9M)($28.2M)Filed 10-K; 10-Q
Other operating losses$2.4M$3.3M($173.5M)($17.8M)Filed 10-K; 10-Q
Operating loss($20.1M)($43.7M)($421.6M)($114.6M)Filed 10-K; 10-Q
Interest expense($2.0M)($1.7M)($36.6M)($59.2M)Filed 10-K; 10-Q
Other expense$0.0M($2.5M)($406.2M)($15.4M)Filed 10-K; 10-Q
Net loss($25.8M)($44.6M)($822.2M)($114.3M)Filed 10-K; 10-Q
Loss per share($0.10)($0.14)($2.15)($0.28)Filed 10-K; 10-Q

The FY2025 net loss of $822.2 million is eighteen times the prior year's, on revenue up 48%. The explanation is almost entirely in two non-operating lines. Other expense of $406.2 million is dominated by a $450.4 million loss on the fair value of the embedded derivative in the 2031 convertible notes, and other operating losses of $173.5 million appear alongside it. Interest expense rose from $1.7 million to $36.6 million as the company took on debt, and reached $59.2 million in the first quarter of 2026 alone, more than that quarter's entire revenue.

The derivative loss is a consequence of the share price rising, not of anything going wrong. A conversion feature accounted for separately at fair value becomes more valuable to the holder, and therefore more costly to the issuer, as the stock appreciates. The same mechanism produced a $43.6 million gain on the warrant liability in the first quarter of 2026 when the direction reversed. Reading either line as an operating result would invert the signal.

Strip the non-operating items out and the operating picture is still deteriorating, but for identifiable reasons. Depreciation nearly doubled to $199.0 million as the mining fleet and site infrastructure were written down over shorter lives. Compensation rose from $60.8 million to $79.1 million and then to $35.0 million in a single quarter, which annualises far above the full prior year, as the company staffed a construction and development organization.

The balance sheet transformed in fifteen months. Total assets went from $855.4 million at December 31, 2024 to $4,291.9 million a year later and $6,393.6 million at March 31, 2026. Total liabilities went from $173.5 million to $3,456.1 million to $5,653.7 million. Stockholders' equity moved much less, from $682.0 million to $805.5 million to $714.2 million, because the growth was funded with debt rather than equity.

The restricted cash position deserves separate attention. At December 31, 2025 the company held $628.3 million of free cash against $2,036.4 million of restricted cash, of which $1,761.3 million was classified as current. That is money raised and ring-fenced for construction and debt service, not liquidity available to the business.

07Capital structure & dilution

Two convertible series, two secured issuers, and a warrant liability larger than the year's revenue.

InstrumentPrincipalCouponMaturityConversionBasis
2030 Convertible Notes$172.5M1.75%May 15, 2030$4.45Filed 10-K; issued May 22, 2025, unsecured
2031 Convertible Notes$1,300.0M0.00%2031$16.03Filed 10-K; issued Sep 30, 2025, unsecured
2030 Senior Secured Notes$1,400.0M7.125%2030n/aFiled 10-K; Cipher Compute LLC, Nov 13, 2025
2030 Senior Secured Notes, add-on$333.0M7.125%2030n/aFiled 10-K; Cipher Compute LLC, Nov 24, 2025
Stingray senior secured notes$810.0M6.000%2031n/aFiled 8-K; Stingray Compute LLC, Jun 15, 2026
Black Pearl senior secured notes$2,000.0M6.125%Feb 15, 2031n/aFiled Black Pearl Compute LLC; first call Feb 15, 2028 at 103.063. Read from the Q2 2026 business update presentation, EX-99.2 to the Form 8-K of August 4, 2026, page 16
Warrant liability$525.2Mn/an/an/aFiled 10-K, carrying value at Dec 31, 2025
Preferred stockn/an/an/an/aFiled None issued; 10,000,000 authorised

Total debt raised across the six instruments is $6,015.5 million of face value, of which $4,543.0 million is secured at subsidiary level through Cipher Compute LLC, Black Pearl Compute LLC and Stingray Compute LLC. The company's own capitalisation page prints $6,016 million of total debt and $4,543 million of total secured debt at June 30, 2026, which reconciles to the face values above. The Stingray notes are structured against the Amazon lease: the presentation accompanying the offering shows mandatory amortisation funded from lease payments, beginning on construction completion at a 1.25 times debt service coverage ratio.

Dilution

Shares outstanding rose from 350,783,817 at December 31, 2024 to 404,963,061 a year later, 409,049,197 at May 4, 2026 and 415,030,722 at August 3, 2026, an increase of 18.3% over twenty months. Authorised common was doubled from 500,000,000 to 1,000,000,000 shares during 2025.

Analyst assumption

The convertible overhang is unusually asymmetric, and the September 1 basis changes which half of it is live. The 2030 notes convert at approximately $4.45 against a September 1, 2026 close of $14.61, so they are deep in the money and conversion is close to certain; on $172.5 million of principal that is roughly 38.8 million shares, or 9.3% of the current count. The 2031 notes convert at approximately $16.03 and are out of the money by $1.42 on this close, having been in the money by six and a half cents at the previous $16.095 basis; on $1,300.0 million that is roughly 81.1 million shares if they convert, before any effect from the capped call transactions the company funded from the proceeds. Both figures divide principal by conversion price rather than applying a stated conversion rate, because the rates are not given in the filings read here, and the capped call terms were not located, so the offset they provide is not quantified. Treat the combined 119.9 million shares, about 28.9% of the current count, as an unhedged upper bound rather than a forecast, and note that 81.1 million of that total now sits behind a conversion that is out of the money.

The warrant liability of $525.2 million at December 31, 2025 is a further claim, carried at fair value rather than as a share count in the filings read. It exceeds twice the year's revenue and it moves with the share price, producing the $19.3 million gain in FY2025 and the $43.6 million gain in the first quarter of 2026.

The company also carries a redeemable non-controlling interest of $30.3 million at December 31, 2025, arising from the majority interest it purchased in the Colchis joint venture in November 2025.

08Valuation

Multiples shown with their basis and pricing date. No target price is derived here.

MeasureValueBasis
Market capitalization$6,063.6MEstimate 415,030,722 shares × $14.61, Sep 1, 2026 close
Price to trailing revenue27.1×Estimate $6,063.6M ÷ FY2025 revenue of $223.9M
Price to annualised Q1 2026 revenue43.6×Estimate $6,063.6M ÷ ($34.8M × 4)
Market cap per contracted gross MW$8.7MEstimate $6,063.6M ÷ 700 gross MW contracted
Market cap per operating MW$29.3MEstimate $6,063.6M ÷ 207 MW at Odessa, the only operating site
Market cap per pipeline GW$1,444MEstimate $6,063.6M ÷ 4.2 GW total portfolio
Earnings multiplen/aFiled Loss-making in every period reported

Revenue multiples here are worse than uninformative, they are actively misleading, because the denominator is a business being deliberately shut down. Annualising the first quarter of 2026 produces 48.0 times revenue, and that ratio will keep rising through 2026 as more mining capacity comes out, without anything changing about the company's prospects. The June quarter, filed on August 4, 2026 at $24.8 million of revenue, is lower again and is not the denominator used here.

The megawatt measures are the ones that carry information, and the spread between them is the argument: $32.3 million per operating megawatt against $9.5 million per contracted megawatt against $1.59 billion per pipeline gigawatt. The market is paying for the second and third, not the first.

Analyst assumption

The per-megawatt figures use gross capacity because that is the basis the company reports for two of its three leased sites, and mixing gross with critical IT would understate the denominator by roughly 30%. On a critical IT basis the contracted figure would be higher per megawatt, by an amount this document does not impute. The pipeline measure spreads today's market capitalization across 4.2 GW of which only 700 MW is contracted and 207 MW is operating, so it should be read as what the market implies about conversion, not as a valuation.

One disclosed figure is worth setting against the market capitalization directly. The Stingray lease alone carries approximately $2.0 billion of contracted lease payments over its 15-year base term, on 100 gross MW, with an approximately 100% net operating income margin and an Amazon.com parent guarantee. That is 30% of the current market capitalization from 14% of the contracted gross megawatts, which gives a rough sense of what the market is capitalizing the other two sites at if Stingray's economics are representative.

Third-party coverage

The company's own investor relations page names eighteen covering firms, each with one named analyst, read on August 4, 2026. Two of the rows below were restruck on August 19, 2026 from the firms' own notes, which is a later and different reading from the coverage sweep. The page states no count, so eighteen is the enumeration rather than a heading. The table below carries a row for each of those eighteen, holding the most recent action this document established for that firm, together with three firms that services carry and the issuer's list does not. Each row is attributed and dated and reported as market data. This document adopts none of them, issues no rating and derives no target of its own, and no center is computed from them.

Two rows are known to be superseded by later actions that this document has not carried into the table: one service records H.C. Wainwright reiterating Buy at $30 on August 4, 2026, and two record a Bernstein reiteration at $32 on July 23, 2026. Both are named here rather than folded into rows sourced separately.

FirmAnalystDateRatingTargetPrice at publicationBasis and disclosed conflict
Compass PointMichael Donovan, Ed EngelAug 4, 2026Buy$28$20.38Market Read from the firm's own note of August 4, 2026, not reported by an aggregator. Buy reiterated and the $28 target maintained; the firm's own rating and target history sets that target on November 4, 2025 and shows no move since, so the December 2025 action carried here before was a reiteration at the same level. The firm discloses that it expects or intends to seek investment banking compensation from this issuer within three months, and discloses no compensation received, no co-managed offering, no market making and no 1% position. One of the four original sales agents under the at-the-market program, from August 2023. The note declares no pricing basis, and the $20.38 it prints is the same-day August 4 close rather than the August 3 close of $24.16 this column otherwise carries; the session is corroborated by the exchange record and not by the note.
Northland Capital MarketsMike Grondahl, Logan HennenAug 4, 2026Outperform$27.50$21.68Market Read from the firm's own note of August 4, 2026, not reported by an aggregator, which settles the rating this row carried as not established: Outperform, held since the firm initiated on September 25, 2024, with $27.50 set on November 3, 2025 and unmoved since. The firm discloses that it makes a market in this security, co-managed a public offering for this issuer within twelve months, received investment banking compensation from it in that period, counts it an investment banking client and intends to seek further compensation within three months. No Northland role appears in any filing read here, which is this section's own limit met in a live case. The issuer's page spells the analyst Grondhal and the firm spells it Grondahl. The note declares the prior session as its basis but prints $21.68, which is neither the August 3 close of $24.16 nor the August 4 close of $20.38 and sits inside the August 4 range of $20.00 to $22.39.
Keefe, Bruyette & WoodsStephen GlagolaJul 28, 2026Outperform$32, raised from $27$21.65Market Named in the issuer's own filings as a sales agent under the at-the-market program and as co-manager on the May 2025 convertible notes. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Chardan Capital MarketsBill PapanastasiouJul 27, 2026Buy$32, on initiation$23.15Market Not on the issuer's coverage list, and covering: this initiation is twenty-three days before the as-of date, so the absence is a list that has not caught up rather than a house that has stopped. Named in no filing as an agent or underwriter. Reported by an aggregator, not read from the note.
Morgan StanleyStephen C. ByrdJul 20, 2026Overweight$47, cut from $48.50$17.56Market The highest target here, and the deepest banking relationship the filings disclose: book-running manager and delta offering underwriter in May 2025, representative of the initial purchasers on four note offerings and sole initial purchaser on a fifth, and, through Morgan Stanley Senior Funding, administrative agent, collateral agent and lead left arranger on the March 2026 revolving facility. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Rosenblatt SecuritiesChris BrendlerJun 25, 2026Buy$30$26.22Market Named in no filing read here as an agent, underwriter or lender. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
BTIGGregory LewisJun 24, 2026Buy$35, raised from $25$27.64Market A sales agent under the at-the-market program, added by the September 2024 amendment. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Weiss Ratingsn/aJun 24, 2026Sell, D−none$27.64Market A quantitative ratings service rather than broker research: model-derived, no target, no named analyst. Absence from the issuer's list is expected for such a service and is not evidence of anything.
Sanford C. BernsteinNot establishedJun 3, 2026Outperform$32, on initiation$26.29Market The issuer's list names Gautam Chhugani; two services attribute a later Bernstein action to Chad Dillard; a third carries no Bernstein row at all. The analyst is left unresolved rather than picked. Named in no filing as an agent. Reported by an aggregator, not read from the note.
Needham & CompanyJohn TodaroMay 15, 2026Buy$25, raised from $22$22.29Market One of the four original sales agents under the at-the-market program, from August 2023. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
JefferiesJonathan PetersenMay 14, 2026Buy$32, on initiation$21.24Market Named in no filing read here as an agent, underwriter or lender. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
H.C. WainwrightMike ColonneseMay 6, 2026Buy$30, raised from $25$22.10Market Named in no filing read here as an agent, underwriter or lender. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Macquarie CapitalPaul GoldingMay 6, 2026Outperform$35, raised from $27$22.10Market Named in no filing read here as an agent, underwriter or lender. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Cantor FitzgeraldBrett KnoblauchApr 9, 2026Overweight$22, cut from $24$15.42Market One of the four original sales agents under the at-the-market program, from August 2023. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Zacks Researchn/aMar 25, 2026Hold, raised from Strong Sellnone$14.88Market A quantitative ratings service rather than broker research: model-derived, no target, no named analyst. Absence from the issuer's list is expected for such a service and is not evidence of anything.
Clear StreetBrian DobsonFeb 24, 2026Buy$32, cut from $34$15.22Market Named in no filing read here as an agent, underwriter or lender. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
J.P. MorganReginald SmithFeb 4, 2026Overweight$18$16.26Market The lowest target here, and a lender: JPMorgan Chase Bank, N.A. is a joint lead arranger, joint bookrunner, co-syndication agent and documentation agent on the March 2026 revolving facility. The issuer's list names Richard Choe as the analyst and the services name Reginald Smith; both are recorded rather than reconciled. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Canaccord GenuityJoseph VafiDec 15, 2025Buy$27$17.05Market One of the four original sales agents under the at-the-market program, from August 2023. One service carries a later reiteration at the same $27, dated May 6, 2026, which two others do not. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
CitizensGreg P. MillerNov 19, 2025Market Outperform, on initiation$30$14.58Market One service splits this single action across two rows, the target under Citizens JMP and an Outperform under Citigroup. Citizens is on the issuer's list and Citigroup is not, Market Outperform is the Citizens scale, and two other services carry the action under the Citizens name alone. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Arete ResearchAndrew BealeSep 24, 2025Buy, on initiation$24$14.15Market Two services carry the action and neither names the analyst; the name here is the issuer's. Named in no filing as an agent. Reported by an aggregator, not read from the note. What this firm discloses about this issuer is not established.
Jones ResearchKevin DedeJul 21, 2025Hold, on initiationNot established$6.36Market The issuer names Kevin Dede. The only action any service carries is this one, under the JonesTrading name and attributed to Stephen Glagola, who now covers the issuer for Keefe, Bruyette & Woods. No action by the named analyst is established, and no target was published. Reported by an aggregator, not read from the note.

The shape of the coverage says more than any single figure. Nineteen of the twenty-one rows are broker research and two are quantitative services, marked as such rather than counted alongside analysts. Eighteen rows carry a target and they run from $18 to $47, a spread of more than two and a half to one on one asset base. The two extremes are five and a half months apart, which is part of why they differ: J.P. Morgan's $18 dates from February 4, 2026 and Morgan Stanley's $47 from July 20. Four of the eighteen actions predate 2026 altogether, so a reader should treat the older rows as the last published view of a firm rather than as a current one.

Two services publish aggregates that disagree, and neither is averaged with the other. MarketBeat published an average target of $28.74 over nineteen analysts, in a range of $18 to $47, read on August 4, 2026. TipRanks published $32.20 over ten analysts restricted to the previous three months, in a range of $25 to $47, read the same day. Market They differ in the average, in the number of contributors and in the low end of the range, because they are aggregating different sets over different windows. Both are reported as figures those services publish. No median or average is struck here from the rows in the table, which would be this document deriving a target.

The conflicts came mostly from the company's own filings rather than from the notes. Two notes were read and their firms' own disclosures are carried in those two rows; for the other nineteen firms nothing of the kind is established and none is offered, because a book-wide base rate would not answer the question. What the filings do settle is who sells the company's paper. The at-the-market sales agreement of August 3, 2023 named Cantor Fitzgerald, Canaccord Genuity, Needham and Compass Point; a March 2024 amendment added Stifel and Virtu Americas; the amended and restated agreement of September 3, 2024 names the original four together with Keefe, Bruyette & Woods, Virtu and BTIG. Morgan Stanley was book-running manager and delta offering underwriter on the May 2025 convertible notes, is named as representative of the initial purchasers on the offerings of September 2025, November 2025, February 2026 and June 2026, was sole initial purchaser on the November 2025 tap, and through Morgan Stanley Senior Funding is administrative agent, collateral agent and lead left arranger on the $200.0 million revolving facility of March 23, 2026. JPMorgan Chase Bank, N.A. is a joint lead arranger, joint bookrunner, co-syndication agent and documentation agent on that facility, alongside Banco Santander, Goldman Sachs Lending Partners, Sumitomo Mitsui and Wells Fargo Securities, none of which appears on the issuer's coverage list. Filed Prospectus supplement on Form 424B5, May 20, 2025; Forms 8-K of September 25, 2025, November 13, 2025, November 24, 2025, February 11, 2026, March 25, 2026 and June 15, 2026; Form 10-Q, August 4, 2026

Read against the targets, agency does not sort the views, and the distribution is the finding rather than any superlative. Eight of the eighteen firms on the issuer's list are named in these filings on the sell side: Morgan Stanley at $47, BTIG at $35, Keefe Bruyette & Woods at $32, Compass Point at $28, Canaccord at $27, Needham at $25, Cantor at $22 and J.P. Morgan at $18. Those eight hold both ends of the range. The ten firms not so named run from Arete at $24 to Macquarie at $35, every one of them inside the agents' span, with Jones Research publishing no target at all. The limit that keeps this honest is that absence from an agent list is not absence of a relationship: a firm can disclose banking compensation in its own note without ever having been an agent, and the Northland note read here is exactly that case: it discloses compensation received and an offering co-managed inside twelve months, and Northland appears in no filing read here. Virtu Americas is the seventh sales agent and publishes no research, which is the same point from the other side: the agent list is not a coverage list.

09Growth drivers

Barber Lake delivery. Phase I of 244 MW targeted for delivery by September 30, 2026 and Phase II of 56 MW by January 31, 2027, on 250 acres with 300 MW of interconnection approved without load profile restrictions. Leased to Fluidstack with a Google backstop.

Black Pearl rent commencement. A 15-year Amazon lease over approximately 300 gross MW on about 75 acres, with rent targeted to commence for the initial subphase of Phase I in the fourth quarter of 2026, the initial subphase of Phase II in the first quarter of 2027, and to fully ramp by the first quarter of 2027.

Stingray. 100 gross MW and 70 MW of critical IT load at Andrews, Texas, with initial rent targeted for April 1, 2027 on the network hall and May 1, 2027 on the data hall. Approximately $2.0 billion of base-term contracted payments, up to roughly $5.7 billion with extensions, fully guaranteed by Amazon.com, Inc. and fully financed by $810.0 million of notes.

The 3.4 GW pipeline. Colchis in West Texas at 1 GW with a fully executed direct interconnection agreement with AEP targeting energisation in 2028; Ulysses in Ohio at 200 MW energising in the fourth quarter of 2027 with PJM access; Reveille at up to 70 MW in 2027; and McLennan, Mikeska and Milsing at up to 500 MW each between 2028 and 2029, all three options having been exercised between December 2025 and February 2026.

Odessa conversion optionality. The company states the 207 MW Odessa facility may itself be suitable for retrofitting for HPC tenants, which would convert the last operating mining site into leased capacity.

10Risks

Severity-ranked, most severe first.

The only revenue is being switched off before the replacement arrives Severe

All revenue is bitcoin mining, it fell 28.8% year on year in the first quarter of 2026, and the decline is deliberate: Black Pearl ceased mining in February 2026 and the three joint-venture sites were sold the same month. Interest expense of $59.2 million in that quarter already exceeded revenue of $34.8 million. The first rent is targeted for the fourth quarter of 2026 and the bulk for 2027, so the company must fund a widening operating gap in between.

Everything depends on construction dates that have not been met yet Severe

Four separate delivery or rent commencement targets fall between September 2026 and May 2027, at three sites, all under construction simultaneously. The company describes a structured delivery framework using off-site manufacturing and modular construction, which compresses schedules but concentrates supplier risk. No lease has commenced anywhere, so none of these targets has yet been demonstrated.

$6.0 billion of debt raised against no operating lease Severe

Face value across six instruments totals $6,015.5 million, of which $4,543.0 million is secured at subsidiary level. Total liabilities rose from $173.5 million at December 31, 2024 to $5,653.7 million at March 31, 2026 against stockholders' equity of $714.2 million. Restricted cash of $2,036.4 million is committed to construction and debt service rather than available as liquidity.

The Texas grid regulator is auditing every data center in the interconnection queue Moderate

On August 3, 2026 the Governor of Texas directed the Public Utility Commission of Texas and ERCOT to conduct a comprehensive verification and audit of all data centers advancing through ERCOT's interconnection process, and stated that any project failing to comply will be denied connection to the grid. ERCOT suspended the Batch Zero Large Load classification notifications due by August 7, 2026 and will seek a good cause exception at the Commission's open meeting of August 20, 2026. No completion deadline for the audit has been named.

The exposure is the pipeline, not the signed leases. Black Pearl, Stingray and Barber Lake are contracted and financed. What the audit reaches is the queue behind them, and this company's stated model is to originate power, secure interconnection and convert queue positions into leases across 3.4 GW at eight sites and 4.2 GW across ten. Whether any particular site sits inside the audit's scope is not established, and section 14 already records that the grid operator's large load records could not be retrieved, so queue position rests on company disclosure. None of this appears in any SEC filing.

Reported results are governed by derivative and warrant marks Moderate

The FY2025 net loss of $822.2 million includes a $450.4 million loss on the fair value of the embedded derivative in the 2031 convertible notes, which arises from the share price rising rather than from anything operational. The warrant liability of $525.2 million moves the same way in reverse. Any reader using the bottom line to judge the business will be misled in whichever direction the stock last moved.

Convertible dilution, one series deep in the money and one out Moderate

The 2030 notes convert at approximately $4.45 and the 2031 notes at approximately $16.03, against a close of $14.61. The 2030 series is deep in the money; the 2031 series is out of the money by $1.42, having been in by six and a half cents at the previous $16.095 basis. Together they represent roughly 119.9 million shares on a principal-over-price basis, about 28.9% of the current count, of which 81.1 million now sits behind an out-of-the-money conversion, before any offset from the capped call transactions whose terms were not located. Authorised shares were doubled to 1,000,000,000 during 2025.

Power cost protection expires during the ramp Moderate

The Luminant power purchase agreement gives Odessa electricity at approximately 2.8 cents per kilowatt hour, raised from 2.7 cents in October 2025, only until at least July 2027. The change in fair value of that agreement was a $28.9 million charge in FY2025 and a further $28.2 million in the first quarter of 2026, so it is already a material earnings item, and the underlying protection lapses in the same year the leases ramp.

Two tenants across three sites Moderate

Amazon entities take Black Pearl and Stingray; Fluidstack, backstopped by Google, takes Barber Lake. The Amazon.com, Inc. parent guarantee at Stingray covers base rent and operating expenses in full, but the concentration means a change of plan at either counterparty would reach a large part of the contracted book. The credit support at Black Pearl is not disclosed in the same terms as at Stingray.

The record spans three corporate identities Low

The company was Good Works Acquisition Corp. until August 2021, Cipher Mining Inc. until February 2026, and Cipher Digital Inc. since. The ticker has stayed CIFR throughout, and the warrants were delisted on December 29, 2025. Nothing here suggests a disclosure problem; the practical risk is that a data service keyed to a name rather than to the filer's permanent identifier returns a truncated history.

11Bull / base / bear

Each case with its preconditions: what must be true, not what might be.

Bear

Delivery slips at one or more of three simultaneous construction projects while mining revenue continues to fall by design. Interest expense outruns revenue for several more quarters, restricted cash is consumed, and the company raises equity into the gap with two convertible series already deep in the money.

Requires: a missed delivery or rent commencement date; continued withdrawal of mining capacity; no offsetting new lease.

Base

Black Pearl rent begins in the fourth quarter of 2026 and Barber Lake and Stingray follow through 2027 broadly on target. Reported revenue falls through 2026 and inflects in 2027. The loss line stays noisy because derivative and warrant marks dominate it, and the equity trades on contracted megawatts and pipeline conversion.

Requires: delivery broadly on the announced schedule; no covenant breach at either secured issuer; the Luminant agreement replaced or Odessa converted before July 2027.

Bull

All three sites deliver, and Stingray's economics, roughly $2.0 billion of base-term rent on 100 gross MW at an approximately 100% net operating income margin with an Amazon.com guarantee, prove representative. The 3.4 GW pipeline converts on similar terms and the company re-rates from a miner with leases to an infrastructure owner with hyperscaler credit.

Requires: rent commencement at all three sites by mid-2027; at least one pipeline site contracted; Colchis and Ulysses energising to schedule in 2027 and 2028.

12Research summary

Cipher Digital has signed three long-term data center leases with two of the strongest counterparties available in this sector, one of them guaranteed by Amazon.com, Inc. itself, and has financed the construction with $6.0 billion of debt. It has also, in the same period, stopped mining at one site, sold its interests in three others, and watched revenue fall 28.8% year on year. Both of those are the same decision.

That makes this the clearest case in its peer group of a company in the middle of a conversion rather than at either end of one. Its revenue line describes the business it is leaving. Its contracted book describes the business it is entering. Nothing in the reported financial statements yet describes the business it will be, and the loss line is dominated by a $450.4 million derivative charge that arises from the share price going up.

What separates it from peers is the specificity of its disclosure on the things that usually stay vague. Interconnection approvals are stated with their megawatt figures and, at Barber Lake, with the absence of load profile restrictions. The Stingray lease is disclosed with its base-term value, its escalator, its margin, its cost cap and its guarantor. That is more than most of this sector publishes, and it makes the contracted case checkable in a way that a bare megawatt count is not.

Three things would settle the reading. Black Pearl rent commencing in the fourth quarter of 2026 would prove the first conversion. Barber Lake Phase I delivering by September 30, 2026 would prove the second, on a site whose interconnection carries no load restriction. And a fourth lease from the 3.4 GW pipeline would establish that the template repeats. Until then, readers should watch delivery dates and rent commencement rather than revenue, which is designed to fall.

13Null categories

Requested categories with nothing to report. Status reads Covered above, None where a named source was checked and found empty, or Not established where the category was not examined. A category nobody looked at is a gap, not an absence.

CategoryStatusBasis
DividendsNoneNo common dividend has been declared or paid.
Share buybacksNoneNo repurchase program is disclosed in the FY2025 Form 10-K or the first quarter Form 10-Q. Treasury stock of 7,111,468 shares arises from earlier transactions, and capped call transactions exist over the 2031 convertible notes but offset conversion dilution rather than authorise repurchase.
Preferred stockNoneNone issued or outstanding at March 31, 2026. 10,000,000 shares authorised.
HPC lease revenueNoneNo lease revenue appears in any reported period. The company announced on August 4, 2026 that it began delivering capacity at Black Pearl at the beginning of August and that rent has commenced there, two months ahead of the previous target, following a lease amendment of July 24, 2026. No period reported to date contains any of it.
Analyst price targetsCovered aboveTwenty-one dated actions from named firms are carried in section 08, one for each of the eighteen firms on the issuer's own coverage list and three more that services carry, with the analyst, the date and the close on the last trading day before the action, except the two rows read from a firm's own note, which carry the price the note prints and say which session that is.
Late filingsNoneNo NT 10-K or NT 10-Q appears across the 609 filings on this issuer's EDGAR index, which runs from August 2020 to August 13, 2026 under three successive registrant names.
Going concern qualificationNoneThe FY2025 audit report, by CBIZ CPAs P.C., contains no going concern paragraph.
Capped call termsNot establishedThe company states it funded capped call transactions from the 2031 note proceeds, but the strike and cap prices were not located in the filings read. The dilution offset is therefore not quantified. Also named in what was not checked.
Grid interconnection corroborationNot establishedThe Texas grid operator's large load interconnection records could not be retrieved. Interconnection approvals rest on company statements. Also named in what was not checked.
Credit ratingsEstablishedBa3 / BB- on the Cipher Compute notes and Ba2 / BB- on both the Black Pearl Compute and Stingray Compute series, attributed on the company's own capitalisation page to Moody's and Fitch. Read from EX-99.2 to the Form 8-K of August 4, 2026, page 16. No rating agency publication was consulted directly, so this is the issuer reporting its own ratings.
Securities class actionNot establishedNot examined. Federal and state court dockets were not searched. Also named in what was not checked.

14Methodology & sources

Pricing basis, the tagging scheme, and, importantly, what was not checked.

Which entity this document is about, and its former names

This document covers Cipher Digital Inc., a Delaware corporation with Central Index Key 0001819989, Commission file 001-39625, trading on Nasdaq under the symbol CIFR. It files as a US domestic filer on Forms 10-K, 10-Q, 8-K and DEF 14A. Its auditor is CBIZ CPAs P.C. of San Francisco.

The same filer has carried three names. It was Good Works Acquisition Corp. from August 2020 to August 2021, Cipher Mining Inc. from August 2021 to February 2026, and Cipher Digital Inc. since. The name change was made on February 20, 2026 and the company states it aligns with a strategy of scaling into an HPC data center developer and operator. The ticker did not change, which is why a price history keyed to the symbol remains continuous across the rename, and the session count behind the 52-week range below confirms it. The warrants were removed from listing on December 29, 2025 and the FY2025 cover page registers only the common stock.

Pricing basis

Market figures are struck at the close of September 1, 2026, the last completed session before the as-of date. The 1 September session fell 5.74% from the 31 August close of $15.50, on volume of 20,048,360 shares, about 0.58 times the mean of the nine preceding sessions. The previous basis was the 18 August close of $16.095, a completed session as this one is, and ten sessions on the price is 9.23% lower. The share price of $14.61 and the 52-week range of $7.08 to $30.14 rest on 252 daily sessions to that close, a full year with no gap. The low moved because the $5.32 print falls outside the window, not because the company did anything. The count is stated rather than assumed because this issuer renamed within the window, and a provider keyed to a name or to a delisted security can silently truncate a history at that point. Here it did not.

Provenance tags

TagWhat it asserts
FiledStated in an SEC filing or company release, cited by form and date. Also covers a dated official publication by a named non-SEC issuer, with the issuer named in the source line.
EstimateDerived or inferred here. The arithmetic is shown.
OpenExpected but unconfirmed. Nothing filed either way.
MarketPrice, volume, float, published targets and ratings, stamped with the close or publication date. A third party's target or rating is market data, attributed to the firm that issued it and never adopted here. Used here for another issuer's published peer comparison.
PressReported by a named publication that is neither the issuer nor an analyst, cited by outlet and date. Corroborates; never the sole basis for a material claim.
SocialPublicly posted by a named account, cited by handle and date. Asserts that the statement was made, never that it is true.

Primary sources

SourceDateWhat it settles
Form 10-K, FY2025Feb 24, 2026Sites, leases, pipeline, capital structure, FY2023 to FY2025 financials, the name change
Form 10-Q, Q1 2026May 5, 2026Balance sheet at Mar 31, 2026, revenue decline, interest expense, share count
Form 8-K and Exhibit 99.1Jun 8, 2026Stingray lease to Amazon Data Services; base-term value, escalator, guarantee, cost cap
Form 8-KJun 15, 2026Stingray Compute LLC $810.0M 6.000% senior secured notes due 2031
Form 8-K, Item 5.07Jun 8, 2026Annual meeting of June 2, 2026
Form 8-K, Items 2.02 and 5.03Feb 24, 2026Charter amendment effecting the name change
Form 25-NSEDec 29, 2025Removal of the warrants from listing
Big Digital Energy, Form 8-K Exhibit 99.1Jun 3, 2026Third-party peer comparison table reproduced in section 5

An inconsistency inside the annual report

The FY2025 Form 10-K dates the Black Pearl lease twice and differently. Under "Amazon Data Center Lease" it reads: "In October 2025, through our wholly-owned subsidiary Cipher Black Pearl LLC, we entered into a 15-year lease agreement with Amazon Web Services, Inc." Under "Black Pearl Facility" it reads: "In November 2025, we entered into a 15-year lease agreement with Amazon to deliver approximately 300 MW of turnkey data center capacity at the site." Both passages describe the same 15-year lease over the same capacity at the same site. The month is not settled here, and neither reading is adopted; the calendar records the lease under the earlier of the two dates and states that the document gives both.

Filing sweep

The sweep was run against Central Index Key 0001819989 rather than the ticker or the name, which is what carries it across all three registrant names. The index holds 609 filings from August 25, 2020 to August 13, 2026 in a single view with no overflow file, and was read in full for form type. Both spellings of the beneficial-ownership schedules were included: 28 filings carry the legacy prefix and 27 the form the Commission has emitted since December 2024, so a sweep matching only the older spelling would have missed 27 filings, including thirteen amendments to a Schedule 13D filed between July 2025 and June 2026. All but the most recent are read, and two things follow that the count alone did not show.

The register

The Schedule 13D is the founding sponsor's and it is being run down. Bitfury Top HoldCo B.V., with Bitfury Holding B.V. and Bitfury Group Ltd, has amended twenty-three times. Amendment No. 23 of June 4, 2026 reports 28,643,382 shares, 7.0%, down from 30,443,382 and 7.7% through the 2025 amendments and 7.4% in May 2026. The percentage falls partly through sales and partly through a share count that grew beneath it, and the group has been on the activist schedule continuously since the business combination rather than converting to a passive statement. Filed Schedule 13D/A No. 23, Jun 4, 2026

Above the threshold on the passive side there are two holders. Vanguard Portfolio Management reported 22,454,007 shares, 5.54%, on April 29, 2026 under Exchange Act Rule 13d-1(b). Jane Street ran 5.0% in October 2025 and 5.3% in February 2026 under Rule 13d-1(c), and the Susquehanna broker-dealer group fell from 5.5% at September 30, 2025 to 3.7% at December 31, 2025. Two of the three are trading books rather than owners, which is why they cross the threshold in both directions. Morgan Stanley filed an initial statement on August 13, 2026 at 26,279,615 shares and 6.3%, at a June 30, 2026 event date, with no sole voting or dispositive power, shared voting power over 23,960,283 and shared dispositive power over the whole position, certified as held in the ordinary course and not to influence control. Filed Schedules 13G and 13G/A, Oct 2025 to Aug 2026

Vanguard's line is one holder reported by two entities. The Vanguard Group amended to zero on March 26, 2026 from 32,680,186 shares and 8.27%, and Vanguard Portfolio Management filed a fresh statement in its place on 29 April. Read separately that is a complete disposal followed by a new position; read together it is a reporting realignment. The same sequence appears on TeraWulf's and Hut 8's registers in this set, at the same dates.

One of the fifty-five is not a statement about this company. The Schedule 13G of February 25, 2026 is filed by Cipher Digital Inc. and Cipher Mining Technologies Inc. and reports 806,439,900 shares, 7.7%, of Canaan Inc., the counterparty that bought the three joint-venture mining interests six days earlier. An issuer's index carries the statements it makes about others alongside the statements others make about it, so fifty-four of the fifty-five concern this register and the remaining one is this company as a holder of someone else. Filed Schedule 13G, Feb 25, 2026 Exhibit lists were enumerated rather than form types alone, which is how the Stingray lease economics and the peer comparison in section 5 were reached, both of which sit in exhibits rather than in a filing body. Full-text search was used to find the company named inside other parties' filings.

What was not checked

The Texas grid operator's large load interconnection records were attempted on August 3, 2026 and could not be retrieved; the public planning pages returned a challenge page rather than data. The 300 MW approvals at Barber Lake and Black Pearl, the absence of load profile restrictions at Barber Lake, the conditional 100 MW at Stingray and the 70 MW at Reveille therefore rest on the company's own statements and are not corroborated by grid data. Texas and Ohio utility commission records were not examined, and the AEP and AEP Ohio interconnection agreements were not independently verified.

The capped call transactions funded from the 2031 note proceeds are disclosed as existing but their strike and cap prices were not located, so the dilution offset in section 7 is not quantified and the figure given there is an unhedged upper bound. Conversion rates per $1,000 of principal were not located either, so the share counts divide principal by the stated conversion price.

Two firms' own notes were read on August 19, 2026 and their disclosures are carried; for the other nineteen of the twenty-one firms in section 8, what each discloses about this issuer is not established, and the research model of each is likewise not established: no sponsored-research arrangement is either asserted or excluded. No rating agency publication was consulted, so no rating on any of the three secured note series is reported. Federal and state court dockets were not searched. Exchange short interest reports were not retrieved. No earnings call transcript was read. Positions below the 5% reporting threshold are not established, and no Form 13F aggregation was run.

The June 2026 quarter is filed and is not carried in the financial sections of this document. The Form 10-Q for the period ended June 30, 2026 was filed on August 4, 2026 and was read for this revision. It reports revenue of $24.8 million for the quarter against $43.6 million a year earlier, a net loss of $267.5 million, total assets of $7,501.5 million, total liabilities of $6,913.7 million and stockholders' equity of $562.1 million. Only the share count on its cover has been taken into this document, because it is an input to the market capitalization. Sections 1, 3, 6, 7, 10 and 11 still present the March 2026 quarter as the latest reported period and are labeled as such throughout; restating them on the June quarter is a change of a size this revision did not undertake and is owed. Two subsequent events disclosed in the same filing are likewise recorded and not analyzed: an option agreement of July 23, 2026 over a 900 MW site in Texas, and an amendment of July 24, 2026 to the Black Pearl lease that accelerated first capacity delivery to early August.

15Document log

Newest first. The original build entry is never removed or rewritten.

September 2, 2026 Latest
Capital structure corrected · repriced to Sep 1, 2026 close · $14.61 · $6,063.6M cap
Correction

A $2.0 billion secured note series was missing from the capital structure, and with it a third secured issuer. This report stated total debt of $4,015.5 million across five instruments, of which $2,543.0 million was secured through Cipher Compute LLC and Stingray Compute LLC. The company’s own capitalisation page shows six instruments, and prints total debt of $6,016 million and total secured debt of $4,543 million at June 30, 2026. The instrument not carried here was $2,000.0 million of 6.125% senior secured notes due February 15, 2031, issued by Black Pearl Compute LLC. Face value moves $4,015.5M → $6,015.5M and secured face value $2,543.0M → $4,543.0M. The Black Pearl site was described throughout this report; the Black Pearl issuer was not, and the two carry different entity names, the lease running through Cipher Black Pearl LLC and the notes through Black Pearl Compute LLC. Read from the Q2 2026 business update presentation, EX-99.2 to the Form 8-K of August 4, 2026, page 16.

Credit ratings are no longer unexamined. The same page attributes Ba3 / BB- to the Cipher Compute notes and Ba2 / BB- to both the Black Pearl Compute and Stingray Compute series, sourced to Moody’s and Fitch. The masthead row moves from Not established to the ratings as the issuer reports them; no rating agency publication was consulted directly.

Restamped and repriced, because the debt correction changed what this file asserts. The as-of moves August 19, 2026 → September 2, 2026 and the pricing basis the August 18 close → the September 1 close. Share price $16.095 → $14.61. Market capitalization $6,679.9M → $6,063.6M on the unchanged August 3 share count of 415,030,722. Price to trailing revenue 29.8× → 27.1×; price to annualised Q1 2026 revenue 48.0× → 43.6×; market cap per contracted gross MW $9.5M → $8.7M; per operating MW $32.3M → $29.3M; per pipeline GW $1,590M → $1,444M. The 52-week range moves $5.32 – $30.14 on 251 sessions → $7.08 – $30.14 on 252 sessions: the high is the same June 22, 2026 print and only the low rolled, because the $5.32 print now falls outside the window rather than because the company did anything.

The reprice moved one convertible out of the money, and the risk card is retitled for it. The 2031 notes convert at approximately $16.03. At the previous $16.095 basis they were in the money by six and a half cents; at $14.61 they are out of the money by $1.42. The 2030 notes at approximately $4.45 remain deep in the money. The combined 119.9 million shares on a principal-over-price basis is unchanged as arithmetic, but 81.1 million of it now sits behind a conversion that is out of the money, and the card that read Convertible dilution is deep in the money now reads Convertible dilution, one series deep in the money and one out.

August 19, 2026
Two notes read · repriced to Aug 18, 2026 close · $16.095 · $6,679.9M cap
Correction

The reprice of August 13 moved the table and left the paragraph beside it. That entry records the moves 72.0× → 53.3×, $48.4M → $35.8M, $14.3M → $10.6M and $2,387M → $1,766M, and the valuation table carried them. The prose in the same section still stated the old figures, struck on the 3 August capitalization of $10,027.1M, so this document stated four of its own multiples two ways. All four now stand at the 18 August basis. Estimate

Two counts were wrong before this revision touched them. The coverage section said the two extreme targets are nine months apart; J.P. Morgan's $18 is February 4, 2026 and Morgan Stanley's $47 is July 20, 2026, which is 166 days, five and a half months. It also said eight of the eighteen actions predate 2026; counted off the rows it was six before this revision and is four after it, because the two restruck rows move into 2026. Market

Two firms' own notes were read, and both rows are restruck rather than added. Compass Point moves from the aggregator action of December 24, 2025 to its note of August 4, 2026, Buy reiterated at $28. Northland Capital Markets moves from November 4, 2025 to its note of August 4, 2026, which settles the rating this row had carried as not established since it was written: Outperform. Northland discloses a market-making role, an offering co-managed inside twelve months and banking compensation received, none of which appears in any filing read here, so the section's own limit is now met in a live case rather than stated in the abstract. The table stays at twenty-one rows for eighteen firms plus three, because it holds one row per firm. Both notes print a price this column would not have chosen and each row says which session its price is. Nothing either firm asserts about the company is adopted. Market

Repriced to the 18 August close. $17.87 → $16.095, a fall of 9.93% over four sessions, and the capitalization $7,416.6M → $6,679.9M on the unchanged August 3 share count, reconciling at 415,030,722 × $16.095 = $6,679,919,471. The multiples move with it: revenue 33.1× → 29.8× on FY2025 and 53.3× → 48.0× on the first-quarter run-rate, capitalization per contracted gross megawatt $10.6M → $9.5M, per operating megawatt $35.8M → $32.3M and per pipeline gigawatt $1,766M → $1,590M. The Stingray base-term payments rise from 20% to 30% of market capitalization on an unchanged 14% of the contracted megawatts. The 18 August session itself fell 13.00% from the 17 August close of $18.50. Market

The 52-week low moved again without the company doing anything. $4.71 → $5.32, the high unchanged at $30.14, because the $4.71 print of August 13, 2025 falls outside 251 sessions ending August 18, 2026. Market

One filing since the previous stamp, and it changes the register. Morgan Stanley filed an initial Schedule 13G on August 13, 2026 at 26,279,615 shares and 6.3%, at a June 30, 2026 event date, so the passive side above the threshold goes from one holder to two. The beneficial-ownership family moves fifty-four → fifty-five statements, the index 608 → 609 filings with its end date August 4 → August 13, 2026, and the schedule-spelling split 28 legacy against 26 modern → 28 against 27. The interval in the Chardan row is recomputed from this stamp: eight days → twenty-three days from the initiation of July 27, 2026. Filed

August 13, 2026
Texas interconnection audit carried · repriced to Aug 12, 2026 close · $17.87 · $7,416.6M cap

The pricing basis paragraph still opened on the 3 August close. Everything else in it had moved: its own next sentence names the 12 August session, and the $17.87 share price and the 251-session window behind the 52-week range are both struck on that close. The paragraph contradicted itself in consecutive sentences, and the opening was the half left behind. Nothing was repriced and no figure moved. The phrase around the date, "the last completed session before the as-of date", was already correct: 12 August is that session against an as-of of 13 August.

A regulatory review of the queue this company converts, found off EDGAR. The Governor of Texas directed the Commission and ERCOT on August 3, 2026 to audit every data center advancing through ERCOT's interconnection process, with non-compliant projects to be denied grid connection, and ERCOT suspended the Batch Zero classification notifications due by August 7 in market notice M-A080326-01, pending a good cause exception at the Commission's open meeting of August 20, 2026. This document carried thirty-seven mentions of Texas or ERCOT and none of the Commission, the directive or the audit, because the sweeps behind it read filings and none of this is on EDGAR. Carried as a new risk. The exposure is the pipeline rather than the three signed leases, and whether any particular site falls inside the audit's scope is not established.

Repriced to the 12 August close. $24.16 → $17.87, up 3.83% on the session against the one before, on volume of 34,008,030 shares, about 0.90 times the mean of the nine preceding sessions. The previous basis was struck while a session was still running, with the note recording 45.0 million shares traded by 2:35 pm Eastern; this one is a completed session. Market capitalization $10,027.1M → $7,416.6M on the unchanged 415,030,722 shares, price to trailing revenue 44.8× → 33.1×, price to annualised first quarter revenue 72.0× → 53.3×, capitalization per contracted gross megawatt $14.3M → $10.6M, per operating megawatt $48.4M → $35.8M, and per pipeline gigawatt $2,387M → $1,766M.

The 52-week low moved without the company doing anything. $4.55 → $4.71, because the $4.55 intraday low falls outside a 251-session window ending August 12, 2026. The high is unchanged at $30.14. The convertible arithmetic is unchanged in share terms, since both series convert at fixed prices, but the 2031 series at approximately $16.03 now sits about 11% below the market against about 51% at the previous close.

No filing moved. Nothing has been filed since August 4, 2026 and the issuer's newsroom carries nothing since this file's previous stamp.

August 11, 2026
Priced off Aug 3, 2026 close · $24.16 · $10,027.1M cap
Correction

This document said the second quarter results were not yet filed, and reported them two sections earlier. The Form 10-Q for the period ended June 30, 2026 was filed on August 4, 2026, and this file already named the date and quoted revenue of $24.8M, a net loss of $267.5M, total assets of $7,501.5M, total liabilities of $6,913.7M and equity of $562.1M. The sentence in the coverage limitations has been corrected to say what the rest of the document says: the quarter is filed and read, and only the share count on the cover is carried here.

Nothing else moved. The financial sections remain struck on the Q1 2026 figures, which is the scope this document states for itself in two places, and the pricing basis stays at the August 3, 2026 close of $24.16. A filing sweep rerun on August 11, 2026 found the index unchanged at 608 filings with nothing filed since August 4, so the sweep note stands as written.

August 4, 2026
Coverage extended to the issuer's own list · conflicts from the filings · priced off Aug 3, 2026 close · $24.16 · $10,027.1M cap
Correction

A reprice was recorded and only half applied. The previous entry states that the basis moved to the August 3, 2026 close and the market capitalization to $9.88bn. The masthead carried it; the body did not. Section 1 showed $9,130.0M beside its own arithmetic of 409,049,197 × $24.16, which is $9,882.6M, section 8 still struck the whole valuation table on $9,130.0M at the 31 July close of $22.32, section 10 reasoned from a close of $22.32, and section 14 named 31 July as the pricing basis. The document stated two prices and two market capitalizations for one company on one day. All of it now rests on the 3 August close of $24.16.

The share count moved with it. The Form 10-Q filed on August 4, 2026 gives 415,030,722 shares outstanding as of August 3, 2026, so price and share count are now struck on the same date rather than three months apart. Market capitalization $9,130.0M → $10,027.1M. The five multiples derived from it move with it: price to trailing revenue 40.8× → 44.8×, price to annualised first quarter revenue 65.5× → 72.0×, market cap per contracted gross MW $13.0M → $14.3M, per operating MW $44.1M → $48.4M, per pipeline GW $2,174M → $2,387M. Convertible dilution as a share of the count 29.3% → 28.9% and 9.5% → 9.3%.

Price at publication was the close on the action date and is now the close before it. That is what the author of a note could see when the target was struck, since a same-day close is set after the note is out and sometimes moves because of it. Twelve figures move: Keefe Bruyette & Woods $20.42 → $21.65, Chardan $21.65 → $23.15, Morgan Stanley $20.54 → $17.56, Rosenblatt $25.68 → $26.22, BTIG and Weiss $26.22 → $27.64, Bernstein $26.24 → $26.29, Needham $20.33 → $22.29, Jefferies $22.29 → $21.24, H.C. Wainwright $21.91 → $22.10, Cantor $16.36 → $15.42, Zacks $15.88 → $14.88.

A superlative failed when the set widened. Cantor Fitzgerald's row read that its $22 was the lowest target in the set. It was, across twelve rows; across twenty-one it is not, because J.P. Morgan sits at $18. The claim is now stated as a distribution rather than as an extreme.

Coverage extended from twelve rows to twenty-one against the issuer's own list. The investor relations page names eighteen firms, each with one named analyst, and states no count, so the count is the enumeration. Nine of the eighteen were already in the table. The nine added are Arete Research, Canaccord Genuity, Citizens, Clear Street, Compass Point, Jones Research, J.P. Morgan, Macquarie Capital and Northland Capital Markets. Three firms in the table are not on the list and stay, labeled: Chardan Capital Markets, which initiated coverage on July 27, 2026 and is therefore covering rather than dropped, and Weiss Ratings and Zacks Research, whose absence from an issuer's list is expected of a model-derived service and is not evidence.

One action was carried by a service under two firm names. The initiation of November 19, 2025 appears on one service as a target under Citizens JMP and, separately, as an Outperform under Citigroup. Citizens is on the issuer's list and Citigroup is not, Market Outperform is the Citizens scale, and two other services carry the whole action under the Citizens name with the analyst the issuer names. It is recorded once, as Citizens.

Conflicts were read out of the company's own filings rather than out of disclosure statements. The at-the-market sales agreement and its two amendments, the underwriting and initial purchaser arrangements on six note offerings and the March 2026 revolving facility together name eight of the eighteen covering firms on the sell side of the company's own paper. That reaches every firm on the list by presence or absence, where no disclosure statement was available at all. The eight hold both ends of the target range and the ten unnamed firms sit inside it, so agency does not sort the views. Absence from an agent list is not absence of a relationship, and the file says so.

Filing sweep. Run against Central Index Key 0001819989. The index holds 608 filings from August 25, 2020 to August 4, 2026 in a single view with no overflow file, up from 606 at the previous entry. Both new filings are of August 4, 2026 and both were read with their exhibits enumerated rather than the form ticked off: a Form 8-K under Items 2.02, 7.01 and 9.01 carrying the second quarter business update as Exhibit 99.1, and the Form 10-Q for the quarter ended June 30, 2026 carrying ten exhibits including a Stingray supplemental indenture. The beneficial-ownership family is unchanged at fifty-four across seven distinct form strings, so a filter written to one spelling would still return a partial view and read as a complete one. The never-claim on NT filings now stands against 608.

No reprice. The 4 August session was open. The exchange reported the market open with a real-time last sale timestamped 2:35 pm Eastern against a 4:00 pm scheduled close, volume had reached 45.0 million against completed sessions of 21.2 million to 39.8 million over the preceding fortnight, and two services quoted different prices minutes apart. The basis stays at the 3 August close of $24.16, corroborated to the cent on nineteen dates by a second service. No figure in this document is computed from the as-of stamp, so nothing moved when the stamp did.

Known gaps. The June 2026 quarter is filed and is not carried in the financial sections, which still present the March quarter; the figures and what is owed are set out in section 14. No research note or disclosure statement was read for any of the twenty-one firms, so no firm's own disclosure about this issuer is established and no research model is either. Northland's row rests on a single service and its rating is not established. Jones Research is on the issuer's list with no action by the named analyst anywhere on the record. Carried forward untouched: the capped call strike and cap prices, the conversion rates per $1,000, the Texas grid operator's large load records, court dockets, short interest and rating agency publications.

August 3, 2026
Original build · priced off Aug 3, 2026 close · $24.16 · $9.88bn cap
Correction

An absence was asserted that is not there. The null table read that no attributed, dated third-party target or rating had been located, and the valuation section said the same. Nineteen firms have published a rating or a target on this issuer and twelve acted in 2026, the most recent of them on July 28, 2026. The absence was a failure of the search rather than a fact about the company, which is the heavier of the two errors: a reader was told the coverage did not exist.

Section 08 now carries the twelve 2026 actions with the analyst, the date, the close on that date and the spread they describe. The null row reads Covered above. Nothing else in the valuation moves: no target is adopted and no figure elsewhere in this document derives from any of them.

Repriced to the August 3, 2026 close, and the register read rather than counted. The 3 August session closed while this file was being assembled, so the basis moves July 31, 2026 → August 3, 2026 and the price $22.32 → $24.16, up 8.24% on 35.22 million shares against a recent average of 25.26 million. Market capitalization moves $9.13bn → $9.88bn on the unchanged May 4, 2026 share count; the 2030 notes convert at about $4.45 and remain deep in the money. The beneficial-ownership family had been swept and counted but not read. Reading it establishes that the founding sponsor Bitfury holds 7.0% and is being run down across twenty-three amendments, that Vanguard's apparent exit and re-entry is one holder changing which entity reports, and that one of the fifty-four filings is this company's own statement about Canaan Inc. rather than a statement about this register.

Built from the company's filings on EDGAR under Central Index Key 0001819989, swept across the complete index of 606 filings from August 2020 to July 31, 2026 and across all three registrant names on that record. The load-bearing documents are the FY2025 Form 10-K of February 24, 2026, the first quarter Form 10-Q of May 5, 2026, and the Current Reports of 24 February, 8 June and June 15, 2026 with their exhibits. Big Digital Energy's investor presentation of June 3, 2026 supplied the peer comparison in section 5.

Pricing basis is the close of July 31, 2026, the last completed session before the build date. The market capitalization of $9.13 billion multiplies that price by the 409,049,197 shares reported on the 10-Q cover as of May 4, 2026; the two dates differ and the snapshot says so. Enterprise value is deliberately absent: $810.0 million of project debt closed after the most recent reported balance sheet.

Structure established. Fifteen sections, provenance tags on every tabled figure and framing item, analyst inference confined to marked assumption blocks. Capacity is carried on the gross basis the company mostly reports, with the one site where both bases are given used to state the conversion ratio rather than to impute it elsewhere.

Known gaps in this version. The Texas grid operator's large load records could not be retrieved on August 3, 2026, so no interconnection approval is corroborated by grid data. The capped call strike and cap prices were not located, so the convertible dilution figure is an unhedged upper bound and the conversion rates per $1,000 were not available. No rating agency publication was consulted. Court dockets, short interest and utility commission records were not examined. The thirteen Schedule 13D amendments were identified but the positions behind them were not extracted. The annual report dates the Black Pearl lease as both October and November 2025 and that inconsistency is recorded rather than resolved. Second quarter results for the period ended June 30, 2026 were filed on August 4, 2026 and read, but only the share count on the cover of the Form 10-Q is carried here; the financial sections remain struck on the Q1 2026 figures.