0001193125-25-297510
SEC filingBitcoin mining revenue surged 102% YoY to $766M, driven by higher bitcoin prices and hashrate expansion, while net income swung to $364M from a loss.
CleanSpark is a data center developer, until recently focused exclusively on bitcoin mining. We independently own, lease and operate a large portfolio of data centers and power assets across the United States with locations in Georgia, Tennessee, Mississippi and Wyoming for a total contracted power capacity of approximately 1,027 megawatts as of September 30, 2025.
Bitcoin mining has historically been our principal revenue generating business activity. We design our infrastructure to efficiently, profitably and responsibly secure and support both bitcoin mining and AI and HPC workloads. We are currently analyzing our portfolio and pipeline of potential new developments and expansions of existing sites to identify opportunities for the maximum return on investment, which may include bitcoin mining, AI and HPC hosting and leasing, or a combination of both.
We engage in high efficiency bitcoin mining by using Application-Specific Integrated Circuits (“ASICs”). Most of the machines we purchased this year were manufactured by Bitmain Technologies Delaware Limited (“Bitmain”). We obtain bitcoin by contributing all of our computing power to a single mining pool operator.
We sell bitcoin from time to time to support operations and strategic growth and may also use bitcoin as collateral for lending arrangements. Our data centers are also well-suited to support hyperscale cloud providers, AI providers, and various other technology companies. We are in the process of developing our customer base in relation to our HPC and AI services business through our data centers.
Bitcoin mining is a global activity. We define our principal competitors as other publicly traded bitcoin miners. Within North America, our major competitors include MARA Holdings, Inc.; Riot Platforms, Inc.; Core Scientific, Inc.; Bitfarms Ltd.; IREN Limited; Cipher Mining Inc.; and TeraWulf Inc. As we expand into HPC and AI, we also face competition from Equinix, Inc., Digital Realty Trust, Inc., and CoreWeave, Inc.
We intend to continue our growth in these regions and are actively developing plans for additional capacity. We have been actively pursuing opportunities to develop portions of our sites and power pipeline for AI and HPC hosting and leasing. In October 2025, we acquired rights to approximately 271 acres of land in Austin County, Texas and executed long-term power supply agreements totaling 285 megawatts.
As of September 30, 2025, we had 314 staff members, all located in the United States, of which 309 were full time. Employees participate in equity incentive plans and receive generous compensation in the form of salary and benefits. None of our employees are represented by a labor union, and we have never experienced a work stoppage.
For the fiscal year ended September 30, 2025, CleanSpark reported total bitcoin mining revenue of $766.3 million, a 102% increase from $379.0 million in FY2024. The growth was driven by a higher average bitcoin price of $97,337 (up 82% from $53,434) and a 11% increase in bitcoin mined to 7,873 (gross of pool fees). Cost of revenues (exclusive of depreciation) rose 107% to $343.1 million, primarily due to higher energy costs of $331.3 million (up 151%) as the miner fleet expanded. Energy cost per kWh increased to $0.057 from $0.046. Net income swung to $364.5 million from a net loss of $145.8 million, largely due to a $425.6 million gain on fair value of bitcoin and a $92.2 million gain on bitcoin collateral. Adjusted EBITDA (non-GAAP) was $823.4 million, up from $245.8 million.
Owned facilities contributed $754.7 million in revenue (98.5% of total), mining 7,726 bitcoin at an average direct energy cost of $42,890 per bitcoin (44.0% of revenue). Hosted facilities revenue declined 75% to $11.6 million as the company exited co-location agreements; no hosted miners remained in service as of September 30, 2025. Total operating hashrate averaged 45.6 EH/s, up from 27.6 EH/s, representing 4.30% of global hashrate. The company's miner fleet efficiency improved to 16.7 W/TH from 21.9 W/TH.
Management expects to continue expanding hashrate through infrastructure buildouts in Tennessee, Georgia, Mississippi, and Wyoming, and is actively pursuing AI and HPC hosting opportunities. In October 2025, the company acquired property in Texas with 285 MW of power supply for a next-generation data center campus. The company launched a Digital Asset Management treasury strategy in April 2025, generating $12.1 million in proceeds from derivative premiums. Liquidity is supported by $636 million in zero-coupon convertible notes, a $174.5 million Coinbase line of credit, and a $1.15 billion convertible note issuance in November 2025. Management believes existing cash, bitcoin, and operating cash flows will be sufficient for the next 12 months, though capital intensity for HPC/AI development may require additional financing.
CleanSpark's balance sheet as of September 30, 2025, is dominated by its digital asset holdings. Total bitcoin, split between current ($966.8M) and noncurrent ($222.6M), reached $1.19B, a dramatic increase from $431.7M in the prior year. This reflects both a change in treasury policy to hold bitcoin long-term and significant mining output. Cash and cash equivalents fell to $43.0M from $121.2M, while restricted cash was $3.5M. Total debt surged to $821.2M ($176.6M current, $644.6M long-term) from $65.9M, driven by the issuance of $650M in convertible senior notes due 2030 in December 2024. Shareholders' equity increased to $2.18B from $1.76B, bolstered by net income of $364.5M and equity offerings of $186.8M, partially offset by $145.0M in treasury stock purchases. A notable asset is the $294.6M receivable from bitcoin collateral, up from $77.8M, representing bitcoin posted to lenders.
The Notes do not contain a detailed contractual obligations table. However, significant capital deployment is evident. Deposits on miners and mining equipment decreased to $112.0M from $359.9M, suggesting fulfillment of prior commitments. The GRIID acquisition added $18.8M in property and equipment and $9.6M in other long-term assets. The Company also completed several smaller asset acquisitions in Georgia, Tennessee, and Mississippi for combined cash consideration of approximately $15.4M. The $650M convertible notes represent a major long-term obligation.
Capital allocation was aggressive. The Company deployed $562.9M in capital expenditures, including $418.2M for miners and mining equipment (including deposits) and $144.7M for other fixed assets. Financing activities provided $688.9M, primarily from $889.2M in debt proceeds (net of issuance fees) and $186.8M from equity offerings. This was offset by $136.0M in debt repayments, $90.4M for capped call transactions, and $145.0M for treasury stock purchases (11.8M shares). Preferred stock dividends of $11.1M were paid. The Company also acquired GRIID Infrastructure for total consideration of $128.2M, settled via $60.7M in stock, $62.6M in debt settlement, and other items.
The Company operates as a single reportable segment focused on bitcoin mining. All long-lived assets are located in the United States. Revenue is concentrated with one mining pool operator, and all bitcoin is held with one custodian. The GRIID acquisition expanded the operational footprint, adding facilities in Tennessee.
CleanSpark's financial condition is fundamentally tied to bitcoin prices, which exhibited extreme volatility during fiscal 2025, ranging from approximately $58,900 to $124,500. The Company's ability to achieve consistent profitability remains uncertain, with cumulative net losses of $125.9 million from inception through September 2025, despite net income of $364.5 million for the fiscal year. The upcoming bitcoin halving in April 2028 will further reduce block rewards, requiring proportional hashrate growth to maintain revenue. The Company also faces risks from large bitcoin holders liquidating positions, which could suppress prices.
The most acute disclosed risk is the U.S. Customs and Border Protection's assertion of Chinese-origin import tariffs on miners purchased in early 2024. If CBP successfully defends these tariffs and applies them to all previously imported equipment, total liability could reach approximately $185 million, excluding statutory interest. Broader regulatory uncertainty persists, including potential SEC or CFTC reclassification of bitcoin as a security, evolving state-level licensing requirements (e.g., California's Digital Financial Assets Law effective July 2026), and the impact of the proposed CLARITY Act. The establishment of a U.S. strategic bitcoin reserve introduces additional unpredictability in bitcoin pricing and network dynamics.
CleanSpark's increasing focus on constructing and operating data centers for AI and HPC companies represents a material strategic shift. This expansion is capital-intensive, requiring substantial upfront investment in land, substations, and specialized cooling systems, with revenue realization lagging construction completion. The initiative may divert power capacity, capital, and management attention from core bitcoin mining operations, potentially limiting hashrate growth relative to competitors. The Company faces significant competition from well-capitalized data center providers and must navigate evolving AI-specific regulations, including export controls and ethical guidelines.
The Company has taken on substantial leverage, issuing $650 million in 0% convertible senior notes due 2030 and $1.15 billion in 0% convertible senior notes due 2032. This indebtedness increases vulnerability to adverse economic conditions and may limit financial flexibility. The Company also maintains a $300 million line of credit with Coinbase Credit, collateralized by approximately $294.6 million in bitcoin as of September 2025, exposing it to margin calls if bitcoin prices decline sharply. The new bitcoin treasury function, launched in April 2025, introduces speculative trading and counterparty risks, particularly in over-the-counter markets lacking exchange protections.
CleanSpark depends on a limited number of Asia-based manufacturers (Bitmain, MicroBT, Canaan) for mining equipment, exposing it to geopolitical tensions, trade restrictions, and supply chain disruptions. The Company's operations require significant electrical power, and rising energy costs, grid shortages, or regulatory restrictions could curtail mining and data center activities. Additionally, the concentration of bitcoin custody with Coinbase presents risks, as bankruptcy of the custodian could result in treatment of bitcoin holdings as estate property, leaving CleanSpark as a general unsecured creditor.