WhiteFiber, Inc.

Hello, and welcome to the White Fiber Fourth Quarter 2025 Earnings Conference Call. Thank you for joining us. We will begin with prepared remarks for management, followed by a question and answer session. During the Q&A, if you would like to ask a question, please press star 1 on your telephone keypad. As a reminder, today's conference is being recorded. I would now like to turn the call over to your host, Cameron Schneer, Senior Vice President of Capital Markets and Corporate Strategy at White Fiber. Cameron, please go ahead.

Thank you, and welcome to the White Fiber Fourth Quarter 2025 Earnings Call. Joining me today are Sam Tabar, our Chief Executive Officer, and Eric Wong, our Chief Financial Officer. Before we begin, I'd like to remind everyone that some of the statements we make on this call are forward-looking in nature and subject to risks and uncertainties that could cause actual results to differ materially. Such risks and uncertainties include, but are not limited to, those factors described in today's earnings press release, our Form 10-K for the year ended December 31st, 2025, filed today, as well as our other filings we make with the SEC from time to time. Our remarks today may also include non-GAAP financial measures. Reconciliations to the most directly comparable GAAP measures can be found in our Form 10-K and in the earnings press release posted on our website. Following our prepared remarks, we'll open the line for questions.

With that, I'll turn the call over to Sam to discuss our performance. Sam? Thank you, Cam, and thank you for joining us.

Today, we will review our 2025 results and key operational developments. 2025 was a pivotal year for WhiteFiber. We completed our IPO and began operating as a standalone public company while continuing to advance and scale our infrastructure platform. As part of that transition, we established the reporting and governance framework required to operate independently. Operationally, the year was defined by execution and positioning for the next phase of growth. In the fourth quarter, we brought Montreal 3 online. We converted an existing industrial factory into a custom-built data center in approximately six months. That timeline reflects our retrofit first strategy. It allows us to deliver capacity faster than traditional ground-up development. It accelerates time to revenue and reduces development risk. In a market where speed to power matters, we believe that is a meaningful advantage. Montreal 3 was delivered in support of Cerebrus. a leading AI infrastructure company known for its high performance inference and training systems. We are proud to support their growth. We look to partner with high quality operators that are scaling quickly. Our goal is to support them as long-term infrastructure partners as their requirements grow. We are in the process of exercising our purchase option for Montreal 3 for approximately 24 million Canadian dollars. funded through our Royal Bank of Canada facility. This is expected to reduce lease payments by approximately 3.1 million Canadian dollars annually over the remaining term. Another major milestone in the fourth quarter was signing a contract for the initial capacity at NC1. In December, we announced a 40 megawatt IT loads agreement with Nscale. The contract carries a 10-year term and represents approximately $865 million of contracted revenue, inclusive of escalators and installation-related services. It covers 40 megawatts of critical IT load delivered in two phases of 20 megawatts each. Billing for the initial phase was originally targeted to begin at the end of April 2026, with the second phase expected to follow one month later. More recently, the customer requested certain design modifications through a change order, which shifted the ready-for-service date for the first tranche by one month. Now, the full 40 megawatt IT load is scheduled for a May 31st RFS date. Importantly, these changes are customer driven and the associated costs are covered through non-recurring charges under the contract.

Construction continues to progress as planned.

Our core infrastructure is well advanced and we are focused on completing the remaining work to bring both phases online. Vendor delivery dates are on time. We have a fabrication shop on site, which accelerates production and improves visibility. Generators are on hand and the remaining work is primarily fit out, which is underway.

Overall, the project is materially de-risked. It's important to note that we didn't take control of NC1 until late May of 2025.

The site was a former textile manufacturing facility, and we didn't begin pre-construction work until the third quarter. Throughout that process, we were in advanced discussions with several potential counterparties regarding a co-location agreement. Ultimately, we engaged with N-scale. We first began discussions with N-scale in October, and by December, we had a fully executed agreement in place. Moving from first discussion to a signed agreement in roughly two months is unusual for a project of this scale. It reflects strong operational and philosophical alignment between our teams. Nscale has an exceptionally experienced data center team that understands the complexity of rapid deployment while maintaining high build standards. Since signing, Nscale has made meaningful progress advancing the commercial structure around this project. Most notably,

They have now executed an off-take agreement with an investment-grade hyperscale customer supporting the deployment. This is an important milestone for the project.

The presence of an investment-grade end customer materially strengthens the credit profile of the contracted cash flows. This is expected to expand the universe of potential financing partners, improve overall financing flexibility, and support a lower cost of capital as we move forward with the NC1 financing process. One takeaway from that process is that we are now more deliberate in how we signal the timing of customer announcements. These contracts involve multiple parallel work streams, including technical diligence, site validation, financing, and broader commercial structuring, which do not always move at the same pace. Going through NC1 helped us refine our approach. Today, we focus on bringing agreements to market once the key commercial and capital structure elements are aligned.

This ultimately positions projects to move quickly from announcement to execution.

The speed at which NC1 progressed from acquisition to contracted deployment highlights one of White Fiber's core strengths. Our ability to execute quickly is driven by the experience and quality of our team. We continue to evaluate more than one gigawatt of power across our development pipeline. Customer demand continues to exceed our current ability to build at the scale and breadth requested. We are seeing a wide range of demand. This includes smaller five to 20 megawatt deployments in specific urban locations, as well as multi-hundred megawatt campuses where geography is more flexible.

We are well positioned to serve both ends of that spectrum.

Not every deployment needs to be a large scale campus to be attractive from a returns perspective. In many cases, Smaller deployments can be brought online more quickly and are well-suited to enterprise customers with more localized or on-premise infrastructure needs. Many of the opportunities we're evaluating today involve hyperscale or investment-grade counterparties and increasingly include structured commercial frameworks that support long-term contracted deployments. These customers require more extensive diligence and longer timelines, but they ultimately result in higher quality, more durable contracts. Our planning process remains customer oriented. We respond to customer needs both in real time and proactively as we evaluate new sites. At the same time, we're focused on optimizing our customer base. We are taking a disciplined approach to capital allocation and prioritizing deployments with high-quality counterparties. This includes hyperscale customers and those supported by strong underlying credit that drive durable revenue streams and attractive unit economics.

This has extended the diligence process for site selection.

Hyperscale customers has very specific technical and operational requirements, and there are many details that must be verified to ensure that a site is suitable. That said, we are well advanced and diligent on several opportunities. One site in particular is strongly aligned with specific customer requirements that we're seeking today. The site has strong power and connectivity and is well suited for a range of AI workloads, including latency sensitive inference. We are completing final technical and commercial diligence to confirm alignment and determine whether we move forward. We are also increasingly seeing inbound inquiries from landowners and power developers who are seeking experienced partners to develop AI infrastructure on their sites. These partnership opportunities could allow us to expand the platform in a capital-efficient way while leveraging third-party power and land. Our focus remains on expanding the platform, bringing new sites online quickly, and demonstrating the flywheel effect that comes from delivering reliable infrastructure for the most demanding workloads. Speed to market remains the defining competitive advantage of our co-location platform and of white fiber more broadly. I'll conclude the data center section with a brief update on Montreal 2. Montreal 2 is a smaller site in our portfolio. And our thinking around how to best use the asset has evolved as the broader platform has developed. We continue to see two potential paths for the site. One is positioning it to support a hyperscale or enterprise customer and using it as a launch pad for a broader relationship across the platform. The other is pursuing alternate structures that will allow us to optimize capital allocation and potentially redeploy the capital into larger scale opportunities. We are engaged in discussions with a number of high quality counterparties, and we are evaluating multiple potential structures for this asset. We remain focused on maximizing value as we determine the best path forward within the broader platform. So let me close the data center portion by outlining our key near-term priorities. First, our focus is on successfully bringing NC1 online and moving the facility towards stable operations. Second, we are working towards establishing a long-term financing structure as the project moves towards stabilization. Third, we are working towards crystallizing the next tranche of capacity at NC1 beyond the initial 40 billable megawatts and bringing that capacity to market. We expect to have greater visibility on timing around mid-year and would begin marketing these additional megawatts at that point. End scale maintains certain rights with respect to the next tranche of capacity, and any future allocation would be considered in light of overall platform objectives, including capital considerations and financing conditions. More broadly, we continue to advance discussions around expanding total power capacity at the site beyond our current agreement. as well as evaluating potential behind the meter solutions to support longer term growth. And finally, we remain focused on advancing the next site within our development pipeline. Our objective is to bring at least one additional site and customer deployment forward during 2026. As we pursue that next deployment, we will remain disciplined in optimizing our customer base. We will prioritize hyperscale and enterprise opportunities that best align with the long-term economics of our platform.

Turning now to our cloud segment.

As the GPU cloud market continues to evolve, we are increasingly focused on enterprise deployments and managed infrastructure services. rather than commodity bare metal leasing. Our objective is to deploy GPU infrastructure where it complements our broader data center platform and leverages our networking and orchestration capabilities. Capital discipline remains central in how we allocate resources. We're not pursuing cloud revenue growth at the expense of funding the expansion of our co-location platform. Since year end, we have taken several steps to reposition the cloud business. We strengthen our go-to-market organization with leadership focused on enterprise customers. We refined our commercial strategy towards larger and longer-term duration deployments with higher quality counterparties. And we also began developing partnerships with select neoclouds to expand reach and accelerate deal flow. As part of this shift, we monetized approximately 1,000 H200 GPUs for approximately $26 million at a price close to cost. This allows us to redeploy capital into newer generation infrastructure supporting larger, longer duration enterprise deployments. In addition, our first customer decided to transition away from its contracts as part of a shift towards more flexible cloud consumption. Under those agreements, the customer is obligated to pay a termination fee of approximately 40% of the remaining contract value. We have already redeployed that capacity into new agreements with existing counterparties, including a two-year contract with approximately $50 million in total value. Together with prepayments, this allows us to recycle capital into new enterprise deployments. We have also placed our B200 and GP200 capacity across multiple counterparties representing approximately $13 million of annualized revenue with a focus on longer duration contracts to improve visibility. As a result, approximately 80% of our monthly recurring revenue is now under contract with the weighted average remaining duration of about 22 months. This is a meaningful shift from a year ago and aligns with our go-forward strategy. Our pro forma fleet consists of approximately 3,700 GPUs across multiple NVIDIA architectures. The majority are deployed under contract with a smaller portion reserved for R&D and future enterprise deployments. As we implement this strategy, we expect cloud revenue to decline in the first half of 2026. This is driven by the hardware lead times and longer ramp cycles for enterprise deployments. We expect approximately $16 to $17 million of revenue in the first quarter, with April representing the low point. Based on our pipeline, we expect revenue to begin ramping in mid Q2 and accelerate through the year. We are advancing several enterprise deployments supported by next generation hardware. As we convert these opportunities, we expect a transition toward more durable revenue streams beginning in the second quarter with the potential for a meaningful ramp in the second half of the year. We expect margins to remain relatively consistent despite the near-term revenue transition, as certain fixed costs scaled down alongside revenue. We're not pursuing cloud revenue at any costs. We are focused on high-quality customers, strong contract structures, and deployments that meet our return thresholds. Beyond GPU capacity, we continue to invest in technologies that differentiate this platform, including high-performance networking and distributed training capabilities across multiple sites. Over time, we expect these capabilities to support a greater mix of enterprise deployments and managed infrastructure services, while expanding into licensed technology. Our goal is not to operate the largest GPU fleet, but to build a cloud platform that creates durable long-term value alongside our data center business.

I'll now pass the line to Eric to discuss our financial results.

Thank you, Sam.

I will review our fourth quarter results and then discuss the balance sheet.

Fourth quarter revenue was $23.6 million. This compares to $20.2 million in the third quarter and $14.6 million in the fourth quarter of 2026. Crowd services revenue was $19.3 million up from 18 in the prior quarter. Collocation revenue was $3.9 million up from 1.7 million in the third quarter. The increase was mainly due to MTL3 coming online during the quarter and the start of revenue from our Cerebus collocation contract. This was only a partial quarter of revenue from that contract. Cost of revenue increased as new capacity came online. Gross margin, excluding depreciation, improved to approximately 61%. compared to approximately 52% in the fourth quarter of 2026. Depreciation was $8.1 million up from 6.4 million in the prior quarter, meaning due to the MTL3 facility. General and administrative expense was $11.4 million. This compares to a $21.3 million in the third quarter which included higher costs related to becoming a public company. We expect the first quarter GNA to be slightly higher than the first quarter, primarily reflecting increased headcounts and the ongoing platform expansion. We expect those investments to support growth as we move through the year. Operating loss per quarter was $5.4 million compared to 14.5 million in the prior quarter. Net loss for the quarter was $1.5 million. Adjusted EBITDA for the quarter was $5.8 million, representing an adjusted EBITDA margin of 25%.

For the full year, adjusted EBITDA was $17.3 million. Turning to the balance sheet.

We ended the year with $114.4 million of cash and cash equivalents and no funded debt. We also had a $3.9 million restricted cash and unjoined credit facility with the Royal Bank of Canada. In January, we completed a $230 million convertible note offering due in 2031 with a 4.5% coupon. The initial conversion price is $25.91 per share, which was about 27% above the share price and pricing. We also entered into a zero strike cost structure, which raises effective conversion price to about $37 per share and reduces the potential dilution from the nodes. These remaining proceeds will support debt center expansion and infrastructure investments. We'll believe our balance sheet and the credit positions as well to support continued growth. I will pass the line back to Sam for closing remarks.

Thanks, Eric. Before we move to Q&A, I'd like to spend a few minutes discussing the financing side. Securing cost-effective debt financing for NC1 remains one of our top priorities. The process has taken longer than initially expected, and we now anticipate putting debt financing in place during the second quarter of 2026. As we've progressed, lenders have placed increasing emphasis on the overall quality and durability of contracted cash flows supporting these assets. This has made underwriting more rigorous and extend the timelines, but also reflect the importance of having fully structured commercial frameworks in place. We believe this ultimately supports higher quality financing outcomes as projects move towards stabilization. At the same time, NC1 is moving closer to completion and stabilization, and the overall credit profile supporting the asset has strengthened meaningfully as the commercial structure around the project has progressed. This includes Nscale's recently executed offtake with an investment grade hyperscale customer. We believe this development is particularly important as it enhances the durability and quality of the contracted cash flows and expands the universe of financing partners able to underwrite the project. As a result, we believe we now have greater flexibility in structuring the capital stack and expect improved financing terms relative to where we were earlier in the process. While this has extended the timeline, it positions the project to be financed on terms that better reflect the quality of the asset and its customer relationships. From a capital standpoint, we have clear visibility into the remaining spend of completing NC1. The majority of core infrastructure is already in place, and much of the remaining spend relates to just the fit-out. In parallel, we are advancing several financing initiatives. This includes discussions to upsize and amend our existing Royal Bank of Canada facility to support U.S. development activity. We also have access to additional non-dilutive capital, including bridge financing. We are actively engaged with financing partners as part of our capital planning. This allows us to maintain a strong liquidity position and continue advancing the platform while we work toward a more permanent financing solution. Our recent convertible offering was primarily intended to support future growth. It also provides additional flexibility as we move through the final stages of NC1 construction. Taken together with our existing liquidity, we believe we are well positioned to fully fund NC1 through completion and retain flexibility to advance the next phase of our development pipeline.

This process is also shaping how we approach future developments.

We are working with customers and financing partners to ensure projects are structured to be efficiently financed from the outset, which we believe will streamline execution as we scale.

In summary, we're confident in our ability to fully fund and complete NC1 with the resources available today.

The project is currently funded with equity and our focus is on securing efficient debt financing to recycle capital and accelerate our development flywheel. We're still in the early stages of building a scaled AI infrastructure platform. We have demonstrated the ability to secure high quality contracts and execute complex developments. Our focus now is on delivering NC1 and expanding the platform in a disciplined way. In parallel, we are actively advancing our next project and evaluating more streamlined approaches to financing and delivery, reflecting the level of demand that we're seeing and positioning us to accelerate deployment across the platform. We're excited about the opportunities ahead and the role that we play in supporting the next wave of AI infrastructure demand. Thank you. I'll now open the line for questions. As a note, we have White Fiber's president, Billy Crescopolis, who will be on the line for Q&A.

Thank you. If you would like to ask a question, please signal by pressing star 1 on your telephone keypad. If you are using a speakerphone, please make sure the mute function is turned off to allow the signal to reach our equipment. Again, press star 1 to ask a question. We'll pause for a moment to allow everyone the opportunity to signal for questions. We will take our first question from Darren Aftahi with Roth Capital.

Yeah, good morning, guys. Thanks for taking my questions, and congrats on all the success. Just two, if I may. Sam, you made some comments that I think a few things had to happen, and again, I might be paraphrasing your words, in order for you guys to kind of, you know, move forward with additional power. on NC1, and then kind of there's some moving pieces. I guess, can you characterize what are those kind of dominoes that need to fall in order for that to happen? And then my second question is, you talked about smaller tranches of power, 5 to 20, and then larger scale, sort of triple digit. Can you kind of characterize the customers that are looking at both those tranches? Thanks.

Yeah, Darren, just to clarify the first question, are you referring to the additional tranche of power available on NC1 in connection to Duke Energy? Is that what you're referring to?

Correct.

Okay. Billy, do you want to share with Darren the latest and greatest on that?

Sure.

Hi, Darren. At NC1, we've got a commitment to serve from Duke Energy that guarantees us that power. And we're just going through the process with them on the delivery and what milestones need to happen on their side, equipment delivery, planning of their schedule for the upgrade of our substation, which is on our property. So just going through the steps with them on getting that additional power that, again, they do have a commitment to serve for that.

And the second question is how we select clients or the clients that are interested in the smaller sites. Is that a color on the clients that are interested in smaller sites? Is that correct?

Well, I'm just going to get kind of an umbrella understanding. You're talking about sites that are 520, and then it sounds like you're hinting that you're, you know, looking at other things that are maybe 100-plus megawatts and, you know, in conversations with customers that may fit that profile. I guess what I'm just trying to ask is, is it really the same customer base that's looking at all this, or is it a different profile for each kind of smaller trance versus larger sites?

Billy, do you want to take that one as well?

Yep. So it's a similar base. Even the larger, the upper end of the spectrum, even some hyperscalers are looking at smaller deployments in very specialized and urban markets. And through our experience, through what we've done in Montreal, we've convinced them that we can turn around these projects quite quickly for them.

So that really ups their interest in this capacity-constrained environment. Appreciate it. Thank you, guys.

And maybe a little bit more color on the selection of counterparties. We are laser-focused on minimizing counterparty risk, obviously maximizing growth prospects, and ultimately signing customers that we can finance cost-effectively to maximize returns for equity holders.

That's our path forward.

Thanks, Sam.

We will take our next question from John Todaro with Needham and Company.

Hey, thanks for taking my question and congrats on the progress here. Two for me, I guess the first one on the change orders, certainly seeing that from some others as well. I guess if we could drill a little bit more into what ultimately drives that, is that kind of latest in video architecture that's coming out that the customer wants to slate in? Does this result in any kind of capex change? Does anything adjust from that on your guys' end? Yeah, Billy's on the front lines of that. Billy, you want to take that?

Yeah. Hi, John. So, the change order is really driven by our client's off-taker on just some optionality that they wanted in how they deliver their networking. It does incur some cap exchanges, but that's primarily passed on to our clients directly. Okay, understood. It has nothing to do with NVIDIA architecture. It's really just more of a physical layout of the end user space.

Okay, understood. That's very helpful. And then just as it relates to getting the financing done on the back of that offtake that is coming in, typically I guess we see these as like four to five years. Is that sort of what N-scale has lined up to? That's more the timeframe we should be thinking of versus it wouldn't be something like a 10-year that would cover the full duration of your lease, right? We should be thinking more like four to five years for that offtake or agreement for N-scale?

I'll jump in there, John.

That's not really something that we would want or in a position to directionally disclose. So, I think you could look at market precedent, but it's not something we're in an ability to really give great detail on right now.

Yeah, we're in it. Understood. Sorry, go ahead. Yeah, so we're not, we don't want to show our hand because I'm sure they're listening. Yeah, sounds good. Thank you and appreciate all the callers.

We will take our next question from Brian Dobson with Clear Street LLC.

Hey, thanks for taking the question this morning. Good morning, guys. So you had mentioned that a client is canceling services and will pay a breakup fee. How would you characterize the current demand environment and how soon do you think you'll be able to replace that business?

Yeah, I mean, our initial customer was talking about the cloud side, right? Obviously, our initial customer on the cloud side elected to transition away from the H100 contract, which is set to conclude at the end of this month. That capacity has already been recontracted to an existing customer under a two-year agreement with a one-year extension option with revenue starting in mid-April. So the total contract value there is about $50 million over the initial term. On the B200 side, that contract was terminated in mid Q1, and we've redeployed that capacity across two counterparties. One is a two-year agreement at roughly $8.4 million annually, and the other is a one-year agreement at about $3 million annually. So while the annual revenue is lower in the longer term, in the near term rather, the replacement contracts extend duration and increase total contracted revenue relative to what remained under the original agreement. So that improves visibility, even if it comes with a near-term unfortunate reset.

Yeah, very good. And then you mentioned potentially announcing a new facility this year. Would that be a retrofit facility or something more similar to NC1? What are you looking for?

Yeah, NC1 is a retrofit. And just taking a step back about our retrofit approach, the team that we have was a team that we acquired about a year and a half ago. They've been doing retrofit models for the past 15 years for the likes of Amazon and Microsoft. And so that skill set was one of the main reasons why we wanted to acquire that team. Billy is the CEO of that team. And And so we look at facilities and, you know, I'm speaking for Billy. He's on the call, so I'll stop in a moment and he could discuss more. But we mainly look for facilities that, like, for example, in Canada, it was once upon a time a mattress factory. We converted that into a Tier 3 data center within months, on time, within budget. That client, Cerebrus, is extremely happy with us on that. And for N-scale, NC1 is built on time, and it's just something, the retrofit approach is just something we're really, really good at because there's a particular formula and particular, it's a box within a box model that Billy and his team have basically perfected over the many years now. So we're really happy to get that skill set. I know there are a lot of peers who are getting into the data center business and doing it from Greenfield. We think Greenfield, we're not against it. We know how to do it. But we just think there's a lot of execution risk with Greenfield. Whereas with the retrofit model and the way Billy does it, the execution risk, the development risk is highly mitigated. And we can get things up and running in six months. in about 40% cheaper. So this is one of the reasons why there are a lot of customers who are approaching us. They want things up and running really quickly. We're now developing a reputation for that posture that we have. And so we're always looking for facilities like the textile factory in North Carolina or the mattress factory in Canada and others. We're always looking for facilities like that that have to have particular bones And there's a whole checklist that Billy goes through that maybe you want to talk about, Billy. But it really shows off the experience and the skill set. And that's why we're getting a lot of particular business because of that reputation that's currently surfacing about white fiber. Billy, do you want to talk a little bit more? Go ahead, please. Go ahead.

Oh, I was just going to say, yes, I misspoke. I meant in terms of scale, but thanks for the additional color on the retrofit. I appreciate it.

Oh, I see. I see. Sorry, do you want to ask the question again? And maybe Billy can answer it more directly. I misunderstood then.

No, no, I misspoke. I meant in terms of scale, which one of your existing locations could this new project perhaps be more similar to?

Oh, I see.

Billy, you want to take that?

Yeah, we've got a couple of options. It'd be similar to the North Carolina project.

Wonderful. That is wonderful indeed. We're very excited about it.

We will take our next question from George Sutton with Craig Hellam.

Thank you. First, it's great to hear that N-scale has an off-taker for the first leg of NC1. As we look at building out NC1,

given the fact that they have a hyperscaler there does that make them more likely to be the taker of additional capacity at nc1 yeah uh they are likely to i mean we can't we we you know we expect that we'll be in a position to market the next tranche of power in nc1 around mid-year um it's likely to correspond shortly after nc1 is online and drawing power but Nscale has a prior notification for the site, and we think there is a pretty good chance that they'll want to contract that power.

Gotcha. Relative to customer one transitioning away from B100 and H, I'm sorry, H100 and B200s, the market for certainly the spot side of this has really exploded higher, which is really nice to see. I'm curious, as you've been negotiating and working on these new relationships. Are you benefiting from that? Do you feel – because I guess you said you've extended duration and you've increased the contract sizes, but in the short term, there's a little bit of an impact. So is this really just a function of choosing a longer-duration contract at a lower price than taking advantage of the higher spot markets? Just wanted to clarify that.

Yeah, we expect the first half of the year to reflect – these contract transitions, so revenue will be softer. From a cadence perspective, we're expecting roughly about 15 to 20% sequential decline in the first quarter, with April currently shaping up as the low point of what's contracted today. So beyond that, it becomes more dependent on the timing of enterprise deployments we're actively working on. If one of the larger opportunities we're pursuing closes, the timing of that deployment could shift the second quarter outcome and drive a more meaningful ramp in the second half of the year. More broadly, the focus is on building a more durable enterprise customer base rather than maximizing short-term utilization. Our base expectation for cloud revenue is to be substantially higher in the second half of this year relative to the first half, but again, will only pursue growth on terms that make sense holistically for the company.

If I could just sneak one other in, you had mentioned the potential of doing some non-dilutive bridge financing. I'm not really clear what you mean by that. Are you referring to just a bridge debt facility? Is that what you're suggesting there?

Yeah, Eric, do you want to take that?

Yes, we're working with... A few counterparties for getting a bridge to ensure we have the liquidity and to build our NC1. And we're looking to get that done in the next few weeks.

Okay. Thanks, guys.

We will take our next question from Paul Golding with Macquarie Capital.

Thanks so much and congrats on all the progress. I wanted to ask first as a housekeeping question just on Billy's comments regarding the substation upgrade discussions with Duke. Is that a project that you would be funding yourself or that you could fund into to accelerate that capacity coming online sooner? And then I have a follow up around the retrofit environment. I'll just throw that question in now, I guess. As we think about the retrofit model being so core to your competitive edge, how is the landscape for those available projects looking as, I don't know if maybe the market is catching on to that being a viable model or even a preferred model? Are you finding that site availability and pricing is still available to you at levels prior, or is the market getting a bit pricier and getting a bit more constrained around retrofit? Thanks so much.

Yeah, those are good questions. Billy, do you want to take that in reverse order? Yep.

Hi, Paul. So, site availability, we haven't seen any changes in that. site pricing has gone up a little bit, you know, property owners see the news and see this boom going on in the AI industry and the news about power and shortages of power and so pricing has picked up a little bit but site availability, we still have in our pipeline, more sites than we can actually enact on for Duke and the delivery of the extra megawatts at NC1. It's really a question about equipment availability and timing. The utility companies have certain schedules where they are allowed to take down certain portions of their network to do upgrades and or maintenance. So it's really balancing those two factors with the utility company.

Thanks so much for that, Billy. I guess as we think about the constraints on the power infrastructure itself and long lead times, is that something you're looking to mitigate for maybe prospective sites by acquiring some of that hardware ahead of time? How should we think about that since it seems to be a bottleneck you're seeing in the marketplace?

Yeah, so similar to what we're doing in North Carolina, We reserve production slots in certain manufacturers' pipelines that we know have long lead time items. Most of this stuff is site agnostic. It can be placed at any location. So we reserve our slots. And on the utility side, part of our due diligence, it's a similar model to North Carolina. Part of our due diligence is to make sure that there's a good amount of power there on day one with kind of a quick and easy button to upgrading down the road.

Great. Thanks so much. Thank you.

We will take our next question from Michael Donovan with CompassPoint.

Hi. Thanks for taking my question. Hi, Sam. So the cave mentions least capacity in Atlanta. Can you share what the scale is there and what applications you're targeting? Would this be colo or for cloud compute?

Billy, you want to take that? Or sorry, was that?

Yeah, if I may add, it's a cloud R&D project. So we're deploying some of our servers for testing and validating our cross data center workloads work stream. And we've contracted a couple of data centers in that region and deploying, as we speak, other servers so they can test out and do some R&D. And once the R&D is done, we're then looking to sell those capacities to compute, particularly to end customers.

Appreciate that, Eric. And then one additional one, if I may. Sam, you mentioned behind the meter power. I was hoping you could expand upon that and plans around fuel cells. Is this mainly about speeding time to revenue or expanding beyond current utility applications?

Yeah, Billy, do you want to take that? Allocations.

Yeah. Hi, Michael. So it's a bit of both. Some projects or client prospects that we looked at were a little short on power available from the utility company. So we look to supplement with natural gas for a temporary period until we get an upgrade on the utility side. We've also looked at the fuel cell solution, which it's a little more pricey, a little bit more of a long-term solution. than natural gas. So again, balancing all these with availability of power in certain projects versus customer demand is what's driving it.

And just going back to your earlier question, our cross data center R&D project is really well underway, as you mentioned, in reference to the data centers in Atlanta. The impact of that innovation is multifaceted. We think it will be transformative. This technology that we're working on promises to deliver on co-location solutions to customers where we have a super virtual, super cluster, a virtual super cluster. And if we can nail that technology down, we'll be able to license it to others. So the two clusters that we're currently working connecting in Atlanta are connected across an 85 kilometer connection through dark fiber. The clusters are operational, and we'll begin testing this in the coming weeks. So we plan to report results in two phases starting in April. And the patent filing process is aggressively underway, and the project has cleared screens from prior art. So we're really excited about that. And it's something we're just looking forward to fleshing out and commercializing before we provide a more comprehensive update.

Great. Appreciate the added color and congrats on the progress.

Thank you.

We will take our next question from Kevin Beattie with HC Wainwright.

Hey, Sam.

Eric Belize. I'm curious, yeah, could you kind of categorize how you might see turnover at MTL1 given, I guess, what's happened with customer one, which I'm assuming is Iceland? Are there any ramifications there?

Can you just say that one more time? I didn't quite catch you on your question.

Sure. I'm curious about customer turnover, given the changes that you've seen with customer one. Are there implications with MTL one and your customer base there?

No. I mean, the way we're thinking about the cloud business, I think you're asking about whether the cloud business is shrinking structurally. It's not necessarily. In the near term, we expect a resumption of growth as the business transitions through the repositioning I was talking about earlier. And what we're doing here is we're shifting the cloud segment towards enterprise deployments and managed infrastructure services. So that's where we believe we'll have a stronger competitive advantage. That includes focusing on longer term, longer duration contracts and higher quality customers. And so as a result, we're just being a little bit more selective on how we deploy capital. The objective, again, is not to maximize revenue growth in the near term. We believe that we do have the key elements for a successful enterprise-focused cloud business. That said, enterprise deployments do involve longer sales cycles, so there's going to be naturally some timing mismatch. Over time, we do expect demand for the dedicated and hybrid infrastructure to expand meaningfully, and we're very well positioned to serve that demand.

Kevin, just to be clear, there's absolutely no bearing on that cloud customer to the co-host side of Montreal One.

Yeah, Kevin, that doesn't affect Montreal One at all. And turnover at Montreal One right now is not an issue. It's a very highly connected site, urban location that currently is air-cooled but can be adopted for water-cooled direct-to-chip solutions. So no bearing on Montreal One there.

Oh, I didn't hear that correctly. It was in relation to Montreal. There's no connection between Montreal 1 and that business.

Okay, thank you. Sam, can you give us a little color on your Sara Bras relationship? Obviously, you said that they're happy with the development that you've provided at MTL3. I'm just curious about how, yeah, how do you see their view on the OpenAI deal that they've struck for, I mean, it was obviously a much bigger facility. And I'm curious if you're running the CS3 technology at MTL3 and that was maybe a proving ground for them?

Billy, do you want to take that?

Yeah, so personally, I'm extremely bullish on the Cerebris relationship. What we can disclose, can disclose the exact model of system they're running, but as far as I know, it's the latest version of their technology. And the open AI deal was a huge announcement on their behalf, and we're looking at expanding that relationship with Cerebrus and helping them to serve other markets and other projects as well.

Okay, thanks, Billy.

Last one is just a question on the Duke energy upgrade for NC1. Is that a requirement for the second half of the, I guess, 50 megawatts deployment there?

No, the initial deployment is fully secured from Duke. The power is actually being lit up in the next 15 to 25 days to be able to serve the second tranche of the N scale contract. The power that we spoke about earlier in the call is really for 2020, late 2027 type delivery. Okay, so that would be the... Yeah, the full N scale contract will have enough power from Duke Energy by the time the RFS date is required.

Right, but so just to clarify for me, Billy, sorry. I thought NC1 had a total capacity of about 100 megawatts all in, and this upgrade is required for the second half of that 100 megawatts?

That's correct. But the N-scale contract required about 54 megawatts of gross power to deliver the 40 contracted. So that's all in place from Duke Energy. There's no upgrade required for that. The upgrade is to get from the 54 to the 100.

Right. Okay. Got it. Thanks, gentlemen. Appreciate the color. Thank you.

We will take our next question from Nick Giles with B Riley securities.

Yeah. Hey guys. Thanks. A lot of detail already, but Sam, I think you made a comment in your prepared remarks that, you know, you want to be more deliberate with customer announcements and, Just hoping you could clarify what that looks like. Does this imply that you may not make any announcement until the data center customer has, you know, an end user fully secured? Is this more related to financing? You know, what does that look like?

Yeah, exactly. There are different work streams involved in making all this happen. And, you know, either we feed drip customers We just think that in the next announcement with clients, we just want to make sure everything is, the financing and so on is all set up because otherwise it becomes occasionally a torturous process, I think, between the capital markets and what we announced. So I just think that the next time it'll be more... we just want the financing structure in place as we make a mention of the end customer. So that's our posture. It can change. Cam, do you have any thoughts on that?

Well, we would also just like to be more reserved with respect to how we signal or hint that future contract wins. We don't want to We want to just be a little bit more coy and not necessarily cede any negotiation ground with customers and keep a few different stakeholders happy through that process.

Got it. Got it. That's helpful, guys. Maybe just one more. I think I heard you say that marketing of a new site would occur at the time of the announcement, but it sounds like you're also having several streams of discussions today with off-takers looking for a specific site. So, you know, which one would you say is the main priority or, you know, are these opportunities really working in parallel?

I think they work in parallel with priority to hyperscalers, of course.

Understood. Okay. Thanks, guys. Keep it up.

There are no further questions at this time. I will turn the conference back to Mr. Tabar for any additional or closing remarks.

Thank you. Thank you for joining us today. We look forward to, we're thankful for your continued support and we look forward to the next quarter. We are working very hard and executing everything we've talked about today. Thank you very much.

This concludes today's call. Thank you for your participation. You may now disconnect.