IREN Ltd, 10-Q 분기 보고서 제출

Overview

IREN is a vertically integrated AI Cloud platform, delivering data centers, compute and software for AI training and inference.

We own and operate all three layers of the AI Cloud stack. The data center layer includes the land, power, substations, buildings and cooling that form the physical foundation of our AI Cloud platform. The compute layer includes the GPUs, CPUs, storage, servers and networking deployed within that data center infrastructure. The software layer includes the managed services and enterprise support that enable customers to deploy, operate and manage AI workloads.

We generate AI Cloud revenue by delivering both bare metal compute and managed cloud services to customers supporting AI training and inference workloads. Our customer base includes hyperscalers, enterprises, AI developers, frontier labs, and channel partners. As of September 30, 2026, our operating AI Cloud capacity represented approximately 93MW.

We continue to operate Bitcoin miners at certain of our data centers while we transition this data center capacity toward AI Cloud. We aim to substantially complete this transition by December 31, 2026 with immaterial Bitcoin mining operations expected to continue through calendar year 2027. We generate Bitcoin mining revenue by contributing computing power, or hashrate, to the Bitcoin network and receiving a share of block rewards and transaction fees, and exchanging these Bitcoin for fiat currencies such as USD or CAD. We typically liquidate all the Bitcoin we mine daily and therefore did not have any Bitcoin held on our balance sheet as of September 30, 2026. As of September 30, 2026, our installed Bitcoin mining capacity was approximately 7.9 EH/s, representing approximately 180MW of data center capacity.

Our total revenue was $228 million for the three months ended September 30, 2026, compared to total revenue of $240 million for the three months ended September 30, 2025. We generated net income (loss) of $(263) million for the three months ended September 30, 2026 compared to net income (loss) of $385 million for the three months ended September 30, 2025. We generated Adjusted EBITDA of $66 million and $92 million for the three months ended September 30, 2026 and 2025, respectively. Our cash and cash equivalents were $3,522 million and restricted cash was $2,256 million as of September 30, 2026. Adjusted EBITDA is a financial measure not defined by GAAP. For a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income (loss), see “—Key Indicators of Performance and Financial Condition—Adjusted EBITDA” below. For a discussion of why management believes Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors and the additional purposes for which management uses them, see “Special Note Regarding non-GAAP Measures” in our Annual Report.

Recent Developments Customer Delivery

Horizon 1 was delivered to and accepted by Microsoft in August 2026 and remains in service. At Microsoft’s request, we are implementing a network design change across the Horizon deployments. Under the Microsoft Agreement, delivery dates are extended, without delay credits, for delays resulting from a Microsoft-requested change.

The Microsoft-requested design change is being implemented in parallel with discussions regarding delivery dates and the application and payment of fees, credits and cost reimbursements. See “Item 1A. Risk Factors—Risks Related to Our Business—Our business is subject to customary risks in developing infrastructure projects” and “Risks Related to AI Cloud

Services—Testing and acceptance conditions, ramp periods, service level commitments, service credits, delay credits, indemnities and termination rights in our customer contracts could adversely affect our revenue, margins and results of operations” in our Annual Report.

Strategic Acquisitions

In August 2026, we completed the acquisition of Mirantis, Inc. (“Mirantis”), a provider of cloud infrastructure software, Kubernetes-based orchestration and enterprise support services. The acquisition expands our software and operational capabilities for deploying, managing, monitoring and supporting customer workloads. See Note 7 to our unaudited condensed consolidated financial statements for additional information regarding the acquisition of Mirantis.

GPU Financing

On August 25, 2026, our wholly owned subsidiary, IE Mackenzie Compute Ltd. (the “Borrower”), entered into financing agreements (the “GPU 2.0 Financing Agreements”) providing up to approximately $2.4 billion of secured financing for GPUs and ancillary equipment at the Mackenzie data center facilities in British Columbia, Canada. The financing consists of an approximately $1.2 billion master financing and security agreement (the “MFSA”) with Blue Owl Capital Corporation, as administrative agent and a lender, and the other lenders party thereto, and a note purchase agreement (the “Note Purchase Agreement”) for up to approximately $1.2 billion aggregate principal amount of senior notes (the “Notes”) with purchasers including those advised or managed by Pacific Investment Management Company LLC.

See “—Liquidity and Capital Resources—GPU Financing 2.0” and Note 19. Debt to our unaudited condensed consolidated financial statements in this Quarterly Report, and Part II, Item 9B. Other Information, “August 2026 Financing Agreements” in our Annual Report for additional information.

Hardware Purchases

On September 28, 2026, IE US Hardware 5 LLC and IE US Hardware 6 LLC (together, the “Purchasers”) and Dell Marketing L.P. (“Dell USA”) entered into purchase documentation, including two purchase orders (the “Purchase Orders”) pursuant to which Dell USA will supply to the Purchasers GPUs and ancillary products and services for an aggregate purchase price of approximately $6.7 billion. Deliveries under the Purchase Orders are scheduled to be made in tranches commencing in the second half of calendar year 2027, with the purchase price payable in installments within 30 days of the shipment of each tranche, subject to limited rights to adjust the price due to certain cost increases.

Each Purchase Order adopts, with applicable modifications, the terms of that certain Purchase Agreement between IE US Hardware 4 LLC (f/k/a IE US Hardware 4 Inc.) and Dell USA dated May 19, 2026 (the “Dell Purchase Agreement”). The Dell Purchase Agreement contains customary representations, warranties, covenants, indemnities and termination rights. The Company has agreed to unconditionally guarantee the obligations of the Purchasers under the Purchase Orders.