Bit Digital, Inc. (BTBT) Q2 2026 Earnings Report, Transcript and Summary

Hello, and welcome to the BIT Digital Second Quarter 26 Earnings Conference Call. We will begin shortly. Following management's remarks, we will open the line for questions. As a reminder, today's call is being recorded. I will now turn the call over to your host, Daniel Kelly Kennedy, head of investor relations at BitDigital. Daniel? Please go ahead.

Thank you, and good morning. Joining me today are Samir Tabar, chief executive and Erke Huang, chief financial officer. Before we begin, I would like to remind everyone that today's discussion contains forward looking statements. These statements reflect management's current expectations and are subject to risks and uncertainties that could cause actual results to differ materially. For a discussion of these risks, please refer to our annual report on Form 10 ks and our quarterly reports. We assume no obligation to update these statements. Certain matters discussed today, including potential capital allocation initiatives, remain subject to board and shareholder approval in accordance with Cayman Island law where applicable. Throughout the call, we may also refer to non GAAP financial measures. Reconciliations to the most directly comparable GAAP measures can be found in our earnings materials available on our website. Unless otherwise indicated, figures discussed during these remarks are rounded for readability. With that, I will turn the call over to Samir.

Thank you, Daniel, and good morning. This quarter was about capital allocation. Every decision started with the same question. How do we create the most long term value from the assets already on our balance sheet? BitDigital is positioned to secure the-- for what we believe are the 2 most important sectors in economic history. Digital assets which will settle on Ethereum, and artificial intelligence, which is powered by data centers. Ethereum is our position in the first. And WhiteFiber is our position in the second. 2 distinct assets connected by 1 capital allocation model. Few companies offer meaningful exposure to both sides of that build out. And fewer even still actively allocate capital between them. Our conviction on Ethereum has not changed. The price did. Ethereum spent most of the quarter below 2,000. And I am not going to pretend that was comfortable. Bit Digital is 1 of the largest public corporate holders of Ethereum. That does not make us a digital asset treasury, and it is not what we are trying to be. The goal has never been to hold the most ETH. It is to get the most out of ETH that we hold. Neither purely AI infrastructure nor a digital asset treasury. Neither, and yet, both. What we are building towards is the convergence of the 2. Assets positioned for where the economy is going rather than where it is today. Our Ethereum treasury is managed the way a company manages cash like reserves. It earns while we hold it, and it becomes capital that can be put to work when the right opportunity appears. Unlike a traditional reserve, it generates a protocol native return and also serves as a source of liquidity. That is exactly what happened early in the quarter. WhiteFibers sought additional capital to bridge its investment in its flagship facility in North Carolina to permanent project financing and to support broader growth initiatives. Together, the companies evaluated a range of financing alternatives. They ultimately pursued a related party bridge facility. This provided WhiteFiber with efficient access to capital while preserving strategic flexibility and avoiding near term dilution. Against a portion of our Ethereum, we raised $50 million of liquidity and then used our own balance sheet to originate a delayed draw term facility for White Fiber. Commitments of up to 150 million guaranteed by the WhiteFiber parent. The transaction preserved our Ethereum position avoided issuing equity at either company, and allowed us to maintain our ownership interest in WhiteFiber. Independent committees at both companies reviewed it and Needham and Seaport delivered fairness opinions to their respective boards. We chose to provide the facility because it offered an efficient way to support our investments in white fiber, while generating an attractive return above the staking yield available on Ethereum. The principal risk in a structure like this is, of course, margin call. That was considered as well, so an additional buffer of Ethereum is held against it size to withstand market moves well beyond what we consider reasonable. The facility was designed as a temporary bridge to permanent financing for the initial 40 megawatt build out in our flagship facility in North Carolina. That facility is anchored by Enovum and its investment grade off taker. Upon permanent financing, our collateral is released and the guarantee terminates. The facility is repaid with interest more than the staking income that we gave up and without giving up any upside. 1 decision in 1 quarter. But it contains the essence of the strategy. We approach our assets differently than a buy and hold treasury. Because every dollar every ETH, and every share should be maximally productive. And that is what we mean by a strategic asset company. The assets themselves are not the differentiator. It is how we deploy them. Eric will now take you through the details of the quarter.

Thank you, Sam. Good morning, everyone. Our results consolidate WhiteFiber in full. With a portion attributable to noncontrolling interests. Second quarter revenue was $32.1 million up 15% from 27.9 million in the first quarter. For the 6 months, revenue was $60 million up 18% year over year. Gross profit for second quarter was $18.6 million a gross margin of 57.9%. Operating cash flow for the 6 months was $46.8 million up 33% from 35.1 million in the same period last year. Net loss attributable to BitDigital shareholders was a $107 million or 31¢ per share. Taking together, the digital asset items the derivative reevaluation, and interest expense. Account for approximately $86 million of the loss. I will take each in turn. Turning to our operating segments. Cloud services revenue was $23.8 million up 42% sequentially. Driven by new contracts entering service and expansion of existing agreements. For the 6 months, cloud services revenue increased 29% year over year. At a gross margin of 58%. Colocation services revenue for the second quarter was $4.7 million essentially flat sequentially. With a 63% gross margin. For the first half. Colocation revenue increased 182% year over year. NC 1 is not yet reflected in those results. And expected to begin contributing in the third quarter. Ethereum staking revenue was $900 thousand compared to $2.3 million in the first quarter. Though for the 6 months, staking revenue increased 246% Year over year. We earned 440 in stake rewards during the quarter against 949 in the first. The sequential decline reflects a decision to stake a portion of Ethereum to collateralize the facility Samir described. As well as the decline in Ethereum price during this quarter. Digital assets mining revenue was $2.4 million on 32.3 Bitcoin mined. Compared to 48.1 Bitcoin in the first quarter. For the 6 months, mining revenue declined 58% year-over-year as expected. As we continue to wind down that business. It remains solid today, gross margin positive and 26% for the second quarter. Turning to the items that do not reflect operating performance. We recorded $28.8 million of loss on digital assets carried at fair value, reflecting market to market movement on our Ethereum and Bitcoin holdings. We also recorded a $46 million noncash impairment on liquid state fees. Used in the WYFI over financing transaction. That reflects the accounting treatment of the position and does not represent a realized loss. Separately, there was a $14 million loss from the change in fair value of the derivative liability associated with our convertible notes. And $8.1 million interest expense neither reflects operating performance. Turning to the balance sheet and treasury. On May 11, we purchased 8.57 thousand ETH for $20 million at an average cost of $2.33 thousand per ETH. And sold out during the quarter. Now to break down the positions as of June 30. We held 75.8 thousand ETH directory carry a fair value of $118.9 million. That includes ETH made stake, through our validator partner. In April, we liquid-staked 73.2 thousand ETH and received 66.2 thousand LST tokens exchange. We also saw the data exposure through an ETH-hold Ethereum exposure through an externally managed bound. Carried at $47.9 million within investment securities. Liquid staked ETH, is a separate asset from ETH for accounting purposes, which is why it sits on its own line under a different measurement basis. Our underlying economic exposure remains unchanged. Cash and cash equivalents were approximately $83.6 million on a consolidated basis. Of which approximately $27.5 million was held at BitDigital, and $56.1 million in WhiteFiber. Contract liabilities nearly doubled to $143.1 million from $79.6 million at year end. That represents revenue already contracted and cash already collected for services we have yet to deliver. Finally, remaining performance obligations were approximately $1 billion at quarter-end. We expect to recognize approximately $57.7 million across the balance of 2026, $136.7 million in 2027, and $105.1 million in 2028 with the remainder thereafter. To put that in context, the 2027 figure alone is more than we earned in all of 2025. None of it appeared in the revenue line today. With that, I will turn the call back to Samir.

Thank you, Eric. We own Ethereum because we believe that will appreciate over time and generate attractive long term returns for our shareholders. That has always been part of our investment thesis. The second quarter was the third consecutive quarter Ethereum closed lower. But volatility is not new to us. We operated through multiple market cycles and our approach has remained consistent throughout all of them. We also share the belief that the market price of ETH has yet to reflect the value of the network. In our view, it is undervalued relative to what it is becoming. The fundamentals moved in 1 direction this quarter the price moved in the other. That disconnect has not gone unnoticed. Across the Ethereum ecosystem, there is growing recognition that the success of the network and the performance of the asset are closely linked. Economics matter. The bull case for ETH is not standing still. Robinhood launched its own layer 2 on Ethereum, supporting a platform with roughly 28 million customers and $370 billion in assets. With fees paid in ETH. BlackRock launched 2 tokenized money market products this month. And JPMorgan continues to expand its own tokenization footprint. Tokenized real world assets on public block chains now surpass $31 billion with roughly 2-thirds settling on Ethereum. And the institutional layer around the network keeps building, Ethereum Institutional, which launched with more than 500 institutional relationships, alongside EAP Labs, EAP Systems, and Etherealize. These are not isolated announcements. Financial activity is migrating onto programmable settlement rails and as that activity grows, so does the demand for Ethereum's block space. Its security, and its native asset. We remain confident the value of the asset will ultimately converge with its growing utility and adoption. That conviction shaped 1 of our most important decisions this quarter, Rather than selling Ethereum or issuing equity, we used our balance sheet to finance WhiteFiber while preserving our long term exposure to the ETH asset. The next phase is execution. We expect the third quarter to begin reflecting what we have been building. Turning briefly to white fiber, our other major strategic asset. Our conviction in its long term potential remains very strong. And as previously stated, we do not intend to sell WhiteFiber shares this year. But the same standard applies here as everywhere else. We look for ways to make a position productive without reducing it. 1 approach under evaluation is writing out of the money covered calls against a limited portion of our holdings to generate premium income. That would require registering those shares. Registration creates flexibility. It is not a step towards exiting. Any such program would be modest in scope and subject to Board approval. And we would retain substantial long term exposure. We have no interest in a transaction that impairs an asset that we own the majority of. We had White Fiber's quarterly call yesterday, and I strongly recommend that you listen to it. It is posted on X. But I will mention a few words here. White Fiber is entering an important growth phase across both colocation and cloud services. At White Fiber's flagship facility, initial capacity has been delivered Customer deployment and testing is underway, and billing has commenced. White Fiber expects to reach the full contracted run rate billing later this month under its 10-year agreement with Enovum representing approximately $865 million of contracted revenue. White Fiber is also expanding a substantial development pipeline and focusing its resources on the opportunities best for it to move-- excuse me, best positioned to move forward. At NC1, our flagship facility, reaches full contracted operations WhiteFiber is pursuing permanent project financing that, if completed, would allow us to recycle the capital that we invested in North Carolina into the next data center. That is how the flywheel begins to turn. Develop infrastructure, secure long term customers, finance stabilized assets, and redeploy capital into the next opportunity. Momentum in cloud services has also accelerated, since our last earnings call WhiteFiber has signed new contracts representing more than $500 million of aggregate contract value. Including the next generation GPU deployments and a capital efficient managed services agreement. So for BitDigital, for BitDigital shareholders, that means an increasingly valuable operating asset with greater revenue visibility stronger cash flow potential, and the ability to fund its own growth. That is the model at both levels. Our strategy has never been to passively accumulate ETH. It is to build a productive balance sheet assets that earn while they appreciate, assets that finance operating businesses, businesses that generate recurring cash flow, and cash flow that gets reinvested into productive assets. That is our strategic asset flywheel. And we believe we are early. Early to running a company where the treasury itself is productive capital rather than a static position. We expect that to become a more common model. We intend to be further along when it does. The transition in our business is already visible. Infrastructure and staking now represent 89% of our revenue, against 70% a year ago. Capital is moving out of our mining business with limited terminal value and into assets that produce. Our operating results improved through the quarter. Our valuation did not. Today, the market is to value BitDigital primarily as a digital asset treasury. A treasury strategy is fundamentally passive. You buy the asset, You hold it. You wait for the next cycle. that is not what happened here. We allocated capital We financed an asset we already own. We preserved our Ethereum position, and we avoided dilution at both companies. Those are growth company decisions. Yet our valuation continues to reflect a passive treasury That is a fundamental disconnect. Using observable market values for the assets that we own, we believe that digital continues to trade at a significant discount to its intrinsic value. We monitor that discount closely. Daily. It has been persistent. And at times, it has exceeded 40%. By our calculations. At this discount, buying our own equity is 1 of the highest return uses of capital available, And the wider the gap, the more accretive it becomes. We intend to take an active role in closing that gap. The board is evaluating those opportunities in real time alongside our liquidity needs and other priorities. Addressing the discount also expands what we can do next. We continue to look for opportunities to deploy capital into revenue-generating businesses. And based on our current analysis, 1 conclusion stands out the best investment available to BitDigital may be ultimately BitDigital itself. To our long term shareholders, the reason to own Bit Digital is to gain exposure to the settlement layer of digital finance combined with the HPC infrastructure that will run on top of it. This is all supported by a productive balance sheet that allocates the capital it generates into additional strategic assets. That is the strategic asset company model. Markets can take time to recognize a differentiated model. But when the underlying assets begin producing visible cash flow, and management demonstrates that we will actively defend value per share that recognition can happen quickly. We believe BitDigital is soon approaching that point. And if the market will not close the gap between what we own and how it is valued, we are considering closing it ourselves. We will now open the line for questions.

Thank you. If you are using a speakerphone, please make sure your mute function is turned off. To allow your signal to reach our equipment. Once again, *1 for questions. We will go first to Nick Giles with B. Riley Securities.

Hi, Nick. Thanks, operator. Hi, guys. Appreciate the update. Samir, it was really interesting to hear you just speak to the prospect of a buyback there. I was just hoping for more details on potential timing, you know, when the board ultimately make a decision on something like that, and then should we assume that it would be using the wind down of the WYFI stake? I heard you kind of recommit to maintaining, that ownership position in 2026. So should we think about this as more of a 2027 type of event? Thanks.

Thanks, Nick. I cannot I cannot give details on the exact timing of that. The board is still considering how and when to do that. But I can tell you that it is a very vigorous discussion that we are having We think the 40% or sometimes even 43% discount to NAV is unacceptable and makes no sense. So the way to close that, obviously, is considering a buyback You are right. We did today recommit to not selling our shares in white fiber. And the and the reason for that is frankly, greed. We believe that WhiteFiber is gonna do extraordinarily well. And we just do not want to sell down that position prematurely. That would that would be shooting ourselves in the foot. So we are very excited by White Fiber's progress. We believe that the market capital continue to be favorable in terms of size and growth. And we are very excited by WhiteFiber's future And, of course, as white fiber becomes larger, when we start selling down that position, it will be even more proceeds that come to BitDigital. Which is a very positive thing for the BitDigital shareholder. So time is our friend there. And I cannot give you the exact time, but we are we are talking about it quite often.

And we look forward to future announcements once we get some clear visibility on how and when Well, that is, that is very good to hear. I appreciate that perspective, Samir. I think just next question was you spoke to the different ways you are using the balance sheet, kind of getting creative there. And I heard you mentioned the covered calls. Just was curious on potential timing around that opportunity and how you kind of, would frame up returns on doing that. Thanks.

Yeah. Eric, do you wanna take that question?

Sure. In terms of timing, I think we are coordinating with WhiteFiber for registration statements potentially later this quarter. And we are working with a few banks for your execution So, currently, we do not have a exact, like, pricing yet. But we should be able to talk about it, and we would have the registration done. And more proposals in their execution on our desk.

Understood. Okay. Well, thanks again for the update. I will turn it over.

Thank you. We will take our next question. From George Sutton with Craig Hallum. Hi, George.

Thank you. Hey, Samir. Here. So I am confident that you will soon have a facility on NC1. And, can you just walk through the scenario of that happening Let's hypothetically assume that has happened. You will then get an inflow of cash. I assume that would be a part of the fuel for a significant buyback. Am I thinking about that the right way?

I will let Eric talk about it, but just high level. The buyback can come you know, there are multiple sources of liquidity for a potential buyback. Of course, there is that, but there is also selling down our white fiber shares in the future. So there are different sources of liquidity, not just not just this facility being paid back. But I will I will hand it over to Eric so he can double click on that.

Yeah. For the Bridge facility, we had with WhiteFiber as relatively short term. it is, you know, 90 days to, like, half a year towards the end of this year. So once the NC1 M&A financing done, then YFiber will obviously pay back our bridge and we will use you know, the proceeds we received to unwind our collateral you know, borrowing with DAX in this scenario. So not necessarily using to do a buyback. But this is generating the additional revenue for the digital in a meaningful way compared to you know, native staking. We are we are still trying to figure out what source of liquidity we will do to consider a buyback. it is it is it has not been decided yet. But I do wanna highlight that the return that we got on the bridge facility is higher than what we would have got would have received on staking.

Understand. And sorry to get geeky on Ethereum, but couple of things I am just curious your thoughts on. EIP-7.7 thousand which would reduce the e issuance relative to staking. Just curious thoughts on that. And then also on the Pectra Hardfork coming up later this year. What do you think that does for Ethan, your stake?

I have been looking at the Ethereum ecosystem and what is happening on the on the moves that are being taken to promote the price of Ethereum. So as mentioned, there is been some companies that have launched recently, like ETH Institutional, Etherealize, and 2 other companies such as ETH Labs and ETH Systems. And those companies are focused on not the geeky part of Ethereum, but rather getting institutional adoption accelerated and protecting and promoting the price out there. So that is where my focus has been, and I have not been really focused on the engineering aspect. Of Ethereum Blocks space. So I am I am not informed enough to give you a good answer on those questions.

Okay. Thank you.

Thank you. We will take our next question from Brian Dobson with Clear Street LLC. Hi, Brian.

Hey. How are you doing? So in the press release, you mentioned, of course, that white fiber is a is a core holding. Would you consider selling just a portion of it in order to finance repurchasing and take advantage of the valuation discrepancy between the between the 2 stocks. And I guess I on that on that subject, is there is there anything in your, call it, portfolio potential investments that in your view, might generate a greater return than repurchasing the digital shares?

Well, we think that repurchasing could be a pretty good investment. But, again, that is that is that is a discussion happening at the board. And going back to your question about whether we would use the proceeds from selling down WhiteFiber and buying back our shares. That is definitely something we are considering. But in terms of the timing, I do not think we are gonna be we will be doing that We will not be using proceeds from WhiteFiber to do that. Only because we have already committed to the markets that we will not be selling down our white fiber shares this year. If we were to do a buyback program this year, it will not be with the proceeds of WhiteFiber. But we have no idea what the timing of the we are we are just considering it. We are just talking about it. it is on our menu. And it is a it is a very attractive dish on our menu. For obvious reasons. But in terms of whether we do it and if the timing is still up in the air.

Yeah. Very good. And then yesterday's WhiteFiber call was very positive. The tone of forward business was very encouraging. I suppose, as that as that part of the business, as that company continues to gain traction? You think that will help to erode the NAV discount that BitDigital is experiencing?

Well, I think so. I mean, look. If you if you compare-- I do not want to-- this is kind of a tough thing to say. But if you compare BitDigital to its peers? Now we are not a digital asset treasury company, so it is a bit apples to apples. But we are performing we are outperforming on a relative basis. And I and I think a lot of that has to do with the white fiber holding. So I think it the WhiteFiber holding very much helps the share price. I cannot talk too much about the share price, but I think it is it is a positive thing towards the share price. But it does sometimes create a larger disconnect on the nav And it is-- and that is why we think there is a capital markets disconnect on BTBT, and we are thinking about correcting it by considering a buyback program because of that disconnection.

Yeah. Very good. Thanks a lot.

Yeah. We will take our next question from Raymond Jones with B. Riley Securities.

Thanks for the call today. If we can talk for a second about I guess, the opposite of a buyback, It looks like share count went up about 25 million shares in the last quarter. And I know you said you did not issue shares for the white fiber allocation or to fund Ethereum purchases. Wondering if you can just talk a little bit about what were shares issued for this quarter.

Yeah. I mean, look, we would strongly hesitate to issue equity at these levels today. That there would be some pretty strong hesitation. Our capital priorities changed as the discount widened through the quarter. And that change is exactly why the board is now evaluating a buyback program. The Ethereum purchase and equity issuance were separate decisions. We bought Ethereum to lower our average cost while the ATM provided cash for construction spending. Each decision made sense based on the circumstances at the time. I think what changed is the gap between our market value and the value of our assets. That is the allocation test working, and it now points somewhere other than it did in spring.

Okay. What was the approximate at the money sales pricing?

Eric, are we I will I will leave that with Eric. I do not have that. Exact data point, and I am unsure if we are Yeah.

Could you, yeah, could you repeat your question again?

I am sorry.

Yeah. And I guess, really, my question is relative to the discount. So I know you have said 40% or more is way out of line. Was wondering if we can expect you may issue shares for corporate purposes at a 10% or 20% discount, but buy them back in at a 30% or 40% discount?

I see. it is not it is not a I understand your question. Now. it is not a there is no certain number in mind. It will depend on what those purposes are and if the purpose is are for a better return than where the discount is, then, obviously, we will we will we would think about it. But there is no specific number in mind that we have. We there is no there is no, like, oh, it is minus it is, like, a 20%, disconnect now. We can we can use the ATM. We do not think of it that way. it is not it is not a quantifiable number and yeah.

And, of I just want to add probably, for technical reasons and legal reasons, we Yeah. Do not want to bring our passing information, like, what sort of trading our own stock. So, like, in a sense, that, you know, all the decisions are made based on you know, certain so circumstances, based on your working capital allocation, etcetera. And we try to make decisions as long term as possible. We Not be able to justify, like, the short term commitments.

that is right.

Okay. So the dilution this quarter, Alright. Sorry. Thanks, guys, for your time today.

Thank you. Thank you. With no additional questions in queue at this time, I would like to turn the call back over to Samir for any additional or closing remarks.

Thank you for joining us today. We appreciate your continued interest and support. We look forward to speaking with you again next quarter. This officially concludes our call, and have a great day.

Thank you. That will conclude today's call. We appreciate your participation.