Note: This is a NASDAQ Direct Listing. This is NOT an IPO. J.P. Morgan, Jefferies and BTIG are the financial advisors. (There are no underwriters on a Direct Listing.) No reference price has been set so far. The company sold preferred stock in June 2026 at $53.00 per share. At that price, the company would have a market cap of about $2.4 billion. 

(Incorporated in the Cayman Islands)

Ionic Digital is a digital infrastructure solutions and cryptocurrency mining company. We began as a pure-play cryptocurrency mining company when we were formed in January 2024 to acquire all of the cryptocurrency mining assets of Celsius Mining. From our inception, our core objective has been to monetize our portfolio of powered digital infrastructure assets. Historically, we have monetized these assets by efficiently mining bitcoin. More recently, we have sought to achieve this objective by primarily leasing our digital infrastructure assets to hyperscalers, enterprise customers and other businesses for high-performance computing (“HPC”) and artificial intelligence (“AI”) cloud infrastructure.

In October 2025, we announced our inaugural participation in the HPC/AI sector with a 126-month “triple net” lease with Nscale Ward County LLC (together, with its affiliates, “Nscale”), a global hyperscaler engineered for sovereign-grade AI infrastructure at our Ward County property in West Texas. Under the lease we committed to providing Nscale with the full amount of the 234 megawatts (“MW”) of current energy capacity at our Ward County property. We received our first payment under the lease in November 2025, and monthly fixed lease payments will commence in August 2026. Payments under the lease represent total contracted revenues of approximately $1.95 billion.

In February 2026, we amended the lease, which contractually obligates Nscale to lease an additional 89 MW of capacity, when such capacity becomes available, at the same price per MW as the current 234 MW. In addition, Nscale will receive the tax advantages associated with our qualified data center status. We refer to the lease, as amended, as the “Nscale Agreement.”

Our bitcoin mining operations are also located in Texas –  in Reagan County and Glasscock County. We also have a bitcoin treasury.

A caveat in the prospectus: “We are pursuing a strategy of owning, developing and operating data centers. A reduction in the demand for data center space, power or connectivity would have a greater adverse effect on our leasing or business and financial condition than if we owned a portfolio with a less specialized use.” 

Note: Net loss and revenue are for the 12 months that ended on March 31, 2026.

Note: We expect our stock to start trading on the NASDAQ Global Select Market under the symbol “IOND” on July 28, 2026. Existing stockholders will offer the stock sold in connection with our NASDAQ Direct Listing. The company will not raise new capital. 

NOTE: No reference price has been set.

(Note: Ionic Digital has filed to conduct a NASDAQ Direct Listing – an offering in which existing stockholders will stock. No new stock will be issued. Ionic Digital intends to offer up to 10.8 million shares in the public offering in connection with its NASDAQ Direct Listing, according to its S-1/A filing on July 13, 2026. If Ionic Digital priced its NASDAQ Direct Listing at $53.00 – where it sold preferred stock in June 2026 – and sold 10.8 million shares – the number in the public offering’s prospectus – the deal would raise $572.4 million.)