WhiteFiber Closes $230 Million Offering to Boost AI Infrastructure Initiatives
On January 26, 2026, WhiteFiber, Inc. (Nasdaq: WYFI), a leader in artificial intelligence (AI) infrastructure and high-performance computing (HPC) solutions, announced the successful closing of its private placement offering amounting to a total of $230 million. This offering consisted of 4.500% Convertible Senior Notes due in 2031, which included a full exercise of an option allowing initial purchasers to add an additional $20 million to the offering.
The notes were initially priced at around $25.91 per share, marking a 27.5% premium based on the last recorded trading price of WhiteFiber's shares on January 21, 2026. After accounting for discounts and transaction fees, the company anticipates net proceeds of roughly $221.5 million.
In conjunction with the note's pricing, WhiteFiber also structured a zero-strike call option transaction aimed at mitigating the dilution typically associated with convertible securities. By entering into this arrangement, the firm will pay a premium of approximately $120 million from the net proceeds, granting it a right to acquire about 5.9 million common shares. This helps to elevate the effective conversion price of the notes to approximately $37.01 per share, significantly lowering potential dilution and enhancing the conversion economics for shareholders.
The capital obtained from this offering will primarily finance WhiteFiber's data center expansion. This includes costs such as the leasing or acquisition of additional real estate for future data centers, construction of said facilities, and engaging in new energy service agreements. The funds will additionally support the purchase of equipment and may facilitate strategic partnerships, mergers, or joint ventures.
Furthermore, WhiteFiber is preparing to close a project-level debt facility for its NC-1 data center initiative in the first quarter of 2026, viewing this convertible note offering as part of a non-dilutive financing strategy that aligns with the company's growth trajectory.
Sam Tabar, WhiteFiber's Chief Executive Officer, expressed his satisfaction with the successful financing initiative, underscoring the robust backing from both current and new investors. He noted that the proceeds would provide crucial financial flexibility for expanding their data center operations in response to rising demand from clients. The zero-strike call structure was highlighted as a key component in minimizing dilution, thus enabling better economics for the company’s shareholders.
This financing strategy will not disrupt plans to secure project debt for the new NC-1 facility, as previously communicated. WhiteFiber remains committed to developing advanced AI infrastructure and cloud services, effectively driving operational efficiency and growth.
It’s important to note that the notes, along with any shares derived from their conversion, have not been registered under the Securities Act of 1933 or any state securities laws and cannot be offered or sold in the U.S. unless appropriately registered or exempted.
WhiteFiber aims to enhance its competitive positioning through this financial maneuver, ensuring sustainability and growth in the dynamic AI landscape. The company continues to be a pioneer in providing integrated AI infrastructure solutions that elevate performance for generative AI workloads, solidifying its role in the future of technology.
The notes were initially priced at around $25.91 per share, marking a 27.5% premium based on the last recorded trading price of WhiteFiber's shares on January 21, 2026. After accounting for discounts and transaction fees, the company anticipates net proceeds of roughly $221.5 million.
In conjunction with the note's pricing, WhiteFiber also structured a zero-strike call option transaction aimed at mitigating the dilution typically associated with convertible securities. By entering into this arrangement, the firm will pay a premium of approximately $120 million from the net proceeds, granting it a right to acquire about 5.9 million common shares. This helps to elevate the effective conversion price of the notes to approximately $37.01 per share, significantly lowering potential dilution and enhancing the conversion economics for shareholders.
The capital obtained from this offering will primarily finance WhiteFiber's data center expansion. This includes costs such as the leasing or acquisition of additional real estate for future data centers, construction of said facilities, and engaging in new energy service agreements. The funds will additionally support the purchase of equipment and may facilitate strategic partnerships, mergers, or joint ventures.
Furthermore, WhiteFiber is preparing to close a project-level debt facility for its NC-1 data center initiative in the first quarter of 2026, viewing this convertible note offering as part of a non-dilutive financing strategy that aligns with the company's growth trajectory.
Sam Tabar, WhiteFiber's Chief Executive Officer, expressed his satisfaction with the successful financing initiative, underscoring the robust backing from both current and new investors. He noted that the proceeds would provide crucial financial flexibility for expanding their data center operations in response to rising demand from clients. The zero-strike call structure was highlighted as a key component in minimizing dilution, thus enabling better economics for the company’s shareholders.
This financing strategy will not disrupt plans to secure project debt for the new NC-1 facility, as previously communicated. WhiteFiber remains committed to developing advanced AI infrastructure and cloud services, effectively driving operational efficiency and growth.
It’s important to note that the notes, along with any shares derived from their conversion, have not been registered under the Securities Act of 1933 or any state securities laws and cannot be offered or sold in the U.S. unless appropriately registered or exempted.
WhiteFiber aims to enhance its competitive positioning through this financial maneuver, ensuring sustainability and growth in the dynamic AI landscape. The company continues to be a pioneer in providing integrated AI infrastructure solutions that elevate performance for generative AI workloads, solidifying its role in the future of technology.
Topics Business Technology）
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