TeraWulf Inc 2026年季度报告

FORM 10-Q Commission file number 001-41163 (410) 770-9500 (Registrant’s telephone number, including area code) Not Applicable (Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to 12(b) of the Exchange Act: Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant was required to submit such files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “largeaccelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards providedpursuant to Section 13(a) of the Exchange Act. Table of Contents TABLE OF CONTENTS Forward-Looking Statements3PART I — FINANCIAL INFORMATIONITEM 1. Financial Statements (Unaudited)Condensed Consolidated Balance Sheets as ofJune30, 2026 andDecember31, 20254CondensedConsolidated Statements of Operations for the three and six months endedJune30, 2026 and 20256Condensed Consolidated Statements ofEquity for the three and six months endedJune30, 2026 and 20257Condensed Consolidated Statements of Cash Flows for the six months endedJune30, 2026 and 202510Notes to Condensed Consolidated Financial Statements12ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations53ITEM 3. Quantitative and Qualitative Disclosures About Market Risk71ITEM 4. Controls and Procedures71PART II — OTHER INFORMATIONITEM 1. Legal Proceedings72ITEM 1A. Risk Factors72ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds.73ITEM 3. Defaults Upon Senior Securities.73ITEM 4. Mine Safety Disclosures.73ITEM 5. Other Information.73ITEM 6. Exhibits74SIGNATURES80 Forward-Looking Statements This Quarterly Report contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Actof 1995, which involve risks and uncertainties. All statements other than statements of historical facts contained in this Quarterly Report,including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans,objectives of management, and expected market growth are forward-looking statements. These forward-looking statements are containedprincipally in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis.” Without limiting the generality of thepreceding sentence, any time we use the words “expects,” “intends,” “will,” “anticipates,” “believes,” “confident,” “continue,” “propose,”“seeks,” “could,” “may,” “should,” “estimates,” “forecasts,” “might,” “goals,” “objectives,” “targets,” “planned,” “projects,” and, in each case,their negative or other various or comparable terminology and similar expressions, we intend to clearly express that the information deals withpossible future events and is forward-looking in nature. However, the absence of these words or similar expressions does not mean that astatement is not forward-looking. For TeraWulf, particular uncertainties that could cause our actual results to be materially different than thoseexpressed in our forward-looking statements include, without limitation •the ability to mine bitcoin profitability;•Our ability to attract additional customers to lease our high-performance computing (“HPC”) data centers;•Our ability to perform under our existing data center lease agreements;•changes in applicable laws, regulations and/or permits affecting our operations or the industries in which we operate;•the ability to implement certain business objectives, including our bitcoin mining and HPC data center development, and to timelyand cost-effectively execute related projects;•failure to obtain adequate financing on a timely basis and/or on acceptable terms with regard to expansion or existing operations;•adverse geopolitical or economic conditions, including a high inflationary environment, the implementation of new tariffs andmore restrictive trade regulations;•the potential of cybercrime, money-laundering, malware infections and phishing and/or loss and interference as a result ofequipment malfunction or break-down, physical disaster, data security breach, computer malfunction or sabotage (and the costsassociated with any of the foregoing);•the availability and cost of power as well as electrical infrastructure equipment necessary to maintain and grow our business andoperations;•operational and financial risks associated with