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Vulcan Infrastructure and Power Inc-A 2026年季度报告

2026-08-14 美股财报 车伟光
报告封面

OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from _____________________ to _____________________Commission File Number: 001-40808________________________________ Vulcan Infrastructure and Power Inc. (Exact Name of Registrant as Specified in its Charter)________________________________ Delaware 86-1746728 (State or other jurisdiction ofincorporation or organization) (I.R.S. EmployerIdentification No.) 14534(Zip Code) Registrant’s telephone number, including area code: (315) 536-2359 Greenidge Generation Holdings Inc.(Former name) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) hasfiled all reports required to befiled by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required tofile such reports), and (2) has been subject to suchfiling requirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuchfiles). YesNo Indicate by check mark whether the registrant is a large acceleratedfiler, an acceleratedfiler, a non-acceleratedfiler, smaller reporting company,or an emerging growth company. See the definitions of “large acceleratedfiler,” “acceleratedfiler,” “smaller reporting company,” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesNo As of August12, 2026, the registrant had 15,696,508 shares of Class A common stock, $0.0001 par value per share, outstanding and 2,733,394shares of Class B common stock, $0.0001 par value per share, outstanding. Table of Contents PART I.FINANCIAL INFORMATIONItem 1.Financial StatementsCondensed Consolidated Balance Sheets (Unaudited)3Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)4Condensed Consolidated Statements of Stockholders’ Deficit (Unaudited)5Condensed Consolidated Statements of Cash Flows (Unaudited)6Notes to Condensed Consolidated Financial Statements (Unaudited)7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations26Item 3.Quantitative and Qualitative Disclosures About Market Risk45Item 4.Controls and Procedures45PART II.OTHER INFORMATIONItem 1.Legal Proceedings46Item 1A.Risk Factors46Item 2.Unregistered Sales of Equity Securities and Use of Proceeds51Item 6.Exhibits51Exhibit Index52Signatures53 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q includes certain statements that may constitute “forward-looking statements” within the meaning ofSection 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, asamended (the “Exchange Act”). All statements other than statements of historical fact are forward-looking statements for purposes offederal and state securities laws. These forward-looking statements involve uncertainties that could significantly affect ourfinancial oroperating results. These forward-looking statements may be identified by terms such as “anticipate,” “believe,” “continue,” “foresee,”“expect,” “intend,” “plan,” “may,” “will,” “would,” “could” and “should” and the negative of these terms or other similar expressions.Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guaranteesof future performance. Forward-looking statements in this Quarterly Report include, among other things, statements regarding: ourtransition to a power and infrastructure platform focused on artificial intelligence (“AI”) and high-performance computing (“HPC”)infrastructure; the PIPE Transaction (as defined herein) described herein, including the proposed timing and steps contemplated in respect ofthe PIPE Transaction; the satisfaction of the conditions to closing of the PIPE Transaction; the anticipated use of proceeds from the PIPETransaction; the anticipated redemption of our outstanding 8.50% Senior Notes due October 2026 (the “Senior Notes”); the anticipatedbenefits of the PIPE Transaction; our ability to identify, acquire and develop powered land and related infrastructure assets; and our businessplan, business strategy and operations in the future. Forward-looking statements are subject to a number of risks, uncertain