Hello, and welcome to the Bit Digital third quarter 2025 earnings call. Depending on where you are joining us from, we will begin shortly. During the call, all participants' lines will be open in listen-only mode. If you would like to ask a question at that time, please press star 1 on your telephone keypad. As a reminder, today's call is being recorded. I will now turn the call over to your host, Cameron Schnier of Investor Relations at Bit Digital. Please go ahead.

Thank you, and welcome to the Bit Digital third quarter 2025 earnings call. Joining me on the call today are Sam Tabar, our Chief Executive, and Eric Wong, our Chief Financial Officer. Before we begin, I would like to remind everyone that certain statements made during today's call may be considered forward-looking. These statements involve risks and uncertainties that could cause actual results to differ materially from those projected. For a discussion of those risks, please refer to our filings with the SEC, including our Form 10-Q filed today. Our remarks today may also include non-GAAP financial measures. Reconciliations of those measures to the most directly comparable GAAP figures can be found in our Form 10-Q, which is available on our website. After our prepared remarks, we will open the call for Q&A. With that, I will hand the phone over to Sam to discuss our performance.

Thank you, Cameron. And thank you to everyone for joining us today. The third quarter was our first full period as a focused Ethereum treasury and staking company. Our execution has been consistent with the plan we laid out last year. Since completing the White Fiber IPO in August, Bit Digital has become a more streamlined business. Our strategy is simple: grow our Ethereum holdings and staking activity in a prudent, responsible way that creates long-term value for shareholders. We are not chasing size for its own sake. We are not trying to accumulate as much ETH as possible in the shortest time. Our goal is to compound value per share through disciplined capital allocation, careful risk management, and consistent yield generation. During the quarter, we continued to expand our ETH position. At quarter-end, we held about 122,000 ETH. By October, that number had risen to more than 153,000 ETH, with roughly 132,000 actively staked. That is a fivefold increase since June. It shows that our transition to an Ethereum-centric platform is well underway. After quarter-end, we completed a $150 million convertible notes offering. We used the proceeds to purchase about 31,000 ETH. The structure of the offering was designed to be accretive to net asset value per share. The initial conversion price was set at a premium to our estimated MNAV at the time. The transaction attracted participation from leading digital asset investors and institutional funds. This financing reflects our disciplined approach to growth. We are not pursuing rapid expansion for its own sake. Instead, we raise long-term low-cost capital on attractive terms, then we deployed it directly into Ethereum at what we believe is a compelling long-term entry point. Our staking operations are now beginning to contribute meaningfully to revenue. Staking revenue grew to about $2.9 million in…

Thank you, Sam. As a reminder, our financial results continue to consolidate White Fiber under US GAAP due to our majority ownership. Segment breakouts are available in our Form 10-Q. Also note that a portion of our consolidated cash is held at the White Fiber level. Total revenue for the third quarter was $30.5 million compared to $25.7 million in the prior quarter and $22.8 million in the same period last year. Ethereum staking revenue totaled $2.9 million, up over 542% from last year. We earned 644 ETH from native staking and 53 ETH from delegated staking during the quarter. The year-over-year increase in staking revenue reflects both higher Ethereum earned and a higher average Ethereum price. As of September 30, we held approximately 122,000 ETH, of which about 100,000 ETH were staked, representing roughly 82% of total holdings. That balance has continued to grow meaningfully since quarter-end, with 153,500 ETH held and 132,000 ETH staked as of October 31. While new validators take time to enter the activation queue before generating yield, we expect the full effect of this increase to be reflected in fourth-quarter results. Digital asset mining revenue was $7.4 million compared to $6.6 million in the prior quarter and $10 million in the same period last year. We produced 65 Bitcoin during the quarter. Mining margins remained positive despite higher network difficulty and the ongoing wind-down of the fleet. Cost of revenue, excluding depreciation, was $2.1 million compared to $13.8 million in the prior quarter and $15.5 million a year ago. Gross profit was $18.3 million, representing a 60% gross margin compared to 32% in Q3 2024. General and administrative expenses were $33.1 million compared to $19.7 million in the second quarter and $13.7 million a year earlier. The increase primarily reflects higher share-based compensation and…

The third quarter was an important step in Bit Digital's evolution. We completed our transformation into an Ethereum-focused company. At the same time, we continue to deliver strong financial performance. Our balance sheet is solid, our capital base has expanded, and our ETH position continues to grow. Looking ahead, our priorities remain the same. We will allocate capital responsibly, continue scaling our staking operations, and maintain a strong financial position. We believe that discipline, patience, and thoughtful execution will create the most long-term value for our shareholders. We are also in a unique position amongst digital asset companies. Bit Digital gives investors exposure to two powerful secular trends: first, the growth of Ethereum as the backbone of decentralized finance, and second, the rise of AI infrastructure through our ownership of White Fiber. Our competitive edge is clear. We built infrastructure that earns in all conditions, anchored by the two most powerful story arcs of our time: ETH and AI. White Fiber is establishing itself as a credible operator in the high-performance computing market. We continue to see substantial value in that business. Our retained stake represents a meaningful asset for Bit Digital shareholders. We view our ownership as both strategic and long-term. The lockup on those shares expires in February 2026, but let me state firmly, we will not sell any of our White Fiber shares during 2026. We are confident that the value of this asset will materially appreciate over time. The recent sector-wide drawdown does not affect our conviction. Clarity accelerates adoption. For the first time, we are seeing regulation begin to finally catch up with technology, and Ethereum is winning where it matters most. Every part of modern financial infrastructure now touches ETH in some way. It has become the foundation for stablecoins, decentralized finance, and the next wave of on-chain financial innovation. We believe Ethereum and AI will define the future of digital infrastructure. This is where credibility and capital meet. Bit Digital positions itself early where the puck is going, not where it has been. We are building for participation, not extraction. We own the compute, the capital, and the credibility to help secure the next generation of networks. As we move forward, we will stay focused on what we can control: disciplined capital deployment, prudent risk management, and steady growth in our staking operations. We believe this approach will allow us to compound value per share over time and remain one of the most durable platforms in the digital asset space. Thank you for joining us today, and thank you for your continued support. Operator, please open the line for questions.

Thank you. If you are dialed in via the telephone and would like to ask a question, please signal by pressing star 1 on your telephone keypad. If you are using a speakerphone, please make sure your mute function is turned off to allow your signal to reach our equipment. A voice prompt on your phone line will indicate when your line is open. Please state your name and company before posing your question. Again, press star 1 to ask a question. If you are in the event via the web interface and would like to ask a question, simply type your question in the ask a question box and click send. We will take our first phone question. We will go to George Sutton with Greg Hallum. Please go ahead.

Thanks. Hey, Sam. So one thing that I think would be helpful, the market has gotten a little confused of late with a number of different blockchain alternatives. I would call them Solana, SWE, Ganson, etcetera. Can you just talk about your ultimate belief in Ethereum relative to the rest of the blockchain options?

Sure. I mean, to begin with, Ethereum has no downtime. And Wall Street is going to back a blockchain that has zero downtime. So when it comes to security and downtime, there is no second best. Ethereum is certainly the very best blockchain for that use case. Of course, Bitcoin is not possible because it does not have smart contracts. And, of course, there is smart contract technology with Solana and the others, but they have downtime. There are also centralization issues. It is pretty clear that Wall Street has already made its decision about which blockchain it is going to back given those reasons that I mentioned. It also helps that from a regulatory perspective, there has been some clarity, and there is emerging clarity about stablecoins. You are seeing regulatory acts like the Clarity Act and the Genius Act making their way up. And a lot of these regulations provide a lot of clarity about the rules on stablecoins. And last I looked, I think a little bit more than half of stablecoins are built on Ethereum. And stablecoins are certainly where the puck will be going, and that is built on Ethereum. So for all those reasons and much more, not to mention there are tens and tens of thousands of developers in Ethereum, that is way more than any other blockchain by orders of magnitude. So, I mean, I can go on, but those are a few reasons why we believe Ethereum is going to be the winner. And, frankly, we think the race has already been largely determined, but perhaps I am biased.

So I appreciate the increase in the staking revenue. Do you have a limit on the percentage that you will ultimately stake?

I mean, for us, the more the merrier. I will let Eric talk about that a little bit.

In terms of the ETH balance sheet, we can stake 100%. And right now, the reason we are about, like, you know, 85% is below 90% is because a portion that we are working with external managers is also being staked via different staking strategies that would generate alpha for the company as well. So that is our target to generate a small yield and just, you know, not just native staking. But beyond native staking, you know, above 3% of the yield. But to answer your question, we can stake 100%.

Are you using multiple custodians?

Yes. We primarily are using two custodians. One is Fireblock, and another one is Cactus Custodian by Measures Board. And we have been using them for the past, like, you know, four or five years. It has been working great.

We will go to our next question. Our next question comes from Brian Dobson with Clear Street. Please go ahead.

Hey. Thanks very much. As you look out into the broader market, thinking about your competition, what do you think sets Bit Digital apart over the next two years?

I mean, we have just taken a step back. There is SPAT and there is DMNR. These two companies, I have a lot of respect for Joe and for Tom. I was just on a panel with them in Singapore at 2049. We had a very healthy debate with each other. Highly recommend checking out that debate because that question came up. And the short version of my answer was that, first of all, you know, Bit Digital was a successful business. We had Bitcoin mining, which was profitable. We sold all our Bitcoin. We bought into Ethereum at that. We also had a very successful HPC business, so successful that we IPO'd that business, and we now own 71.5% of a real business. So Bit Digital was not some sort of failed business that was a shell that was just picked up and then, you know, did a pipe and shoved a bunch of Ethereum on it. That is not what happened. This was a real company, and this company currently still has a very profitable business, including staking Ethereum on the balance sheet. Also, I mean, except for Joe Lubin, who is the co-founder of Ethereum, I have been involved with Ethereum since 2017. I remember people asking me if I thought Ethereum was basically topping at $300. I kept telling people no. I do not think it is topped. And if you ask me today, I will continue to put the same answer. It has not topped even at $3,000. So I have been involved in those. I also built technology on Ethereum. As a co-founder to Fluid and Navy, the team built something called AirSwap. It was a decentralized exchange. We actually sold that company to Joe Lubin, who is the co-founder of Ethereum, is involved…

Great. Thanks. And then just as a quick follow-up, the converts and preferreds market are rather demand converts and preferreds has been pretty robust over the past few months. Looking forward, do you have a preferred way of raising capital? I mean, because I will be using secured converts, but I will let Eric, our CFO, talk more about that.

Yeah. I mean, convertible is always on the table, but we do monitor our leverage very closely. And we do not want to overleverage the company. And we had to set up an ATM program for $2.5 billion, but we only use it when we see in the market makes sense or the MNAV makes sense. We are very conservative. And combined, I think that is our way of adding additional Ethereum accumulation. Treasury.

Excellent. Thank you very much. We will next go to Kevin Dede with H. C. Wainwright.

Hi, Kevin. Hi, Eric. Hi. Guess first question is, I know you mentioned 1.2 exahash midyear next year, Sam. But I am looking at the hash price at 4 cents now, and I am wondering if that may have reset your calculus a little bit. And maybe you could give us an idea where you think you would be at the end of the year next year.

I will give that to you, Kim and Eric. I mean, likely in that range. I think it is just a function of sort of a hosting portfolio pruning over time as contracts roll off and then optimizing the newer machines. I mean, there might be space to increase it marginally. Just based on what is available, maybe on shorter-term, you know, one-month extensions here or there if those machines make sense. But, I mean, it is a business generally that is sunsetting, and like, we have never had a lot of conviction historically in being able to model mining economics a year out. So I think we will just evaluate that as it comes. But as it stands, it is going to be a business that methodically winds down. And as older machines are retired, efficiency should improve and should enhance the overall margin profile of that business. All else equal with the Actress. I know that you are working with Fireblocks, obviously, another custodian, but I was wondering if you might offer your thinking on running your own validator nodes and I guess more broadly, how you expect to squeeze more yield out of the Ethereum network?

We work with Figment for our native staking, and we have been very happy with the service, you know, and security as well. I would take this very, very seriously. I, you know, I would throw digital assets based, you know, in the hundreds, million dollars range and, you know, not too far from, you know, billion dollars of digital assets on the management. Another strategy we have is we have been engaging with external, you know, fund managers for strategies that would, you know, generate additional yield beyond native staking. But, again, we are very, you know, cautious about, you know, the risk associated with external partners as well. So we take a very measured way. But, yeah, we are trying to, you know, generate additional yield alpha from the market as well on top of the 3% native staking that is bringing us.

Eric, is there, I mean, is there any thinking on, you know, internally about perhaps running your own validator nodes? And, you know, taking Figment out of the equation.

I think as of now, we are, you know, pretty happy with working with Figment. But I would say when the operation becomes, you know, meaningful enough, we might consider by this point we are happy with working with the external service provider.

Could you just sort of walk me through your $2.9 million staking revenue number? How do you get that? I mean, I saw how much Ethereum you generated. Is that just sort of the end of the quarter number multiplied by the Ethereum price, or is it done on some sort of average basis?

It is based on, I think, daily basis for revenue.

Oh, okay. Sort of a higher-level question. Given on the Ethereum network because, you know, I am still trying to get used to it, the, you know, the complexion of the business has changed a lot. The network has changed a lot, right, with some very large companies acquiring large amounts of Ethereum. And you named a Bitmine, and SharpLink and EtherZilla, the ether machine, and I am wondering, you know, how you might think about what happens to inflation of 1% at most recently. But I am wondering if you think these treasury companies change that inflation pattern.

I am not sure if it is treasury companies would, you know, change the inflation. Because the inflation is more driven by, you know, the issuance of Ethereum from the blockchain itself. And, you know, the activity is on-chain. So the treasury companies would, you know, help, you know, help accumulate and stake the ETH. That would, I think, that would average a lower staking yield. But at this point, you know, the staking yield is pretty stable. So it is not making a very material impact for the overall, like, inflation discussion of Ethereum.

Okay. Thanks, Eric. I appreciate your color on that. I guess I was sort of thinking that, you know, huge amounts of Ethereum were coming out of the network. And there is not more available to handle, you know, the daily transaction volume.

No. They are all being fixed. And, you know, all the, you know, that were, like, you know, running the evaluators. So that is still in the ecosystem. Money is not being taken out in that regard.

Okay. Thank you, gentlemen. Thanks for having me on the call. Appreciate it.

Thank you, Kim. Next, we will go to Nick Giles with B. Riley Securities. Please go ahead.

Thank you, operator, and good morning, everyone. This is Henry Hurl on for Nick Giles. For my first question, what are your guys' expectations for consolidation in the digital asset space? And how do you guys think about opportunistic M&A? Thanks.

It is a good question. We have come across some opportunities ourselves. But we are currently focused on our unique position. And we are very uniquely positioned. We are not just some ordinary, you know, playing the middle of that. We are, you know, we have Ethereum on our balance sheet, which we stake the vast majority of. And we own 71.5% of White Fiber, which is in, you know, the hottest sector, and that will continue. We see absolutely no drop in demand for the building of the data centers regardless of the drawdown in the sector today, regardless of what Jim Cramer has to say. We actually know that there is incredible demand, and we own 71.5% of that. A company that is exposed to that particular demand. So we are uniquely positioned, and there is just no space I would rather be in than digital assets and artificial intelligence. And I do not know of any other publicly listed company that has direct exposure to that. So very uniquely positioned. If we were to buy another DApp, I am unsure how they would add value, really. I think we will just continue to stay the course and buy and buy. And then just as I mentioned today, and it is very important for everybody to note, we will, even though our lockup ends in about three months for White Fiber, we are announcing today that we will not sell that stake throughout next year because our conviction in that company is extremely rock solid high.

Great. Thank you. That is well noted. And then as a follow-up to a previous question, could you guys provide any more guidance on staking yields going forward? Like, how should we think about opportunities beyond the 3% annually that we are seeing today? Thanks.

I will let Eric answer that question, but I hope that one day, people will dig a little deeper on how people are doing their staking amongst the DApps. You know? It would be interesting to see if fees that, you know, should not be, you know, you guys should look at the fees that are being charged in the various service providers that other DApps are using just to make sure that, you know, it is in line with the interest of shareholders. I could certainly say that with respect to ours, very much aligned with the interest of shareholders. From there on, I will just leave it to Eric to answer your question more directly.

Yeah. I am happy to. Yeah. The native staking right now provides about 3%. I think it will continue to provide 3% for, you know, medium-term, period of time. And the, you know, managers who are working with, we like to see at least, you know, 4% of the yield. Yeah. That is a goal. But we are, you know, evaluating those strategies, you know, and justify the risks return and do, but combined, you know, we like to add this new boost, you know, 10%, new 20% of the, you know, compared to the benchmark of a native state.

Great. Thanks for the time, guys.

Thank you. Mike Grondahl, Northland Securities.

Hey, Sam. I wanted to ask you about White Fiber and what would you say have been the two biggest challenges in ramping revenue there?

Well, look, you know, we are trying to close this deal, this lease, and I wish it was as easy as signing a lease for an apartment. But it is not. There are a lot of moving parts when it comes to a contract that is generationally long and that has this kind of quantum amount to it. So things take a little longer than anticipated. But time is our friend because as time went on, we were able to upgrade the deal on the White Fiber side. So we look very much forward to announcing that deal when it is finally signed. I will not give, I will not discuss, like, a timeline, except to say it is very soon, but I cannot, I do not want to quantify it because I do not want to be crucified afterwards if I get it wrong. So I am glad that everybody is patient. But to answer your question, the challenge with respect to White Fiber is basically how long it takes and how complicated things are in negotiating deals of a certain size. It takes a while, but, you know, for those who are patient, people would be likely rewarded.

Got it. And no operational challenges or anything of that nature? Just basically lease complications and signing, it sounds like.

That is right. That is right. And, you know, we are so blessed with the Enovum acquisition. On the White Fiber side, we did what I think was a gem of an acquisition of a team called Enovum last year. And one of their strengths is they have a retrofit approach to data centers. So they, or their entire careers, they have been doing this for high before they did it for us. They would identify facilities and turn them into tier-three data centers. In fact, the latest what they did for White Fiber was they identified what was a mattress factory last February. They took control of it, I think, early April or late March. And now, they turned it into a tier-three data center, and it is going to start generating revenue now for a very well-known counterparty called Cerebras. And they did that on time within budget, six months. And they used a retrofit model approach to that, you cannot do that with a greenfield build. Greenfield builds take about eighteen months, sometimes two years, and a lot of variables that you do not control in building a greenfield. But because this team that we acquired has this ability to retrofit existing facilities and turn them into tier-three data centers, that is a very special ability that not many people have. We have that team. And so because, you know, now we are looking at North Carolina, which is our flagship facility that used to be one of the largest manufacturing facilities on the Eastern Seaboard, and we are turning that into a tier-three data center. The construction has already begun. And now we are just working on finalizing the business development aspect of it. But, operationally, we are extremely well-seasoned, thanks to the talent, the very deep talent, and the seasoned experience of our team that we were able to acquire and hire across the past year and a half.

Got it. Hey. Thanks for that color.

Thank you. And next, we will go to Pat McCann with Noble Capital Markets. Please go ahead.

Hey, thanks for taking my questions. On for Joe Gomes today. First question is, with the goal of becoming the largest public ETH treasury, where do you believe you rank today?

The goal is to be the best. Size is not really the metric. The goal is how you do it. So we were able to financially engineer the purchase of Ethereum in ways that others have not. That is extremely important. Imagine you become the best or sort of the biggest to your base a secured convert. I would much rather be number two purchasing Ethereum with an unsecured convert than being number one in doing that through a secured convert. I am not saying that is what the number one guy did. But there are sloppy ways to buy Ethereum, and to be number one through a sloppy way is not the way to go. And so we have been very, very careful not to do it that way. And I think that to us is really our north star. How you do it, how you are purchasing Ethereum, how are you positioned, being positioned with owning a successful company like White Fiber, being positioned by buying Ethereum through unsecured converts, being positioned that way to do it responsibly to us is our goal and not to just buy Ethereum hell or high water and, you know, and be number one and then, you know, you can get in trouble after a while. So that is not something that is our goal necessarily. Having said that, we do intend to buy material amounts of Ethereum. We will do it in a responsible way. We have levers that others do not have. And we look forward to reporting in the medium-term future about these Ethereum purchases that we will be doing. And, you know, it is nice to see that Ethereum is down today. You know? People may be selling Ethereum today, but, you know, it is those who have diamond hands that get rich. And we have a very long-term vision of what Ethereum was. I have been saying the same thing since 2017. The same thing in 2018. Same thing in 2019, and I am saying the same thing in 2025. I will be saying the same thing next year in 2026. Ethereum will continue to structurally go up. There will be a lot of cyclical gyrations. But the way that Bit Digital is going to purchase Ethereum will be responsibly and prudently because we do not want to blow up.

Got it. Appreciate that. And then the other question, just if you could comment on the G&A expense this quarter, what went into that? And do you see that going, moving forward?

Yeah. There is a lot of one-off G&A expenses because of a maybe I should leave that to Cameron and Eric. Go ahead, guys.

I mean, the G&A does consolidate White Fiber, and I mean, like, from the perspective of consolidation, I would generally refer to comments made on the White Fiber earnings call, which would provide a lot of nuance on that side of the business. For Bit Digital, like, there were similarly some nonrecurring items, some elevated marketing spends, some that we would view as discretionary that we could pull back. Like, generally, Bit Digital is pretty flexible from a cost structure perspective, and it can be very lean. And it will become significantly leaner. So, like, on a forward basis, G&A should be materially lower.

Yeah. Basically, just a lot of one-offs that happened at the G&A level. On a normalized basis, you will see how the Bit Digital cost structure is actually very light and flexible.

Great. Appreciate it, guys.

And we have no more questions over the phone.

No more questions? Okay. Well, thank you for joining us today. We appreciate your continued interest and support. We look forward to speaking with you again next quarter. And remember about my comments on Diamond Hands. Thank you, everybody.

This concludes today's call. We thank you for your participation. You may now disconnect.