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CLEANSPARK, INC.

CLSKW
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Business Summary

CleanSpark, Inc. (CLSK) operates as a data center developer, historically focused on bitcoin mining, but is now strategically diversifying into high-performance computing (HPC) and artificial intelligence (AI) hosting and leasing. The company owns, leases, and operates a substantial portfolio of data centers and power assets across the United States, with locations in Georgia, Tennessee, Mississippi, and Wyoming, boasting a total contracted power capacity of approximately 1,027 megawatts (MW) . CLSK's core business model revolves around generating revenue primarily from bitcoin mining, with a recent shift to integrate an in-house trading function for bitcoin-linked derivative contracts to manage liquidity and hedge price volatility . The company's customer base for bitcoin mining is currently concentrated with a single mining pool operator, Foundry Digital, which is its sole customer for this segment . For its emerging AI and HPC services, CLSK is actively developing a customer base among hyperscalers, cloud providers, and other technology companies .

CLSK's bitcoin mining operations are characterized by a large fleet of Application-Specific Integrated Circuits (ASICs), with approximately 336,544 miners owned and 241,934 in service as of September 30, 2025 . The operational hashrate averaged 45.6 exahash per second (EH/s) during the fiscal year ended September 30, 2025, reaching a peak of 50 EH/s . The company's miners have an average age of approximately 15 months and an average operating energy efficiency of 16.7 watts per terahash (W/TH) . The company obtains bitcoin rewards by contributing its computing power to a single mining pool operator, recognizing revenue when the variable consideration in bitcoin is no longer constrained and its performance obligation is satisfied . For the fiscal year ended September 30, 2025, CLSK mined approximately 7,873 bitcoins, net of mining pool fees , representing an 11.0% decrease compared to the 7,092 bitcoins mined in fiscal year 2024 , primarily due to the April 2024 bitcoin halving .

The company's strategic diversification into AI and HPC hosting leverages its existing expertise in power optimization, land acquisition, engineering, operations, and construction . This expansion aims to address the rapidly growing demand for AI and HPC data centers from hyperscalers and other technology companies . As of the filing date, CLSK has not generated material revenue from its AI and HPC services business . The company's existing 620 MW platform in Georgia provides a strong foundation for retrofit and dual-purpose compute deployment for these new initiatives .

For the fiscal year ended September 30, 2025, CleanSpark reported total revenues of $766,314 thousand , a significant increase of 102% from $378,968 thousand in the prior year. Gross profit, calculated as total revenues less cost of revenues (exclusive of depreciation and amortization), was $423,213 thousand , resulting in a gross margin of 55.2% . Operating income for the period was $318,949 thousand , yielding an operating margin of 41.6% . Net income for the year was $364,464 thousand , a substantial improvement from a net loss of $145,777 thousand in the previous fiscal year. Basic earnings per share from continuing operations was $1.25 , and diluted earnings per share from continuing operations was $1.12 . Net cash used in operating activities was $461,032 thousand . As of September 30, 2025, cash and cash equivalents stood at $42,966 thousand , total debt (current and long-term portions) was $821,156 thousand , and net debt was $778,190 thousand . The fair value of bitcoin held was $1,189,443 thousand , with an additional $294,648 thousand in receivable for bitcoin collateral.

Year-over-year, bitcoin mining revenue increased by $387,346 thousand , or 102% , driven by an increase in the average bitcoin price to $97,337 from $53,434 and an increase in bitcoins mined to 7,873 from 7,092 . Cost of revenues (exclusive of depreciation and amortization) increased by 107% to $343,101 thousand , primarily due to a $199,156 thousand increase in energy costs to $331,348 thousand from $132,192 thousand , reflecting a higher volume of miners in operation. Hosting and profit-sharing fees decreased by $21,503 thousand to $11,242 thousand due to the termination of co-location agreements. Depreciation and amortization expense increased by $193,726 thousand , or 125% , to $348,335 thousand , mainly due to more miners and mining-related equipment being placed in service and a reduction in the estimated useful life of miners from five to three years . The company also recognized a significant gain on the fair value of bitcoin, net, of $425,646 thousand , up from $113,423 thousand in the prior year, reflecting the increase in bitcoin's fair value.

During the fiscal year, CleanSpark made several significant operational developments. In April 2025, the company launched its institutional-grade in-house trading function for bitcoin, enabling it to enter into bitcoin-linked derivative contracts for hedging and liquidity management . In October 2025, Jeffrey Thomas was added to the leadership team as Senior Vice President of AI Data Centers , and the company announced a collaboration with Submer, a leader in modular AI center design and construction, to evaluate future opportunities . Also in October 2025, CLSK acquired rights to approximately 271 acres of land in Austin County, Texas, and secured long-term power supply agreements totaling 285 megawatts for a new data center campus intended for AI, cloud, and enterprise workloads . The company also completed the acquisition of GRIID Infrastructure Inc. in October 2024, which enhanced its bitcoin mining capacity in Tennessee .

Business Outlook

CleanSpark has not provided specific revenue, margin, or EPS guidance for the upcoming period in this filing.

The company expects to continue increasing its computing power through calendar year 2025 and beyond as it expands infrastructure at its owned sites in Tennessee and across its portfolio of data centers in Georgia, Mississippi, and Wyoming . This growth will also be pursued through regional expansion opportunities and the evaluation of strategic acquisition targets . The company's current operating hashrate of approximately 4.30% of the total global hashrate is a key driver for its bitcoin mining revenue.

A major growth area for CleanSpark is its strategic diversification into AI and HPC hosting and leasing. The company is actively pursuing opportunities to develop portions of its sites and power pipeline for these applications, leveraging its expertise in power optimization, land acquisition, engineering, operations, and construction . The expansion of AI and HPC and their increasing electricity requirements make CLSK's data centers attractive to hyperscalers and other AI and HPC companies . The company's existing 620 MW platform in Georgia provides a strong foundation for retrofit and dual-purpose compute deployment . In October 2025, CLSK acquired approximately 271 acres of land in Austin County, Texas, and executed long-term power supply agreements totaling 285 megawatts to support the development of a next-generation data center campus for AI, cloud, and enterprise workloads . This transaction marks the company's entry into the Texas market and expands its power portfolio for future AI and HPC development .

Operationally, CleanSpark expects its business expansion into HPC, data center, and AI infrastructure development to increase capital intensity and shift the timing of cash inflows relative to capital outlays . Developing and constructing data center campuses requires substantial up-front capital expenditures for land, substations, interconnection, and specialized cooling systems, which may temporarily reduce liquidity . The timing of cash inflows may shift, as hosting and leasing revenues generally materialize after construction completion and customer onboarding, resulting in a lag between capital investment and revenue realization . The company's average operating energy efficiency of 16.7 W/TH for its miners is a key factor in managing profitability, as power is the most significant direct expense for bitcoin mining .

CleanSpark plans to fund a portion of its capital expenditures for new HPC, data center, and AI infrastructure projects through the strategic use of bitcoin holdings and related Digital Asset Management (DAM) activities . The company may also supplement these sources with external financing, including debt, equity, or infrastructure-oriented funding, depending on market conditions and project timing . In December 2024, the company issued $650,000 thousand aggregate principal amount of 0% convertible senior notes due 2030 , and in November 2025, it issued $1,150,000 thousand aggregate principal amount of 0.00% Convertible Senior Notes due 2032 . A portion of the proceeds from the 2032 Notes was used to repurchase shares of common stock, with the remainder intended for expansion of its power and land portfolio, data-center infrastructure development, repayment of bitcoin-backed credit balances, and general corporate purposes . The company also has a line of credit with Coinbase Credit, Inc. up to $300 million , with an outstanding balance of $174,500 thousand as of September 30, 2025, collateralized by approximately $294,648 thousand of bitcoin. Additionally, an undrawn line of credit with Two Prime Lending Limited up to $100 million is available.

Management explicitly flagged several structural headwinds and execution risks. The rapidly changing regulatory and legal environment in which the company operates may lead to unknown future challenges, added costs, and uncertainty . The company's limited experience with new markets, particularly HPC and AI services, means it will face greater competition compared to the bitcoin mining market . There is uncertainty as to whether the company will face materially increased tariff liability in respect of miners purchased since 2024 and in the future , with a potential total tariff liability of approximately $185 million not including statutory interest. The company's ability to maintain profitability is dependent on the volatile price of bitcoin . Bitcoin's halving events, such as the one in April 2024 which cut the per-block reward by 50% , could reduce mining revenue if not offset by a proportionate increase in bitcoin price . The company also faces risks related to its reliance on a third-party mining pool service provider for revenue payouts and the potential for loss, theft, or restriction on access to its bitcoin holdings . Geopolitical events, including the war in Ukraine and the Israeli-Palestinian conflict, and inflationary impacts have caused power prices to increase worldwide , which could negatively impact profitability if bitcoin prices decrease .

Risk Factors

CleanSpark faces material risks including the high volatility in the value attributable to its business and the rapidly changing regulatory and legal environment, which may lead to unknown future challenges, added costs, or uncertainty regarding its ability to operate . The company's increasing focus on diversification into AI and HPC solutions introduces new competitive pressures from companies with greater resources and capitalization , and its limited experience in these new markets could hinder success . There is a risk that the company may face materially increased tariff liability for miners purchased since 2024 and in the future, with a potential total tariff liability of approximately $185 million , not including statutory interest. The company's ability to maintain profitability is highly dependent on the volatile price of bitcoin , and the bitcoin halving events, such as the one in April 2024 that reduced block rewards by 50% , could decrease mining revenue if not offset by a corresponding price increase . Operational risks include reliance on a third-party mining pool service provider for revenue payouts , the potential for loss, theft, or restricted access to bitcoin holdings , and the need for significant electrical power, which is subject to volatile prices and potential curtailment . Geopolitical events and inflationary pressures have increased power prices worldwide , which could negatively impact profitability. Furthermore, the company is currently subject to a shareholder class action lawsuit and may face future litigation, incurring significant defense costs . Its substantial indebtedness, including $650,000 thousand in 2030 Notes and $1,150,000 thousand in 2032 Notes, and a $174,500 thousand outstanding balance on a Coinbase line of credit collateralized by approximately $294,648 thousand of bitcoin, could adversely affect its financial health and ability to meet obligations .

Management Priorities

Management's message to shareholders emphasizes a strategic evolution from an exclusive focus on bitcoin mining to a diversified data center developer supporting both bitcoin mining and high-performance computing (HPC) and artificial intelligence (AI) workloads. They highlight the company's expertise in power optimization, land acquisition, engineering, operations, and construction as key enablers for this diversification. Management explicitly states their intention to continue increasing computing power through calendar year 2025 and beyond as they expand infrastructure at owned sites in Tennessee, Georgia, Mississippi, and Wyoming, while also pursuing regional expansion and strategic acquisitions. A key strategic priority is the development of portions of their sites and power pipeline for AI and HPC hosting and leasing, as evidenced by the acquisition of approximately 271 acres of land in Austin County, Texas, and long-term power supply agreements totaling 285 megawatts in October 2025, intended for a next-generation data center campus. Another strategic priority is the launch of an institutional-grade in-house trading function in April 2025 to balance monetizing new bitcoin production with building long-term holdings and to utilize bitcoin-linked derivative contracts for economic hedging and liquidity generation. Management also underscores their commitment to cultivating trust and transparency among employees and communities.

View Source Annual Report on SEC.gov ↗

References

  1. [1] Item 1, Business — Overview
  2. [2] Item 1, Business — Bitcoin Mining
  3. [3] Item 1, Business — Bitcoin Mining
  4. [4] Item 1, Business — Markets, Geography and Major Customers
  5. [5] Item 1, Business — Bitcoin Mining
  6. [6] Item 1, Business — Bitcoin Mining
  7. [7] Item 1, Business — Bitcoin Mining
  8. [8] Item 1, Business — Bitcoin Mining
  9. [9] Item 1, Business — Bitcoin Mining
  10. [10] Item 1, Business — Bitcoin Mining
  11. [11] Item 1, Business — Bitcoin Mining
  12. [12] Item 1, Business — Bitcoin Mining
  13. [13] Item 1, Business — Bitcoin Mining
  14. [14] Item 1, Business — AI and HPC Hosting
  15. [15] Item 1, Business — AI and HPC Hosting
  16. [16] Item 7, MD&A — AI and HPC Hosting
  17. [17] Item 1, Business — AI and HPC Hosting
  18. [18] Item 7, MD&A — Bitcoin mining revenue
  19. [19] Item 7, MD&A — Bitcoin mining revenue
  20. [20] Item 7, MD&A — Results of Operations for the Fiscal Years Ended September 30, 2025 and 2024
  21. [21] Item 7, MD&A — Results of Operations for the Fiscal Years Ended September 30, 2025 and 2024
  22. [22] Item 7, MD&A — Income (loss) from operations
  23. [23] Item 7, MD&A — Income (loss) from operations
  24. [24] Item 7, MD&A — Net income (loss)
  25. [25] Item 7, MD&A — Net income (loss)
  26. [26] Item 8, Consolidated Statements of Operations and Comprehensive Income (Loss)
  27. [27] Item 8, Consolidated Statements of Operations and Comprehensive Income (Loss)
  28. [28] Item 7, MD&A — Operating Activities from Continuing Operations
  29. [29] Item 8, Consolidated Balance Sheets
  30. [30] Item 8, Consolidated Balance Sheets
  31. [31] Item 8, Consolidated Balance Sheets
  32. [32] Item 7, MD&A — AI and HPC Hosting
  33. [33] Item 7, MD&A — AI and HPC Hosting
  34. [34] Item 7, MD&A — Bitcoin mining revenue
  35. [35] Item 7, MD&A — Bitcoin mining revenue
  36. [36] Item 7, MD&A — Bitcoin mining revenue
  37. [37] Item 7, MD&A — Bitcoin mining revenue
  38. [38] Item 7, MD&A — Bitcoin mining revenue
  39. [39] Item 7, MD&A — Bitcoin mining revenue
  40. [40] Item 7, MD&A — Cost of revenues (exclusive of depreciation and amortization expense)
  41. [41] Item 7, MD&A — Cost of revenues (exclusive of depreciation and amortization expense)
  42. [42] Item 7, MD&A — Cost of revenues (exclusive of depreciation and amortization expense)
  43. [43] Item 7, MD&A — Cost of revenues (exclusive of depreciation and amortization expense)
  44. [44] Item 7, MD&A — Cost of revenues (exclusive of depreciation and amortization expense)
  45. [45] Item 7, MD&A — Cost of revenues (exclusive of depreciation and amortization expense)
  46. [46] Item 7, MD&A — Cost of revenues (exclusive of depreciation and amortization expense)
  47. [47] Item 7, MD&A — Depreciation and amortization
  48. [48] Item 7, MD&A — Depreciation and amortization
  49. [49] Item 7, MD&A — Depreciation and amortization
  50. [50] Item 7, MD&A — Depreciation and amortization
  51. [51] Item 7, MD&A — Gain on fair value of bitcoin, net
  52. [52] Item 7, MD&A — Gain on fair value of bitcoin, net
  53. [53] Item 1, Business — Bitcoin Mining
  54. [54] Item 1, Business — AI and HPC Hosting
  55. [55] Item 1, Business — AI and HPC Hosting
  56. [56] Item 1, Business — AI and HPC Hosting
  57. [57] Item 1, Business — AI and HPC Hosting
  58. [58] Item 5, Acquisitions — GRIID Infrastructure Inc.
  59. [59] Item 1, Business — Bitcoin Mining
  60. [60] Item 1, Business — Bitcoin Mining
  61. [61] Item 7, MD&A — Bitcoin Mining Operations Overview
  62. [62] Item 1, Business — AI and HPC Hosting
  63. [63] Item 1, Business — AI and HPC Hosting
  64. [64] Item 1, Business — AI and HPC Hosting
  65. [65] Item 1, Business — AI and HPC Hosting
  66. [66] Item 1, Business — AI and HPC Hosting
  67. [67] Item 7, MD&A — AI and HPC Hosting
  68. [68] Item 7, MD&A — Liquidity and Capital Resources
  69. [69] Item 7, MD&A — Liquidity and Capital Resources
  70. [70] Item 7, MD&A — Liquidity and Capital Resources
  71. [71] Item 7, MD&A — Bitcoin Mining Operations Overview
  72. [72] Item 7, MD&A — Bitcoin Mining Operations Overview
  73. [73] Item 7, MD&A — Liquidity and Capital Resources
  74. [74] Item 7, MD&A — Liquidity and Capital Resources
  75. [75] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  76. [76] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  77. [77] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  78. [78] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  79. [79] Item 7, MD&A — Liquidity and Capital Resources
  80. [80] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  81. [81] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  82. [82] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  83. [83] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  84. [84] Item 1A, Risk Factors Summary
  85. [85] Item 1A, Risk Factors Summary
  86. [86] Item 1A, Risk Factors Summary
  87. [87] Item 1A, Risk Factors — Our mining operations are subject to risks of technological obsolescence, reliance on a vulnerable global supply chain for cryptocurrency hardware, potential trade restrictions and difficulty in obtaining new hardware, each of which could materially impact our business and increase our costs
  88. [88] Item 1A, Risk Factors Summary
  89. [89] Item 1A, Risk Factors — Bitcoin is subject to halving; the reward for successfully solving a block will halve several times in the future and its value may not adjust to compensate us for the reduction in the rewards we receive from our mining efforts.
  90. [90] Item 1A, Risk Factors — Bitcoin is subject to halving; the reward for successfully solving a block will halve several times in the future and its value may not adjust to compensate us for the reduction in the rewards we receive from our mining efforts.
  91. [91] Item 1A, Risk Factors Summary
  92. [92] Item 1A, Risk Factors Summary
  93. [93] Item 1A, Risk Factors — Global economic conditions, including continuing or worsening inflationary issues and associated changes in monetary policy and potential economic recession, and geopolitical events such as the Russia-Ukraine conflict, and the subsequent imposition of sanctions as a result of the Russia-Ukraine conflict, and the Israeli-Palestinian conflict, could adversely affect our business, financial condition and results of operations.
  94. [94] Item 1A, Risk Factors — Global economic conditions, including continuing or worsening inflationary issues and associated changes in monetary policy and potential economic recession, and geopolitical events such as the Russia-Ukraine conflict, and the subsequent imposition of sanctions as a result of the Russia-Ukraine conflict, and the Israeli-Palestinian conflict, could adversely affect our business, financial condition and results of operations.
  95. [95] Item 1A, Risk Factors Summary
  96. [96] Item 1A, Risk Factors — The markets in which we participate are highly competitive, and as we enter new markets, we are competing against companies with greater resources and capitalization.
  97. [97] Item 1A, Risk Factors — Our limited experience with respect to new markets we are entering, including the market for HPC and AI services
  98. [98] Item 1A, Risk Factors — Our mining operations are subject to risks of technological obsolescence, reliance on a vulnerable global supply chain for cryptocurrency hardware, potential trade restrictions and difficulty in obtaining new hardware, each of which could materially impact our business and increase our costs
  99. [99] Item 1A, Risk Factors Summary
  100. [100] Item 1A, Risk Factors — Bitcoin is subject to halving; the reward for successfully solving a block will halve several times in the future and its value may not adjust to compensate us for the reduction in the rewards we receive from our mining efforts.
  101. [101] Item 1A, Risk Factors — Bitcoin is subject to halving; the reward for successfully solving a block will halve several times in the future and its value may not adjust to compensate us for the reduction in the rewards we receive from our mining efforts.
  102. [102] Item 1A, Risk Factors Summary
  103. [103] Item 1A, Risk Factors Summary
  104. [104] Item 1A, Risk Factors — Our need for significant electrical power to support our mining operations
  105. [105] Item 1A, Risk Factors — Global economic conditions, including continuing or worsening inflationary issues and associated changes in monetary policy and potential economic recession, and geopolitical events such as the Russia-Ukraine conflict, and the subsequent imposition of sanctions as a result of the Russia-Ukraine conflict, and the Israeli-Palestinian conflict, could adversely affect our business, financial condition and results of operations.
  106. [106] Item 1A, Risk Factors Summary
  107. [107] Item 1A, Risk Factors Summary
  108. [108] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  109. [109] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  110. [110] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  111. [111] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  112. [112] Item 1A, Risk Factors — Our indebtedness could adversely affect our financial health and prevent us from fulfilling our debt obligations.
  113. [113] Item 1, Business — AI and HPC Hosting

Analysis on 5/20/2026