HIVE Digital Technologies Ltd.

HIVE Digital Technologies Ltd. is a sustainable-energy focused digital infrastructure company operating across five countries with approximately 464.4 MW of capacity ¹. The Company’s business model consists of using cash-flow generated from its established hashrate services business to support ongoing AI and HPC business expansion primarily undertaken through its subsidiary, BUZZ High Performance Computing Inc. ². HIVE operates in two segments: the provision of data server facilities for generating computational power known as Hashrate which can be sold to mining pools or used in supporting transactions on the Bitcoin network, and the provision of HPC data centers which can be used by customers for artificial intelligence and graphics rendering ³. The Company owns and leases predominantly green-energy-powered data center facilities in Canada, Sweden, and Paraguay ⁴. As of April 30, 2026, the Company’s total installed hashrate was approximately 25.2 EH/s with an implied efficiency of 16.5 J/TH, and after accounting for adjustments for modified operating modes, the installed hashrate was approximately 24.5 EH/s with an implied fleet efficiency of 16.1 J/TH ⁵.

During the fiscal year ended March 31, 2026, the Company added 18 EH/s in 300 MW in Paraguay between May 2025 and November 2025 through the construction and completion of the Valenzuela site and the acquisition and completion of the Yguazú site ⁶. The Yguazú Facility acquisition from Bitfarms Ltd. was completed in March 2025 for approximately $56 million, including a 240 MVA substation, land, and infrastructure ⁷. The Valenzuela Facility contributes approximately 6.5 EH/s to HIVE's global hashrate, and following completion of both phases at Yguazú, the full 200 MW facility added approximately 12.5 EH/s ⁸. On October 20, 2025, the Company announced a 100 MW infrastructure expansion at the Yguazú Facility, with related substation upgrades targeted for completion in calendar year 2026, which upon completion is expected to increase total renewable energy capacity in Paraguay to 400 MW ⁹.

The Company realized approximately $20M of revenue from both on-demand and contracted GPU sales during the most recent fiscal year ¹⁰. Subsequently, the Company's B200 GPUs were signed to a 2-year contract at $2.90 per hour, which increased the Company's HPC revenue to $35M ARR ¹¹. As of April 30, 2026, approximately 360 of the Company's H200 GPUs were contracted for fixed terms, with 6 different contracts, for terms between 6 to 12 months, with fixed contracts priced between $1.45/hour to $1.85/hour, while H200 GPUs on demand were renting for $3.99 at that date ¹². The balance of the Company's 5000 A Series and H Series GPUs were being rented on demand ¹³.

In August 2025, BUZZ entered into a teaming agreement with Bell Canada Inc. to act as a preferred sovereign GPU as a service provider in connection with Bell's "Bell Canada AI Fabric" initiative ¹⁴. The expansion with Bell Canada AI Fabric into British Columbia added approximately 12.6 MW of IT load, in addition to the 4 MW of IT load in Winnipeg ¹⁵. The Company completed an Exchangeable Note Offering of $115M exchangeable notes with 5 year maturity period at 0% interest rate and 17% conversion premium, and a capped call was also purchased with a 125% premium, resulting in a capped call conversion premium of $4.92 ¹⁶.

The Company’s Bitcoin is held in segregated, secure storage wallets maintained by Fireblocks and Bank Frick, and as of March 31, 2026, approximately 11% of the Company’s assets were held with Bank Frick and 89% was maintained by Fireblocks, which represented over 98% of the Company’s entire digital currency assets with a market value of approximately $10.8 million ¹⁷. The Company operates across five countries with approximately 464.4 MW of capacity ¹⁸. On May 12, 2026, the Company's Common Stock began trading on the Toronto Stock Exchange under the symbol "HIVE" ¹⁹.

The Company’s dual-engine strategy combines revenue-generating ASIC hashrate sales as a cash-flow and infrastructure base to support the growth of higher-margin AI and high-performance computing services primarily undertaken through BUZZ HPC ²⁰. The Company intends to branch out into the rental of GPU server nodes and clusters via marketplaces and is exploring the development of a new service to be known as BUZZ Cloud, designed to offer users a selection of options to access computing resources ranging from a virtual instance of a single GPU to a bare-metal server equipped with up to 10 GPUs to clusters of multiple servers ²¹. The Company expects pricing will be based upon the level of computing power accessed, with marketing directed toward institutions, start-ups, small and medium-sized businesses and enterprises as an efficient and cost-effective alternative ²².

The Company’s geographic strategy focuses on energy-advantaged regions such as Canada, Sweden, and Paraguay, where abundant, low-cost renewable power enables both immediate monetization and long-term scalability ²³. The Company is in the process of upgrading the Toronto Facility to Tier-III specifications planned for calendar year 2026, which will provide high-availability, mission-critical HPC/AI compute for enterprise and sovereign clients ²⁴. The contracted term of the power purchase agreement for the Valenzuela Facility extends until December 31, 2027, and thereafter continued operation will depend on the Company's ability to renegotiate or enter into a replacement power purchase arrangement on commercially acceptable terms ²⁵. The contracted term of the power purchase agreement at the Yguazú Facility extends until December 31, 2027, and thereafter continued operation will rely on the Company's ability to renegotiate this agreement ²⁶.

The Company has a power arrangement with Vattenfall AB in Sweden for electricity priced at the hourly spot rate until December 31, 2026 ²⁷. In May 2026, the Company signed an agreement to convert 12 MW of temporary capacity to permanent capacity effective July 1, 2026 ²⁸. The Company has secured 12 MW through December 31, 2026 under a fixed price agreement ²⁹. In Quebec, the Company has a lease agreement until June 30, 2028 which includes access to the property owner's electricity services subscription with Hydro-Québec, featuring energy costs at approximately $0.04 per kWh ³⁰. Energy costs for the first 37.5 MW of capacity at the New Brunswick Facility are approximately $0.052 per kWh ³¹. In Paraguay, on average the Company incurs a cost of approximately $0.045 per kilowatt-hour for energy and power consumption ³².

The Company’s subsequent event activities include the issuance of $115M exchangeable notes with a 5 year maturity period at 0% interest rate and 17% conversion premium, with a capped call purchased with a 125% premium resulting in a capped call conversion premium of $4.92 ³³. The Company believes that this zero-interest convertible debt provides growth capital while minimizing dilution ³⁴.

The Company faces material risks related to energy costs in the regions where it operates, as energy costs generally are subject to government regulation, natural occurrences including weather, and local supply and demand for energy, and the availability and pricing of energy may be negatively affected by governmental or regulatory changes in energy policies ³⁵. The Company is exposed to the risk that its power purchase agreements could be terminated, delayed, or not renewed on favorable terms, and given the limited availability of power and constraints in many markets, the Company may be unable to find an adequate replacement at a reasonable cost or at all ³⁶. The Company faces risks related to the volatility of cryptocurrency prices, which are highly volatile and can fluctuate substantially, affected by numerous factors beyond the Company's control including hacking, demand, inflation, and global or regional political or economic events ³⁷. The Company is subject to risks associated with its reliance on a small number of equipment suppliers, as the number of suppliers who can provide AI/HPC equipment or equipment necessary for the hashrate business is limited, and the market price and availability of equipment can be volatile ³⁸. The Company faces risks related to cybersecurity threats and hacking attacks that could compromise systems and data, resulting in material adverse effects on business, financial condition, and results of operations ³⁹. The Company is subject to risks related to the 2028 Bitcoin halving, which may adversely affect profitability as fewer Bitcoin will be rewarded for each new block recorded ⁴⁰. The Company faces risks related to the regulatory landscape for cryptocurrencies, as governments may curtail or outlaw the acquisition, use or redemption of cryptocurrencies, or take regulatory actions that increase costs and/or subject cryptocurrency companies to additional regulation ⁴¹.

Management’s message emphasizes the Company’s dual-engine strategy of combining revenue-generating ASIC hashrate sales as a cash-flow and infrastructure base to support the growth of higher-margin AI and high-performance computing services ⁴². The key strategic priorities emphasized include deliberate investment and foundation-building for the next phase of growth, with a focus on the continued evolution of Bitcoin mining and HPC businesses ⁴³. Management specifically highlighted the achievement of increasing hashrate capacity from 6 EH/s to the targeted goal of 25 EH/s ⁴⁴. The forward-looking statements in the filing represent management’s views as of the date of the Form 10-K, with no current intention of updating except as required by applicable law ⁴⁵.