en.Wedoany.com Reported - BTC Digital Ltd. (NASDAQ: BTCT), a Nasdaq-listed digital computing infrastructure company, recently announced the completion of a private placement financing to institutional investors, coinciding with the launch of its 8-megawatt artificial intelligence computing center in Georgia, USA. The financing initially generated approximately $7 million in gross proceeds, and together with the sold warrants, the total potential gross proceeds amount to approximately $28 million. The company plans to use these funds to transition from cryptocurrency mining to AI computing infrastructure.
BTC Digital Ltd. CEO Siguang Peng stated that this financing will enable the company to convert its already-owned scarce resources (locked-in power and owned land) into a profitable AI computing business as quickly as possible.
The approximately $7 million raised in this financing is intended for the first phase of construction at the Georgia site, covering liquid cooling and power supply equipment, renovation of existing facilities, and the formation of a data center operations team. The company expects to bring part of the first-phase capacity online within approximately six months and begin generating AI computing hosting revenue after signing the first anchor tenant. Subsequent phases will proceed based on tenant demand, operational performance, and future financing conditions, with the goal of expanding the site scale to approximately 20 megawatts (with a total site load of approximately 25 megawatts).
Under the wholesale hosting model, the company provides power, data center space, network, and operations and maintenance services, charging recurring monthly rent per kilowatt. Clients bring their own GPUs and bear the associated hardware costs and depreciation risks. The Georgia site offers structural advantages: a total site load of 25 megawatts, of which 20 megawatts are already approved and supported by a dedicated substation; 62 acres of owned land with no land rent required; and existing steel-structured buildings that can directly accommodate indoor equipment. As AI computing demand surges and power becomes a major industry bottleneck, the company believes its advantages in locked-in low-cost power and owned land will allow it to capture this demand with attractive economics.
The offering includes 6,140,350 common units (or pre-funded units), each consisting of (i) one share of common stock or one pre-funded warrant, and (ii) two PIPE common warrants, each exercisable to purchase one share of common stock at an exercise price of $1.71 per share. The offering price per common unit is $1.14, and the offering price per pre-funded unit is $1.13999 (equal to the offering price per common unit minus the $0.00001 exercise price per pre-funded warrant). The pre-funded warrants are immediately exercisable and may be exercised at any time until exercised in full; for each pre-funded unit sold in this offering, one common unit is correspondingly reduced. Each common warrant has an initial exercise price of $1.71 per share and expires 60 months from the date of issuance. The company's gross proceeds are approximately $7 million; if all common warrants are exercised for cash, the company may receive additional gross proceeds of approximately $21 million. The transaction closed on June 29, 2026. The company expects to use the net proceeds from this offering, together with existing cash, for general corporate purposes and working capital.
The securities were sold in a private transaction not involving a public offering and were not registered under the Securities Act of 1933, as amended, or applicable state securities laws. These securities were offered only to qualified institutional buyers. Pursuant to a registration rights agreement, the company has agreed to file a registration statement with the SEC covering the resale of the common stock and shares issuable upon exercise of the pre-funded warrants and warrants. Aegis Capital Corp. served as the exclusive placement agent for this private placement; VCL Law LLP acted as U.S. legal counsel to the company; Kaufman & Canoles, P.C. acted as U.S. legal counsel to Aegis Capital Corp.
BTC Digital Ltd. is a digital computing infrastructure company involved in blockchain infrastructure and AI computing infrastructure. The company is currently engaged in cryptocurrency mining, mining farm construction, data center operations, and related businesses, and is advancing the development of AI computing infrastructure and services in North America.
