WhiteFiber, Inc. (Nasdaq: WYFI), a provider of AI infrastructure and high-performance computing solutions, announced the closing of a $310.0 million private placement of 5.00% Convertible Senior Notes due 2032, including the full exercise of an initial purchasers' option for an additional $40.0 million in notes.

The notes were issued with an initial conversion price of approximately $33.84 per share, a premium of approximately 25% over the last reported sale price of the company's ordinary shares on the Nasdaq Capital Market on Aug. 18, 2026.

WhiteFiber received net proceeds of approximately $298.5 million after deducting initial purchasers' discounts and estimated offering expenses. The company used approximately $118.5 million of those proceeds to fund concurrent note exchange transactions involving its existing 4.500% Convertible Senior Notes due 2031.

Under those exchange transactions, WhiteFiber retired $198.15 million in aggregate principal amount of the existing notes in exchange for approximately $118.5 million in cash, including accrued interest, and approximately 6.3 million ordinary shares. The remaining outstanding principal of the existing notes was reduced to approximately $31.85 million.

The company said the remaining net proceeds are expected to be used primarily for data center expansion, including property acquisition or lease, construction, energy service agreements, equipment purchases such as GPU servers, potential acquisitions and joint ventures, and general corporate purposes.

CEO Sam Tabar said the transaction is intended to support the company's target of bringing more than 100 megawatts of additional capacity online across its development pipeline in 2027, and to position WhiteFiber to execute long-term leases with customers for that capacity during the fourth quarter of 2026.

The notes were offered only to qualified institutional buyers under Rule 144A of the Securities Act and have not been registered under U.S. securities laws.