Fermi Inc.

Q1 2026 Earnings Call — May 14, 2026

Analyst Name (Firm): Nick Amakusai (Evercore ISI) Executive Name (Title): Management

Just wanted to clarify. So in the release, you kind of laid out a 90-day plan that has kind of the five points of emphasis. So if we could just kind of define for investors what we should expect to see by the end of that 90-day period, and specifically if you could clarify whether the 90-day objective is a binding lease offtake or a non-binding or both. And then, you know, is that tenant agreement kind of the gating item for all the other four?

Executive Name (Title): Management

Thank you for your question. Really appreciate it. I want to make sure that the team is fully comprehensive of the fact that we're 100% focused on executing on our plan and that we have just laid out for you. As to the next 90 days, it is our expectation that you should measure us on delivering on these five key points: a secure and binding tenant agreement, that we maintain capital discipline to support liquidity, that we hire our next CEO, that we deliver power at our project site, and that we explore strategic partnerships for accelerating data center and power deployment on our site. Those are the five commitments and deliverables that we're focused on for the next 90 days without distractions. That's how you should measure us.

Analyst Name (Firm): Nick Amakusai (Evercore ISI) Executive Name (Title): Management

Then if I could just touch too upon just kind of the cash component. So operating cash use was kind of limited in part by working capital benefit from accounts and accrued liabilities. So now you have $243 million of cash in restricted cash, $421 million of debt, $441 million of CapEx that was incurred during the first quarter, and now the $150 million of Yorkville commitment. So how should we think about kind of the normalized cash firm in 2Q and 3Q prior to a binding agreement, and should we expect any type of meaningful reversal of the 1Q payables or accrued liabilities?

Executive Name (Title): Management

Thank you for the question. That's good. So, yeah, let me talk about liquidity. As you said, we had $243 million of cash and restricted cash at the end of the quarter. It's important to note that we have strong equipment financing in place that covers most of our remaining expenditures on turbines and electrical power equipment. So we have these MUFG and Keystone equipment secured on non-recourse debt, Beale Bank. We have $160 million of capacity there for six Siemens turbines that will be built and delivered by 2028. So we feel good on that side about our equipment finance. The Yorkville facility is really there for a backstop for general corporate purposes. It gives us flexibility at the parent level. We have not drawn on this facility yet. As we think going forward, as I said, the equipment financing will cover the power assets ordered. And then the sources of capital and discipline deployment, we're really changing the way we look forward. It's that discipline Mary has talked about, looking at our payments and matching them to new tenant agreements and so forth. So you would see a disciplined approach going forward with capital.

Analyst Name (Firm): Nick Lawson (Ocean Wall) Executive Name (Title): Management

Hi, all. It's Max Taylor here from Ocean Wall, just stepping in for Nick. It'd be great if we could get a bit more color on the 5 gigawatt air permit that you filed in March, just around sort of, you know, what are the expected timelines for approval? Have there been any sort of early signals from regulators? Any early conversations? And then, just sort of the second part, you know, what were the lessons, I guess, from the six gigawatt permit approval that give you confidence in the timeline for this new application?

Executive Name (Title): Management

Good morning. Thank you for the question. I'll start with the latter. The six gigawatt air permit is in place, EPA is supporting it, and we're moving forward with it. And as we have already communicated, it's the second largest air permit ever granted in the U.S. Based on that feedback and all of the stories that we did, we have space to increase it by an additional five gigawatts, which was filed recently as reported, and we fully expect it to be completed successfully by the fourth quarter of this year. So we remain confident in our approach. We learned that by being transparent, clear with our studies and what we were doing, we got the first one and we expect the second one to be granted as well. I think, Mac, just to add to it, I think the comments we received from the first six gigawatts was, why didn't you ask for more? And that triggered us going ahead with the application for the next five gigawatts as part of that process.

Analyst Name (Firm): Vikram Malhotra (Mizuho) Executive Name (Title): Management

Morning. Thanks for taking the question. So maybe just first, you put out in the 90-day plan sort of securing a tenant agreement. I just guess one, why sort of put a short clock in terms of specific 90 days? Is there something about conversations or tenant types or where you're progressing to be that specific sort of given the history the last year? So maybe just give us a bit more flavor on like what gives you confidence to sort of highlight over the next 90 days you can secure a tenant agreement?

Executive Name (Title): Management

Yeah, happy to take that. So I think what gives us the confidence is we've been able to identify kind of what was holding customers back from engaging with us. And that was really the fact that they wanted to feel that they could trust us, that they could build a long-term relationship with us. As you know, these agreements are 15 to 20 years. And so the counterparty is looking for assurance that who they're partnering with is somebody that is going to be able to support them over the long haul. And so for us, that was why we made the changes that we made to ensure that we were a relationship-oriented company and that we could step in to support these folks over the long haul. So part of our confidence is about that. The other piece of our confidence is around the kind of state of our site. As mentioned earlier, we've had numerous partners to the site, and folks have really let us know that the site is the most customer ready that they have seen in the country. And then the third piece of it is just the demand. ==The demand has not gone away.

Everyone is looking for capacity, and we're one of the few projects that has capacity for the next couple of years at the scale that we have it.== So those things give us the confidence. It's the relationship building and trust we've been able to do over the last several weeks. It's also grounded in the readiness of the site. And then the last point I'll make on this is that so many of these customers have also been focused on figuring out how they can engage with us from a transaction standpoint. And so we've really tried to align our commercial activities to be much more streamlined, so it's much more clear how our process works on both sides so that they can engage with us confidently. Victor, I'll just add one final statement is that over the last three weeks, our pipeline has increased exponentially, much more so than we ever expected.

Analyst Name (Firm): Vikram Malhotra (Mizuho) Executive Name (Title): Management

So I guess the second question is two parts to it. On this tenant potential signing, are you able to give us some color on high level as what we previously modeled in terms of potential revenue and more so the capex to build out this first lease, no matter what size we had sought? We sort of said first gig would probably be around four to five billion and the first gig would generate a certain amount of NOI. So can you give us any high level color on what it would cost to build this out? And then just related to that, are you on a short talk with Texas Tech as well? Just maybe update us on is there a stipulation still that you need to sign a lease by a certain date?

Executive Name (Title): Management

Yeah, so what we're looking at right now, this may be an evolution, we'll call it, is we thought there's now multiple structures that we could pursue that deliver the same economic value opportunity to these projects. And so we talked a little bit about our pursuit of potential partnerships with data center partners, power partners, infrastructure partners. We continue to engage directly with hyperscalers, but we've realized that there are multiple paths to be able to achieve our financial goals with these projects. And so while we can't say specifics, of course, around the numbers of the deals that we're currently trading, we can say that we feel very confident that the deals that we have at hand provide the same kind of economic opportunity that we've always set out to achieve. I'll add just a little bit, Vikram. One of the strategic priorities we laid out for the next 90 days is to explore partnerships to accelerate our data center and power deployment capabilities. That has very interesting opportunities around additional capital infusion into the business that would come from our partnerships. So that's extremely helpful.

And on the Texas Tech question you had, let me reassure you that we have a very, very strong relationship with Texas Tech. We have met with the Board of Regents Chair. We've met with the Board of Regents Special Committee overseeing the relationship with Fermi. I've personally met with the Chancellor twice in the last three weeks. We are both extremely motivated to ensure the long-term success of Fermi as it's a highly visible project for both of us.

Analyst Name (Firm): Sky Landon (Rothschild & Company) Executive Name (Title): Management

Hi, thanks for taking my questions. I know it might be early days, but just wondering if you can elaborate on the idea of exploring strategic partnerships for the power and the data centers. What does this potentially mean? Does it mean bringing in a more experienced operator for the power generation sets and things like that? Um secondly, just checking in on the power plan that you've shown within the slides, is the option of Excel providing an increased level of power up to 200 megawatts still on the table? And just wondering why that isn't part of the 2026 and 2027 power plan? Um and then still on the power plan, does this include the turbines kind of running in single cycle? Presumably at some point these would need to move to a combined cycle and just wondering when and how you would look to do that and if that's part of the air quality permit conditions.

Executive Name (Title): Management

Yeah, I'll start with the data center question, and I'll turn it over to the others for the rest of your questions. So, on the pursuit of partnerships, particularly on the data center side, this is really a direct reflection of the conversations that we had with hyperscalers. And what we're seeing is that, again, their demand is so high that they're needing to pursue paths with partners to have additional capacity. And so we realized that by also pursuing those data center partnerships, that there's a way to kind of meet them where they're at. The space has changed tremendously in the last six months. And so as mentioned before, we've realized that there's multiple structures to be able to serve these customers. And so we want to ensure that we are meeting them where they're at and also pursuing the things that they're looking for to stay up to date on their needs. And so that's what we're doing. The goal on the exploration of power partnerships is also a reflection of this need. So one thing we're looking at is how do we kind of look at additional capacity to serve more customers. As Marius noted, the demand that we've seen over the last couple weeks is so strong that we're now in a position where we're thinking about how do we kind of bring more capacity to our site quicker so that we can serve additional customers. So those are the two reasons why we have pursued these partnership opportunities.

Executive Name (Title): Management

And I'll turn it over to Jacobo and Marius for your questions.

Executive Name (Title): Management

Yes, I'll add very briefly. Obviously, those partnership conversations are bounded by confidentiality agreements. So, therefore, at this point in time, we can't provide more information. But rest assured, these are the names in the industry that are coming to Fermi and wanting to partner with us to deliver the best-in-class service and product to our customers. The last thing I want to add is that our generation equipment position is strong. It's something that is unique to Fermi versus the rest of the market. And if I go, you know, power block by power block, our GE6B turbines are refurbished. They're ready. Our X-flat units from Siemens are brand new units. You know, it's, again, 1.1 gigs. They're finished, you know, in Germany and will be shipped over the summer to the U.S. Our SGT-800s, as we have reported, are in the Port of Houston, awaiting to come to the site. So from that perspective, again, we have been very deliberate in getting our power ready. We have 2.2 gigawatts of available power on hand, 1.5 of that which we can execute by the end of 27, provided we have a tenant and project finance. We're going to be deliberate in how we execute our plan. And then last but not least, you know, we have, as we reported, 200 megawatts from Excel, 86 of that time is already at the site, and an incremental 114 megawatts will come, you know, in the first part of 27. So we're ready to serve customers.

Analyst Name (Firm): Sky Landon (Rothschild & Company) Executive Name (Title): Management

And one more, if I may. Just on the EPC partners, clearly timelines are somewhat changing and they're still pretty dependent on when you're able to secure a tenant. So just wondering if you could kind of elaborate on the EPC market. Are you still looking to use the same partners that you were originally looking to use? How flexible are these partners in terms of the time slots that they can do the work to install the power equipment that you need? And any additional color you could give there would be great.

Executive Name (Title): Management

Sure. Thank you for the question. Absolutely. I mean, we are in lockstep with our strategic partners. Our GE6Bs are being installed from the very beginning with a company out of Houston called Relevant Power Systems. They're aligned with us. Exactly the same situation with Primors on our GE6Bs. On the F-Class, we just completed an RFP. We're not ready to announce who it is. But again, everyone in the industry, our strategic partners, are completely aligned with us, including the SHIELD, our high-voltage equipment partner. And they're all aligned and ready to execute alongside us. So the relationships are strong, and we're moving forward.

Analyst Name (Firm): John Hodlick (UBS) Executive Name (Title): Management

Great. Thanks, guys. Good morning. Maybe two quick follow-ups. First, and that might have just been answered, but the scale of the tenant conversations or the potential contracts you guys are talking about, is that in the sort of gigawatt scale that we had been sort of originally talking about, or are we thinking about signing contracts in sort of smaller chunks to begin with? And then as a follow-up on the strategic partnerships, especially with the existing data center companies, are you guys envisioning a potential deal where you work with an established provider like a DLR or one of the private guys to take down space on a wholesale basis or just work with them to approach tenants together or just anything that you could do to elaborate on a potential agreement of that sort would be great, thanks.

Executive Name (Title): Management

Yeah, so we are looking at, again, multiple deal opportunities, and each one of those has a different structure in terms of the size. So in some cases, it's smaller chunks. In some cases, it's a gig or higher. But we're essentially in the position where we can kind of pick and choose how we can ensure that we can serve multiple partners over the long haul. So I can't, of course, for confidentiality reasons, say the exact size is. What we do have at hand is, you know, again, in some cases it's a couple hundred megawatts, in some cases it's a gig or more, and we're going to ensure that we, you know, move forward with the best possible partner with the timeline that meets that specific partner. On the question around the partners, the way that we think of it is, again, how we can serve the customer on their timeline. As you're negotiating these deals, of course, you're looking at the amount of capacity that they're looking for, but you're also looking at the timeline that they need. What we found is that different data center partners have different timelines available to meet the data center needs, the MEP needs.

And so we're in constant communication trying to align their capacity availability with the customer's timeline and the capacity that they're looking for. So it's a bit of a dance, as you guys know, with these deals. But what's nice, again, is that we've got multiple options on the table and have the ability to move forward with the best possible deal for us right now. I will just add that on the data center partner side, they have significant demand that they have signed up for from power. Their availability of power is obviously scarce. So they're proactively coming to us with ideas as to how we can engage together to satisfy the demand that they've already signed up for. So not only does it bring a tremendous amount of expertise, wherewithal, financing commitments, but it also comes with tenants. So that's why it's so interesting for us to engage in those conversations and strengthen our position holistically.

Analyst Name (Firm): Greg Rawlins (Great Way Capital) Executive Name (Title): Management

Good morning. Thank you for taking my call. My first question is, could Mr. Noga buy with his 40% shareholding block a capital raise for whatever reason he may deem fit? The second is an observation. You've spent quite a bit of time and effort talking about the financing and the provision of power, but what about the financing and the building of the actual structures that are going to house the data centers? And ancillary to that, I'd like to talk about two models. Digital Realty provides the buildings and the associated infrastructure, that being the cooling systems, for example, whereas Equinix also in many cases facilitates the financing of the tenants' own equipment, which gives them a strong strategic advantage. Which model would you be following? And then finally, just an accounting matter. And you will be, unlike other data centers, you will be providing the power which you would have to charge him. I would assume that this is not rental income. And to that effect, you could be running into problems if your revenue for the power delivery exceeds more than 25% of your rental income. Have you thought about that?

Executive Name (Title): Management

So I think we'll start with, there's a couple questions in there. We'll start with the, I'll take your question around kind of financing structures for these kind of deals at hand. So as you know, the way that this works is you are constantly talking to lenders about the deal structure to ensure that you have the financing available to complete the deal. So we have really strong relationships with a number of project finance lenders in this space, and they are actively involved in conversations with us on all of the different deals that we have at hand that we're currently negotiating. So we feel really confident, again, in being able to project finance those deals. And, of course, we wouldn't pursue anything that we didn't feel had, you know, financeable backability. And so that's part of our filter, again, is ensuring we can finance those deal structures. I think you also had a question around, was it Toby's share, the 40%?

Executive Name (Title): Management

Yeah, Greg, yes, I'll address that really quickly. As of right now, there is no shareholder meeting set, just to be clear. There is none. And then secondly, you might have noticed last night we filed an 8K where the board has made modifications to the company's bylaws. In those modifications that would say that any changes to the board composition will require a 70% vote of the shares outstanding. And so you'd have to have a significant threshold here in order to make big modifications to the construct of the board, all with the intent of protecting our shareholders, all with the intent of driving consistency and stabilization of the organization. We believe we're in a great position to take advantage of the demand that's out in the market for the assets and the services and the products we have. It's our job to now execute flawlessly for our shareholders to deliver on that opportunity. I can talk about the revenue recognition and accounting policy. We do intend to elect weak status, and we are structuring our revenue recognition and all accounting so that we do meet those, so we do have that.

Analyst Name (Firm): Derek Whitefield (Texas Capital) Executive Name (Title): Management

Good morning, all, and thanks for your time. I have two questions, perhaps starting with slide nine. Could you offer color on the amount of aggregate power capacity you see in the market at year-end 2027 relative to the gross demand for data center power? The point being, if you compare your offering at year end 2027, could you qualify how unique that capacity would be in the market versus what's being built?

Executive Name (Title): Management

Sure. I'll take a thought about that. You know, what we've said before is we currently possess on our balance sheet control of 2.2 gigawatts of gas generation equipment. And what we're saying based on having a lease on the project finance we are able to deliver one and a half gigs of installed power by the end of 27 in simple cycle. That's the way you should read it. Obviously all driven by the timelines generated by our customer or tenant. That is the first domino that falls. That then delivers the product project financing. That then delivers the implementation of our turbines and so forth.

Analyst Name (Firm): Derek Whitefield (Texas Capital) Executive Name (Title): Management

Great. And maybe perhaps shifting over to Anna, in your prepared remarks, you noted a more streamlined commercial interface for customers and partners who want to advance discussions. Maybe could you elaborate on how the interface has changed and the degree it may have been an impediment in past client discussions?

Executive Name (Title): Management

Absolutely. So, again, I think one of the key things about the change that we made was recognizing that at every point in a business's journey, you move from kind of the vision that's driving and building the momentum of the company towards a more, I would say, commercial-oriented structure to ensure that you can meet the opportunity from an economic standpoint. And so what we realized was that we were kind of at that inflection point. And so when you're dealing with large companies, there is kind of a way of working, we'll call it, that they're used to. And we wanted to ensure that we were building the team, the structure, the process to be able to make it easier to work with us. So part of that means being very clear on what our capacity and availability is, being really clear about how people can engage with us and speak with us, being really thoughtful about how we build relationships. As mentioned earlier, relationships is everything in this industry. The tech community is very small. If you know one person, they probably know somebody that knows you. And so we really just understood that what was most important for our process was to kind of professionalize and ensure that it was very clear how to engage with us and that when you engage with us, it was positive and it was constructive and it was geared towards a shared goal of trying to get a deal with them together.

Analyst Name (Firm): Paul Golding (Macquarie) Executive Name (Title): Management

Thanks so much for taking my question. Just wanted to ask a quick one combining a couple of the prior questions around the potential size of an initial deal and the project financing discussions. Is the ongoing discussion with lenders informing at all or influencing at all how you are filtering or thinking about the size of the initial definitive lease across that landscape that you described as being smaller versus gigawatt scale? Does that influence your thought process around building the structures and being able to energize as you look at these potential counterparties and the conversations you're having with lenders?

Executive Name (Title): Management

Yeah, absolutely. So we're again in a fortunate position where we don't have to pick one structure over another. No matter the deal size of the kind of things we have on the table, we feel very confident that we can get the project financing for those. And again, we're actively involved with our lenders as part of those kind of conversations. So if the deal is one gigawatt, you know, we feel like confident that we can get the project financing for it. If it's 200 gigawatts, we feel confident we can get the project financing for it. And that also, of course, relates to who the offtaker is and their bankability. So that is kind of our focus, again, is looking at all of our options on the table. But, of course, all of those options we feel very confident are financeable.

Analyst Name (Firm): Paul Golding (Macquarie) Executive Name (Title): Management

Okay. And maybe just as a housekeeping question on the back of that, Anna, thanks so much for that color. I'm wondering if the project financing landscape is generally amenable to the whole spectrum of counterparty creditworthiness that you're seeing in terms of your inbound interest or if there is a skew towards, you know, high investment grade just in terms of where you are in your roadmap relative to the offtaker.

Executive Name (Title): Management

Yes, so obviously credit worthiness is the key item at hand when you're engaging on these deals. So again, if we have a scenario where there's a customer who maybe isn't as credit worthy, we have to, of course, find an additional partner who's willing to step in and support that customer to be able to get the financing done. So there are multiple ways that, of course, we can do this. And again, as I've stated multiple times, we have several options, several structures on the table. But the key thing to take away is that all of those structures we feel are financeable because of the way that we've laid out the opportunity.

Executive Name (Title): Management

That concludes our Q&A session. I'll now hand the conference back to Marius Haas for closing remarks.

Executive Name (Title): Management

Thank you, Operator. Thanks for participating in our call today. We know there's a lot of noise in the system, but as you've heard this morning, our leadership team is 100% focused on executing on our plan to create long-term shareholder value. As indicated, and I'll just repeat it one more time, Over the next 90 days, you can expect us to deliver on these five key priorities: securing a binding tenant agreement, maintaining capital discipline to support liquidity, to hire our next CEO, to deliver power at our project site, and to explore strategic partnerships for accelerating data center and power deployments. We appreciate your interest and support as we work to build the power platform for the AI era. Thank you again for joining us this morning. Very much appreciate it.

Executive Name (Title): Management

Everyone, this concludes today's event. You may disconnect

at this time and have a wonderful day.

Thank you for your participation.

Q4 2025 Earnings Call — March 30, 2026

Analyst Paul Golding (Macquarie): Thanks so much. Hey, how are you? I wanted to ask two near-term questions, one being what the key discussion points are with prospective tenants that are being negotiated as you try to work to a definitive agreement. And secondly, more specifically on the near-term energization milestones, as you look to the SGT 800 frames that you've received in Houston, now that you have the equipment on hand, how is the timeline coming together for deployment of those assets and how that might relate to your negotiations with prospects?

Executive Miles (Title): The number one issue, the number two issue, and the number three issue with our tenants is they want all of our power and they want it all forever. But for our model to work, we need to have multiple tenants so that, you know, you deal with the differences in loads. So that really is the issue. And so from when they get out there to the site, they're blown away by the sight, and they realize this is a place you can generate a significant amount of power, and they want it all.

In terms of the SGT-800s, we've had quite a bit of luck. The units came, as you're aware of, to Houston. We kept them in a free trade zone in hoping maybe we could get a break while we were waiting for our environmental permit. And literally the second the Supreme Court had a ruling on the tariffs, we checked them into the country. We saved ourselves probably $27 to $30 million. And I'll have them put the pictures. You can see the SGT 800 foundations are ready to pour. But on the tenant side, because I know that's what everybody is focused on, what we can share is that we're in the contracting phase with multiple new potential tenants. But everyone needs to understand these transactions are complex, they're multi-party, and they involve billions of dollars.

So, hey, Paul, it's Miles here. I would just add that, and we've said this all along, the other thing is not a tension point, but it's one of our things we're holding firm on, is we want investment-grade wraps. That's why Toby earlier referred to the fact that this is really companies saying, are they going to put their balance sheet up? And when we say companies, we're talking about investment-grade companies that wrap these things. So then the second thing I would add is that it's not just what we do and what we control, but the ultimate off-takers also, or development partners, need to look at this and say, can they get their side of the equation up? In other words, all their MEP and their RACs, et cetera. And so we're doing more, I'll say, reverse due diligence than I expected we were going to have to do to make sure that they can have their stuff up in time to take our power, because our power is ahead of most people's ability to get the other stuff in place. That has been one of the bigger surprises. If you say Jeremy in the fall was worried whether convincing people that we had the power, we now want to be convinced they have the MEP because we do have the power and we need to put it to work.

Analyst Paul Golding (Macquarie): Thanks for that color, Toby and Miles. If I could just sneak one more in then on the back of the discussion seeming to be pretty robust around demand. Is pricing, are you able to give any color on pricing directionally relative to where you expect it to be when you first started considering sort of the financial approach to the first gigawatt of power?

Executive Miles (Title): We're at the same. And we'll talk to Bert for more, but we're definitely ready to say we're at the same.

Analyst Vikram Mulhatra (Mizuho): Morning. Thanks for taking the questions. Congrats on your full fiscal year. I guess I just want to dig deeper, if you can, on kind of the tenant discussions. And I'm wondering if there are different sticking points for sort of Fermi as a landlord versus your potential tenants, and kind of how those sticking points may, you know, result in, I guess, delays in signing. I think you cited 12 months in your share. Over the next 12 months, and I just want to get a better understanding on the sticking points from either side, and from a timeline perspective, should we think over 12 months, or could it be sooner?

Executive Miles (Title): Again, I know it comes across as braggadocious. Once they get to the site, it really is they want the power, and they're trying to lock in all of our power at a price today, because I think our tenants really appreciate the scarcity of the gen sets, and that the price of energy for them will be increasing, so they are rightfully focused on locking in as much power at today's prices as possible. That really is it, and like I said, we're in the contracting phase of this process.

In terms of providing guidance on the time, the board, the coaching, I've got a really great – Jeremy has a really great board. Y'all can take a look at it. Their point is when we provide guidance on timing or expectations, that changes the dynamics of the negotiations – to Fairme's disadvantage. And so the board was pretty firm with me on Saturday that we're not going to discuss the timing because what we're doing is it changes the dynamics of, you know, these aren't $1 billion transactions. These are multi-billion dollar transactions, and they just want to keep the dynamics as flat as possible.

Analyst Vikram Mulhatra (Mizuho): Okay. And then just two things to clarify. One, the I guess the shareholder letter mentioned sort of term sheets and various agreements. I just want to clarify, one, is there an actual LOI in place with any of these, you know, five, six, seven tenants that you're negotiating, or is that sort of the next step? And number two, if you could just clarify any of the near-term financings, like, you know, from MUFG, is there a stipulation in any of these financings that you must have a lease signed by, you know, XYZ period?

Executive Miles (Title): I think our comment that we're comfortable with is signing new LOIs, it will be a normal course of our business, and we won't be commenting on them post that. I think it's kind of one of the lessons that we've learned so far is we do not want to change the negotiating dynamics. Each one of these financing is separate, and I'm sure we've disclosed it. Miles, I just don't want to comment on the... We don't have any tenants signing covenants, if you will, Vikram, on our financing arrangements. And the other thing to remember that these financings are non-recourse to the parent, which I think is really important when you think of the overall public company.

And then, you know, the thing that hasn't changed is that we do have an agreement with Texas Tech that we'll have a tenant by the end of 2026. That remains the same, and we're working collaboratively with them to advance that. So that's probably what's most important right now is to understand that we're still full on and we feel really good about where we're at. It's only a 200 megawatt tenant. I don't want to call that, I don't want to demean it, but that should be cutting. That's not close to the expectation. We don't have a tenant that wants 200 megawatt. That's not our problem. They want more. Be clear. Yeah. If we had to have a college, you only could have a 200 megawatt tenant, that would be a problem for us. The problem is they want, you know, gigawatts.

Analyst Ryan Gravis (UBS): Hey, guys. Miles, you touched on this earlier, but what additional development at the site are you planning at this point before a first tenant lease is signed and you secure project financing? Is there anything you can share in terms of more precise CapEx spending or cash burn that you're expecting this year?

Executive Miles (Title): Yeah, so we are going to be very diligent about matching our development with the signing of a project financing as well and our tenant leases. But as far as we'll go, and look, these things change. This is a long-term project, not a 30-day project. But what we'll do is have the site ready to receive our power generation equipment. It's largely there today. There's a little incremental work that needs to be done so that we can place those generation assets into service as soon as we see that we've got tenant agreements to line up with the timing of that installation.

Yeah, I think what we were talking about, there we've become not skeptical, but we definitely want to see that the timing of our development matches the MEP that our tenants can acquire. And if you say, is there a change in how we as a company have viewed it, is we've become – where I would say last year we were focused on people being able to do great due diligence on us. We have pivoted and actually made hires. We picked up a really great person from Meta that helps us do diligence on the pace of execution of our potential tenants.

Analyst Stephen Jangaro (Stiefel): Thanks. Good morning, everybody. When we think about, like, your tenants' need for power and sort of the various tenants and the timing of kind of when their data centers are up and running and when they need power. When you're talking to the customers, how far out are they thinking about securing power relative to when the data center becomes fully operational?

Executive Miles (Title): First of all, that differs between each tenant, and it's the number one – not the number one, but it's in the top three – diligence items we have or how we prioritize in it is obviously, you know, are you financeable? I argue investment grade is number one. But the number two thing is we actually, unlike most companies in the world, are sitting on a whole heck of a lot of power generation that we are very anxious to put to work. And so it is each... That is... There's no one answer to it, but when you think about how we're running the business and prioritizing people that we would contract, that's probably our number two thing. How fast? We can have the power because of all the work we did at the site to date. We can have the power, what we now realize, probably faster than some of them can have the MEP. So that becomes how we prioritize who we attract with us.

Analyst Stephen Jangaro (Stiefel): And the follow-up is just kind of going back to the first potential tenant in the negotiations that were terminated or at least maybe terminated but delayed at least. When did they actually need power? Because I'm just sort of thinking if there's a lack of power, what are they doing for power if they're not doing it with you?

Executive Miles (Title): What I look back, and again, I don't believe that – I hope – that the first tenant is a tenant. So I just want to convey that. When we look at when they leave power, you know, it definitely brought, you know, our attention is we have to really make sure that these tenants have the NDP. I think it's a bigger bottleneck than we originally anticipated.

Executive Miles (Title): Yeah, look, I So they originally were looking at they would have power that they could deploy and make revenue themselves off of in 2027, okay? But I think there's two parts to your overall question, which is when do off-takers need power? And if you look at their planned portfolios, most of them are into 27, 28, where they need to consume the power. However, and this is an important point, you can read it in the newspapers. There's other sites that are not capable of delivering on the power that they've committed to these. So we do expect and we've seen some potential reallocations of where they're going to get their power that they thought they already had and they actually don't have. We're in a really special spot. We are in a special spot because we have a lot of power, and the world recognizes it.

Analyst Nick Amakuchi (Evercore ISI): Hey, good morning, guys. Just wanted to touch upon something. So I guess, you know, just given kind of multiple new LOIs in process, you know, in addition to the original one, I just wanted to kind of get some sense. Has there been any kind of potential – has the potential scope of those tenants increased, meaning like different, you know, different types of tenants, or is it still more or less – Obviously, investment grade, but just kind of trying to see if those horizons broadened a little bit.

Executive Miles (Title): I think the only thing that I would say is significant engagement by chip makers, not some directly, not directly. I think they are getting really concerned that those chips are only worth the power behind them. So, in terms of scope, that would be the only change I would suggest.

Executive Miles (Title): That's how I would describe it as well. The chip makers are more directly engaged in where's the power going to come from. And frankly, where's the whole consumption of their chips going to come from is really what they're focused on. I think y'all are off the markets aware that the leading chip makers are now realizing they're getting behind a number of companies. And so that changes the dynamics so it does broaden it. For us, the key thing is, and you know this as well as anybody, we do need a diversity of load to maximize the efficiency of our gen sets. So I think what you're seeing us do is a little more math, not a little more, a lot more math, on we are better off with a more diversified load-based system maximize the efficiency of this private grid that we're building.

The other thing I would just add in terms of market dynamics, what's happening is increasingly on the MEP side, the emergence, if you will, of modular MEP, which if you think of it as a chip maker, what you're really concerned about is speed to token. And so you look through the whole value chain and you say, where do I have places to speed up? There's opportunities to speed up the timing of MEP, and so you see more modular players coming in that help make that happen, which is a huge positive for us because we've got the power.

Executive Miles (Title): Yeah, that is another thing that we've become hyper-focused on, and one of the great things that we've had exposure to from the oil and gas business is modularization. And, again, it does then, in terms of hiring people, we are bringing people in that can help us diligence and engage on our client supply chain for MEP. That has been a real focus for us the last month.

Analyst Nick Amakuchi (Evercore ISI): Great. And then, Miles, you had mentioned obviously today kind of the IPO lockup expires. and, you know, the intention is still to, you know, follow as a REAP for 2025. Just wanted to see, are there any specific management sales that either need to occur or that we should be on the lookout for to satisfy that status?

Executive Miles (Title): Yes, so there's not a management sale necessarily required for the, at the time of this expiration of the lockup. However, to meet the REAP 550 rules, there will be, what I would say, an orderly sell-down that we're working to make that happen. And then that – we have a few months to make that happen. And we're in – you know, we got an advisor we've retained to help with that. And so I fully expect that that will be done in an orderly fashion, Nick. But that's been there from day one.

And now is the time that we're focusing on getting that executed. Obviously, my family is the problem. Today, we own about 38% of the company. What I would hope to achieve, can't promise, that if our family has to sell down, it needs to be to an accretive buyer. And what I mean by that is, I want one plus one on this sell down to equal three or four. And that's why we've hired an advisor to help us find which acquirer of a block. And frankly, I don't want to sell down hardly anything at all, especially at these levels. But if we're going to do it, I want it to be something that adds something to the brand of Fairme. So that is our goal there.

Analyst Sky Landon (Rothschild & Company): Hi, coming back to the tenant questions, clearly a few months ago we were talking about kind of one client taking the full first gigawatt. It now seems like you're potentially balancing trying to keep multiple parties happy. So just wondering if that first gigawatt maybe splits into multiple tenants taking smaller kind of megawatt numbers or not, or kind of what you see the base case from here.

And then secondly, you mentioned that pricing was remaining in the same ballpark as previously, but just wondering if the structure of rental revenues kind of ahead of operational shells is still going to be the same structure as previously or if there is different conversations with new potential tenants is potentially changing this.

Executive Miles (Title): My strong, first of all, there's no one that wants less than 200 megawatts. I mean, we're trying to talk them down. We'd rather do five 200-megawatt deals, if you ask us. When we run our calculations, that is the right – and the opportunity we've got is we've got 2.3 gigawatts with the F-class units on their way. Our team was in Germany the other day, and they were – two of them were in the loading dock. So, hey, our goal is I don't think we get away with three tenants for the first two would be victory, and I think we only get away with two.

Executive Miles (Title): Yeah, I would say, this guy smiles here, I would put it this way. We will likely only do deals 500 plus, and we can do that so it's allocation. If we can allocate the initial commitments right over that two-point plus, the real question for me in these discussions is they all want ropers on future quantum of energy, and you've got to not just look at the initial allocation, but also how are you allocating the ropers so that you comply with any ropers that we will commit to.

In terms of the pricing, it's the same as we said. I think we're getting more involved in the MEP I'm not saying we're getting into MVP business, but we are wanting to make sure we're solving all of our clients' problems. So not a change in strategy, but enhancing the services that we provide to our customers.

Analyst Eric Whitfield (Texas Capital): Good morning, all. Thanks for your time, and congrats on your progress today. With respect to your prospective tenant list, could you perhaps add color on how this list has evolved since your air permit was finalized?

Executive Miles (Title): The tenant list didn't change. The engagement changed dramatically. And basically, the best way I can describe it is shoppers became buyers. I mean, it is one of the largest air permits ever. I think the largest gas project ever It's in Florida. It's only three and a half gigs. We're at six. I think, as you all know, we filed for an additional five. I mean, we're looking at being the place where you can have the largest dash generation set on the planet. And I think the C-suites across all of our customers immediately got concerned and, hey, we better get why the getting's good, to use a West Texas phrase.

Analyst Eric Whitfield (Texas Capital): And then for my follow-up, with regard to the emergence of modular MEP development, what is the base unit in general on this modular operations, and to what degree can they accelerate time to power?

Executive Miles (Title): I went to the Schlumberger factory in Shreveport. Gosh, bear me. Six weeks doesn't sound like that long to go, but to Barely six weeks is six years at most companies. But I think it's game-changing, and I think it's going to dramatically – I don't believe we're going to be talking stick-building MEP in a year. I really, really don't. It's just such a transformational way and a much more cost-effective way to build MEPs. We're going to plug and play MEP into PowerShell. That's what the business is going to go to. Perfect. I encourage you all. I'm sure some of you will let you go see their factory, and I know there's a couple of other companies. But, I mean, it took us one minute to realize, wow, we're going to get Schlumberger to build a factory next to us.

Analyst Joe Brent (Liberum): Good morning, gentlemen. Two questions, if I may. Firstly, you talked earlier about cash burn, and I understand there are different scenarios, but can you just give us the parameters of what the cash burn might be in FY26? And secondly, related to that, I think you've got $885 million of equipment financing facility, which I understand it's currently non-recourse. Could you indicate at what point, if ever, that comes onto the balance sheet? And then related to both those, remind us of the funding structure.

Executive Miles (Title): Well, first of all, on the cash burn, I like to tell people that I'm an aggressive personality, but a financial sissy. And we do have a standing call every day at 4 o'clock Eastern, 3 o'clock Central, where we review the cash position on a daily basis on the recourse. And I focus on it pre-tenant, meaning, again, aggressive personality, financial city. Miles, I don't – I'm not aware that any of it comes on to the balance sheet. It doesn't come on to the whole co-balance sheet.

And then on the cash firm, we're running – what does it look like, cash flowing from a pre-tenant signing perspective? And we've got plenty of cash from that perspective. And then once we have the tenant, we'll do the project finance. And obviously, at that point, there's plenty of cash to finance the first tenant contract and finish out the deployment and commissioning of the gensets.

Analyst Rich Anderson (Cantor Fitzgerald): Thanks. Good morning, everyone. So, Myles, early on in the call, you addressed potential for asset relinquishment to preserve cash flow. Can you provide a little bit more color on how that might play out, you know, assets that are sort of on that list? You know, anything more you can add to that topic?

Executive Miles (Title): Yeah, let's be clear, Rich. That is not our intention whatsoever, and we don't see that happening. But when you think through all potential scenarios, right, you say, well, what are the levers I had to pull? That would be one lever if we had to. But right now, we don't have any plans to do it. But if you had to do it, you would do it with a GEN set or two because there's plenty of demand. I mean, we get lots of inbound calls as to whether or not we would move our equipment to somebody else. We have no interest in doing that.

I only mentioned it because... Well, and it's only prudent to say, what are the levers? If you've got to pull different levers, what do I have? So I would not want anyone to think that that's on our list of things to do at this juncture, given what we see on the tenant front, the timing of everything. I don't even like talking about it. These ginsets are incredibly valuable. And I would auction off my two boys first before I would let one of these gen sets go. And probably the dumbest thing I've ever done is even before we got the tech lease, my family basically committed to buy those SGT 800s. So I did basically auction off my children's future for that. So it's the worst thing you've... Like I said, my boys will be auctioned off first, and then we'll look at the gen sets.

Analyst Rich Anderson (Cantor Fitzgerald): Okay. Second question is on the land lease or ground lease. You know, what must be in place by this date or that date from a power resource perspective or tenant or whatever it is that, you know, satisfies any sort of requirements around maintaining your position as a landowner?

Executive Miles (Title): It is a notice to proceed to begin construction. So we don't have to have anything built, which means we're further ahead. But, yes, we don't have to have an actual data center. We have to have a tenant and an agreement with that tenant, and it has to be 200 megawatts. And I'm not going to diminish – that it would be hard to get 200 megawatt deal because no one wants that little power. To be clear, that's by 1231.26.

Analyst Andrew Fisher (Barenburg): Okay, thank you. Good morning, everyone. Thanks very much for taking my question. A few have already been answered, but I just had one follow-up just on the sort of pre-tenant cash or investment requirements. Could you maybe just give a little bit more color of, say, the turbines that you already have in your possession, you know, where you've already got the foundations being installed? Could you give us a rough idea about, you know, what remaining capex is needed just to get those installed to sort of get you there ready for the first tenant? Or if you can't give an absolute number, maybe an idea of the sort of percentage of the overall capital cost of those projects. I assume most of the heavy lifting has already been done, but it would just be good to get an idea, please.

Executive Miles (Title): Okay. We're working on the actual calculations on the foundations for the F-class units. Again, two of them is a wonderful picture. In fact, let's put it on the website so people can see the – the F-class units. I want to get those foundations installed. The site's clear. The geotech's done. They're only 1,300 square feet per generator. I don't have the numbers for those. We have those out for bid literally right now.

And if you're over here after this call, we're going to be debating how much money those SGT... The foundation we need to complete is the SGT 800s. And, you know, let me be clear. I don't think it should cost more than $10 million. But I would put that one in a source of consternation and debate at Fermi America. Okay. I'd like to get those SGT 800s instead of having them sitting in Houston. They need to come home to Amarillo, and it makes no sense to have those half-class units sitting in an expensive storage facility. I'm really zoned in on the foundations. We've got an additional extension on our deal with Excel that I think is kind of $8 or $10 million-ish. I think it should cost $4. I think he's going to get a theme that the CEO thinks everything should cost half of what he's currently being quoted.

Executive Miles (Title): Thank you very much.

Management: Ladies and gentlemen, this does conclude today's Q&A session and will also conclude today's call. You may disconnect your lines

at this time and we thank you for your participation.