What Cipher Mining, Inc. told the SEC could break it.

Substantially all revenue comes from bitcoin mining, so results hinge on block rewards and the volatile bitcoin price; it held 1,433 bitcoin at year-end 2025, and a 20% bitcoin price drop would add an estimated $25.1M to net loss.

“Historically, we have derived substantially all of our revenue from bitcoin mining, and our operating results have depended primarily on the number of bitcoin block rewards earned and the market price of bitcoin.”

Every operating and under-construction data center is in Texas, with the single Odessa Facility responsible for ~74% of 2025 revenue, concentrating exposure to the ERCOT grid, Texas weather/natural disasters and Texas regulatory and market conditions.

“We currently operate all of our data centers in Texas, and the data centers we are constructing for our HPC tenants are located in Texas as well. The Odessa Facility was responsible for approximately 74% of the revenue we earned in the year ended December 31, 2025.”

Operations depend on third-party transmission/distribution utilities (Oncor, AEP), the ERCOT grid operator, and manufacturers of critical mining and data-center equipment; tariffs and global supply-chain constraints also threaten on-time, on-budget data-center construction for its HPC growth.

“We depend on third parties, including transmission and distribution utilities like Oncor Electric Delivery Company LLC (“Oncor”) and AEP, the Texas grid operator, ERCOT, and manufacturers of critical components for our mining equipment and our data centers, which may be subject to price fluctuations or”