Sphere 3D and Cathedra Bitcoin Merge, Creating 53 MW Compute Platform and 49% Stake

ANYANY

Sphere 3D will acquire Cathedra Bitcoin in an all-stock deal granting Cathedra shareholders roughly 49% of the combined NASDAQ-listed company. The merged entity will operate 53 MW of power capacity across five U.S. data centers with 1.2 EH/s mining capacity and over 100 MW pipeline for future expansion.

1. Transaction Details

Sphere 3D will acquire all issued and outstanding shares of Cathedra Bitcoin in an all-stock transaction, resulting in Cathedra security holders owning approximately 49% of the combined NASDAQ-listed company. The deal is subject to customary regulatory, court and shareholder approvals and will see Cathedra become a wholly owned subsidiary of Sphere 3D.

2. Combined Assets and Capacity

Upon closing, the combined company will control 53 MW of managed power capacity across five data centers in Iowa, Kentucky and Tennessee, alongside 1.2 EH/s of proprietary mining hash rate. This integration unites Sphere 3D’s efficient miner fleet and balance sheet strength with Cathedra’s energy-first site strategy and infrastructure expertise.

3. Growth Strategy and Pipeline

The merger supports vertical integration and scalable development, leveraging over 100 MW of identified expansion opportunities and targeting selective high-performance compute and AI workloads. Diversified revenue streams will stem from proprietary bitcoin mining and fixed-margin hosting services, while spreading overhead across a larger asset base to enhance profitability.

4. Leadership and Governance

Joel Block, current CEO of Cathedra, will serve as CEO of the combined entity and join its board, drawing on his data center and capital markets background. Sphere 3D CEO Kurt Kalbfleisch will transition to CFO and board member, maintaining executive leadership continuity while key team members from both companies support execution of the accelerated growth plan.

Sources

F