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0002105398false00021053982026-08-062026-08-06

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 06, 2026

 

 

CSQUARE, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-43401

83-0679216

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

3100 Olympus Blvd.

Suite 510

 

Coppell, Texas

 

75019

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 855 699-8372

 

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.01 par value per share

 

CSQR

 

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition.

On August 6, 2026, Csquare, Inc. issued a press release announcing its second quarter 2026 results.

 

The press release issued August 6, 2026, is furnished herewith as Exhibit No. 99.1 to this Report, and shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed to be incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit.

 

Exhibit No.

Description

99.1

Press release, dated August 6, 2026, issued by Csquare, Inc.

104

Cover Page Interactive File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

CSQUARE, INC.

 

 

 

 

Date:

August 6, 2026

By:

/s/ Catherine Smith

 

 

 

Name: Catherine Smith
Title: Chief Legal and Administrative Officer and Corporate Secretary

 


EX-99.1 2 csqr-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

Csquare Reports Record Second Quarter 2026 Results

 

Revenue Increased 14.5% Year-Over-Year, Record Bookings of $64.7 Million, Net Loss of $48.8 Million Reflects Pre-IPO Capital Structure, and Adjusted EBITDA Grew 21% to $120.3M

Second Quarter Highlights

Successfully completed the Company's initial public offering on July 17 and commenced trading on the New York Stock Exchange under the ticker symbol CSQR.
Total revenue increased 14.5% year-over-year to $280.4 million, driven by continued strength in the Company’s core colocation business and recurring infrastructure services.
Colocation revenue increased 17.5% year-over-year to $210.6 million, reflecting sustained customer demand and deployment activity.
Achieved bookings of $64.7 million, a 13th consecutive quarter of record bookings, reflecting strong commercial execution and broad-based demand across all customer profiles.
Net loss of $48.8 million, primarily reflecting higher interest expense associated with debt issued prior to IPO reduction in debt levels.
Adjusted EBITDA increased 21.0% year-over-year to $120.3 million demonstrating the operating leverage of the Company’s platform.

COPPELL, Texas – August 6, 2026 – Csquare, Inc. (NYSE: CSQR) ("Csquare" or the "Company"), a leading provider of carrier-neutral data center solutions, today reported financial results for the quarter ended June 30, 2026.

"Our second quarter results demonstrate the disciplined execution by our team and the continued strength of Csquare's platform," said Spencer Mullee, Chief Executive Officer of Csquare. "We delivered 14.5% revenue growth, achieved a record $64.7 million in bookings, increased Adjusted EBITDA by 21%, and continued to benefit from strong demand for our carrier-neutral digital infrastructure platform.”

"These results reflect the durability of our recurring revenue model, the strength of customer demand across our markets, and the operating leverage inherent in our business as Adjusted EBITDA margin increased 330 basis points to 46.2%. We also reached an important milestone with the successful completion of our initial public offering in July, positioning Csquare with enhanced financial flexibility to support our long-term growth strategy.”

"Demand for high-quality digital infrastructure continues to accelerate as customers expand cloud deployments, AI-enabled workloads, and mission-critical connectivity requirements. We believe our diversified portfolio, disciplined capital allocation strategy, and deep customer relationships position Csquare to capitalize on these long-term secular growth trends while creating sustainable value for shareholders."

Second Quarter 2026 Results Summary

Revenues

Revenue excluding metered power increased 12.3% to $260.2 million, underscoring the continued strength of the Company's recurring revenue base and customer expansion activity.

Second quarter total revenue increased 14.5% year-over-year to $280.4 million, compared to $244.8 million in the prior-year period. Growth was driven by continued demand for the Company's colocation platform, customer deployments across existing and newly acquired facilities, and expansion of recurring infrastructure services.

1

 


Commercial Activity

Commercial momentum remained strong throughout the quarter as Csquare generated record bookings of $64.7 million, exceeding management's expectations. Quarterly bookings represent the annualized value of new and expansion customer contracts executed during the quarter and serve as a leading indicator of future recurring revenue growth.

Demand was broad-based across enterprise customers, cloud and network providers, and large-scale infrastructure deployments. Management believes the diversity of bookings across customer segments, deployment sizes, workload types, and geographic markets demonstrates the resilience of demand and supports continued long-term growth across the platform.

Net Loss

Net loss for the second quarter of 2026 was $48.8 million, compared to a net loss of $13.9 million in the second quarter of 2025. The increase was primarily driven by higher interest expense and one-time expenses related to the Company's initial public offering.

After quarter end, the Company completed its initial public offering and used a significant portion of the proceeds to repay debt, eliminating approximately $63 million of annualized interest expense. As a result, both the elevated interest expense and the one-time IPO-related costs reflected in the second quarter are not indicative of the Company's expected go-forward earnings profile.

Adjusted EBITDA

Adjusted EBITDA increased 21.0% year-over-year to $120.3 million, compared to $99.4 million in the second quarter of 2025.Adjusted EBITDA margin expanded to 46.2%, compared to 42.9% in the prior-year period, reflecting continued revenue growth, disciplined operating execution, and the inherent operating leverage of the Company's highly recurring business model.

A reconciliation of Adjusted EBITDA to Net Loss is included in the financial tables accompanying this release.

Funds From Operations

Funds from Operations for the second quarter of 2026 were $40.8 million, compared to funds from operations of $50.2 million during the second quarter of 2025, representing a 18.9% decline year-over-year. The decrease was primarily the result of an increase in net loss, which was primarily driven by higher interest expense.

A reconciliation of FFO to Net Loss, the most directly comparable GAAP measure, is included in the financial tables accompanying this release.

2026 Guidance Summary

Metric

2026 Outlook

Total Revenue

$1,130 – $1,170 million

Adjusted EBITDA

$460 – $480 million

Recurring Capital Expenditures

$55 - $65 million

Non-Recurring Growth Capital Expenditures

$610 - $660 million*
* - Includes two new large deals signed at end of Q2

The Company does not provide a reconciliation of forward-looking Adjusted EBITDA because certain items that affect the comparable GAAP measure cannot be reasonably provided without unreasonable effort.

 

2

 


Business Highlights

Generated record bookings of $64.7 million, marking the Company's 13th consecutive quarter of sequential bookings growth and reflecting sustained demand across enterprise, cloud, and network customers.
Expanded contracted power capacity by 44% year-over-year to 410 MW, supported by strategic acquisitions and continued customer deployments. Contracted utilization reached 107%, demonstrating demand that exceeds current sellable capacity and is supported by the Company's development pipeline and planned capacity expansions.
Executed strategic portfolio optimization initiatives through the divestiture of two underperforming leased data centers. As a result, sellable capacity totaled 385 MW as of June 30, 2026, while improving the overall quality and efficiency of the Company's operating portfolio.
Improved customer retention, with quarterly net revenue churn declining to 2.4%, compared to 2.9% in the prior-year period, reflecting continued customer satisfaction and the resilience of the Company's recurring revenue base.
Continued investing in long-term growth, deploying $128 million of growth capital expenditures during the quarter while investing an additional $15 million in recurring capital expenditures to maintain and enhance the Company's core infrastructure platform.

 

IPO Highlights

During July 2026, Csquare successfully completed its initial public offering of 50.0 million shares of common stock at a public offering price of $21.00 per share and commenced trading on the New York Stock Exchange under the ticker symbol NYSE: CSQR.

The IPO represents a significant milestone in the Company's evolution and strengthens its ability to execute its long-term growth strategy. As a public company, Csquare believes it is well positioned to benefit from enhanced access to capital markets, increased visibility among customers and investors, and greater strategic and financial flexibility.

On July 27, 2026, the underwriters exercised their option to purchase an additional 7,499,000 shares at the initial public offering price. The offering generated approximately $1.16 billion in net proceeds, after underwriting discounts and commissions.

The Company used the net proceeds to repay outstanding indebtedness, significantly reducing leverage and strengthening its balance sheet to support future investment opportunities. The debt repayment is expected to reduce the Company's annual interest expense by approximately $63 million, improving future earnings and cash flow.

Management believes its strengthened capital structure, diversified digital infrastructure platform, and continued investment in capacity expansion position Csquare to capitalize on favorable long-term industry trends and create sustainable value for shareholders.

 

3

 


Conference Call and Webcast Information

Csquare will host a conference call to discuss its second quarter 2026 results.

Date: August 6, 2026

Time: 5:00pm ET

 

Webcast: https://app.webinar.net/x07g2Pl2BMQ

A live webcast of the conference call will be available in the Investor Relations section of the Company's website. A replay of the webcast will be available shortly following the conclusion of the event.

 

About Csquare

Csquare is a leading North American digital infrastructure platform providing carrier-neutral colocation and interconnection services that support the applications powering the modern economy. The company owns and operates a geographically diverse portfolio of highly engineered data centers across major metropolitan markets in the United States, Canada and the United Kingdom.

Csquare delivers mission-critical infrastructure solutions to a diversified base of enterprise, network, cloud and technology customers. Its facilities provide secure space, resilient power, advanced cooling and dense connectivity ecosystems that enable customers to deploy and operate critical IT infrastructure with confidence.

Through its enterprise-focused approach and interconnection-rich environments, Csquare helps organizations scale efficiently while supporting demanding workloads, including hybrid cloud architectures, latency-sensitive applications and emerging AI-enabled use cases.

Headquartered in Coppell, Texas, Csquare is committed to delivering exceptional reliability, operational excellence and long-term customer partnerships across its portfolio.

For additional information, visit www.Csquare.com.

Key Business Metrics

 

Q2 2026

Q2 2025

Contracted Power Capacity (MW)

410 MW

285 MW

Sellable Power Capacity (MW)

385 MW

328 MW

Contracted Power Sold (%)

107%

87%

Net Revenue Churn (%)

2.4%

2.9%

Bookings (Annualized)

$64.7 M

$49.4 M

 

Non-GAAP Financial Measures

This earnings release contains certain non-GAAP financial measures, including Adjusted EBITDA and FFO. Management believes these measures provide useful supplemental information regarding the Company's operating performance, cash-generating ability, and underlying business trends.

These measures should not be considered as alternatives to financial measures prepared in accordance with U.S. generally accepted accounting principles ("GAAP"). Reconciliations to the most directly comparable GAAP measures are included in the accompanying financial tables.

4

 


We prepare our financial statements in conformity with U.S. GAAP, though we believe evaluating our ongoing results of operations may be difficult if limited to reviewing only GAAP financial measures. Accordingly, we use non-GAAP financial measures to supplement our evaluation of our operations.

We believe that these non-GAAP financial measures, when taken collectively with our U.S. GAAP financial statements, may be helpful to investors because they allow for greater transparency into what measures we use in operating our business and measuring our performance and enable comparison of financial trends and results between periods where items may vary independent of business performance. These non-GAAP financial measures are presented for supplemental informational purposes only, should not be considered a substitute for financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP financial measures used by other companies. Because of these limitations, our non-GAAP financial measures should not be considered in isolation or as substitutes for net (loss) income, or any other measure calculated in accordance with U.S. GAAP, as applicable, and should be considered together with our GAAP financial measures and the reconciliations to the corresponding GAAP financial measures set forth in this press release.

Adjusted EBITDA

We define Adjusted EBITDA as net (loss) income, excluding (i) income taxes, (ii) interest expense, (iii) depreciation and amortization, (iv) gain on lease modification, (v) loss on extinguishment of debt, (vi) bargain purchase gain, (vii) other income (loss), net, and (viii) transaction and other costs. Transaction and other costs consist primarily of acquisition and integration costs, restructuring costs, costs associated with our initial public offering, and employee loan extinguishment expenses directly attributable to specific transactions. The employee loan extinguishment costs are recorded within Selling, marketing, general and administrative expenses in our Condensed Consolidated Statements of Operations. Management uses Adjusted EBITDA as a key measure of our operating performance and to assess the results of our business excluding certain items that we believe are not indicative of our core operating results. In addition, we believe Adjusted EBITDA is frequently used by securities analysts, investors, and other interested parties in the evaluation of data centers and other real estate companies. However, because Adjusted EBITDA is calculated before recurring cash charges, including interest expense and income taxes, which represent significant recurring cash charges necessary to operate our business, and is not adjusted for capital expenditures or other recurring cash requirements of our business, it should not be considered a measure of liquidity or an indicator of our cash flows and its utility as a measure of our performance is limited. Further, Adjusted EBITDA does not reflect our cash requirements or our ability to generate cash to meet those obligations. Other companies may calculate Adjusted EBITDA differently than we do and, as a result, Adjusted EBITDA may not be comparable to other companies’ Adjusted EBITDA. Accordingly, Adjusted EBITDA should not be viewed in isolation or as a substitute for net (loss) income or any other performance measure calculated in accordance with U.S. GAAP. Note: Adjusted EBITDA margin excludes metered power revenue.

Funds from Operations

Management uses FFO, which is a non-GAAP financial measure commonly used in the real estate industry. This measure is used by management to evaluate performance corresponding to the retail colocation data center industry which has similarities to other real estate type companies. FFO is calculated in accordance with the standards approved by the Board of Governors of the National Association of Real Estate Investment Trusts. FFO represents net (loss) income (calculated in accordance with GAAP), excluding, when applicable (i) loss or gain from the disposition of real estate assets, (ii) depreciation and amortization and (iii) impairment write-downs of real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity.

5

 


Management uses FFO as a supplemental performance measure because, in excluding the items identified in the calculation, it provides a performance measure that, when compared year over year, captures trends in utilization rates, pricing and operating costs. In addition, we believe FFO is frequently used by securities analysts, investors, and other interested parties in the evaluation of data centers and other real estate companies. However, because FFO excludes depreciation and amortization and does not capture the changes in the value of our data centers that result from use or market conditions, or the level of capital expenditures necessary to maintain the operating performance of our data centers, all of which have real economic effect and could materially impact our financial condition and results from operations, the utility of FFO as a measure of our performance is limited. Other companies may calculate FFO differently than we do and, as a result, FFO may not be comparable to other companies’ FFO. Accordingly, FFO should not be considered in isolation or as a substitute for net (loss) income or any other performance measure calculated in accordance with U.S. GAAP.

Discussion of Non-GAAP Financial Measures

 

 

Three months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

Adjusted EBITDA

 

$

120,315

 

 

$

99,418

 

FFO

 

$

40,754

 

 

$

50,223

 

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

Adjusted EBITDA

 

$

228,601

 

 

$

185,724

 

FFO

 

$

59,299

 

 

$

79,041

 

Adjusted EBITDA increased by $20.9 million, or 21%, to $120.3 million for the three months ended June 30, 2026, compared to $99.4 million for the three months ended June 30, 2025, and increased by $42.9 million, or 23%, to $228.6 million for the six months ended June 30, 2026, compared to $185.7 million for the six months ended June 30, 2025. This increase reflected continued improvement in operating performance across our platform, driven by growth in recurring colocation and interconnection revenues and operating leverage from our cost structure.

 

 

 

Three months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

Net loss

 

$

(48,827

)

 

$

(13,928

)

Adjustments:

 

 

 

 

 

 

Interest expense

 

 

92,826

 

 

 

51,566

 

Income tax expense (benefit)

 

 

12,231

 

 

 

(2,199

)

Depreciation and amortization

 

 

89,581

 

 

 

64,151

 

Other loss (income), net

 

 

2,933

 

 

 

(1,929

)

Gain on lease modification

 

 

(40,043

)

 

 

 

Transaction and other costs

 

 

11,614

 

 

 

1,757

 

Adjusted EBITDA

 

$

120,315

 

 

$

99,418

 

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

Net loss

 

$

(114,780

)

 

$

(48,843

)

Adjustments:

 

 

 

 

 

 

Interest expense

 

 

181,189

 

 

 

106,119

 

Income tax expense (benefit)

 

 

482

 

 

 

(7,657

)

Depreciation and amortization

 

 

174,079

 

 

 

127,884

 

Loss on extinguishment of debt

 

 

 

 

 

5,313

 

Other loss (income), net

 

 

5,551

 

 

 

(1,625

)

Gain on lease modification

 

 

(40,043

)

 

 

(51

)

Transaction and other costs

 

 

22,123

 

 

 

4,584

 

Adjusted EBITDA

 

$

228,601

 

 

$

185,724

 

 

6

 


FFO decreased by $9.5 million, or 18.9%, to $40.8 million for the three months ended June 30, 2026, compared to $50.2 million for the three months ended June 30, 2025 and decreased by $19.7 million, or 25%, to $59.3 million for the six months ended June 30, 2026, compared to $79.0 million for the six months ended June 30, 2025. This decrease was primarily attributable to an increase in net loss, primarily driven by higher interest expense resulting from the assumption of the 2021 ABS Notes in connection with the 2025 Portfolio Acquisition and interest incurred on additional ABS notes issued during the latter part of 2025. These impacts were partially offset by improved operating performance driven by growth in recurring revenue and a gain on lease modification incurred during the second quarter.

The following table presents the calculation of FFO for the periods presented, with a reconciliation to the most comparable GAAP metric:

 

 

For the three months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

Net loss

 

$

(48,827

)

 

$

(13,928

)

Adjustments:

 

 

 

 

 

 

Depreciation and amortization

 

 

89,581

 

 

 

64,151

 

FFO

 

$

40,754

 

 

$

50,223

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

Net loss

 

$

(114,780

)

 

$

(48,843

)

Adjustments:

 

 

 

 

 

 

Depreciation and amortization

 

 

174,079

 

 

 

127,884

 

FFO

 

$

59,299

 

 

$

79,041

 

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the U.S. federal securities laws. These forward-looking statements include, but are not limited to, statements regarding the Company's expectations, beliefs, objectives, plans, strategies, future performance, growth opportunities, market demand, trends in bookings, portfolio optimization, AI inference adoption, embedded expansion opportunities, capital allocation strategy, financial position and other statements that are not historical facts. Forward-looking statements may be identified by the use of words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "seek," "should," "target," "will," "would," and similar expressions.

Forward-looking statements are based on management's current expectations and assumptions and are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements. These risks and uncertainties include, among others, changes in general economic conditions; our concentration in certain geographic areas; demand for colocation and connectivity services; competition; the availability of utility power, fiber connectivity and other critical infrastructure; customer demand and retention; our customer concentration; the pace and extent of AI adoption; a long sales cycle for our products and services; the Company's ability to execute its growth strategy and expansion projects; capital market conditions; regulatory developments; cybersecurity incidents; and the other risks described in the Company's filings with the U.S. Securities and Exchange Commission, including the "Risk Factors" section of the Company's Registration Statement on Form S-1.

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Except as required by applicable law, Csquare undertakes no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events or otherwise.

7

 


Investor Relations

IR@csquare.com

Michael Bowen, SVP Investor Relations

michael.bowen@csquare.com

917-685-8071

www.Csquare.com

8

 


Csquare, Inc.

Unaudited Condensed Consolidated Statements of Operations

(in thousands, except per share data)

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Revenues

 

$

280,351

 

 

$

244,751

 

 

$

550,813

 

 

$

477,510

 

Costs and operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues, excluding depreciation and amortization

 

 

133,206

 

 

 

122,613

 

 

 

269,660

 

 

 

246,138

 

Selling, marketing, general and administrative

 

 

35,170

 

 

 

22,720

 

 

 

60,892

 

 

 

45,648

 

Depreciation and amortization

 

 

89,581

 

 

 

64,151

 

 

 

174,079

 

 

 

127,884

 

Gain on lease modification

 

 

(40,043

)

 

 

 

 

(40,043

)

 

 

(51

)

Transaction and other costs

 

 

3,274

 

 

 

1,757

 

 

 

13,783

 

 

 

4,584

 

Total costs and operating expenses

 

 

221,188

 

 

 

211,241

 

 

 

478,371

 

 

 

424,203

 

Income from operations

 

 

59,163

 

 

 

33,510

 

 

 

72,442

 

 

 

53,307

 

Interest expense

 

 

(92,826

)

 

 

(51,566

)

 

 

(181,189

)

 

 

(106,119

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

(5,313

)

Other (loss) income, net

 

 

(2,933

)

 

 

1,929

 

 

 

(5,551

)

 

 

1,625

 

Loss before income taxes

 

 

(36,596

)

 

 

(16,127

)

 

 

(114,298

)

 

 

(56,500

)

Income tax (expense) benefit

 

 

(12,231

)

 

 

2,199

 

 

 

(482

)

 

 

7,657

 

Net loss

 

$

(48,827

)

 

$

(13,928

)

 

$

(114,780

)

 

$

(48,843

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

$

(0.47

)

 

$

(0.13

)

 

$

(1.10

)

 

$

(0.47

)

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

103,887

 

 

 

103,887

 

 

 

103,887

 

 

 

103,887

 

 

9

 


Csquare, Inc.

Unaudited Condensed Consolidated Balance Sheets

(in thousands)

 

 

June 30, 2026

 

 

December 31, 2025

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

120,843

 

 

$

140,159

 

Restricted cash

 

 

209,517

 

 

 

263,257

 

Due from related parties

 

 

7,768

 

 

 

144,451

 

Accounts receivable, net

 

 

134,711

 

 

 

90,708

 

Prepaid assets

 

 

14,359

 

 

 

7,013

 

Other current assets

 

 

61,143

 

 

 

73,307

 

Total current assets

 

 

548,341

 

 

 

718,895

 

Property and equipment, net

 

 

4,062,607

 

 

 

3,951,089

 

Right-of-use assets

 

 

319,863

 

 

 

355,237

 

Goodwill

 

 

537,233

 

 

 

541,493

 

Intangible assets, net

 

 

404,825

 

 

 

436,299

 

Other assets

 

 

130,445

 

 

 

91,410

 

Total assets

 

$

6,003,314

 

 

$

6,094,423

 

 

 

 

 

 

 

 

Liabilities and stockholders'/member's deficit

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

47,933

 

 

$

34,477

 

Accrued expenses

 

 

123,578

 

 

 

128,606

 

Due to related parties

 

 

3,335

 

 

 

 

Contract liabilities, current

 

 

100,653

 

 

 

96,358

 

Operating lease liabilities, current

 

 

39,566

 

 

 

41,755

 

Finance lease liabilities, current

 

 

13,209

 

 

 

15,020

 

Total current liabilities

 

 

328,274

 

 

 

316,216

 

Contract liabilities, net of current portion

 

 

159,990

 

 

 

122,762

 

Long-term related party loan

 

 

75,000

 

 

 

 

Long-term debt, net of deferred financing costs

 

 

4,890,179

 

 

 

4,755,553

 

Operating lease liabilities, net of current portion

 

 

320,117

 

 

 

391,577

 

Finance lease liabilities, net of current portion

 

 

422,787

 

 

 

428,364

 

Deferred tax liabilities

 

 

154,669

 

 

 

165,600

 

Other liabilities, non-current

 

 

40,915

 

 

 

41,097

 

Total liabilities

 

 

6,391,931

 

 

 

6,221,169

 

Stockholders'/member's deficit:

 

 

 

 

 

 

Member's interest

 

 

 

 

 

1,094,620

 

Common stock

 

 

1,039

 

 

 

 

Additional paid-in capital

 

 

1,092,791

 

 

 

 

Accumulated deficit

 

 

(1,469,893

)

 

 

(1,225,641

)

Accumulated other comprehensive (loss) income

 

 

(12,554

)

 

 

4,275

 

Total stockholders'/member's deficit

 

 

(388,617

)

 

 

(126,746

)

Total liabilities and stockholders'/member's deficit

 

$

6,003,314

 

 

$

6,094,423

 

 

10

 


Csquare, Inc.

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)

 

 

 

Six Months Ended June 30,

 

 

 

 

2026

 

 

2025

 

 

Operating activities

 

 

 

 

 

 

 

Net loss

 

$

(114,780

)

 

$

(48,843

)

 

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

 

 

 

 

Depreciation and amortization

 

 

174,079

 

 

 

127,884

 

 

Amortization of deferred financing costs

 

 

24,116

 

 

 

11,837

 

 

Employee loan extinguishment

 

 

8,340

 

 

 

 

 

Loss on extinguishment of debt

 

 

 

 

 

5,313

 

 

Deferred income tax benefit

 

 

(6,562

)

 

 

(8,167

)

 

Gain on modification of leases

 

 

(40,043

)

 

 

(51

)

 

Unrealized loss on foreign exchange transactions

 

 

10,247

 

 

 

 

 

Other operating activities

 

 

4,103

 

 

 

370

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

 

 

(47,309

)

 

 

(25,144

)

 

Prepaid and other current assets

 

 

3,682

 

 

 

(1,736

)

 

Operating lease right-of-use assets

 

 

20,708

 

 

 

26,552

 

 

Due to (from) related parties

 

 

4,161

 

 

 

260

 

 

Other assets

 

 

(36,669

)

 

 

(21,771

)

 

Accounts payable and accrued expenses

 

 

8,474

 

 

 

(46,343

)

 

Other long-term liabilities

 

 

40,012

 

 

 

63,499

 

 

Operating lease liabilities

 

 

(18,938

)

 

 

(18,130

)

 

Net cash provided by operating activities

 

 

33,621

 

 

 

65,530

 

 

Investing activities

 

 

 

 

 

 

 

Purchase of property and equipment

 

 

(277,976

)

 

 

(113,200

)

 

Related party loans and deposits

 

 

127,590

 

 

 

 

 

Net cash used in investing activities

 

 

(150,386

)

 

 

(113,200

)

 

Financing activities

 

 

 

 

 

 

 

Borrowings on long term debt, net of discount

 

 

 

 

 

908,204

 

 

Repayments on long-term debt

 

 

 

 

 

(646,695

)

 

Borrowings on revolving credit facility

 

 

112,000

 

 

 

60,000

 

 

Repayments on revolving credit facility

 

 

 

 

 

(207,900

)

 

Repayment of finance lease liabilities

 

 

(6,116

)

 

 

(8,066

)

 

Distributions to members

 

 

(130,528

)

 

 

 

 

Contributions from members

 

 

266

 

 

 

732

 

 

Borrowings - related party

 

 

75,000

 

 

 

 

 

Payment of debt financing cost

 

 

(443

)

 

 

(20,847

)

 

Net cash provided by financing activities

 

 

50,179

 

 

 

85,428

 

 

Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash

 

 

(1,216

)

 

 

(66

)

 

Cash, cash equivalents and restricted cash

 

 

 

 

 

 

 

Net change in cash, cash equivalents and restricted cash

 

$

(67,802

)

 

$

37,692

 

 

Balance, beginning of period

 

 

403,416

 

 

 

120,587

 

 

Balance, end of period

 

$

335,614

 

 

$

158,279

 

 

Reconciliation of cash and cash equivalents and restricted cash to the consolidated balance sheets

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

120,843

 

 

$

32,296

 

 

Restricted cash

 

 

209,517

 

 

 

125,983

 

 

Long-term restricted cash held within Other assets

 

 

5,254

 

 

 

 

 

Total cash and cash equivalents and restricted cash

 

$

335,614

 

 

$

158,279

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

Taxes paid (received)

 

$

5,016

 

 

$

(217

)

 

Interest paid

 

$

156,597

 

 

$

98,576

 

 

11

 


 

Csquare, Inc.

Disaggregation of Revenues

(in thousands)

 

Revenues

 

 

 

Three months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

 

$ Change

 

 

%
Change

 

Colocation

 

$

210,616

 

 

$

179,313

 

 

$

31,303

 

 

 

17.5

%

Interconnection

 

 

24,661

 

 

 

27,493

 

 

 

(2,832

)

 

 

(10.3

%)

Other

 

 

12,580

 

 

 

12,885

 

 

 

(305

)

 

 

(2.4

%)

Recurring revenues

 

 

247,857

 

 

 

219,691

 

 

 

28,166

 

 

 

12.8

%

Non-recurring revenues

 

 

12,345

 

 

 

12,028

 

 

 

317

 

 

 

2.6

%

Metered power revenues

 

 

20,149

 

 

 

13,032

 

 

 

7,117

 

 

 

54.6

%

Total revenues

 

$

280,351

 

 

$

244,751

 

 

$

35,600

 

 

 

14.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

(dollars in thousands)

 

2026

 

 

2025

 

 

$ Change

 

 

%
Change

 

Colocation

 

$

413,957

 

 

$

354,558

 

 

$

59,399

 

 

 

16.8

%

Interconnection

 

 

49,614

 

 

 

54,034

 

 

 

(4,420

)

 

 

(8.2

%)

Other

 

 

25,603

 

 

 

22,498

 

 

 

3,105

 

 

 

13.8

%

Recurring revenues

 

 

489,174

 

 

 

431,090

 

 

 

58,084

 

 

 

13.5

%

Non-recurring revenues

 

 

19,701

 

 

 

21,005

 

 

 

(1,304

)

 

 

(6.2

%)

Metered power revenues

 

 

41,938

 

 

 

25,415

 

 

 

16,523

 

 

 

65.0

%

Total revenues

 

$

550,813

 

 

$

477,510

 

 

$

73,303

 

 

 

15.4

%

 

 

12