WhiteFiber has arranged up to $300 million of term loans through two indirect subsidiaries to finance construction and completion costs at its NC-1 data center in Madison, North Carolina. The financing is not yet funded: the initial $200 million draw depends in part on readiness and customer acceptance of the facility’s first 40 megawatts.
The remaining $100 million would be available later, subject to completion and financial tests. The loans carry substantial collateral and project-level guarantees, but WhiteFiber itself is not a guarantor.
Key details
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Two-stage financing: The agreement provides $200 million of initial term loans and a further $100 million delayed-draw facility. As of Nov. 9, no loans had been funded.
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Funding conditions and timing: The initial draw is subject to conditions including readiness and customer acceptance of the first 40 MW at NC-1. Funding is scheduled within 30 days of the agreement’s closing date, with up to two successive 30-day extensions available. The delayed-draw period begins after the initial funding and receipt of financial statements for the first three full calendar months following delivery, and ends six months after the initial funding. Further borrowing requires completion of the first 40-MW phase and satisfaction of financial and other conditions.
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Planned uses: Proceeds may cover Phase 1 construction and punch-list costs, required reserves and transaction expenses. The agreement also allows permitted distributions to equity holders, subject to its terms.
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Interest and fees: Borrowers can choose a rate based on Term SOFR, with a 2% floor, plus 6 percentage points, or a base rate, with a 3% floor, plus 5 percentage points. Unused commitments accrue a fee, and the agreement also calls for arranger and structuring fees and lender premiums, including payments at closing and on each borrowing. Rates and amounts for those additional fees and premiums were not specified in the announcement. During an event of default, outstanding obligations carry an additional 2 percentage points of interest.
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Repayment: Both facilities mature five years after the initial funding date. Initial loans amortize quarterly at 2.5% of the amount funded at the initial draw, beginning with the quarter ending March 31, 2027. Delayed-draw loans also amortize quarterly at 2.5%, beginning after the first delayed draw, with the remaining principal due at maturity. Repaid or prepaid amounts cannot be borrowed again.
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Prepayment costs and mandatory payments: Certain early repayments or other specified events trigger a premium: a make-whole payment before the second anniversary of initial funding, then 2% through the third anniversary and 1% through the fourth. No premium applies after that, and excess-cash-flow prepayments are excluded. The agreement also requires prepayments from certain asset-sale and debt proceeds, excess cash flow, and proceeds related to customer letters of credit, subject to exceptions.
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Collateral and guarantees: The borrower and its parent subsidiary, Holdings, pledge substantially all of their assets, subject to permitted exclusions and liens. Holdings also guarantees the borrower’s obligations, and a mortgage on the NC-1 data center is required before initial funding. Before that funding, White Fiber Operating Partnership must provide an unsecured guarantee covering Phase 1 completion, including cost overruns, and specified project carry costs. Minimum net-worth and liquidity requirements for that guarantee remain to be finalized.
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Covenants and defaults: The borrower must meet minimum debt-service coverage and maximum debt-to-net-operating-income tests beginning with the period ending March 31, 2027. The agreement also restricts distributions, additional borrowing and liens. Defaults can include payment or covenant failures and certain defaults or terminations involving project and customer arrangements; subject to applicable cure periods, these may lead to cancellation of remaining commitments or acceleration of outstanding loans.
Plain-English implications
The financing is structured around the delivery and acceptance of NC-1’s first 40 MW, rather than providing WhiteFiber with immediately available cash. The pledged assets and project guarantees give lenders recourse to the borrowing entities and specified project support, while WhiteFiber, Inc. is not directly guaranteeing repayment. The agreement permits some equity distributions, but those remain subject to its restrictions and financial tests.