IREN Ltd

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Note 1. Organization

Nature of operations and corporate information

IREN Limited (“Company” or “Parent Entity”) and the entities it controlled at the end of, or during, the quarter ended September 30, 2026 (collectively the “Group”) is a vertically integrated AI Cloud platform, delivering data centers, compute and software for AI training and inference.

Note 2. Basis of presentation, summary of significant accounting policies and recent accounting pronouncements

Basis of presentation and principles of consolidation

The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial reporting. While these statements reflect all normal recurring adjustments which are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all the information and notes required by GAAP for complete financial statements. As such, the information included in this Quarterly Report should be read in conjunction with the Group’s Consolidated Financial Statements for the year ended June 30, 2026, and related notes thereto, included in the Annual Report. The results of operations for the interim periods are not necessarily indicative of the results to be expected for any future fiscal periods.

These Unaudited Condensed Consolidated Financial Statements of the Group include the accounts of the Company and its controlled subsidiaries. Consolidated subsidiaries’ results are included from the date the subsidiary was formed or acquired. Intercompany balances and transactions have been eliminated in consolidation.

The U.S. Dollar is the functional and presentation currency of the Company. Beginning with the quarter ended September 30, 2026, the Group has changed the presentation of monetary amounts in its Unaudited Condensed Consolidated Financial Statements and accompanying notes from thousands to millions of U.S. dollars, except per share amounts and unless otherwise indicated. Comparative amounts included in these financial statements have been presented on the same basis. The change affects presentation only and has no effect on the underlying financial position, results of operations or cash flows. Certain displayed amounts may differ from previously reported amounts solely due to rounding, and totals may not equal the sum of individual amounts.

Liquidity

As of September 30, 2026, the Group had cash and cash equivalents of $3,522 million and restricted cash of $2,256 million. For the three months ended September 30, 2026, the Group generated net cash from operating activities of $529 million.

The Group operates a capital-intensive business and expects to continue to incur significant capital expenditures associated with the development and expansion of its data center platform and the acquisition of GPUs and related infrastructure. As of September 30, 2026, the Group had capital commitments of $18,947 million as outlined in Note 24. Commitments and contingencies. The Group has evaluated its anticipated liquidity requirements, including its contractual commitments and planned capital expenditures.

Based on this assessment, which included consideration of the timing of contractual commitments, the Group believes that its existing cash and cash equivalents, expected cash flows from operations and proceeds from financing activities in the normal course of business will be sufficient to satisfy its obligations as they become due for at least 12 months from the date of these Unaudited Condensed Consolidated Financial Statements. The Group may also access debt, equity or other financing sources from time to time to fund additional growth and development initiatives.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Use of estimates and assumptions

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions about future events that affect the amounts reported in the financial statements and accompanying notes.

Future events and their effects cannot be determined with absolute certainty. Therefore, the determination of estimates requires the exercise of judgment. Management bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates, and such differences may be material to the financial statements. The most significant accounting estimates inherent in the preparation of the Group’s Unaudited Condensed Consolidated Financial Statements include estimates associated with determining the useful lives and recoverability of long-lived assets, valuation of derivatives and financial assets classified under Level 3 of the fair value hierarchy, stock-based compensation, legal accruals and contingent liabilities, and current and deferred income tax assets (including the associated valuation allowance) and liabilities.

Significant accounting policies

Except as described below, there have been no material changes to the Group’s significant accounting policies disclosed in Note 2. Basis of presentation, summary of significant accounting policies and recent accounting pronouncements, of the Notes to the Consolidated Financial Statements included in the Annual Report.

Revenue recognition

AI Cloud Services revenue

Following the acquisition of Mirantis in the quarter ended September 30, 2026, the Group’s revenue includes software subscriptions comprising term-based software licenses and related support, cloud-based platform services, and professional services. These offerings are integrated with the Group’s existing AI Cloud Services and presented within “AI Cloud Services revenue”. The Group does not currently expect Mirantis’ revenue to be material to the consolidated results for fiscal year 2027.

Certain customer contracts include significant advance prepayments. For arrangements accounted for under ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), the Group assesses at contract inception whether the payment terms provide a significant financing benefit. This assessment considers the interval between payment and delivery of the related services, any difference between the contractual consideration and the cash selling price, prevailing market interest rates and the commercial reasons for the payment terms. As a practical expedient, the Group does not adjust consideration for financing effects where it expects, at contract inception, that the interval between payment and delivery of the corresponding services will be one year or less. Where a contract is determined to contain a significant financing component, the resulting interest expense is presented separately from revenue within finance expense in the Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Advance payments attributable to arrangements accounted for under ASC 842 are recognized as deferred lease revenue and are subject to the Group’s lease accounting policy.

AI Cloud Lease revenue

At contract inception, the Group assesses whether an arrangement is, or contains, a lease. An arrangement contains a lease where it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where the Group is the lessor, each lease is classified at commencement as a sales-type, direct financing or operating lease. Leases that do not meet the criteria for sales-type or direct financing classification, and leases with variable payments not based on an index or rate for which such classification would result in a selling loss at commencement, are classified as operating leases. For operating leases, the underlying assets remain within property, plant and equipment and continue to be depreciated, and no net investment in the lease is recognized.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

For arrangements that contain both lease and non-lease components, the Group has elected, by class of underlying asset, the practical expedient to combine the non-lease components with the associated lease component where the timing and pattern of transfer are the same and the lease component would be classified as an operating lease. The combined component is accounted for under ASC 842 where the lease component is predominant, and under ASC 606 where the non-lease components are predominant.

Lease commencement is the date on which the underlying asset is made available for the customer’s use. Fixed lease payments under operating leases are recognized as lease revenue on a straight-line basis over the lease term from commencement, provided it is probable that substantially all of the lease payments will be collected. Where collectibility is not probable, lease revenue is limited to the lesser of the straight-line amount and the cash received. Variable payments, including service credits under availability commitments and reductions for delivery delays, are recognized in the period in which the underlying facts and circumstances occur and are presented as a reduction of lease revenue where applicable. Amounts received in advance are recorded as deferred lease revenue and recognized consistent with the pattern of lease revenue. Cash receipts under operating leases are classified within operating activities.

Finite-lived intangible assets

Intangible assets acquired in a business combination are initially recognized at fair value as of the acquisition date.

Developed technology and customer contracts and related relationships are classified as finite-lived intangible assets and are amortized on a straight-line basis over the shorter of their contractual term and their estimated period of economic benefit. The Group reviews the useful lives, residual values and amortization methods at least annually, and adjusts them prospectively if expectations change.

In-process research and development (“IPR&D”) represents acquired projects that have not yet reached technological feasibility. IPR&D is indefinite-lived and not amortized until the related project is completed and the technology is available for its intended use, at which point it is reclassified to developed technology and amortized over its determined useful life. Subsequent development costs are expensed as incurred and abandoned projects are written off.

Finite-lived intangible assets are carried at cost (or acquisition-date fair value) less accumulated amortization and impairment, and are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. When such indicators exist, the Group compares the carrying amount of the asset (or asset group) with its estimated undiscounted future cash flows. If the carrying amount exceeds the undiscounted cash flows, an impairment loss is recognized for the excess of the carrying amount over the asset’s fair value, with the loss recorded in “Impairment of assets” in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Research and development expenses

The Group’s research and development expenses consist primarily of employee compensation and benefits, professional fees and allocated costs attributable to the Group’s research and development activities. Research and development costs are expensed as incurred.

Recent accounting pronouncements

The Group continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Group’s financial reporting, the Group undertakes a study to determine the consequences of the change to its Unaudited Condensed Consolidated Financial Statements and ensures that there are proper controls in place to ascertain that the Group’s Unaudited Condensed Consolidated Financial Statements properly reflect the change.

In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires more detailed disclosures, on an annual and interim basis, about specified categories of expenses (including employee compensation, depreciation, and amortization) included in certain expense captions

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

presented on the condensed consolidated statements of operations and comprehensive income (loss). This guidance as further clarified by ASU No. 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40), will be effective for annual periods beginning after December 15, 2026, and for interim periods within financial years beginning after December 15, 2027. Early adoption is permitted. Upon adoption, the guidance can be applied either prospectively or retrospectively. The Group is currently assessing the impact of adopting the standard.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements (“ASU 2025-11”). ASU 2025-11 updates the guidance in Topic 270 by improving navigability of the required interim disclosures, clarifying when that guidance is applicable and requiring entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. ASU 2025-11 is effective for annual and interim periods beginning after December 15, 2027; early adoption is permitted. The Group is currently assessing the impact of adopting the standard.

Note 3. Segment information

The Group’s significant expense categories and amounts that are regularly provided to, and used by, the Chief Operating Decision Maker (“CODM”) in assessing performance and allocating resources and that are included in each reported measure of segment profit or loss are presented by reportable segments in Note 5. Cost of revenue.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

The following table presents revenue and cost of revenue for the Group’s reportable segments, reconciled to the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss):

Note 4. Revenue

Disaggregation of Revenue

The Group generates revenue from Bitcoin Mining, AI Cloud Services and AI Cloud Lease. Revenue is disaggregated by geographical region based on the location of the contracting entity and type of service or goods.

The disaggregation of revenue by type of service or goods is as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

1 The Group’s AI Cloud Lease arrangements include availability commitments and related service-level credits. Revenue from these arrangements is accounted for under ASC 842, with fixed and in-substance fixed payments recognized on a straight-line basis over the lease term and amounts subject to availability-related conditions recognized as those conditions are satisfied. For the three months ended September 30, 2026, the Group recognized $49 million of fixed and in-substance fixed lease revenue and $16 million lease revenue subject to availability-related conditions.

The disaggregation of revenue by geographical region based on the location of the contracting entity is as follows:

Significant customers

The following customers accounted for 10% or more of the Group’s revenue for the periods presented:

• Customer did not represent 10% or more of revenue. Revenue from Customers A, B and C is reported within the AI Cloud segment.

Contract Balances

Payment terms are generally 30 days or less for AI Cloud Services and AI Cloud Lease customers and between 30 and 90 days for software subscription and services customers.

Accounts receivable, net, was $192 million and $21 million as of September 30, 2026 and June 30, 2026, respectively. As of September 30, 2026, $127 million related to revenue from contracts with customers and $65 million related to lease revenue; the balance as of June 30, 2026 related entirely to revenue from contracts with customers.

The Group had no contract assets as of September 30, 2026 or June 30, 2026.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Deferred revenue from AI Cloud Services, including current and non-current balances as of September 30, 2026 and June 30, 2026, was $448 million and $219 million, respectively. For the three months ended September 30, 2026 and 2025, revenue recognized from deferred revenue at the beginning of the period, including deferred revenue assumed in the acquisition of Mirantis, was $28 million and $1 million, respectively.

Remaining Performance Obligations (“RPO”)

Remaining performance obligations under contracts accounted for under ASC 606 were $6,347 million as of September 30, 2026, of which $1,529 million is expected to be recognized within 12 months, $1,652 million between months 13 and 24, and the remainder between months 25 and 60, inclusive of $50 million as a result of the significant financing component on upfront customer prepayments.

For contracts accounted for under ASC 842, a summary of minimum lease payments, comprising estimated fixed and in-substance fixed lease revenue under ASC 842, due from our customers under operating lease arrangements with lease periods of greater than one year is shown below. Amounts exclude lease revenue subject to availability-related conditions.

As of September 30, 2026, the Group’s remaining aggregate contracted value of lease arrangements, including contracted capacity not yet available for customer use, totaled approximately $13,957 million.

Note 5. Cost of revenue

The components of cost of revenue (exclusive of depreciation and amortization) are as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Note 6. Selling, general and administrative expenses

The components of selling, general and administrative expenses are as follows:

Note 7. Business combination

Mirantis

On August 3, 2026, the Group acquired 100% of the equity interests in Mirantis, a US-based cloud software and services provider. The acquisition has been accounted for as a business combination under ASC 805, Business Combinations. Total consideration was approximately $538 million, comprising approximately 12.6 million of the Company’s Ordinary shares with a fair value of $502 million on the acquisition date, $8 million in cash, $24 million in replacement RSUs issued in exchange for vested Mirantis equity awards, a portion of which were exercised and issued during the period, representing the fair value attributable to pre-combination service, and the balance related to deferred consideration and settlement of pre-existing commercial arrangements between the Group and Mirantis on the acquisition date. The remaining fair value of the replacement awards, which relates to post-combination service, is recognized as stock-based compensation expense over the requisite service period.

The following table summarizes the provisional fair values of the identifiable assets acquired and liabilities assumed at the acquisition date. The purchase price allocation for the acquisition is preliminary and may be adjusted during the measurement period (up to one year from the acquisition date) as the Group finalizes its assessment of the fair values of the assets acquired and liabilities assumed, including acquired intangible assets, deferred revenue, taxes and certain assumed liabilities, as well as the determination of goodwill and its allocation to reporting units.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill. Goodwill is primarily attributable to the assembled workforce and the expected synergies from integrating Mirantis’ Kubernetes orchestration and cloud-native software capability with the Group’s AI Cloud platform, expanding the Group’s offering of managed and enterprise cloud services on its own infrastructure. Goodwill and intangible assets acquired are not deductible for tax purposes. Acquisition-related costs of $6 million to date, of which $2 million was recognized in fiscal year 2026, were expensed as incurred and are included in other operating expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

From the date of acquisition, the financial results of Mirantis are not material to the Group’s Unaudited Condensed Consolidated Financial Statements. Pro forma revenue and net income (loss) have not been presented because the historical results would not have been material to the consolidated financial statements in any period presented.

Nostrum

During the three months ended September 30, 2026, the Group completed the acquisition accounting for its June 12, 2026 acquisition of Ingenostrum, S.L. (“Nostrum”). No adjustments were made to the provisional amounts previously disclosed in Note 9, Business Combination, to the Group’s Annual Report for the year ended June 30, 2026.

Note 8. Cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash as reported on the Condensed Consolidated Balance Sheets are reconciled to the total shown on the Condensed Consolidated Statements of Cash Flows as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Restricted cash consists of amounts held in reserve accounts under the Group’s debt financing and letter of credit arrangements, which are contractually restricted as to withdrawal or use under the terms of the arrangements. Amounts expected to be released within twelve months of the balance sheet date are classified as current; the remainder as non-current.

Note 9. Deposits and prepaid expenses

The components of deposits and prepaid expenses are as follows:

Note 10. Other assets

The components of other assets are as follows:

1 Proceeds from the issuance of Ordinary shares were received after September 30, 2026, but before these unaudited condensed consolidated financial statements were issued.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Note 11. Property, plant and equipment, net

The components of property, plant and equipment were as follows:

Depreciation expense related to property, plant and equipment was $143 million and $85 million for the three months ended September 30, 2026 and 2025, respectively.

Impairment

Impairment charges on property, plant and equipment totaled $2 million for the three months ended September 30, 2026, primarily related to Bitcoin mining hardware. Management performed an impairment assessment as of September 30, 2026, resulting in a charge to reduce their carrying amount to estimated fair value. The estimated fair value was lower than the net carrying amount and was determined using Level 3 inputs, based on quoted market values and related adjustments for similar assets.

Impairment charges on property, plant and equipment totaled $16 million for the three months ended September 30, 2025, primarily related to S21 Pro and non-functioning T21 miners.

Construction in progress

Construction in progress includes costs related to the retrofit and development of data center infrastructure, as well as the cost of GPU hardware not yet commissioned for use.

Property, plant and equipment pledged as security

Included within property, plant and equipment above are GPUs and related infrastructure with an aggregate net carrying amount of $4,769 million as of September 30, 2026 (June 30, 2026: $1,487 million) that are owned by wholly owned subsidiaries of the Group and are pledged as collateral under the Group’s financing facilities. These assets may be used only to settle obligations of those subsidiaries. Refer to Note 19. Debt for more information.

Assets held for sale

During the three months ended September 30, 2026, the Group classified certain Bitcoin mining hardware as held for sale in accordance with ASC Topic 360, Property, Plant and Equipment, as the miners were no longer in use, were actively marketed for sale, and their sale was deemed probable.

Upon classification as held for sale, the hardware was measured at the lower of its carrying amount and fair value less cost to sell. The Group recognized losses from a decrease in the fair value of assets held for sale of $21 million andnil during

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

the three months ended September 30, 2026 and 2025, respectively. Fair value less costs to sell was determined using Level 3 inputs, principally quoted market values and related adjustments for similar assets. Depreciation ceased upon classification of the hardware as held for sale.

The carrying amount of assets held for sale was $70 million and $73 million as of September 30, 2026 and June 30, 2026, respectively.

Note 12. Goodwill and intangible assets, net

Goodwill

The following table summarizes the changes to goodwill:

During the three months ended September 30, 2026, the Group recognized goodwill of $414 million in connection with the acquisition of Mirantis. Refer to Note 7. Business combination for more information.

There wereno impairment charges recorded to goodwill for any of the periods presented.

Intangible Assets, Net

The components of intangible assets are as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

During the three months ended September 30, 2026, the Group acquired developed technology of $35 million, customer contracts and related relationships of $40 million and in-process research and development of $70 million in connection with the acquisition of Mirantis (refer to Note 7. Business combination). The developed technology is amortized on a straight-line basis over 6 years, its estimated useful life, and the customer contracts and related relationships are amortized on a straight-line basis over 8 years, the expected period of benefit from the underlying customer relationships. Amortization of these assets commenced on August 3, 2026, and the estimated amortization expense is approximately $11 million for each full financial year. The in-process research and development is not subject to amortization until the related development project is completed and the technology is available for its intended use, at which point it will be amortized on a straight-line basis over its estimated useful life of 6 years; until then it is tested for impairment at least annually and when indicators of impairment arise.

Amortization expense related to finite-lived intangible assets was $5 million andnil for the three months ended September 30, 2026 and 2025, respectively.

As of September 30, 2026, the expected future amortization expense related to intangible assets was as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Note 13. Derivatives

The following table presents the Group’s Condensed Consolidated Balance Sheets classification of derivatives carried at fair value:

The following table presents the effect of derivatives on the Group’s Condensed Consolidated Statements of Operations and Comprehensive Income (Loss):

Capped Call Transactions

In conjunction with the offering of the Group’s convertible notes, the Group entered into the capped call transactions with certain financial institutions (collectively, the “Capped Call Transactions”). The Capped Call Transactions are generally expected to reduce potential dilution to holders of the Group’s Ordinary shares upon conversion of the related convertible notes and/or offset cash payments the Group may be required to make in excess of the principal amount upon conversion, subject to a cap. No Capped Call Transactions were entered into, modified or settled during the three months ended September 30, 2026. The 2029 and 2030 Capped Call Transactions have been classified within stockholders’ equity since November 19, 2025 and are not subsequently remeasured. The remaining Capped Call Transactions are accounted for as derivative assets measured at fair value, with changes in fair value recognized within unrealized gain (loss) on financial instruments.

Level 3 derivative assets

The Group determined that the remaining Capped Call Transactions are Level 3 derivative assets given significant unobservable inputs are included in their valuation. The Group estimates the fair value of the derivative using the Black-Scholes-Merton pricing model, which includes several inputs and assumptions including the risk-free interest rate, dividend

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

yield, and the expected stock-price volatility. The following table represents the significant fair value assumptions used for Capped Call Transactions as of September 30, 2026:

Volatility is a measure of the expected change in variables over a fixed period of time. Some financial instruments benefit from an increase in volatility and others benefit from a decrease in volatility. Generally, for a long position in an option, an increase in volatility would result in an increase in the fair values of financial instruments.

The following table reconciles the movement in the fair value of the Capped Call Transactions:

Cash flow hedges

In May 2026, in connection with the Group’s delayed draw term loan facility (the “DDTL Facility”, see Note 19. Debt), the Group entered into pay-fixed, receive-Term-SOFR interest-rate swaps with an aggregate notional amount of $1,478 million as of September 30, 2026, designated as cash flow hedges of the variability in interest payments on the facility. The swaps mature in October 2031 and amortize in line with the scheduled principal of the facility.

For the three months ended September 30, 2026, the Group recognized a gain of $23 million in other comprehensive income on the effective portion of its cash flow hedges. The Group estimates that approximately $8 million of the amount recorded in accumulated other comprehensive income as of September 30, 2026 will be reclassified into finance expense within the next 12 months.

Note 14. Fair value measurement

Assets and liabilities that are measured in the Condensed Consolidated Balance Sheets at fair value are categorized into a three-level hierarchy based on the priority of the inputs to the valuation. The categorization within the hierarchy is based on the lowest level input that is significant to the fair value measurement, being:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

The following tables present the Group’s assets and liabilities measured at fair value on a recurring basis:

Fair value of financial instruments not recognized at fair value

The following tables present information about the Group’s financial instruments that are not recognized at fair value on the Condensed Consolidated Balance Sheets:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Debt instruments that bear interest at variable market rates are not included in the table above, as the carrying value of such instruments approximates fair value due to the variable interest rates resetting to reflect current market conditions.

There were no transfers between Level 1, 2 or 3 during the periods presented.

Refer to Note 13. Derivatives for the significant fair value assumptions and the related movements and balances of financial instruments measured and recorded at fair value on a recurring basis.

Note 15. Accounts payable and accrued expenses

The components of accounts payable and accrued expenses are as follows:

Note 16. Deferred revenue

Deferred revenue comprises consideration received in advance of the Group’s satisfaction of the related performance obligations under contracts with customers, and consideration received in advance of lease income earned under arrangements accounted for as leases. Deferred revenue is disaggregated as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Note 17. Finance leases

The Group has finance leases that are material to the condensed consolidated financial statements and has provided the related interim disclosures below. The Group also has operating leases that are not material.

The following table shows the right-of-use assets and lease liabilities as of September 30, 2026 and June 30, 2026:

The Group’s lease costs are comprised of the following:

The following table presents supplemental lease information:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

The following table presents the Group’s future minimum lease payments as of September 30, 2026:

Note 18. Other liabilities

The components of other liabilities are as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Note 19. Debt

The total debt obligations are as follows:

As of September 30, 2026, the future principal payments for the Group's total debt were as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

The total interest expense for the Group’s debt obligations was as follows:

During the three months ended September 30, 2026, the Group entered into the following debt instruments:

1 Amounts represent borrowing capacity for each facility.

As of September 30, 2026, the share price trigger under the conversion conditions for the Group’s 2030 Convertible Notes and 2029 Convertible Notes was met.

As of September 30, 2026, $413 million of the DDTL Facility and $1,575 million of the U.S. private placement senior notes (the “USPP Senior Notes”) had been funded, and $1,132 million and $525 million of unfunded commitment, respectively, remained available subject to the conditions precedent.

There were no changes to the terms of the Convertible Notes, or the DDTL Facility and USPP Senior Notes (collectively “GPU Financing 1.0”) during the three months ended September 30, 2026. Refer to Note 23. Debt in the Group’s Annual Report for the year ended June 30, 2026, for descriptions of those instruments.

Equipment financings

During the three months ended September 30, 2026, the Group entered intotwo secured equipment financings to fund and refinance the purchase of GPUs and related infrastructure: an equipment term loan and notes entered into by its wholly owned subsidiary IE Mackenzie Compute Ltd. (“Mackenzie Compute”) (“GPU Financing 2.0”) and a series of equipment loans entered into by its wholly owned subsidiary IE CA Leasing Ltd. (“CA Leasing”) (“GPU Financing 3.0”). Each is guaranteed by the Parent Entity to cover the payment obligations of Mackenzie Compute and CA Leasing and is therefore recourse to the Parent Entity; no liability is recognized for the guarantees. The financed equipment of each entity is pledged as collateral for the related facility, and the creditors of each entity have recourse to the Parent Entity under their respective guarantees.

GPU Financing 2.0

In August 2026, Mackenzie Compute entered into a master financing and security agreement and a note purchase agreement providing for up to $2.4 billion of senior secured term loans and notes, which are funded ratably on identical terms and presented as a single instrument. Amounts may be drawn through December 31, 2026, subject to satisfaction of customary conditions precedent. Each tranche bears interest at a fixed rate of 9.0% per annum and amortizes in accordance with the applicable amortization schedules over 30 months from its funding date. The financing restricts, among other things, the incurrence of certain indebtedness by the borrower and Parent Entity, subject to pre-agreed permitted debt baskets and carve-outs. As of September 30, 2026, $947 million had been funded, $1,500 million of commitment remained available, and the Group was in compliance with all covenants and terms of the agreements.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

GPU Financing 3.0

In August 2026, CA Leasing entered into equipment finance agreements totaling $363 million, each secured by a senior security interest in the financed equipment, bearing interest at a fixed rate of 9.51% per annum implied by the scheduled payments and repayable in 36 equal monthly installments from September 2026. As of September 30, 2026, $363 million had been funded and the Group was in compliance with all terms of the agreements.

Note 20. Stockholders’ equity

We do not have a limit on our authorized share capital and do not recognize the concept of par value under Australian law.

The total number of Ordinary shares outstanding (including loan-funded shares) was 406,929,463 and 380,710,559 as of September 30, 2026 and June 30, 2026, respectively.

At-the-Market facility

On March 4, 2026, the Company filed a new prospectus supplement relating to the offer and sale of up to $6.0 billion of its Ordinary shares under the At Market Sales Agreement (the “Sales Agreement”). As of September 30, 2026, the Company had issued 59,431,312 Ordinary shares under the new prospectus supplement generating an aggregate of approximately $3.0 billion in gross proceeds.

Loan-funded shares

As of September 30, 2026 and June 30, 2026, there were 63,520 and 516,951 restricted Ordinary shares issued to management under the Employee Share Plans as well as to certain non-employee founders of PodTech Innovation Inc, which are treated as stock options for accounting purposes.

Dividends

No dividends were declared during the three months ended September 30, 2026 and 2025.

Note 21. Stock-based compensation

In November 2025, the Company’s shareholders approved the 2025 Omnibus Incentive Plan (“2025 Omnibus Plan”) under which employees and directors may be granted equity compensation awards with time-based vesting conditions and performance-based vesting conditions. On July 1, 2026, the number of Ordinary shares authorized for issuance under the 2025 Omnibus Plan increased by 8.0 million pursuant to the 2025 Omnibus Plan’s annual increase provision, and the Company filed a registration statement on Form S-8 covering those shares. As of September 30, 2026,25.5 million Ordinary shares were authorized for issuance under the 2025 Omnibus Plan.

The Group’s stock-based compensation expense recognized during the three months ended September 30, 2026 and 2025, is included in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) as follows:

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Restricted stock units with service conditions

Stock-based compensation expense related to share-settled RSUs with service conditions is based on the fair value of the Group’s Ordinary shares on the date of grant. The Group recognizes stock-based compensation expense associated with such share-settled RSU awards on a straight-line basis over the vesting period of each service-based tranche.

The following table presents a summary of activity for the RSUs with service conditions under all plans during the three months ended September 30, 2026:

1 Includes 827,578 replacement RSUs issued in connection with the Mirantis acquisition in exchange for vested Mirantis equity awards (refer to Note 7. Business combination). These RSUs were fully vested on issuance;715,855 were settled in Ordinary shares during the period and 111,723 remain outstanding and are included in vested and exercisable at September 30, 2026. The replacement RSUs do not reduce the number of Ordinary shares available for issuance under the 2025 Omnibus Plan.

2 On July 1, 2026, the Company granted 9,099,328 RSUs with service conditions to each of its Co-Chief Executive Officers under the 2025 Omnibus Plan, with a grant-date fair value of $276 million, respectively. The awards vest infour equal annual installments, subject to continued service, and each vested tranche is subject to atwo-year post-vesting holding period.

The Group had approximately $594 million of total unrecognized compensation expense related to unvested service condition RSUs granted, which is expected to be recognized over a weighted-average remaining vesting period of approximately 2.17 years.

Restricted stock units with market conditions

Stock-based compensation expense related to share-settled RSUs with market conditions is based on the Monte Carlo valuation method, which utilizes multiple input variables to determine the probability of the Group achieving the market condition and the fair value of the award. Compensation expense is recognized on a graded basis over the vesting period regardless of whether the market condition is satisfied, provided that the requisite service is rendered.

Compensation expense for RSUs with non-market performance conditions is based on grant-date fair value and recognized over the vesting period for awards probable of vesting, with a cumulative catch-up as that probability assessment changes. No compensation expense is recognized, and any previously recognized expense is reversed, for awards for which the performance condition is not expected to be, or is not, achieved.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

The following table presents a summary of activity for the RSUs with market conditions under all plans during the three months ended September 30, 2026:

During the three months ended September 30, 2026, the Group issued the following RSUs with market conditions:

•448,547 RSUs which are scheduled to vest after three years based on total shareholder return measured against the Russell 2000 index (and continued service over the vesting period).

The Group had approximately $47 million of total unrecognized compensation expense related to unvested market condition RSUs granted, which is expected to be recognized over a weighted-average remaining vesting period of approximately 1.84 years.

Stock options

The following table presents a summary of the option activity under all plans:

The Group had approximately $22 million of total unrecognized compensation expense related to unvested stock options as of September 30, 2026, which is expected to be recognized over a weighted-average remaining vesting period of approximately 3.9 years, subject to the early achievement of any associated performance-based vesting hurdles.

No options were granted during the three months ended September 30, 2026.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

Note 22. Net income (loss) per share of Ordinary shares

The following table presents potentially dilutive securities that were not included in the computation of diluted net income (loss) per share of Ordinary shares as their inclusion would have been anti-dilutive:

The following is a reconciliation of the numerator and denominator of the basic and diluted net income (loss) per share of Ordinary shares for the periods presented:

Note 23. Income taxes

The effective income tax rate was (0.8)% for the three months ended September 30, 2026 compared to 33.1% for the three months ended September 30, 2025.

The movement in the effective tax rate for the three months ended September 30, 2026 is primarily attributable to the prior period reflecting deferred tax recognized at the Australian statutory rate on an unrealized gain on financial instruments, compared with a pre-tax loss in the current period on which a tax expense was recognized due to movements in valuation allowances against deferred tax assets and certain other permanent differences.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

The Company’s effective tax rate may vary from quarter to quarter due to both recurring and non‑recurring factors, including the geographical mix of income or losses, changes in valuation allowances, stock‑based compensation, and changes in tax laws or rates. These items can create volatility in the effective tax rate because they may be recognized discretely in a particular period or may not scale proportionately with pre‑tax earnings.

The Company had no material unrecognized tax benefits as of September 30, 2026.

Note 24. Commitments and contingencies

Commitments

As of September 30, 2026 and June 30, 2026, the Group had commitments of $18,947 million and $13,810 million, respectively. These commitments include committed capital expenditure on AI hardware and infrastructure related to site development and construction.

Certain of the Group’s purchase commitments provide cancellation flexibility, subject to contractual terms that may include cancellation charges or reimbursement of supplier costs. Cancellation rights vary by supplier, agreement and stage of order fulfilment.

Legal and regulatory matters

The Group is subject at times to various claims, lawsuits and governmental proceedings relating to the Group’s business and transactions arising in the ordinary course of business. The Group cannot predict the final outcome of such proceedings. Where appropriate, the Group vigorously defends such claims, lawsuits and proceedings. Some of these claims, lawsuits and proceedings seek damages, including, consequential, exemplary or punitive damages, in amounts that could, if awarded, be significant. Certain of the claims, lawsuits and proceedings arising in the ordinary course of business are covered by the Group’s insurance program. The Group maintains property and various types of liability insurance in an effort to protect the Group from such claims. In terms of any matters where there is no insurance coverage available to the Group, or where coverage is available and the Group maintains a retention or deductible associated with such insurance, the Group may establish an accrual for such loss, retention or deductible based on currently available information.

In accordance with accounting guidance, if it is probable that a liability has been incurred as of the date of the financial statements, and the amount of loss is reasonably estimable, then an accrual for the cost to resolve or settle these claims is recorded by the Group in the accompanying Condensed Consolidated Balance Sheets. Expenses related to the defense of such claims are recorded by the Group as incurred and included in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). Management, with the assistance of outside counsel, may from time to time adjust such accruals according to new developments in the matter, court rulings, or changes in the strategy affecting the Group’s defense of such matters.

On the basis of current information, the Group does not believe there is a reasonable possibility that any material loss will result from any claims, lawsuits and proceedings to which the Group is subject either individually or in the aggregate.

Contingencies

U.S. importation tariff

In April 2025, the Group received a Notice of Action (“NOA”) from U.S. Customs and Border Protection (“CBP”) challenging the country of origin of mining hardware imported by the Group to the U.S. between April 2024 and February 2025. The NOA asserted that the country of origin of the mining hardware is China and notified the Group of an assessment of a U.S. importation tariff of 25%. The seller has represented to the Group that the country of origin of the mining hardware was not China. Certificates of origin and/or commercial invoices and shipping documents for all mining hardware shipments assessed in the NOA have been provided to the Group to support this claim. The Group had contested the NOA and the associated tariff cost of approximately $100 million. No loss contingency had been recognized in respect of this assessment.

IREN Limited

Notes to the condensed consolidated financial statements

(Unaudited)

In October 2026, CBP approved the Group’s protests and accepted the declared country of origin of the mining hardware covered by those protests. Accordingly, no additional tariff, administrative fee or interest is payable in respect of the above matter.

Non-Refundable Sales Tax

The Canada Revenue Agency (“CRA”) asserts that 5% Goods and Services Tax (“GST”) should be applied to services exported to the Australian parent under an intercompany services agreement. The CRA’s position is based on its determination that the Australian parent has a permanent establishment in Canada, thereby requiring the Canadian subsidiaries to charge and remit GST on those services.

On March 31, 2025, the Group received a Notice of Confirmation from the CRA upholding this assessment. In response, the Group filed a Notice of Appeal with the Tax Court of Canada to dispute the assessment.

As of September 30, 2026, the total amount of GST under dispute related to the services supplied to the Australian parent entity is approximately $28 million.

Based on the current status of the dispute and the strength of the Group’s legal position, the Group has concluded that it is reasonably possible, but not probable, that an outflow of economic resources will be required as of September 30, 2026. Accordingly, the Group hasnot recorded a loss contingency as of September 30, 2026, in respect of this matter.

Note 25. Subsequent events

The Group has completed an evaluation of all subsequent events after the balance sheet date up to the date that the Unaudited Condensed Consolidated Financial Statements are issued. Except as described below, the Group has concluded no other subsequent events have occurred that require disclosure.

ATM Facility

Subsequent to September 30, 2026, the Company issued a further 17,374,990 Ordinary shares for total gross proceeds of approximately $630 million.

The Group concluded that the foregoing subsequent event represent non-recognized subsequent events under ASC 855 Subsequent Events because the events arose after the balance sheet date and do not provide additional evidence about conditions that existed as of September 30, 2026. Accordingly, no adjustments have been made to the September 30, 2026, unaudited Condensed Consolidated Financial Statements.