TeraWulf just gave Google warrants to buy more than 41 million shares of $WULF common stock at a penny per share. That is the price of a backstop.
The August 13 agreements, disclosed in an 8-K filed the following day, restructure the risk around $WULF's CB-3 and CB-4 data center leases. Fluidstack USA I Inc. is the tenant. Akela Data LLC is the intermediary. Google is the guarantor of last resort. And $WULF shareholders are now carrying the dilution cost of that guarantee.
The Backstop Mechanics
The Google Recognition Agreements work like this: if Fluidstack defaults on rent or becomes insolvent, Google gets a choice. It can pay the termination fee under the affected Fluidstack lease, or it can step in as the tenant and assume the lease outright. The backstop becomes effective at the commencement date of each corresponding Fluidstack lease, so it is not live until the buildings are operational.
In exchange for that protection, $WULF issued two Warrant Agreements, one for CB-3 and one for CB-4, covering a combined 41,011,803 shares at an exercise price of $0.01. At that price, the warrants are economically equivalent to a stock grant. Google has also agreed to pledge the warrants to $WULF's construction lenders until the backstop goes effective, which means the warrants serve double duty as collateral during the build phase.
What the Warrant Math Means for Shareholders
The dilution is real and front-loaded in structure. $WULF's latest quarterly revenue was $34.01 million for the period ending March 31, 2026. The company is a Bitcoin miner with high operating leverage to Bitcoin prices, and the CB-3 and CB-4 projects represent a meaningful expansion of its data center footprint. Bringing Google in as a backstop likely made the construction financing possible or cheaper. The warrant cost is the fee for that access.
$WULF's Filing Risk Score sits at 100, reflecting the density and severity of recent disclosure activity. The August 8-K is one more layer on a filing stack that already carries elevated disclosure cadence. The BTC Exposure Score is 80, anchored on $WULF's position as a Bitcoin miner where production economics and power costs drive equity value. The data center expansion adds a revenue stream that is less directly tied to Bitcoin prices, but the core miner identity remains.
Akela's Commission Structure
The filing also discloses the broker economics. Akela is entitled to an initial commission of $30 million, payable in installments tied to the commencement dates of the CB-3 and CB-4 leases. An additional $20 million commission becomes payable if Akela and Fluidstack execute a lease for additional capacity on or before March 31, 2026. That $50 million total commission is a material transaction cost relative to $WULF's quarterly revenue run rate, and it signals how competitive the market for large-scale data center tenants has become.
The Signal in Google's Involvement
Google's participation is not passive. A company that backstops a lease and holds warrants in the landlord has a financial interest in the project succeeding. The pledge arrangement, where Google commits the warrants as collateral to $WULF's construction lenders, adds another layer of alignment. Google does not want Fluidstack to default any more than $WULF does.
The elevated disclosure cadence and the direct balance-sheet exposure to Bitcoin mining economics together frame a company that is actively reshaping its capital structure around data center growth. Whether the CB-3 and CB-4 leases reach their commencement dates on schedule is the first concrete test of that strategy. The March 31, 2026 deadline for the additional Akela commission is the next hard date in the filing.
$WULF has gained roughly 88% year to date through May 20, 2026, and sits well above its 50-day and 200-day moving averages. The stock touched a 52-week high of $25.76 on May 6, 2026, before pulling back. The Google warrant deal adds a dilution overhang that was not in the picture two weeks ago.
Research only. Not investment advice.