AirJoule Technologies Acquires BitSink for $18M Cash Plus Stock to Expand AI Data Center Cooling and Power Infrastructure

AirJoule Technologies Corporation (Nasdaq: AIRJ) has acquired 100% of BitSink LLC, a U.S.-based designer and manufacturer of cooling, electrical distribution and racking infrastructure for AI and high-density data centers, in a transaction that marks a significant expansion of the company's presence in the rapidly growing AI and HPC data center infrastructure market.

The deal, completed on September 10, 2026, includes $18 million in cash and $9 million in Class A common stock at closing, along with up to $40 million in additional stock-based earnout payments tied to revenue milestones over the three calendar years following the close. At closing, the seller received 1,859,504 AIRJ Class A shares in a private, unregistered offering under Section 4(a)(2) of the Securities Act, with a maximum of 8,264,463 additional shares potentially issuable if all earnout targets are achieved through 2029.

BitSink brings an established and profitable operating business to AirJoule, with approximately $11 million in cumulative revenue across 2024–2025, $15 million in near-term purchase orders, and over 220 megawatts of deployed cooling and power capacity across North America. The company operates a manufacturing facility in Spartanburg, South Carolina, and is expanding to a 65,000-square-foot facility in nearby Chesnee, South Carolina.

"The rapid buildout of AI and HPC infrastructure is fundamentally changing the requirements for cooling and water across the data center ecosystem," said Matt Jore, Founder and Chief Executive Officer of AirJoule Technologies. "BitSink brings a proven track record of delivering high-density liquid cooling and electrical infrastructure at commercial scale to cryptocurrency mining customers, which is directly applicable to the growing demand for AI and HPC. This acquisition transforms AirJoule Technologies into a broader infrastructure solutions provider capable of addressing these interconnected constraints."

The acquisition creates potential integration between BitSink's liquid cooling and power systems and AirJoule's atmospheric water generation technology. BitSink's closed-loop cooling systems reject low-grade waste heat that AirJoule Prime, the company's atmospheric water generation system developed through its 50/50 joint venture with GE Vernova, uses to produce pure distilled water from air. AirJoule Prime is currently in transit to Europe for a first-of-a-kind deployment at a European data center in the fourth quarter of 2026 through a partnership with the Net Zero Innovation Hub for Data Centers.

The strategic rationale behind the deal reflects broader industry trends. Next-generation chips are elevating rack densities well beyond the practical limits of air cooling, making liquid cooling a requirement. Bloomberg Intelligence projects the data center liquid cooling market to grow from approximately $3.7 billion in 2025 to approximately $11.5 billion by 2030, with direct-to-chip making up 87% of liquid-cooling architecture. Meanwhile, public bitcoin miners have announced more than $70 billion in AI and HPC contracts, with major operators converting mining megawatts to AI and HPC compute at retrofit economics substantially below the cost of greenfield development.

"This transaction delivers commercial revenue contribution and substantial long-term growth potential, while also creating a natural platform to combine BitSink's cooling technology with our AirJoule atmospheric water generation capabilities into an integrated infrastructure offering for the AI and HPC data center market," said Stephen Pang, Chief Financial Officer of AirJoule Technologies.

AirJoule Technologies reported $45 million of cash on its balance sheet as of August 31, 2026, prior to the transaction. The company noted that the stock earnout structure aligns a majority of potential consideration with future performance of the acquired business, which it said mitigates shareholder dilution. Vinson & Elkins LLP served as legal advisor to AirJoule Technologies, while B. Riley Securities, Inc. served as exclusive financial advisor and Zarif Law Group P.C. served as legal advisor to BitSink.