According to the statement, the acquisition would involve a stock exchange offer, where Rumble would issue newly issued Class A shares in exchange for Northern Data’s stock.
Under the proposed terms, each Northern Data shareholder would receive 2.319 Rumble shares for every share they hold.
If approved, the transaction would give Northern Data shareholders an approximate 33.3% ownership stake in Rumble. The final share exchange ratio will be determined after due diligence and negotiations between the two companies.
Rumble said the acquisition would strengthen its global AI cloud leader position.
To achieve this goal, the firm intends to fold Northern Data’s core operations into its own, including Ardent, its data center business, and Taiga, which offers GPU-as-a-service.
Taiga operates a large fleet of Nvidia hardware, reportedly including over 20,000 H100 and H200 GPUs.
Northern Data also owns five data centers with a combined energized capacity of nearly 850 MW. This includes a site in Maysville, Georgia, projected to deliver up to 180 MW when fully operational.
In the firm’s second quarter results, Rumble CEO Chris Pavlovski pointed out that it was expanding its cloud and AI initiatives to support the sustained growth of a free and open internet.
He added:
“Rumble is entering a new phase of aggressive growth. We’ve always been ambitious, but today we’re in a different position: pursuing bold initiatives to not only compete with, but surpass, big tech peers.”
Tether currently holds 54% of Northern Data’s shares. It intends to sell its entire stake to Rumble in exchange for newly issued Class A shares, following the same exchange ratio offered to other shareholders of the AI company.
After the transaction, Tether is expected to become the largest shareholder of Rumble’s Class A common stock. Pavlovski will maintain majority voting power.
Additionally, Tether plans to enter a multi-year GPU purchase agreement with Rumble and adjust its existing loan to Northern Data, granting the combined business enhanced financial flexibility.