Rumble and Northern Data sign merger agreement as Tether makes $150 million AI commitment

Rumble and Northern Data have signed a business combination agreement that will see the U.S. video and cloud platform submit a voluntary public exchange offer for all outstanding shares of the Frankfurt-listed AI and HPC infrastructure firm.

The merger, announced on Monday, comes shortly after Northern Data sold its bitcoin mining subsidiary, Peak Mining, in a deal worth up to $200 million, and marks an expansion of Rumble’s cloud and AI ambitions with the addition of one of the largest GPU estates in Europe. It also deepens Rumble’s ties with Tether, which has committed to substantial customer and commercial support tied to the transaction.

Under the proposed offer, each Northern Data share may be tendered for 2.0281 newly issued Rumble Class A shares, with no minimum acceptance threshold — meaning the offer can close even if only a small portion of shareholders accept it. However, that’s down from the 2.319 newly issued shares proposed by Rumble when it first announced plans to acquire Northern Data in August, then valued as a potential $1.17 billion deal.

At Friday’s closing price of $5.89 for RUM stock, according to The Block’s Rumble price page, that could value the deal at around $767 million. A potential cash component of up to $200 million may also be paid to participating shareholders, taking the total value to $967 million, contingent upon Northern Data completing the successful sale and commercialization of its former Corpus Christi HPC site under an existing exclusivity agreement with an unnamed global infrastructure asset manager.

The deal is expected to close in the first or second quarter of 2026, pending regulatory approvals and satisfaction of other conditions, with Northern Data’s shares delisting thereafter. Northern Data shareholders would hold about 30.4% of Rumble on a pro forma basis if all outstanding Northern Data shares are tendered, the firms said.

The agreement is already anchored by shareholders representing approximately 72% of Northern Data’s equity, including Tether and shareholders affiliated with Northern Data CEO Aroosh Thillainathan, who have committed to sell on the same terms as the public offer. At completion, Rumble will also acquire Northern Data’s roughly €610 million ($705 million) shareholder loan from Tether. Half of that balance will convert into Rumble shares priced at $7.88, with the remainder refinanced through a new secured loan from Tether.

For Rumble, the deal would add around 22,400 Nvidia units across its H100 and H200 models, as well as a network of owned and co-located data center sites, including Northern Data’s 180MW-capacity Maysville, Georgia development.

“Northern Data. Tether. Rumble. This is how we build the AI ecosystem for the future, from the ground up,” Rumble Chairman and CEO Chris Pavlovski said. “Freedom-First is the new way forward for tech. Unlike Big Tech, it represents a future where technology empowers rather than controls. Built on the principles of free speech, privacy, independence, and resilience, Freedom-First seeks to ensure that people — not unaccountable digital gatekeepers — are in charge.”

Tether makes initial commitment of $150 million for GPU services

Tether, which completed a $775 million strategic investment in Rumble in February, simultaneously agreed to become an anchor customer for the merged entity. The stablecoin issuer will commit to purchasing up to $150 million of GPU services over two years following the deal’s close, positioning the company to build AI models on infrastructure outside of hyperscale cloud providers. Rumble said the arrangement will allow Tether to pursue long-term AI development, insulated from censorship or platform restrictions.

Tether also entered into a separate $100 million advertising agreement with Rumble, spanning $50 million per year over 2026 and 2027. The commitment is intended to drive adoption of Rumble Wallet and expand creator monetization on the platform, while supporting new advertising formats linked to Rumble’s payments ecosystem.

Earlier on Monday, Rumble reported third-quarter 2025 revenue of $24.8 million, average revenue per user of $0.45, and a reduced net loss of $16.3 million. The company ended the quarter with $293.8 million in liquidity, including $269.8 million in cash and 210.82 BTC ($24 million).