Business
Cipher Mining Announces Pricing of Upsized Private Offering of $1.1 Billion of 0.00% Convertible Senior Notes
NEW YORK, Sept. 25, 2025 (GLOBE NEWSWIRE) -- Cipher Mining Inc. (NASDAQ:CIFR) (“Cipher” or the “Company”), a leading developer and operator of
About this update from Cipher Digital Inc.
[{"type":"text","content":"NEW YORK, Sept. 25, 2025 (GLOBE NEWSWIRE) -- Cipher Mining Inc. (NASDAQ:CIFR) (“Cipher” or the “Company”), a leading developer and operator of industrial-scale data centers, today announced the pricing of its offering of $1.1 billion aggregate principal amount of 0.00% convertible senior notes due 2031 (the “notes”) in a private offering (the “offering”) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The offering size was increased from the previously announced offering size of $800 million aggregate principal amount of notes. The issuance and sale of the notes are scheduled to settle on September 30, 2025, subject to customary closing conditions. Cipher granted the initial purchasers of the notes a 13-day option to purchase up to an additional $200 million aggregate principal amount of notes. The notes will be senior, unsecured obligations of Cipher. The notes will not bear regular interest, and the principal amount of the notes will not accrete. The notes will mature on October 1, 2031, unless earlier repurchased, redeemed or converted. Prior to July 1, 2031, the notes will be convertible only upon satisfaction of certain conditions and during certain periods, and thereafter, the notes will be convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. Cipher will settle conversions by paying or delivering, as applicable, cash, shares of its common stock, par value $0.001 per share (“common stock”), or a combination of cash and shares of its common stock, at Cipher’s election. Cipher’s ability to elect to settle conversions in whole or in part in shares of common stock will, subject to a limited exception, be subject to receipt of stockholder approval for an increase in the number of Cipher’s authorized shares of common stock or Cipher otherwise increasing the number of shares of Cipher’s common stock available to settle conversions of the notes. The initial conversion rate will be 62.3733 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $16.03 per share of common stock. The initial conversion price represents a premium of approximately 37.5% over the last reported sale price ...