Bitdeer prices $400 million convertible notes offering

Bitdeer Technologies Group (NASDAQ: BTDR) announced the pricing of $400 million in convertible senior notes due 2031 in a private placement to qualified institutional buyers. The notes carry a 4.00% annual interest rate and are expected to close on November 17, 2025.

The company granted initial purchasers an option to buy up to an additional $60 million in notes within 13 days of issuance. The notes can be converted at an initial rate of 56.2635 Class A ordinary shares per $1,000 principal amount, equivalent to a conversion price of approximately $17.77 per share.

Bitdeer estimates net proceeds of approximately $388 million after deducting fees and expenses, or $446.4 million if the additional notes option is fully exercised. The company plans to use proceeds to pay $35.4 million for capped call transactions and $267.9 million to repurchase $200 million of its existing 5.25% convertible notes due 2029.

Remaining funds will support datacenter expansion, ASIC mining rig development and manufacturing, and growth of the company's high-performance computing and AI cloud business, along with working capital and general corporate purposes.

The notes mature on November 15, 2031, and Bitdeer may redeem them for cash under certain conditions starting November 20, 2028. Holders can require repurchase on November 20, 2029, or upon a fundamental change.

Separately, Bitdeer priced a registered direct offering of 10,661,140 Class A ordinary shares at $13.94 per share, scheduled to settle November 19, 2025. The convertible notes offering is not contingent on the share offering completion, but the share offering depends on both the notes offering and note repurchase transactions.

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