Bitfarms plans $300 million convertible note offering due 2031

Bitfarms Ltd. (NASDAQ/TSX: BITF) announced its intention to offer $300 million in convertible senior notes due 2031. The digital infrastructure company also expects to grant initial purchasers an option to buy an additional $60 million of the notes within 13 days of issuance.

The offering remains subject to market conditions and Toronto Stock Exchange approval, with no assurance regarding completion timing or terms.

The convertible notes will be senior unsecured obligations that accrue interest payable semi-annually on January 15 and July 15, beginning July 15, 2026. The notes mature January 15, 2031, unless earlier repurchased, redeemed or converted.

Prior to October 15, 2030, the notes will be convertible only under certain conditions and during specific periods. After that date, holders may convert at any time until two trading days before maturity.

The notes will be convertible into cash, common shares, or a combination of both, at the company's discretion. Initial conversion rate, interest rate and other terms will be determined during pricing negotiations with initial purchasers.

Bitfarms intends to use net proceeds for general corporate purposes. The company also plans to use either proceeds from this offering or existing cash to cover costs of capped call transactions.

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