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SINGAPORE - Bitdeer Technologies Group (NASDAQ:BTDR), a global blockchain and high-performance computing technology company, has announced the pricing of a private offering of $360 million in convertible senior notes due in 2029. The offering, aimed at qualified institutional buyers, includes an option for the initial purchasers to buy up to an additional $40 million of the notes within a 13-day period starting from the issue date.
The notes, set to close on November 26, 2024, will be senior unsecured obligations of Bitdeer, accruing interest at 5.25% per annum with semiannual payments starting June 1, 2025. They will mature on December 1, 2029, unless converted, redeemed, or repurchased prior. The initial conversion rate is set at 62.7126 Class A ordinary shares per $1,000 principal amount, which is about a 42.5% premium over the last reported sale price of Bitdeer's Class A ordinary shares on the Nasdaq Capital Market as of November 21, 2024.
Bitdeer may redeem the notes for cash under certain conditions after December 6, 2027, and before the maturity date. In the event of specific changes in tax laws or a fundamental change as defined in the indenture, the company can repurchase the notes or require cash payment from holders at a repurchase price equal to the principal amount plus accrued and unpaid interest.
The company anticipates net proceeds of approximately $348.2 million, or $387.0 million if the additional notes are fully purchased. These funds will be allocated to data center expansion, development, and manufacture of ASIC-based mining rigs, with general corporate purposes also being considered.
In conjunction with the note pricing, Bitdeer has entered into a zero-strike call option transaction with one of the initial purchasers or its affiliate. This transaction involves Bitdeer paying a premium for the right to receive approximately 14.3 million Class A ordinary shares, which may be settled at the expiry or earlier at the option counterparty's discretion. This is expected to facilitate derivative transactions for investors to hedge their investment in the notes.
Furthermore, Bitdeer anticipates entering into privately negotiated transactions to exchange certain existing 2029 notes for cash and Class A ordinary shares. This is not an offer to exchange existing notes, and the offering is not contingent upon such exchanges.
The notes and any Class A ordinary shares issuable upon conversion have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the U.S. without registration or an exemption from registration requirements.
This report is based on a press release statement from Bitdeer Technologies Group.
In other recent news, Bitdeer Technologies Group has been the subject of several notable developments. The company's recent earnings report showed revenues of $99.2 million, not meeting analyst expectations. Despite this, Rosenblatt Securities and H.C. Wainwright raised their target price for Bitdeer, while B.Riley revised its price target downwards. Northland initiated coverage of Bitdeer with an Outperform rating. Bitdeer has also begun mass production of its SEALMINER A1 and A2 mining machines, contributing to the company's self-mining expansion plans for 2025. The company expects to triple its self-mining capacity to about 23 EH/s by 2025. Bitdeer has received deposits for 30,000 units of the air-cooled SEALMINER A2 rigs, which are anticipated to generate approximately $102 million in revenue from ASIC sales in 2025. Roth/MKM maintains a positive stance on Bitdeer, highlighting the potential of the company's high-performance computing capabilities. Bitdeer also completed an offering of $172.5 million in convertible senior notes due 2029.
InvestingPro Insights
As Bitdeer Technologies Group (NASDAQ:BTDR) moves forward with its $360 million convertible senior notes offering, it's crucial to consider some key financial metrics and insights from InvestingPro that shed light on the company's current position.
According to InvestingPro data, Bitdeer's market capitalization stands at $1.65 billion, with a revenue of $395.61 million for the last twelve months as of Q3 2024. The company has shown significant revenue growth of 19.58% over this period, indicating a robust expansion trajectory that aligns with its plans for data center expansion and ASIC-based mining rig development.
InvestingPro Tips highlight that Bitdeer holds more cash than debt on its balance sheet, which could be seen as a positive factor as the company takes on additional debt through this notes offering. This strong cash position may provide some reassurance to potential investors in the convertible notes.
However, it's worth noting that Bitdeer is quickly burning through cash, as another InvestingPro Tip points out. This rapid cash burn rate could explain the company's decision to raise funds through the convertible notes offering, as it seeks to finance its ambitious expansion plans.
The company's stock has shown remarkable performance, with a 172.26% price total return over the past year. This strong market sentiment is further reflected in the 89.66% price total return over the last six months, suggesting investor confidence in Bitdeer's growth strategy.
For investors considering Bitdeer's potential, it's important to note that InvestingPro offers 14 additional tips that could provide a more comprehensive view of the company's financial health and market position. These insights could be particularly valuable in assessing the long-term implications of Bitdeer's latest financial move.
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