Cipher Mining completes $333 million senior notes offering for Texas facility

Cipher Mining Inc. (NASDAQ:CIFR) announced Monday that its wholly owned subsidiary, Cipher Compute LLC, completed a private offering of $333 million in additional 7.125% senior secured notes due 2030. The transaction was disclosed in a press release statement and detailed in a filing with the Securities and Exchange Commission. The company’s stock, which has surged over 200% year-to-date and an impressive 308% over the past six months according to InvestingPro data, continues to demonstrate high volatility with a beta of 2.93.

The new notes were issued as part of the same series as the previously issued $1.4 billion in 7.125% senior secured notes due 2030. The notes were sold to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. Morgan Stanley & Co. LLC acted as the sole initial purchaser.

Cipher Compute intends to use the net proceeds to finance a portion of the construction costs for additional facilities at its Barber Lake Facility, a high-performance computing data center near Colorado City, Texas. InvestingPro data shows the company currently operates with a moderate level of debt, with a debt-to-equity ratio of 1.33, while maintaining healthy liquidity with a current ratio of 2.49, indicating its liquid assets exceed short-term obligations.

The new notes were issued at 100.250% of their principal amount, plus accrued interest from November 13, 2025. The notes bear interest at 7.125% annually, payable semiannually in arrears on May 15 and November 15, beginning May 15, 2026. The notes mature on November 15, 2030, unless redeemed or repurchased earlier.

Principal on the notes will amortize semiannually on May 15 and November 15 each year, according to schedules in the indenture, with no amortization before completion of the Barber Lake Facility. The issuer may redeem the notes, in whole or in part, at specified prices set out in the indenture, with “make-whole” provisions applying to certain early redemptions.

The indenture includes covenants that limit the ability to incur additional debt, pay dividends, make certain investments, create liens, sell assets, engage in sale and leaseback transactions, and conduct unrelated operations. Upon a change of control, Cipher Compute must offer to repurchase the notes at 101% of principal plus accrued interest. The issuer may also be required to offer to purchase notes equal to 50% of excess cash flows at par plus accrued interest. While the company doesn’t currently pay dividends to shareholders, InvestingPro analysis indicates that analysts expect Cipher Mining to become profitable this year, with projected EPS of $0.32 for fiscal 2025.

Cipher Mining has agreed to provide funding as necessary to ensure timely completion of the Barber Lake Facility if other funds are insufficient.

This information is based on a press release statement and the company’s SEC filing.

In other recent news, Cipher Mining Inc. announced a significant 10-year AI hosting agreement with Fluidstack, securing approximately $830 million in contracted revenue. This agreement will see Cipher deliver an additional 39 MW of critical IT load at its Barber Lake facility in Colorado City, Texas, with Fluidstack leasing the entire 300 MW capacity. Additionally, Cipher Mining has priced $333 million in additional senior secured notes due 2030 through its subsidiary, Cipher Compute LLC, bringing the total outstanding amount to $1.733 billion. These notes were offered to qualified institutional buyers, adding to the company’s existing financial instruments. In analyst news, H.C. Wainwright reiterated its Buy rating on Cipher Mining, maintaining a price target of $30. This follows the announcement of the AI colocation agreement, which further strengthens Cipher’s strategic partnerships. The expansion of Cipher’s data center capacity and financial maneuvers marks a period of growth and development for the company.

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