Bitdeer Announces Proposed Private Placement of US$300.0 Million of Convertible Senior Notes

Core Viewpoint - Bitdeer Technologies Group plans to offer $300 million in Convertible Senior Notes due 2031, with an option for an additional $45 million, to qualified institutional buyers, subject to market conditions [1][2] Group 1: Offering Details - The notes will be general senior unsecured obligations of the Company, accruing interest payable semiannually [2] - Upon conversion, the Company will have the option to pay in cash, Class A ordinary shares, or a combination of both [2] - The interest rate and other terms will be determined at the time of pricing [2] Group 2: Use of Proceeds - Proceeds will be used for zero-strike call option transaction costs, cash consideration for concurrent note exchange transactions, datacenter expansion, ASIC mining rig development, and general corporate purposes [3] - If the additional notes are purchased, proceeds will similarly be allocated for datacenter expansion and other corporate purposes [3] Group 3: Zero-Strike Call Option Transaction - The Company plans to enter a zero-strike call option transaction with an initial purchaser, allowing it to receive a specified number of Class A ordinary shares at expiration [4] - This transaction aims to facilitate derivative transactions for investors, potentially impacting the market price of Class A ordinary shares and the notes [4][5] Group 4: Concurrent Note Exchange Transaction - The Company expects to negotiate privately to exchange certain August 2029 notes for cash and Class A ordinary shares [7] - The terms of these exchanges will vary and are not guaranteed [7] - Hedged holders of the August 2029 notes may unwind hedge positions, which could significantly affect the market price of Class A ordinary shares [8] Group 5: Company Overview - Bitdeer is a leading technology company in Bitcoin mining, providing comprehensive solutions including equipment procurement, datacenter design, and operations [11] - The Company is headquartered in Singapore and has datacenters in the United States, Norway, and Bhutan [11]