Core Viewpoint - Bitdeer Technologies Group has announced the pricing of a US$325 million offering of 5.00% Convertible Senior Notes due 2032, increasing from the previously announced US$300 million, with an option for initial purchasers to buy an additional US$50 million [1][2] Group 1: Convertible Notes Offering - The notes will accrue interest at a rate of 5.00% per year, payable semiannually starting September 1, 2026, and maturing on March 1, 2032 [2] - The initial conversion rate is set at 100.7557 Class A ordinary shares per US$1,000 principal amount, equating to an initial conversion price of approximately US$9.93 per share, representing a 25% premium over the offering price [2] - Bitdeer may redeem the notes for cash starting March 6, 2030, under certain conditions, including if the Class A ordinary shares trade at least 130% of the conversion price for 20 trading days [3][4] Group 2: Use of Proceeds - Bitdeer estimates net proceeds from the notes offering to be approximately US$315.1 million, or US$363.7 million if the option for additional notes is fully exercised [7] - The proceeds will be used to cover costs related to capped call transactions, repurchase existing convertible senior notes, and fund datacenter expansion, HPC and AI cloud business expansion, and ASIC mining rig development [7] Group 3: Capped Call Transactions - Bitdeer has entered into capped call transactions to offset potential dilution from the conversion of the notes, with an initial cap price of US$15.88 per Class A ordinary share [8][9] - The capped call transactions are designed to mitigate the impact of any conversion on the market price of the Class A ordinary shares [8] Group 4: Concurrent Registered Direct Offering - Bitdeer has also announced a registered direct offering of 5,503,030 Class A ordinary shares at US$7.94 per share, with settlement scheduled for February 26, 2026 [12] - The net proceeds from this offering will be used in conjunction with the notes offering to repurchase US$135 million of its November 2029 notes for approximately US$138.2 million [12]