Core Viewpoint - CleanSpark, Inc. has successfully completed a $1.15 billion offering of 0.00% Convertible Senior Notes due 2032, marking a significant milestone in its growth as a leading energy and infrastructure compute platform [1][3]. Group 1: Offering Details - The Convertible Notes were sold to initial purchasers for resale in a private offering to qualified institutional buyers under Rule 144A of the Securities Act [1]. - The net proceeds from the sale of the Convertible Notes were approximately $1.13 billion after deducting discounts and estimated expenses [3]. Group 2: Share Repurchase - The company repurchased 30.6 million shares of its common stock, representing about 10.9% of the outstanding shares, for approximately $460 million [2][3]. - None of the repurchased shares were from the company's directors and officers, who signed 45-day lock-up agreements [2]. Group 3: Future Plans - The remaining net proceeds from the offering will be used for expanding the power and land portfolio, developing data center infrastructure, repaying outstanding bitcoin-backed line of credit balances, and general corporate purposes [3]. - The CEO emphasized the company's commitment to long-term value creation and the expansion of its power portfolio to meet the growing demand for high-performance and AI-driven data center infrastructure [3]. Group 4: Company Overview - CleanSpark is recognized as America's Bitcoin Miner® and operates a portfolio of over 1.3 GW of power, land, and data centers across the U.S., leveraging competitive energy prices [4]. - The company focuses on optimizing its infrastructure to deliver superior returns to shareholders by monetizing low-cost, high-reliability energy [4].

Core Viewpoint - Bitdeer Technologies Group has announced a private placement of $400 million in 4.00% Convertible Senior Notes due 2031, with an option for initial purchasers to buy an additional $60 million, expected to close on November 17, 2025 [1][2]. Summary by Sections Convertible Notes Details - The notes will accrue interest at 4.00% per year, payable semiannually starting May 15, 2026, and will mature on November 15, 2031 [2]. - The initial conversion rate is set at 56.2635 Class A ordinary shares per $1,000 principal amount, equating to an initial conversion price of approximately $17.77 per share, representing a 27.5% premium over the offering price [2]. Redemption and Repurchase Conditions - Bitdeer may redeem the notes for cash starting November 20, 2028, if certain conditions regarding the stock price and liquidity are met [3]. - The company can also redeem all but not part of the notes if less than $50 million remains outstanding, or in the event of tax law changes [4]. - Holders may require Bitdeer to repurchase their notes at a price equal to 100% of the principal amount plus accrued interest if a "fundamental change" occurs [5]. Use of Proceeds - Net proceeds from the notes offering are estimated at approximately $388 million, intended for capped call transactions, repurchasing existing convertible notes, datacenter expansion, ASIC mining rig development, and general corporate purposes [6][7]. 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 $27.88 per share [8][9]. Concurrent Registered Direct Offering - Bitdeer is also conducting a registered direct offering of 10,661,140 Class A ordinary shares at $13.94 per share, with proceeds to be used for repurchasing $200 million of its November 2029 notes [12]. Company Overview - Bitdeer is a leading technology company focused on Bitcoin mining and AI cloud services, providing comprehensive solutions including equipment procurement, datacenter design, and daily operations [18].

Core Viewpoint - Bitdeer Technologies Group plans to offer $400 million in Convertible Senior Notes due 2031, with an option for an additional $60 million, to qualified institutional buyers, subject to market conditions [1][2] Group 1: Notes Offering - The notes will be senior unsecured obligations of Bitdeer, accruing interest payable semiannually, with conversion options including cash, Class A ordinary shares, or a combination of both [2] - The interest rate and conversion terms will be determined at the time of pricing [2] Group 2: Use of Proceeds - Proceeds from the notes offering will be used for capped call transactions, datacenter expansion, ASIC mining rig development, and general corporate purposes [3] - If additional notes are purchased, proceeds will similarly support capped call transactions and business expansions [3] Group 3: Capped Call Transactions - Bitdeer plans to enter capped call transactions to mitigate potential dilution from the conversion of the notes [4] - These transactions will cover the number of Class A ordinary shares underlying the notes [4] Group 4: Concurrent Offerings - Bitdeer intends to conduct a registered direct offering of Class A ordinary shares to fund the repurchase of its 5.25% convertible senior notes due 2029 [8][9] - The completion of the registered direct offering is contingent on the successful execution of the notes offering and note repurchase transactions [9] Group 5: Market Activity - The option counterparties may engage in derivative transactions that could influence the market price of Class A ordinary shares and the notes [5][6] - Hedged holders of the November 2029 notes may unwind their hedge positions, potentially impacting the market price of the shares [10] Group 6: Company Overview - Bitdeer is a leading technology company specializing in Bitcoin mining and AI cloud services, with operations in the United States, Norway, and Bhutan [13] - The company provides comprehensive solutions for Bitcoin mining, including equipment procurement and datacenter management [13]

Core Viewpoint - Ramaco Resources, Inc. plans to offer $300 million in convertible senior notes due 2031, with an option for underwriters to purchase an additional $45 million to cover over-allotments, subject to market conditions [1][2]. Group 1: Offering Details - The notes will be senior, unsecured obligations of Ramaco, accruing interest payable semi-annually starting May 1, 2026, and maturing on November 1, 2031 [2]. - Holders can convert the notes under certain conditions, with Ramaco having the option to settle conversions in cash, shares of Class A common stock, or a combination of both [3]. - The notes can be redeemed by Ramaco starting November 6, 2028, if the stock price exceeds 130% of the conversion price for a specified period [4]. Group 2: Repurchase and Use of Proceeds - In the event of a "fundamental change," noteholders may require Ramaco to repurchase their notes for cash at the principal amount plus accrued interest [5]. - Ramaco intends to use part of the net proceeds for capped call transactions and the remainder for developing rare earth elements and critical minerals projects, strategic growth opportunities, and general corporate purposes [6]. Group 3: Capped Call Transactions - Ramaco plans to enter into capped call transactions to reduce potential dilution of its Class A common stock upon conversion of the notes [7]. - The capped call transactions will be subject to anti-dilution adjustments and are expected to offset potential cash payments required upon conversion [7]. Group 4: Concurrent Delta Offering - Goldman Sachs and Morgan Stanley will conduct a concurrent delta offering of Ramaco's Class A common stock to facilitate hedging transactions for purchasers of the notes [11]. - The completion of the notes offering is contingent on the completion of the concurrent delta offering, and no new shares will be issued in this offering [11]. Group 5: Company Overview - Ramaco Resources, Inc. operates in metallurgical coal and is developing projects in rare earth elements and critical minerals, with offices in Kentucky, West Virginia, and Wyoming [14].

Core Viewpoint - IMAX Corporation has priced a private offering of $220 million in convertible senior notes, which are set to mature in 2030, with an interest rate of 0.75% per annum [1][2]. Summary by Sections Offering Details - The offering consists of $220 million aggregate principal amount of 0.75% convertible senior notes due 2030, with a settlement date scheduled for November 6, 2025 [1]. - An additional option for initial purchasers allows for the purchase of up to $30 million in principal amount of notes within 13 days of the initial issuance [1]. Interest and Conversion Terms - The notes will accrue interest at 0.75% per annum, payable semi-annually starting May 15, 2026, and maturing on November 15, 2030 [2]. - Noteholders can convert their notes under specific conditions before August 15, 2030, and at any time thereafter until the maturity date [2]. - The initial conversion rate is set at 23.5743 common shares per $1,000 principal amount, equating to an initial conversion price of approximately $42.42 per share, representing a 30% premium over the last reported sale price of $32.63 on November 3, 2025 [2]. Redemption and Repurchase Rights - The notes are redeemable at IMAX's option starting November 20, 2028, if the last reported sale price exceeds 130% of the conversion price for a specified period [3]. - In the event of a "fundamental change," noteholders may require IMAX to repurchase their notes for cash at the principal amount plus accrued interest [4]. Use of Proceeds - IMAX estimates net proceeds from the offering to be approximately $212 million, or $241.1 million if the additional notes option is fully exercised [5]. - The proceeds will be used to fund the refinancing of outstanding 2026 notes, capped call transactions, and for general corporate purposes [6][7]. Capped Call Transactions - IMAX has entered into capped call transactions to mitigate share dilution, with an initial cap price of $57.1025 per share, representing a 75% premium over the last reported sale price [13][14]. - These transactions are designed to offset potential cash payments required upon conversion of the notes [14]. Market Activity Implications - The unwinding of existing capped call transactions may lead to significant market activity, potentially affecting the market price of IMAX's common shares and the notes [10][11][15][16]. Company Overview - IMAX Corporation is a leader in entertainment technology, operating 1,829 IMAX systems across 89 countries as of September 30, 2025 [18][19].

Core Viewpoint - TeraWulf Inc. has announced the pricing and upsize of its offering of $900 million in 0.00% Convertible Senior Notes due 2032, aimed at funding a data center campus in Texas and general corporate purposes [1][3]. Group 1: Transaction Details - The offering consists of $900 million aggregate principal amount of Convertible Senior Notes, with a potential increase of up to $125 million if the initial purchasers exercise their option [7]. - The expected net proceeds from the offering are approximately $877.6 million, or about $999.7 million if the additional notes are fully purchased [3]. - The offering is set to close on October 31, 2025, pending customary closing conditions [7]. Group 2: Convertible Notes Characteristics - The Convertible Notes will be senior unsecured obligations, will not bear regular interest, and will mature on May 1, 2032 [4]. - The initial conversion rate is 50.1567 shares of common stock per $1,000 principal amount, equating to an initial conversion price of approximately $19.9375 per share, representing a 37.5% premium over the closing price of $14.50 on October 29, 2025 [5]. - Holders can require the company to repurchase their notes upon a fundamental change at a cash price of 100% of the principal amount plus any accrued special interest [8]. Group 3: Use of Proceeds - The net proceeds from the offering will be used to fund part of the construction costs for a data center campus in Abernathy, Texas, as well as for general corporate purposes [3]. Group 4: Company Overview - TeraWulf develops and operates environmentally sustainable, industrial-scale data center infrastructure in the U.S., focusing on high-performance computing and bitcoin mining [11].

Core Viewpoint - TeraWulf is shifting its focus from bitcoin mining to powering artificial intelligence infrastructure, planning to raise up to $575 million through a private sale of convertible senior notes [1][3] Group 1: Financing Details - The company plans to sell $500 million in convertible senior notes due in 2032, with an option for an additional $75 million [1] - The offering is limited to qualified institutional investors [1] - The convertible notes will not pay regular interest and can be converted into cash, stock, or a combination of both, depending on the company's election [3] Group 2: Use of Proceeds - Proceeds from the sale will fund the construction of a data center in Abernathy, Texas [2] - This initiative is part of a $9.5 billion joint venture with Fluidstack to build a 168-megawatt data center at TeraWulf's Texas campus [2] Group 3: Market Reaction - Shares of TeraWulf are down 5% in premarket trading after a 17% surge the previous day [2] Group 4: Strategic Partnerships - Google is backing $1.3 billion of Fluidstack's long-term lease obligations, enhancing lender confidence due to the tech giant's strong balance sheet [3] - Two months prior, TeraWulf raised $850 million related to its data center expansion [3]

Core Points - Bitfarms Ltd. has successfully closed an upsized offering of $588 million in 1.375% convertible senior notes due 2031, including an $88 million option exercised by initial purchasers [1] - The notes have a conversion rate of 145.6876 common shares per $1,000 principal amount, translating to a conversion price of approximately $6.86 per share, which is about a 30% premium over BITF's closing price of $5.28 on October 16 [2] - The net proceeds of around $568 million will be allocated for general corporate purposes, and the company has utilized cash on hand to purchase capped calls to limit economic dilution upon conversion [3] Financial Strategy - The capped calls are initially set at $11.88 per share, representing a 125% premium, aimed at mitigating dilution effects [3] - Bitfarms has converted a $300 million credit facility with Macquarie into a project-specific loan associated with Panther Creek [4] Market Reaction - At the time of publication, BITF shares experienced a decline of 7.5% during pre-market hours [5]

Core Points - Bitfarms Ltd. has successfully closed an offering of US$588 million in convertible senior notes with a 1.375% interest rate due in 2031, including an $88 million option exercised by initial purchasers [1][2] - The CEO highlighted the successful upsizing of the deal, improved pricing, and the introduction of high-quality institutional partners, enhancing the company's financial position to over US$1 billion in cash and assets [2][6] - The net proceeds from the offering, approximately US$568 million after expenses, will be used for general corporate purposes, including the development of HPC/AI infrastructure [6][9] Offering Summary - The initial conversion rate for the notes is set at 145.6876 common shares per US$1,000 principal amount, translating to a conversion price of about US$6.86 per share, which is a 30% premium to the last reported price of US$5.28 [6] - Interest on the notes will be paid semi-annually starting July 15, 2026, with maturity on January 15, 2031 [6] - The capped call transactions have a cap price of US$11.88 per share, representing a 125% premium to the last reported sale price [6][5] Company Overview - Bitfarms is a North American energy and digital infrastructure company focused on high-performance computing and Bitcoin mining, with a significant portion of its energy pipeline based in the U.S. [9][10] - The company operates state-of-the-art data centers and has a proven track record in digital infrastructure since its founding in 2017 [10]

Core Viewpoint - Bitfarms Ltd. has announced the pricing of a US$500 million offering of 1.375% convertible senior notes due 2031, with an option for initial purchasers to buy an additional US$88 million [1][2] Summary by Sections Convertible Notes Offering - The offering size was increased from the previously announced US$300 million to US$500 million, with a potential total of US$588 million if the option is fully exercised [1] - The offering is expected to close around October 21, 2025, subject to customary closing conditions [1] Terms of the Notes - The Convertible Notes will accrue interest at a rate of 1.375% per annum, payable semi-annually starting July 15, 2026, and will mature on January 15, 2031 [2] - The Company has the right to redeem the notes under certain conditions and must offer to repurchase them upon specific events [2] Conversion Features - The initial conversion rate is set at 145.6876 common shares per US$1,000 principal amount, equating to an initial conversion price of approximately US$6.86 per share, representing a 30% premium to the last reported price of US$5.28 [4] - The conversion rate may be adjusted under certain circumstances, and the Company can settle conversions in cash, shares, or a combination [4] Use of Proceeds - Net proceeds from the offering will be used for general corporate purposes and to cover costs associated with capped call transactions [5][7] Capped Call Transactions - The Company has entered into cash-settled capped call transactions to cover the number of common shares underlying the Convertible Notes, with a cap price of US$11.88 per share, a 125% premium to the last reported price [6][9] - These transactions aim to reduce potential economic dilution upon conversion of the notes [9] Company Overview - Bitfarms is a North American energy and digital infrastructure company focused on building and operating data centers for high-performance computing and Bitcoin mining, with a significant portion of its energy pipeline based in the U.S. [14][15]