Bitdeer Prices $43.5M Share Offering at $7.94 and $325M 5% Convertible Notes

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Bitdeer sold 5.5M Class A shares at $7.94 for ~$43.5M net and upsized its 5% convertible notes due 2032 to $325M (with $50M option) at an initial conversion price of ~$9.93. Net proceeds will fund $29.2M capped calls, repurchase $135M of 2029 debt, and expand data center and AI infrastructure.

1. Registered Direct Offering

Bitdeer has priced the sale of 5,503,030 Class A ordinary shares at US$7.94 per share in a registered direct offering, expecting net proceeds of approximately US$43.5 million after expenses. The placement is scheduled to close on February 26, 2026, subject to customary closing conditions.

2. Convertible Senior Notes Offering

Bitdeer upsized its private placement of 5.00% convertible senior notes due March 1, 2032 to US$325 million principal amount, with an option for an additional US$50 million. The notes accrue interest semiannually and carry an initial conversion price of approximately US$9.93 per share, representing a 25% premium to the registered offering price, with expected closing on February 24, 2026.

3. Allocation of Proceeds

Bitdeer intends to use combined net proceeds to cover approximately US$29.2 million cost of related capped call transactions and to repurchase US$135 million aggregate principal amount of its 5.25% convertible senior notes due 2029 for approximately US$138.2 million, with remaining funds directed toward data center expansion, HPC and AI cloud business development, ASIC mining rig manufacturing, working capital and general corporate purposes.

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