Cipher Digital Prices $810M 6% Secured Notes to Fund Stingray Data Center
CIFR•Cipher Digital has placed $810 million of 6.000% senior secured notes due 2031 through Stingray Compute LLC, priced at 99.75% of par, to fund the remaining costs of its Stingray data center, reimburse $61.5 million of prior equity and build debt service reserves. The notes carry first-priority liens on project assets, are fully guaranteed by Cipher Stingray LLC, include a parent completion guarantee and feature AWS covering cost overruns above $10.5 million per IT MW.
1. Deal Structure
Cipher Digital issued $810 million of 6.000% senior secured notes due 2031 via Stingray Compute LLC in a private placement. The notes were priced at 99.75% of par and are fully guaranteed by Cipher Stingray LLC, secured by first-priority liens on substantially all assets of both entities.
2. Use of Proceeds
Net proceeds will fund the completion of the Stingray data center, reimburse $61.5 million of prior equity contributions used for capital expenditures and establish debt service reserves. The offering is expected to close on June 15, subject to customary closing conditions.
3. Completion Guarantee and AWS Overages
Cipher has provided a completion guarantee committing to fund any shortfalls if note proceeds prove insufficient to finish construction. AWS, as the named hyperscaler tenant, will cover construction cost overruns above $10.5 million per IT megawatt, further protecting project investors.
4. Infrastructure Financing Context
The five-year tenor and 6% coupon reflect infrastructure-style financing rather than shorter-term, higher-cost capital structures typical of bitcoin miners. The ring-fenced subsidiary structure isolates project risk at the asset level, allowing investors to lend against the data center’s assets and cash flows rather than the parent’s full credit.
