Cipher Digital Plans $810M Senior Secured Notes Due 2031 to Fund Data Center
CIFR•Cipher Digital proposes $810 million of senior secured notes due 2031 in a private offering to qualified institutional buyers and non-U.S. investors. Net proceeds will finance the remaining cost of the Stingray data center, reimburse $63.6 million equity contributions and fund debt service reserves.
1. Offering Overview
Cipher Digital’s subsidiary, Stingray Compute LLC, intends to issue $810 million of senior secured notes due 2031 in a private placement under Rule 144A and Regulation S. The offering targets qualified institutional buyers in the U.S. and non-U.S. persons outside the United States.
2. Intended Use of Proceeds
Net proceeds will finance the remaining construction costs of the Stingray data center, reimburse approximately $63.6 million of prior equity contributions to Cipher Stingray LLC, and establish debt service reserves to support note obligations.
3. Security and Guarantees
The notes will be fully guaranteed by Cipher Stingray and secured by first-priority liens on substantially all assets of the issuer and guarantor, as well as all equity interests of the issuer held by Cipher Stingray Holdings LLC. Cipher Digital will provide a completion guarantee to ensure timely facility completion if note proceeds fall short.
4. Offering Conditions and Risks
The offering is subject to market conditions, investor demand and customary closing conditions, with no assurance of completion or finalized terms. Forward-looking statements highlight risks including market volatility, regulatory changes and execution of development plans.
