Cipher Digital proposes $810 million senior secured notes offering

Cipher Digital Inc. (NASDAQ: CIFR) announced that its subsidiary Stingray Compute LLC intends to offer $810 million in senior secured notes due 2031, subject to market conditions.

The data center developer plans to use proceeds from the private offering to finance remaining costs of the Stingray Facility data center, reimburse Cipher Digital for approximately $63.6 million in prior equity contributions used for capital expenditures related to the facility, and fund debt service reserves.

The notes will be guaranteed by Cipher Stingray LLC and secured by first-priority liens on substantially all assets of the issuer and guarantor, plus equity interests held by Cipher Stingray Holdings LLC. Cipher Digital will provide a completion guarantee to ensure timely facility completion if note proceeds prove insufficient.

The offering targets qualified institutional buyers under Rule 144A and non-U.S. persons under Regulation S, both exemptions under the Securities Act of 1933. The notes have not been registered with securities regulators.

The company stated there can be no assurance regarding whether, when, or on what terms the offering may be completed. Cipher Digital operates industrial-scale data centers designed for high-performance computing workloads.

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