HIVE Digital closes $130M exchangeable senior notes offering

HIVE Digital Technologies Ltd. (TSX: HIVE) (NASDAQ: HIVE) announced the closing of a private offering of $130 million in aggregate principal amount of 0% exchangeable senior notes due 2031, issued through its wholly-owned subsidiary HIVE Bermuda 2026 Ltd.

The offering, sold to qualified institutional buyers under Rule 144A, included the full exercise of an initial purchasers' option for an additional $15 million in notes. Net proceeds are estimated at approximately $124.5 million after commissions and offering expenses, before deducting the cost of capped call transactions.

The notes mature on July 1, 2031, and carry a 0% coupon. The initial exchange rate is 206.9429 common shares per $1,000 principal amount, equivalent to an exchange price of approximately $4.83 per share, representing a premium of roughly 27.5% to the $3.79 closing price on Nasdaq on June 25, 2026.

In connection with the offering, the company entered into capped call transactions with an initial cap price of $8.5275 per common share, a 125% premium to the June 25 closing price. HIVE said it intends to fund approximately $15.7 million for those transactions using cash on hand.

The company said proceeds will be directed toward general corporate purposes, capital investment including graphics processing units, and data center development. Combined with a prior exchangeable notes offering closed April 21, 2026, HIVE has raised $245 million from 0% coupon notes during the quarter, according to the company's statement.

The notes are not registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption.

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