Concurrent delta offering of borrowed shares
Company: Cipher Mining
The claim, verbatim
Morgan Stanley intends to offer, in a separate underwritten offering, borrowed Cipher common shares to facilitate hedging by note purchasers; the notes offering and the delta offering are each contingent on completion of the other.
Source (primary)
cipher-mining 8-K exhibit (d876438dex991.htm) (SEC EDGAR (8-K Ex), press_release)
View cached copy (2026-10-14)Live source ↗
Quote: “The completion of the offering of the notes is contingent on the completion of the concurrent delta offering, and the completion of the concurrent delta offering is contingent on the completion of the offering of the notes.”
How we checked this
Checked on October 16, 2026. The cited source supports every part of this claim.
The press release describes the concurrent delta offering of borrowed shares and states that each offering is contingent on the other.
Confirmed in the source:
- Morgan Stanley, acting on behalf of itself and/or its affiliates, intends to offer Cipher common shares borrowed from third parties
- The share offering is a separate, underwritten offering
- The share offering is meant to facilitate hedging transactions by some purchasers of the notes
- Completion of the notes offering is contingent on completion of the delta offering, and completion of the delta offering is contingent on completion of the notes offering
What we did: Read our cached copy of SEC EDGAR (8-K Ex) (https://www.sec.gov/Archives/edgar/data/1819989/000119312525123159/d876438dex991.htm) in full (11,267 characters, retrieved October 14, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms cipher-mining 8-K exhibit (d876438dex991.htm)
Quote: “The completion of the offering of the notes is contingent on the completion of the concurrent delta offering, and the completion of the concurrent delta offering is contingent on the completion of the offering of the notes.”