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Black Pearl Compute senior secured notes offering

Company: Cipher Mining - Project: Black Pearl Facility

Subject kind
financing
Statement date
2026-02-04
Promised by
2026-02-11
Promised amount
2000000000.0 USD
Current status
verified

What the later record shows

Delivered on time · happened February 11, 2026

The 8-K filed 2026-02-11 says the notes were issued at par, which meets the expected February 11, 2026 closing. The 2026 10-Q describes the 6.125% notes due 2031 as outstanding obligations.

“The notes were issued at a price equal to 100% of their principal amount.”
2026-02-10 · Cipher Mining 8-K filed 2026-02-11 View cached copy (2026-08-31)Live source ↗
“The Black Pearl 2031 Senior Secured Notes will mature on February 15, 2031, unless earlier redeemed or repurchased in accordance with their terms.”
2026-08-03 · Cipher Mining 10-Q filed 2026-08-04 View cached copy (2026-08-30)Live source ↗

Checked October 10, 2026 against filings, releases and reporting published after the claim was made. Quotes are verbatim from the linked documents.

The claim, verbatim

Black Pearl Compute LLC, Cipher's wholly-owned indirect subsidiary, priced an offering of $2.0 billion aggregate principal amount of 6.125% senior secured notes due 2031 at par, with expected closing on February 11, 2026

Source (primary)

Cipher Mining 8-K filed 2026-02-05 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗

Quote: “Black Pearl Compute LLC, its wholly-owned indirect subsidiary, priced its offering of $2.0 billion aggregate principal amount of 6.125% senior secured notes due 2031 (the "Offering") at par. The Offering is expected to close on February 11, 2026, subject to market and other conditions.”

How we checked this

Checked on October 11, 2026. The cited source supports every part of this claim.

Cipher's February 4, 2026 Form 8-K states every element of this claim: the subsidiary relationship, the $2.0 billion size, the 6.125% rate, the 2031 maturity, pricing at par, and the expected February 11, 2026 closing (subject to market and other conditions).

Confirmed in the source:

What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1819989/000095010326001659/dp241116_8k.htm) in full (7,340 characters, retrieved August 31, 2026) and checked each assertion in the claim against it.

Additional evidence

confirms Cipher Mining 8-K filed 2026-02-05

Quote: “Black Pearl Compute LLC, its wholly-owned indirect subsidiary, priced its offering of $2.0 billion aggregate principal amount of 6.125% senior secured notes due 2031 (the "Offering") at par. The Offering is expected to close on February 11, 2026, subject to market and other conditions.”

View cached copy (2026-08-31)Live source ↗

confirms Cipher Mining 10-Q filed 2026-08-04

Quote: “The Black Pearl 2031 Senior Secured Notes will mature on February 15, 2031, unless earlier redeemed or repurchased in accordance with their terms.”

View cached copy (2026-08-30)Live source ↗

confirms Cipher Mining 8-K filed 2026-02-11

Quote: “The notes were issued at a price equal to 100% of their principal amount.”

View cached copy (2026-08-31)Live source ↗

Record of changes

September 2, 2026 — stated
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
September 3, 2026 — delayed
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
October 9, 2026 — outcome unconfirmed
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
October 10, 2026 — verified
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.