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Net Proceeds from Convertible Notes

Company: Cipher Mining

Subject kind
financing
Statement date
2025-05-21
Promised by
2025-05-22
Promised amount
145875000.0 USD
Current status
verified

What the later record shows

Delivered on time · happened May 22, 2025

The 2030 convertible notes indenture is dated May 22, 2025. Later filings refer to the notes as existing indebtedness, which shows the offering closed and proceeds were received.

“including the Company’s existing $172,500,000 principal amount of convertible notes due in 2030”
2025-09-30 · Cipher Mining 8-K filed 2025-10-01 View cached copy (2026-08-31)Live source ↗
“4.3 Indenture, dated as of May 22, 2025, between Cipher Mining Inc. and U.S. Bank Trust Company, National Association, as trustee.”
2025-11-02 · Cipher Mining 10-Q filed 2025-11-03 View cached copy (2026-08-31)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

Company expects to receive net proceeds of $145,875,000 before expenses from the offering after 2.75% underwriting discount

Source (primary)

Cipher Mining 424B5 filed 2025-05-22 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗

Quote: “Proceeds, before expenses, to us 97.25 % $ 145,875,000”

How we checked this

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

The offering table shows a 2.75% underwriting discount and $145,875,000 in proceeds before expenses. The filing separately estimates net proceeds after all expenses at about $144.1 million.

Confirmed in the source:

What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1819989/000119312525124285/d920705d424b5.htm) in full (435,499 characters, retrieved August 31, 2026) and checked each assertion in the claim against it.

Additional evidence

confirms Cipher Mining 424B5 filed 2025-05-22

Quote: “Proceeds, before expenses, to us 97.25 % $ 145,875,000”

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

confirms Cipher Mining 10-Q filed 2025-11-03

Quote: “4.3 Indenture, dated as of May 22, 2025, between Cipher Mining Inc. and U.S. Bank Trust Company, National Association, as trustee.”

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

confirms Cipher Mining 8-K filed 2025-10-01

Quote: “including the Company’s existing $172,500,000 principal amount of convertible notes due in 2030”

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.