Underwriter Over-Allotment Option
Company: Cipher Mining
What the later record shows
Delivered; the record does not say when
$172.5M of 2030 convertible notes are outstanding, equal to the $150M base plus the full $22.5M over-allotment, so the option was exercised. No passage gives the exercise date.
“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 ↗
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
Underwriters have been granted an option, exercisable within 30 days, to purchase up to an additional $22,500,000 aggregate principal amount of notes to cover over-allotments
Source (primary)
Cipher Mining 424B5 filed 2025-05-22 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗
Quote: “In addition, we have granted the underwriters an option, which is exercisable within 30 days after the date of this prospectus supplement, to purchase up to an additional $22,500,000 aggregate principal amount of notes solely to cover overallotments.”
How we checked this
Checked on October 11, 2026. The cited source supports every part of this claim.
The prospectus cover states the 30-day underwriter option for up to $22,500,000 of additional notes to cover over-allotments.
Confirmed in the source:
- The underwriters were granted an option to buy additional notes
- The option is exercisable within 30 days after the date of the prospectus supplement
- The option covers up to an additional $22,500,000 aggregate principal amount of notes
- The option is solely to cover over-allotments
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: “In addition, we have granted the underwriters an option, which is exercisable within 30 days after the date of this prospectus supplement, to purchase up to an additional $22,500,000 aggregate principal amount of notes solely to cover overallotments.”
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”