Cipher Digital Inc. (NASDAQ:CIFR) ("Cipher" or the "Company"), a leading developer, owner and operator of industrial-scale data centers, today announced its intention to offer, subject to market and other conditions, $850.0 million aggregate principal amount of 0.00% convertible senior notes due 2032 (the "notes") in a private offering (the "offering") to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). Cipher also expects to grant the initial purchasers of the notes a 13-day option to purchase up to an additional $150.0 million aggregate principal amount of notes. Concurrently with the offering, Cipher expects to enter into separate, privately negotiated transactions to exchange a portion of its outstanding 1.75% Convertible Senior Notes due 2030 (the "2030 notes").

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