Bitdeer Technologies ( BTDR ) shares fell on Thursday amid plans to raise $300 million through a private sale of convertible senior notes along with a separate registered direct offering of Class A shares.
The notes, which mature in 2032, are convertible into cash, stock or a mixture of both at Bitdeer’s option. The underwriter greenshoe option is for an additional $45 million in notes.
The Singapore-based company also intends to sell an unspecified number of Class A shares directly to certain holders of its 5.25% convertible notes due 2029. It plans to use the proceeds from both offerings to fund capped call transactions designed to limit share dilution if the new notes convert and to repurchase a portion of the 2029 notes.
Any remaining funds will go towards expanding data centers, growing its high-performance computing and AI cloud businesses, and developing ASIC-based mining rigs.
Convertible debt often puts pressure on stocks because investors take on the risk of future dilution. Simply put, if the company’s stock goes up, noteholders can convert their debt into equity, increasing the number of shares. Bitdeer’s use of restricted calls aims to offset some of this effect, although such hedging can add volatility around pricing.
The registered direct offering depends on the completion of the note sale and related buybacks, while the bond offering can proceed on its own.
Bitdeer’s shares fell 17% in early morning trading below $8 for the first time since April.
