Bitfarms (BITF) said it has priced an offering of $500 million aggregate principal amount of 1.375% convertible senior notes due January 15, 2031, upsizing the deal from an initial $300 million and granting initial purchasers a 13-day option to acquire up to an additional $88 million of notes.
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The Convertible Notes carry an initial conversion rate of 145.6876 common shares per $1,000 principal amount, equivalent to a conversion price of roughly $6.86 per share—a premium of about 30% to the $5.28 closing price on October 16, 2025. Prior to October 15, 2030, conversions will be subject to specified conditions and windows; thereafter, holders may convert at any time until two business days before maturity.
Net proceeds are intended for general corporate purposes, and the company will also fund cash-settled capped call transactions designed to reduce dilution upon conversion up to a cap of a 125% premium to the $5.28 reference price. The capped call transactions carry an initial cap price of $11.88 per share and are subject to customary anti-dilution adjustments.
Bitfarms’ 1.3 GW development pipeline is more than 80% U.S.-based in major power and fiber hubs across the Americas.
At time of publication, BITF is down 4.7% during pre-market hours.
