Cipher Digital Inc. Senior Secured Notes Offering

On June 15, 2026, Cipher Digital Inc. announced the completion of its private offering of $810.0 million in 6.000% Senior Secured Notes due 2031 by its wholly-owned indirect subsidiary, Stingray Compute LLC. The notes were sold to qualified institutional buyers and non-US persons. The net proceeds will be used to finance the Stingray Facility, a high-performance computing data center, reimburse prior equity contributions, and fund debt service reserves. The notes bear interest at 6.000% per year, payable semi-annually, and mature on June 15, 2031. The principal amount will amortize semi-annually following the Final Commencement Date. The Issuer may redeem the notes on or after June 15, 2028, with specific redemption prices and conditions. The indenture includes covenants limiting the ability of the Issuer and its subsidiary to incur additional debt, pay dividends, make investments, create liens, and engage in certain other transactions. Cipher will provide a completion guarantee for the Stingray Facility.