Cipher, Barber Lake 프로젝트의 초과 비용을 충당하기 위해 전환사채로 8억 5천만 달러를 조달했다.
Cipher Digital (NASDAQ: CIFR) has announced its intention to sell $850 million of zero-coupon convertible notes maturing in 2032. The announcement came on Tuesday, October 13, barely three weeks after the company agreed to absorb cost overruns of $359.3 million at its Barber Lake data center in Texas.
Cipher's move is an example of how former Bitcoin miners are financing their AI buildouts. When construction costs rise, they turn to the convertible market.
**Who pays for the Barber Lake overruns?**
The cost overruns Cipher is now paying trace back to September 25, when the company announced that the contracted life of Barber Lake would be doubled to 20 years.
That extension caused contracted revenue to jump from $3.8 billion to more than $9 billion. The lease extension is coupled with a binding agreement with a leading AI lab, a 10-year commitment expected to generate an additional $5.2 billion in incremental contracted revenue.
The agreements also changed who is responsible for cost overruns. Cipher published a reimbursement framework in September 2026. Under it, Cipher will absorb the initial $359.3 million in cost overruns, while the tenant handles 50% of costs above the original budget. Only above that line does the tenant cover half, with the amount repaid as extra rent over the full 20-year term.
**No coupon, a 2030 escape hatch**
The notes will mature on November 1, 2032, and will not carry regular interest. Cipher plans to sell them in a private offering under Rule 144A, limited to qualified institutional buyers.
The initial purchasers will have a 13-day option to buy up to $150 million more, which would bring the deal to $1 billion. Cipher also announced plans to exchange some of its remaining 1.75% convertible notes due 2030 for common stock.
Despite the 2032 maturity date, noteholders can require Cipher to repurchase the notes for cash on November 1, 2030, unless the notes have already been called for redemption by Cipher. This means repayment could come two full years before maturity.
Cipher will use the proceeds to fund capped-call transactions that limit share dilution, invest additional equity in Barber Lake, build out its high-performance computing (HPC) pipeline, add development sites, and cover general corporate needs. Conversions may be settled in cash, stock, or a combination of both, at Cipher's discretion.
Cipher's share price fell 9.6% to $11.75 in premarket trading on Tuesday, down from $13. The stock had traded at $18.74 on September 25, the day Cipher announced the lease extension.
**How former miners fund the AI pivot**
This is not Cipher's first large convertible offering. Last September, the company priced about $1.1 billion of 0.00% convertible notes due in 2031. The offering was initially meant to raise $800 million but ended up crossing the $1 billion mark. The proceeds were earmarked for Barber Lake and its HPC pipeline.
Based on reports, Cipher also raised $1.73 billion in secured notes with a 7.125% coupon for Barber Lake and earmarked $2 billion to fund its Black Pearl development.
The pattern is common across the industry. TeraWulf and IREN closed convertible deals in October 2025 and May 2026, respectively. TeraWulf is using its funds for its Texas campus, while IREN is looking to expand its AI cloud business.