Latham Advises on Cipher Digital's US$850 Million Convertible Senior Notes Offering and Concurrent Notes Exchange

Cipher Digital Inc. (Nasdaq: CIFR), a leading developer, owner, and operator of industrial-scale data centers, announced the pricing of US$850 million aggregate principal amount of 0.00% convertible senior notes due 2032 to be offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. Concurrently with the offering, Cipher expects to exchange a portion of its outstanding 1.75% convertible senior notes due 2030, and the initial purchasers have been granted an option to purchase up to an additional US$150 million aggregate principal amount of notes. The offering is expected to close on October 16, 2026, subject to customary closing conditions.

Latham & Watkins LLP represents the initial purchasers in the offering and concurrent notes exchange with a Capital Markets team led by partners Adam Gelardi and Reza Mojtabaee-Zamani, with associates Shawn Noh, Emma Fichtel, Daniel Weiss, Adam Zhang, and Matthew Bultman, with assistance from Daniel Park; and on tax matters by partner Aaron Bernstein, with associates Michael Yu and Jack Santoro.