Bitdeer Technologies Group Announces $300 Million Convertible Senior Notes Offering and Registered Direct Equity Sale

BTDR
February 19, 2026

Bitdeer Technologies Group (Nasdaq: BTDR) disclosed a private placement of $300 million in convertible senior notes due 2032, with an option to issue an additional $45 million within a 13‑day settlement window. The notes will be priced and the interest rate, initial conversion rate, and other key terms will be set at the time of pricing. In parallel, the company will conduct a registered direct offering of Class A ordinary shares, with the number of shares and the offering price to be determined at pricing.

The proceeds from both issuances will be allocated to several strategic priorities: covering the cost of capped call transactions with initial purchasers, repurchasing a portion of the company’s 5.25 % convertible senior notes due 2029, expanding data‑center capacity, developing high‑performance computing and AI cloud services, manufacturing ASIC rigs, and supporting general working capital needs.

Bitdeer’s most recent quarterly results, released on February 12, 2026, showed revenue of $224.8 million and a net profit of $70.5 million, a turnaround from a $531.9 million loss in the same quarter a year earlier. Gross margin contracted to 4.7 % from 24.1 % in the prior quarter, largely due to lower Bitcoin prices and higher operating costs. Despite the margin squeeze, the company’s earnings per share missed estimates by $0.59, reflecting the impact of a $0.73 loss per share versus an analyst expectation of a $0.14 loss.

Management highlighted the company’s strategic shift toward AI and high‑performance computing, noting that "We expect the global AI infrastructure supply / demand imbalance to widen, and our 3.0 GW power portfolio represents a rare and increasingly valuable strategic asset. As hyperscalers and enterprise customers face extended lead times for power and data center capacity, Bitdeer's operational infrastructure and speed to market provide a compelling competitive advantage." The financing is intended to accelerate this pivot by leveraging Bitdeer’s existing power and data‑center assets to meet growing demand for AI workloads.

Investors have responded with caution, citing concerns about potential equity dilution from the direct offering and the increased debt load from the new notes. Nonetheless, the capital raise is viewed as a necessary step to support the company’s long‑term growth strategy in the AI and HPC markets.

The combined financing package strengthens Bitdeer’s balance sheet, extends the maturity profile of its debt, and provides the capital required to scale its AI infrastructure and ASIC manufacturing capabilities, positioning the company for continued expansion in a rapidly growing market.

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