Cleanspark Plans $1B Private Notes Sale to Fuel Growth, Buy Back Shares
According to the company’s latest filing, Cleanspark (Nasdaq: CLSK) intends to use up to $400 million of the proceeds to repurchase its own common stock from investors participating in the offering.
The remainder will fund power and land portfolio expansion, data center development, repayment of bitcoin-backed credit lines, and general corporate purposes. At 2 p.m. Eastern time, CLSK is down more than 7%, following the private note news.
The company noted that proposed notes won’t bear regular interest or accrue principal value. They will mature Feb. 15, 2032, unless repurchased, redeemed, or converted earlier. Conversion rights, Cleanspark explained, begin after Aug. 15, 2031, and can be settled in cash, stock, or both — at the company’s discretion.
The company joins a list of bitcoin miners that have initiated convertible-note offerings, including competitors Terawulf and Bitfarms. Per the announcement, Cleanspark further said it will negotiate the initial conversion rate and other terms with institutional buyers. The shares repurchased from note investors will be priced at the stock’s closing value on the day the offering is finalized.
The convertible notes, Cleanspark highlighted, along with any shares issuable upon conversion, aren’t registered under the Securities Act and will only be sold to qualified institutional buyers under Rule 144A. Basically, this is a private placement strictly limited to qualified institutional buyers (QIBs).
The company, which operates more than 1.3 gigawatts of power and data centers across the United States, touts its competitive energy costs and infrastructure optimization aimed at maximizing shareholder value. While the stock CLSK dropped over 7% today, metrics show that year-to-date, Cleanspark shares are still up by more than 50%.
FAQ 🧠
- Where is Cleanspark headquartered?
Cleanspark is based in Las Vegas, Nevada, with data centers spread across the United States. It trades on the Nasdaq under the ticker CLSK. - What will Cleanspark use the proceeds for?
The company plans to allocate funds toward stock repurchases, expansion of data centers, and repayment of bitcoin-backed loans. - When do the convertible notes mature?
The notes are due Feb. 15, 2032, unless converted or redeemed earlier. - Who can purchase these convertible notes?
Only qualified institutional buyers under Rule 144A can participate in the offering.
