Bitdeer Stock (BTDR) Crashes 18% on $300M Convertible Note Offering, Dilution Fears Mount

Bitdeer Technologies’ shares slid sharply today after the Singapore-based bitcoin miner and AI data center firm announced plans to raise $300 million through a private sale of convertible senior notes due 2032, a financing move that sparked investor concern over potential dilution.

The company said the offering, aimed at institutional buyers, includes an option for initial purchasers to buy an additional $45 million in notes, which would bring the total raise to $345 million if exercised. The notes will be convertible into cash, Class A ordinary shares, or a combination of both at Bitdeer’s discretion.

Bitdeer’s stock fell over 18% in pre-market trading, dropping below $8 for the first time since April. Shares were down roughly 15% on the day, reflecting market caution about the capital raise and the possibility that future conversions could increase the company’s share count.

Convertible debt offerings often pressure equities because investors anticipate dilution if the stock price rises and noteholders convert their holdings into shares. Bitdeer said it plans to enter into capped call transactions with financial institutions to help offset dilution risk. Such hedging strategies are designed to limit the number of shares issued upon conversion, though they can introduce additional volatility around pricing.

Bitcoins Bitdeer’s Class A share offering 

Alongside the note sale, Bitdeer disclosed a separate registered direct offering of Class A ordinary shares to certain holders of its existing 5.25% convertible senior notes due 2029. The company said the number of shares and the price will be determined at the time of pricing.

Proceeds from the offerings will be used primarily to fund capped call transactions and to repurchase a portion of the 2029 notes in privately negotiated deals. Any remaining funds will support expansion of Bitdeer’s data center footprint, as well as growth in its high-performance computing and AI cloud business lines. The company also highlighted ongoing development of ASIC-based mining rigs as part of its longer-term strategy.

Bitdeer said the direct share offering and note repurchases are contingent on completion of the new notes sale, though the notes offering itself can proceed independently.

The announcement comes as Bitdeer accelerates its pivot beyond bitcoin mining toward broader infrastructure services. The company recently reported fourth-quarter revenue of $224.8 million, up 226% year over year, and posted a net profit of $70.5 million compared with a $531.9 million loss in the prior-year quarter.

Bitdeer mined 1,673 bitcoin during the quarter, supported by a managed hashrate of 71 exahash per second, including 55.2 EH/s of self-mining capacity. 

The company also held roughly 2,000 BTC on its balance sheet at year-end, though more recent data suggests holdings have declined after liquidations earlier this year to fund expansion.