Bitcoin miner Bitfarms files for $300 million convertible note offering

Bitfarms Ltd. (ticker BITF), a Bitcoin mining and digital infrastructure firm, is offering a tranche of convertible notes to raise $300 million.

The convertible notes will be convertible into cash or common shares of the company (or some combination) at Bitfarms’ discretion. The notes are unsecured, due in 2031, and will pay interest semi-annually beginning in July 2026.

Bitfarms intends to use the capital raised for "general corporate purposes," including funding capped call transactions to hedge dilution from the conversions. It plans to enter into private deals with some of the note purchasers to cap dilution at around 125% premium to the current share price of BITF, according to the statement.

BITF closed Wednesday's session up nearly 10% to $6.46, according to The Block's data page . Shares fell 4.5% after hours on news of the offering.

Bitcoin miners have turned towards convertible note offerings and other financing schemes to raise low-cost capital in recent years to fund capex-heavy expansions into high-performance computing (HPC) and AI, bitcoin acquisitions, and share buybacks, especially amid post-halving volatility.

Of note, within the past two or so weeks, Cipher Mining raised $1.1 billion in an upsized sale of convertible notes, while TeraWulf is looking to raise $3 billion in a debt offering supported by Google.

Convertible notes offer flexibility to attract investors without immediately diluting a company’s market cap.

On Tuesday, Bitfarms named longtime energy sector advisor and banker Jonathan Mir as chief financial officer. The firm is looking to redomicile in the U.S. amid surging revenues and President Donald Trump’s outspoken support for the bitcoin mining sector.

Earlier this year, Bitfarms completed a share buyback program to repurchase 10% of its public float.