Cipher Mining (CIFR) has priced a $1.08 billion private offering of 0.00% convertible senior notes due 2031, upsized from an initial $800 million.

The senior unsecured notes are convertible at $16.03 per share, representing a 37.5% premium to Thursday’s $11.66 close. Investors may require repurchase at par in 2029, while Cipher can redeem the notes starting in 2028 if shares trade 30% above the conversion price.

Net proceeds are earmarked for capped call transactions to reduce share dilution, the Barber Lake data center buildout, and expansion of its 2.4 GW high-performance computing pipeline.

The financing follows Cipher’s announcement yesterday of a $3 billion AI hosting agreement with Google and Fluidstack, highlighting the company’s growing presence in high-performance computing infrastructure.

CIFR shares fell as much as 17% on Thursday, and are down an additional 1% in premarket trading at $11.55. Analysts note that the decline was likely driven by delta hedging from banks involved in the convertible note transaction—a common short-term pressure seen in similar deals, such as those previously executed by Strategy and Semler Scientific.