Highlights 

  • CleanSpark prices 1.15B USD 0.00% Convertible Senior Notes due 2032. 
  • The company plans a 460 Mn USD common stock repurchase from note investors. 
  • Initial purchasers granted a 13-day option for an additional 150M USD in notes. 

CleanSpark, Inc. (NASDAQ:CLSK) announced the upsize and pricing of its 1.15B USD aggregate principal amount 0.00% Convertible Senior Notes due 2032. The offering is being conducted privately to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended. 

The company granted the initial purchasers a 13-day option to purchase up to an additional 150M USD aggregate principal amount of Convertible Notes. The offer is expected to close on November 13, 2025, subject to customary closing conditions. 

Use of Proceeds 

Net proceeds from the offering are anticipated to be approximately 1.13B USD, or around 1.28B USD if the underwriters fully exercise their option. CleanSpark plans to use about 460M USD to repurchase common stock from investors in the Convertible Notes. The remaining proceeds are intended for expansion of the company’s power and land portfolio, development of data center infrastructure, repayment of outstanding bitcoin-backed line of credit balances, and general corporate purposes. 

Share Repurchase Agreement 

CleanSpark has agreed to repurchase common stock from certain note investors at 15.03 USD per share through privately negotiated transactions. 

About CleanSpark 

CleanSpark (NASDAQ:CLSK), America’s Bitcoin Miner®, operates data centers and holds a power and land portfolio exceeding 1.3 GW across the U.S. The company focuses on energy-efficient infrastructure supporting bitcoin mining, data center development, and compute resource management.