CleanSpark (Nasdaq: CLSK) said Tuesday, November 11, 2025, that it priced an upsized $1.15 billion offering of 0% convertible senior notes due 2032. The company lifted the planned raise from $1.0 billion to speed up its Bitcoin mining expansion and its push into AI and high-performance computing (HPC) data centers. It also paired the financing with a sizable share buyback tied to the deal.
How the terms shake out
Management plans to deploy about $460 million to repurchase stock at $15.03 per share. The remaining proceeds will support power acquisitions, data center development, repayment of bitcoin-backed credit lines, and general corporate needs. The notes carry a 2032 maturity and were marketed with a 27.5% conversion premium. Initial purchasers received an option that could boost total proceeds by as much as $150 million. CleanSpark expects the deal to settle this week, subject to routine closing conditions.
Traders marked shares down roughly 5% in early action as the financing finalized, a move often linked to delta-hedging around convertibles. The transaction extends a broader trend of low- or zero-coupon converts across Bitcoin miners and AI-aligned infrastructure firms. CleanSpark also tapped convert markets in December 2024 and February 2025, selling a combined $650 million of 0% notes due 2030—evidence of sustained investor interest in its growth plan.
Here’s what the company highlighted and what investors are watching now:
- Use of proceeds: stock repurchase, power assets, new data center builds, debt paydown, and general purposes.
- Structure: 0% coupon, 2032 maturity, 27.5% conversion premium, and an upsize option to add $150 million.
- Trading dynamic: near-term pressure from hedging versus long-term growth optionality if execution stays on track.
Why AI fits the mining playbook
CleanSpark’s financing lines up with its move into AI compute. Late last month, it secured rights to a 271-acre site in Austin County, Texas, and locked in 285 megawatts of long-term power to build a next-gen data center campus for AI, cloud, and enterprise workloads. That agreement boosted its contracted power by 28%. Management says the Houston-area campus will anchor its HPC buildout while the company keeps scaling self-mining.
If the plan lands as laid out, the larger war chest gives CleanSpark more room to stitch together energy assets and compute at scale—a strategy many miners now use to attract AI tenants and diversify revenue. The swing factors: how quickly the Texas power comes online, the risk of conversion if shares approach the premium, and the timeline for AI data center revenue to offset dilution. For now, the capital stack carries little cash interest, yet the real test will be turning megawatts into monetizable compute capacity.
