HIVE Digital Technologies completed a financing that includes issuing $130 million of 0% exchangeable senior notes due 2031 and entering capped call transactions to mitigate dilution. The notes, guaranteed by HIVE, are exchangeable at an initial rate of 206.9429 shares per $1,000 (implied price about $4.83) and allow settlement in cash, shares, or both. Holders have a put right in 2030 and upon certain fundamental changes; the issuer may redeem beginning July 5, 2029 if price conditions are met. To reduce potential dilution and manage exchange-related cash outflows, HIVE purchased capped calls for about $15.7 million, with an initial cap price of $8.5275.
Agreement 1: HIVE Digital Technologies Issues $130 Million 0% Exchangeable Notes Due 2031
- Agreement type: Indenture for $130 million 0% exchangeable senior notes due 2031
- Counterparty: U.S. Bank Trust Company, as trustee; note investors
- Signed / Effective: Jun 30 2026 / Jun 30 2026
- Duration / Termination: 5 years, to Jul 01 2031
- Reason: Raise capital with flexible settlement and potential equity conversion
Agreement 2: HIVE Digital Technologies Adds Capped Calls to Reduce Dilution on Exchangeable Notes
- Agreement type: Capped call transactions related to exchangeable notes
- Counterparty: Certain financial institutions (Option Counterparties)
- Signed / Effective: Jun 25 2026 / Jun 25 2026
- Duration / Termination: Until note maturity
- Reason: Reduce dilution and manage exchange-related cash outflows
Original SEC Filing:
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