Bitdeer Technologies Group Files 6-K, Mentions Convertible Notes Offering
Ticker: BTDR · Form: 6-K · Filed: Nov 19, 2025 · CIK: 1899123
| Field | Detail |
|---|---|
| Company | Bitdeer Technologies Group (BTDR) |
| Form Type | 6-K |
| Filed Date | Nov 19, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $400.0 million, $60.0 million, $13.94, $200.0 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: financing, debt-offering, sec-filing
TL;DR
Bitdeer 6-K filed Nov 19, 2025 - Convertible Notes Offering mentioned. Watch for financing news.
AI Summary
Bitdeer Technologies Group filed a Form 6-K on November 19, 2025, to incorporate by reference its registration statements on Form F-3 and Form S-8. The filing specifically mentions a Convertible Notes Offering, indicating potential future financing or debt restructuring activities.
Why It Matters
This filing signals potential upcoming financial activities for Bitdeer, such as debt issuance or conversion, which could impact its capital structure and stock price.
Risk Assessment
Risk Level: medium — The mention of a convertible notes offering suggests potential dilution or changes in debt structure, which carries inherent financial risks.
Key Players & Entities
- Bitdeer Technologies Group (company) — Filer of the 6-K report
- November 19, 2025 (date) — Filing date of the 6-K
- Form F-3 (document) — Registration statement incorporated by reference
- Form S-8 (document) — Registration statement incorporated by reference
- Convertible Notes Offering (event) — Key activity mentioned in the filing
FAQ
What is the purpose of incorporating previous registration statements into this 6-K?
The 6-K incorporates by reference Bitdeer's registration statements on Form F-3 and Form S-8, likely to update or maintain their effectiveness for ongoing securities offerings or employee stock plans.
What specific financial event is highlighted in this 6-K filing?
The filing explicitly mentions a 'Convertible Notes Offering', indicating potential debt financing activities.
When was this Form 6-K filed with the SEC?
This Form 6-K was filed on November 19, 2025.
What is Bitdeer Technologies Group's principal executive office location?
Bitdeer Technologies Group's principal executive offices are located at 08 Kallang Avenue, Aperia Tower 1, #09-03/04, Singapore.
Does Bitdeer file annual reports under Form 20-F or Form 40-F?
Bitdeer Technologies Group indicates it files annual reports under Form 20-F.
Filing Stats: 727 words · 3 min read · ~2 pages · Grade level 10.9 · Accepted 2025-11-19 16:01:07
Key Financial Figures
- $400.0 million — 2025 closed its private placement of US$400.0 million principal amount of 4.00% Convertible S
- $60.0 million — ption to purchase up to an additional US$60.0 million principal amount of the notes, within a
- $13.94 — Class A ordinary shares at a price of US$13.94 per share (the “Equity Offering&r
- $200.0 million — purchase transactions with respect to US$200.0 million aggregate principal amount to the Exist
Filing Documents
- ea0266381-6k_bitdeer.htm (6-K) — 19KB
- ea026638101ex1-1_bitdeer.htm (EX-1.1) — 225KB
- ea026638101ex4-1_bitdeer.htm (EX-4.1) — 767KB
- ea026638101ex4-2_bitdeer.htm (EX-4.2) — 193KB
- ea026638101ex5-1_bitdeer.htm (EX-5.1) — 65KB
- ex4-1_001.jpg (GRAPHIC) — 2KB
- ex4-1_002.jpg (GRAPHIC) — 2KB
- ex4-1_003.jpg (GRAPHIC) — 2KB
- ex4-1_004.jpg (GRAPHIC) — 2KB
- ex4-1_005.jpg (GRAPHIC) — 2KB
- ex4-1_006.jpg (GRAPHIC) — 3KB
- ex5-1_001.jpg (GRAPHIC) — 2KB
- 0001213900-25-112603.txt ( ) — 1293KB
From the Filing
OF FOREIGN PRIVATE ISSUER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Commission file number: 001- 41687 BITDEER TECHNOLOGIES GROUP 08 Kallang Avenue Aperia tower 1, #09-03/04 Singapore 339509 (Address of Principal Executive Offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F Form 40-F INCORPORATION BY REFERENCE This current report on Form 6-K is hereby incorporated by reference in the registration statements of Bitdeer Technologies Group on Form F-3 (No. 333-273905 , No. 333-278027 , No. 333-278029 , No. 333-280041 , No. 333-283732 and 333-289855 ) and Form S-8 (No. 333-272858 and No. 333-275342 ), to the extent not superseded by documents or reports subsequently filed or furnished. EXPLANATORY NOTE Convertible Notes Offering Exhibits 4.1, 4.2 and 4.3 relate to the closing of the offering of Bitdeer Technologies Group’s 4.00% Convertible Senior Notes due 2031 (the “Convertible Notes Offering”), which, as previously disclosed, priced on November 12, 2025. On November 17, 2025, Bitdeer Technologies Group (the “Company”) on November 17, 2025 closed its private placement of US$400.0 million principal amount of 4.00% Convertible Senior Notes due 2031 (the “notes”). Initial purchasers of the notes have an option to purchase up to an additional US$60.0 million principal amount of the notes, within a 13-day period beginning on, and including, November 17, 2025. Equity Offering On November 19, 2025, the Company completed a registered direct offering of 10,661,140 of its Class A ordinary shares at a price of US$13.94 per share (the “Equity Offering”). In connection with the Equity Offering, the Company entered into individually negotiated share purchase agreements with certain institutional investors holding the Company’s existing 5.25% convertible senior notes due 2029 (the “Existing Notes”). The Company used the net proceeds from the Equity Offering, together with a portion of the net proceeds from the Convertible Notes Offering, to fund certain note repurchase transactions with respect to US$200.0 million aggregate principal amount to the Existing Notes. The Equity Offering was made pursuant to a prospectus supplement, dated November 12, 2025, and filed with the Securities and Exchange Commission on November 14, 2025, and the base prospectus, dated December 18, 2024, filed as part of the Company’s shelf registration statement (File No. 333-283732) that became effective under the Securities Act of 1933, as amended, on December 18, 2024. Barclays Capital Inc. acted as the exclusive placement agent (the “Placement Agent”) in connection with the Equity Offering pursuant to that certain placement agency agreement (the “Placement Agency Agreement”), dated as of November 12, 2025, by and between the Company and the Placement Agent. Pursuant to the Placement Agency Agreement, the Company agreed to reimburse the Placement Agent for certain costs, expenses, fees and taxes in connection with the Equity Offering. The Placement Agency Agreement also contains representations, warranties, indemnification and other provisions customary for transactions of this nature. The foregoing summary of the Placement Agency Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Placement Agency Agreement, which is attached as Exhibit 1.1 to this Form 6-K and incorporated herein by reference. 1 EXHIBITS Exhibit No. Description 1.1 Placement Agency Agreement, dated November 12, 2025, by and between Bitdeer Technologies Group and Barclays Capital Inc., as placement agent. 4.1 Indenture, dated November 17, 2025, by and between Bitdeer Technologies Group and U.S. Bank Trust Company, National Association 4.2* Form of Capped Call Confirmation 4.3 Form of Global Note, representing Bitdeer Technologies Group’s 4.00% Convertible Senior Notes due 2031 (included as exhibit A to the Indenture filed as Exhibit 4.1) 5.1 Opinion of Ogier relating to the Class A ordinary shares and the Equity Offering 23.1 Consent of Ogier (included in Exhibit 5.1) * Certain portions of this exhibit have been redacted or omitted in accordance with Item 601(a)(6) of Regulation S-K. 2 Signature Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Bitdeer Technologies Group By: /s/ Jihan Wu Name: Jihan Wu Title: Chairman of the Board and Chief Executive Officer Date: November 19, 2025 3