Cipher Mining Inc. Files 8-K with Material Agreements
Ticker: CIFR · Form: 8-K · Filed: Jan 30, 2025 · CIK: 1819989
| Field | Detail |
|---|---|
| Company | Cipher Mining INC. (CIFR) |
| Form Type | 8-K |
| Filed Date | Jan 30, 2025 |
| Risk Level | medium |
| Pages | 6 |
| Reading Time | 7 min |
| Key Dollar Amounts | $0.001, $11.50, $4.79, $50 m |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, sec-filing
Related Tickers: CIFR
TL;DR
Cipher Mining filed an 8-K on Jan 30, 2025, covering material agreements and equity sales.
AI Summary
On January 30, 2025, Cipher Mining Inc. filed an 8-K report detailing several key events. The company entered into a material definitive agreement, engaged in unregistered sales of equity securities, and provided a Regulation FD disclosure. The filing also included financial statements and exhibits, with the company's fiscal year ending on December 31st.
Why It Matters
This 8-K filing signals significant corporate actions by Cipher Mining Inc., potentially impacting its financial structure and operational status.
Risk Assessment
Risk Level: medium — The filing involves unregistered sales of equity securities and material definitive agreements, which can introduce financial and operational risks.
Key Numbers
- 001-39625 — SEC File Number (Identifies the company's filing with the SEC.)
- 85-1614529 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Cipher Mining Inc. (company) — Registrant
- January 30, 2025 (date) — Date of earliest event reported
- GOOD WORKS ACQUISITION CORP. (company) — Former company name
- 1 VANDERBILT AVENUE (location) — Business and mailing address
FAQ
What type of material definitive agreement did Cipher Mining Inc. enter into?
The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on or before January 30, 2025.
What was the purpose of the unregistered sales of equity securities?
The 8-K filing mentions unregistered sales of equity securities but does not provide details on the purpose or the specific securities sold.
When does Cipher Mining Inc.'s fiscal year end?
Cipher Mining Inc.'s fiscal year ends on December 31st.
What was Cipher Mining Inc.'s former company name?
Cipher Mining Inc.'s former company name was GOOD WORKS ACQUISITION CORP.
What is the business address of Cipher Mining Inc.?
The business address of Cipher Mining Inc. is 1 VANDERBILT AVENUE, FLOOR 54, NEW YORK, NY 10017.
Filing Stats: 1,661 words · 7 min read · ~6 pages · Grade level 14.4 · Accepted 2025-01-30 16:17:06
Key Financial Figures
- $0.001 — ich registered Common Stock, par value $0.001 per share CIFR The Nasdaq Stock Mar
- $11.50 — of Common Stock at an exercise price of $11.50 per whole share CIFRW The Nasdaq St
- $4.79 — ock"), at a per share purchase price of $4.79 for an aggregate purchase price of appr
- $50 m — gregate purchase price of approximately $50 million, on the terms and subject to the
Filing Documents
- d896808d8k.htm (8-K) — 40KB
- d896808dex101.htm (EX-10.1) — 116KB
- d896808dex102.htm (EX-10.2) — 92KB
- d896808dex991.htm (EX-99.1) — 8KB
- 0001193125-25-017265.txt ( ) — 481KB
- cifr-20250130.xsd (EX-101.SCH) — 4KB
- cifr-20250130_def.xml (EX-101.DEF) — 14KB
- cifr-20250130_lab.xml (EX-101.LAB) — 23KB
- cifr-20250130_pre.xml (EX-101.PRE) — 15KB
- d896808d8k_htm.xml (XML) — 6KB
Forward Looking Statements
Forward Looking Statements This Current Report on Form 8-K contains certain forward-looking statements within the meaning of the federal securities laws of the United States. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Any statements made in this Current Report on Form 8-K that are not statements of historical fact, such as, statements about Cipher's beliefs and expectations regarding its planned business model and strategy, its HPC data center development, and management plans and objectives, are forward-looking statements and should be evaluated as such. These forward-looking statements generally are identified by the words "may," "will," "should," "expects," "plans," "anticipates," "could," "seeks," "intends," "targets," "projects," "contemplates," "believes," "estimates," "strategy," "future," "forecasts," "opportunity," "predicts," "potential," "would," "will likely result," "continue," and similar expressions (including the negative versions of such words or expressions). These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Cipher and our management, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this Current Report on Form 8-K, including but not limited to: risks related to entering into exclusive arrangements with respect to the Barber Lake property, volatil
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits . Exhibit Number Description 10.1^ Subscription Agreement, dated January 30, 2025, by and between Cipher Mining Inc. and Star Beacon LLC 10.2 Registration Rights Agreement, dated January 30, 2025, by and between Cipher Mining Inc. and Star Beacon LLC 99.1 Press Release of Cipher Mining Inc., dated January 30, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) ^ Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant undertakes to provide copies of any of the omitted schedules or exhibits upon request by the Securities and Exchange Commission.
SIGNATURES
SIGNATURES 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 hereunto duly authorized. Cipher Mining Inc. Date:January 30, 2025 By: /s/ Tyler Page Tyler Page Chief Executive Officer