Cipher Digital Inc. Enters Material Agreement, Takes on New Debt

TL;DR

**Cipher Digital just took on new debt or signed a big deal, check Exhibit 10.1 for details!**

AI Summary

Cipher Digital Inc. filed an 8-K on March 25, 2026, disclosing an "Entry into a Material Definitive Agreement" and the "Creation of a Direct Financial Obligation." This indicates the company has taken on new debt or entered a significant contract, which could impact its financial health and future profitability. Investors should pay close attention to the details in Exhibit 10.1 to understand the terms and potential implications for the stock.

Why It Matters

This filing signals a significant financial event for Cipher Digital Inc., potentially altering its balance sheet and future cash flows, which directly affects shareholder value.

Risk Assessment

Risk Level: medium — The filing indicates new financial obligations or agreements, which could be positive or negative depending on the terms, making the risk level moderate until more details are known.

Analyst Insight

A smart investor would immediately review Exhibit 10.1 to understand the terms, parties involved, and financial implications of the new agreement and obligation before making any investment decisions regarding Cipher Digital Inc.

Key Numbers

• 0000950103-26-004609 — SEC Accession No. (unique identifier for this specific filing)
• 12 — Documents (number of documents included in the filing)
• 1182187 — Size (bytes) (size of Exhibit 10.1, which contains the material agreement)

Key Players & Entities

• Cipher Digital Inc. (company) — the filer of the 8-K
• 0001819989 (company) — CIK of Cipher Digital Inc.
• 2026-03-25 (date) — filing date of the 8-K
• 2026-03-23 (date) — period of report for the 8-K

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common stock, $0.001 par value per share CIFR The Nasdaq S
• $200,000,000 — t. The Credit Agreement provides for a $200,000,000 revolving credit facility (the "Revolvi
• $50,000,000 — evolving Credit Facility"), including a $50,000,000 letter of credit sublimit. Revolving lo
• $100,000,000 — ach fiscal quarter of not less than (i) $100,000,000, prior to the commencement of cash flow
• $150,000,000 — ility or the Black Pearl facility, (ii) $150,000,000, after the commencement of cash flow of
• $3,000,000,000 — Market Capitalization of not less than $3,000,000,000. The Credit Agreement also contains an

Filing Documents

• dp244113_8k.htm (8-K) — 30KB
• dp244113_ex1001.htm (EX-10.1) — 1154KB
• 0000950103-26-004609.txt ( ) — 1595KB
• cifr-20260323.xsd (EX-101.SCH) — 3KB
• cifr-20260323_lab.xml (EX-101.LAB) — 33KB
• cifr-20260323_pre.xml (EX-101.PRE) — 22KB
• dp244113_8k_htm.xml (XML) — 3KB

01. Entry into

Item 1.01. Entry into a Material Definitive Agreement. On March 23, 2026 (the "Closing Date"), Cipher Digital Inc. (the "Company") entered into a Credit Agreement (the "Credit Agreement") as borrower, the lenders and issuing banks party thereto (the "Lenders"), and Morgan Stanley Senior Funding, Inc., as administrative agent (in such capacity, the "Administrative Agent"), collateral agent, lead left arranger, bookrunner and structuring agent, and Banco Santander, S.A., New York Branch, Goldman Sachs Lending Partners LLC, JPMorgan Chase Bank, N.A., Sumitomo Mitsui Banking Corporation and Wells Fargo Securities, LLC, as joint lead arrangers, joint bookrunners, co-syndication agents and documentation agents. Terms used herein and not otherwise defined herein have the meanings given to them in the Credit Agreement. The Credit Agreement provides for a $200,000,000 revolving credit facility (the "Revolving Credit Facility"), including a $50,000,000 letter of credit sublimit. Revolving loans under the Revolving Credit Facility may be borrowed, repaid and reborrowed and letters of credit may be issued from time to time until the fourth anniversary of the Closing Date (the "Maturity Date"), subject to a springing maturity 91 days prior to the maturity date of the Company's 1.750% Convertible Senior Notes due 2030, if then outstanding. Prior to the Stabilization Date (as defined in the Credit Agreement), availability under the Revolving Credit Facility is capped at $50,000,000. The proceeds of borrowings under the Revolving Credit Facility may be used for working capital and general corporate and other lawful purposes. Letters of Credit may be issued for general corporate purposes of the Company and its subsidiaries. As of the Closing Date, no amounts were outstanding under the Revolving Credit Facility. Borrowings under the Revolving Credit Facility bear interest, at the Company's option, at (i) a per annum rate equal to Adjusted Term SOFR (subject to a 0.00% floor) plus

03. Creation of a Direct Financial Obligation or

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Credit Agreement, dated as of March 23, 2026, among Cipher Digital Inc., as borrower, the lenders party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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. Date: March 25, 2026 CIPHER DIGITAL INC. By: /s/ Tyler Page Name: Tyler Page Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR