Bitfury Amends Cipher Mining Stake Disclosure
Ticker: CIFR · Form: SC 13D/A · Filed: Feb 26, 2024 · CIK: 1819989
| Field | Detail |
|---|---|
| Company | Cipher Mining INC. (CIFR) |
| Form Type | SC 13D/A |
| Filed Date | Feb 26, 2024 |
| Risk Level | low |
| Pages | 7 |
| Reading Time | 8 min |
| Key Dollar Amounts | $0.001 |
| Sentiment | neutral |
Sentiment: neutral
Topics: insider-ownership, amendment, institutional-investor
TL;DR
**Bitfury Group just updated their ownership stake in Cipher Mining, keep an eye on that stock!**
AI Summary
Bitfury Top HoldCo B.V. filed an SC 13D/A Amendment No. 4 on February 26, 2024, regarding its ownership in Cipher Mining Inc. The filing updates previous disclosures by Bitfury Group Ltd, Bitfury Holding B.V., V3 Holding Ltd, and Valerijs Vavilovs, who are part of the same group. The subject company, Cipher Mining Inc., has a CUSIP number of 17253J106 and is headquartered at 1 Vanderbilt Avenue, New York, NY.
Why It Matters
This amendment provides updated information on a significant shareholder's position in Cipher Mining Inc., which can influence investor perception and potentially the company's stock performance.
Risk Assessment
Risk Level: low — This is an amendment to a Schedule 13D, indicating a change in beneficial ownership, which is a standard regulatory update and not inherently high-risk.
Key Numbers
- 17253J106 — CUSIP Number (Identifier for Cipher Mining Inc. Common Stock)
- 0001819989 — CIK (Central Index Key for Cipher Mining Inc.)
- 0001884407 — CIK (Central Index Key for Bitfury Top HoldCo B.V.)
Key Players & Entities
- Bitfury Top HoldCo B.V. (company) — Filing entity
- Cipher Mining Inc. (company) — Subject company
- Bitfury Group Ltd (company) — Group member
- Bitfury Holding B.V. (company) — Group member
- V3 Holding Ltd (company) — Group member
- Valerijs Vavilovs (person) — Group member
- Stijn Ehren (person) — Person authorized to receive notices
FAQ
Who filed this SC 13D/A amendment?
Bitfury Top HoldCo B.V. filed this SC 13D/A Amendment No. 4.
What is the subject company of this filing?
The subject company is Cipher Mining Inc.
What is the CUSIP number for Cipher Mining Inc.'s Common Stock?
The CUSIP number for Cipher Mining Inc.'s Common Stock is 17253J106.
When was this amendment filed?
This amendment was filed on February 26, 2024.
Who are the other group members associated with this filing?
The other group members are Bitfury Group Ltd, Bitfury Holding B.V., V3 Holding Ltd, and Valerijs Vavilovs.
Filing Stats: 2,017 words · 8 min read · ~7 pages · Grade level 13.3 · Accepted 2024-02-26 08:30:27
Key Financial Figures
- $0.001 — es to shares of common stock, par value $0.001 per share (the Common Stock), of Cipher
Filing Documents
- d785245dsc13da.htm (SC 13D/A) — 100KB
- d785245dex991.htm (EX-99.1) — 7KB
- 0001193125-24-045449.txt ( ) — 108KB
of the
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following: General Distribution of Common Stock to Bitfury Group Shareholders On February 26, 2024, as part of the Bitfury Groups previously-disclosed plan that is part of its capital allocation priorities and investment strategy, the shareholders and Board of Directors of BGL approved the distribution of 107,304,200 shares of the Issuers Common Stock to the shareholders of BGL for no consideration. As part of the distribution, (i) on February 26, 2024, the Bitfury Group will transfer economic title to 107,304,200 shares of the Issuers Common Stock held by Bitfury Top HoldCo to BGL in an intercompany distribution for no consideration, and then (ii) beginning on the same date, BGL will distribute the 107,304,200 shares of the Issuers common stock to all of BGLs equityholders in a pro rata distribution for no consideration. As part of the pro rata distribution, V3, which is the majority owner of BGL, will receive 50,314,484 shares of the Issuers Common Stock. The Bitfury Group anticipates that the settlement of the distribution will be completed in the coming weeks. Contemplated Transfer of Common Stock for the Benefit of Bitfury Group Employees In addition, following the distribution, the Bitfury Group currently has plans to transfer an approximately 18.5 million additional shares of Common Stock in the coming months to an independent special-purpose entity established for the benefit of certain former and current employees, contractors and advisors of the Bitfury Group who are entitled to restricted stock units granted by BGL The nature and timing of any such transfer is subject to further approvals and the Bitfury Group cannot provide any assurances that the transfer will occur as currently anticipated or at all. Item5. Interest in Securities of the Issuer. Items 5(a) - (b) of the Schedule 13D are hereby amended and restated to read as follows: The following sets forth, as o
(c) of the Schedule 13D is hereby amended and supplemented as follows
Item 5(c) of the Schedule 13D is hereby amended and supplemented as follows: The information set forth in Item 4 of this Amendment No. 4 related to the general distribution is incorporated herein by reference. Except for the distributions disclosed in Item 4, the Reporting Persons have not transacted in the Common Stock since the date of the filing of Amendment No. 3 to the Schedule 13D. Item7. Materials to be Filed as Exhibits Item 7 of the Schedule 13D is hereby amended and supplemented as follows: Exhibit Number Description 1 Joint Filing Agreement, dated as of February 26, 2024 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dates: February 26, 2024 BITFURY HOLDING B.V. By: /s/ Stijn Ehren Name: Stijn Ehren Title: Managing Director BITFURY TOP HOLDCO B.V. By: /s/ Stijn Ehren Name: Stijn Ehren Title: Managing Director BITFURY GROUP LIMITED By: /s/ Valerijs Vavilovs Name: Valerijs Vavilovs Title: Director V3 HOLDING LIMITED By: /s/ Valerijs Vavilovs Name: Valerijs Vavilovs Title: Director VALERIJS VAVILOVS By: /s/ Valerijs Vavilovs Name: Valerijs Vavilovs