Cipher Mining Announces Redemption and Cashless Exercise of Outstanding Warrants

Rhea-AI Summary

Cipher Mining (NASDAQ:CIFR) delivered a notice to redeem all outstanding warrants issued under the October 19, 2020 warrant agreement.

Warrants unexercised by 5:00 p.m. New York time on December 26, 2025 will be redeemed for $0.01 per warrant. Redemption was triggered because the reported closing price met the $18.00 per share threshold on 20 trading days within the 30-day period ending November 21, 2025.

The Board requires cashless exercise: holders will receive 0.2687 shares per warrant instead of paying the $11.50 exercise price; unexercised warrants will be void after the Redemption Date.

Positive

• Redemption triggered after 20 of 30 trading days at ≥ $18.00
• Cashless exercise allows warrant conversion without paying $11.50 per warrant

Negative

• Exercising holders will not pay $11.50 cash per warrant due to cashless exercise
• Any warrant unexercised by Dec 26, 2025 5:00 p.m. becomes void and only receives $0.01

News Market Reaction

+9.30%

59 alerts

+9.30% News Effect

+7.7% Peak in 7 hr 1 min

+$660M Valuation Impact

$7.76B Market Cap

1.1x Rel. Volume

On the day this news was published, CIFR gained 9.30%, reflecting a notable positive market reaction. Argus tracked a peak move of +7.7% during that session. Our momentum scanner triggered 59 alerts that day, indicating high trading interest and price volatility. This price movement added approximately $660M to the company's valuation, bringing the market cap to $7.76B at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Par value: $0.001 per share Redemption Date time: 5:00 p.m. New York time Redemption Date: December 26, 2025 +5 more

8 metrics

Par value $0.001 per share Common Stock par value referenced in warrant terms

Redemption Date time 5:00 p.m. New York time Deadline on December 26, 2025 for warrant exercise before redemption

Redemption Date December 26, 2025 Date when unexercised warrants become void and redeemable at $0.01

Redemption Price $0.01 per warrant Cash amount paid per warrant not exercised by the Redemption Date

Stock price trigger $18.00 per share Required closing price for 20 days in 30‑day period to redeem warrants

Trading days threshold 20 trading days in 30-day period Condition met to allow warrant redemption notice

Warrant exercise price $11.50 per share Original cash exercise price per share under warrant terms

Cashless share ratio 0.2687 share per warrant Number of Common Stock shares per warrant on cashless exercise

Market Reality Check

Price: $17.92 Vol: Volume 29,519,482 is belo...

normal vol

$17.92 Last Close

Volume Volume 29,519,482 is below 20-day average 41,835,515 (relative volume 0.71x). normal

Technical Trading above 200-day MA of 8.43, with price at 18.88 pre-announcement.

Peers on Argus

Crypto‑adjacent peers like CLSK (+5.37%), HUT (+5.53%), and RIOT (+3.62%) were p...

Crypto‑adjacent peers like CLSK (+5.37%), HUT (+5.53%), and RIOT (+3.62%) were positive, while BGC slipped (-0.78%). Moves were mixed, suggesting this warrant action was largely company‑specific rather than a broad capital‑markets or crypto‑miner trade.

Historical Context

5 past events · Latest: Nov 26 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Nov 26	Warrant redemption	Positive	+9.3%	Company elected cashless redemption of all outstanding public warrants.
Nov 21	Leveraged ETF launch	Positive	-2.8%	Launch of 2x long single‑stock ETF providing leveraged exposure to CIFR.
Nov 20	Debt pricing	Neutral	-0.4%	Priced $333M additional 7.125% senior secured notes due 2030 for Barber Lake.
Nov 20	Debt offering plan	Neutral	-0.4%	Proposed $333M additional 7.125% notes to fund Barber Lake expansion.
Nov 20	AI hosting deal	Positive	-0.4%	Signed 10‑year AI hosting agreement adding 39 MW and large contracted revenue.

Pattern Detected

Crypto/financing news often prompted sizable moves, with some positive strategic updates seeing short‑term share price pullbacks, indicating occasional divergence between fundamentals and 24‑hour reactions.

Recent Company History

Over the last few months, Cipher reported several major financing and growth steps. A Q3 update on Nov 3, 2025 with strong AI and infrastructure expansion coincided with a 22.04% move. Multiple 7.125% senior secured note offerings in November funded the Barber Lake build‑out, with modest price reactions around -0.41%. The current warrant redemption and cashless exercise announcement on Nov 26, 2025 followed this capital-structure activity and saw a 9.3% 24‑hour move.

Market Pulse Summary

The stock moved +9.3% in the session following this news. A strong positive reaction aligns with pri...

Analysis

The stock moved +9.3% in the session following this news. A strong positive reaction aligns with prior instances where capital‑structure or crypto‑tagged news produced large moves, such as the 22.04% jump after the Q3 update. Cleaning up outstanding warrants via cashless exercise can reduce overhang, but past episodes show that even positive developments have sometimes been followed by volatility, and recent insider selling activity added another factor traders weighed.

Key Terms

warrants, warrant agreement, warrant agent, redemption date, +2 more

6 terms

warrants financial

"redeem all of its outstanding warrants (the “Warrants”) to purchase shares"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

warrant agreement financial

"Warrants were issued under the Warrant Agreement, dated as of October 19, 2020"

A warrant agreement is the legal document that lays out the rules for stock warrants — special certificates that let their holder buy company shares at a set price within a certain time. It explains how and when warrants can be exercised, transferred, changed, or canceled, and what happens to them if the company raises money or is sold; investors care because these terms affect potential future ownership, dilution of shares, and the real value of the warrants.

warrant agent financial

"Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agent”)"

A warrant agent is the independent third party that handles the paperwork and logistics for financial warrants — the detachable instruments that give holders the right to buy a company’s stock at a set price. Think of the agent as a registrar or clerk who records ownership, processes exercises and transfers, collects payments, and issues new shares, which matters to investors because it ensures exercises are honored, reduces paperwork errors and helps prevent disputes or fraud.

redemption date financial

"unexercised at 5:00 p.m., New York City time, on December 26, 2025 (the “Redemption Date”)"

The redemption date is the specific day when a debt-like security (such as a bond, preferred share, or certificate) must be repaid by the issuer and the investor receives the principal plus any final interest or dividends. It matters to investors because it tells when cash will return, shapes the effective return and price of the security, and creates reinvestment and timing considerations—like knowing when a loan is due so you can plan what to do with the returned money.

redemption price financial

"on December 26, 2025 ... for a redemption price of $0.01 per Warrant"

The redemption price is the amount of money a person receives when they sell or redeem a bond or investment before it matures. It’s important because it determines how much you get back and can affect your overall profit or loss on the investment. Think of it like the price you get when returning a gift card early—it's the value you receive at that time.

cashless basis financial

"Board of Directors has elected to require that ... exercised only on a “cashless basis.”"

An agreement executed on a cashless basis lets a holder convert or exercise a security (like options, warrants, or conversion rights) without paying money upfront; instead the holder receives a smaller number of shares equal in value to what the cash would have purchased. Think of trading a coupon for fewer slices of a cake rather than handing over cash for the full slice. For investors, it affects how much ownership and dilution occur and avoids immediate cash outlays.

AI-generated analysis. Not financial advice.

NEW YORK, Nov. 26, 2025 (GLOBE NEWSWIRE) -- Cipher Mining Inc. (NASDAQ:CIFR) (“Cipher” or the “Company”), a leading developer and operator of industrial-scale data centers, today announced that it has delivered a notice of redemption to redeem all of its outstanding warrants (the “Warrants”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), that were issued under the Warrant Agreement, dated as of October 19, 2020 (the “Warrant Agreement”), by and between the Company (f/k/a Good Works Acquisition Corp.) and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agent”), and that remain unexercised at 5:00 p.m., New York City time, on December 26, 2025 (the “Redemption Date”) for a redemption price of $0.01 per Warrant (the “Redemption Price”).  

Under the terms of the Warrant Agreement, the Company has the right to redeem all of the outstanding Warrants if the reported closing price of the Common Stock is at least $18.00 per share for any 20 trading days within any 30-day trading period ending on the third business day prior to the date on which a notice of redemption is given. The reported closing price of the Common Stock has been at least $18.00 per share on each of 20 trading days within the 30-day trading period ending on November 21, 2025. At the direction of the Company, the Warrant Agent has delivered a notice of redemption to each registered holder of the outstanding Warrants.

The Warrants may be exercised by the holders thereof until 5:00 p.m., New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such Warrants, at the exercise price of $11.50 per share. In accordance with the Warrant Agreement, the Company’s Board of Directors has elected to require that, upon delivery of the notice of redemption, all Warrants are to be exercised only on a “cashless basis.” Accordingly, holders may no longer exercise Warrants and receive Common Stock in exchange for payment in cash of the $11.50 per Warrant exercise price. Instead, the payment obligation of exercising holders’ under the Warrants will be netted against the shares otherwise due upon exercise and the exercising warrant holders will receive 0.2687 of a share of Common Stock for each Warrant surrendered for exercise. Any Warrants that remain unexercised at 5:00 p.m., New York City time on the Redemption Date will be void and no longer exercisable, and the holders of those Warrants will be entitled to receive only the redemption price of $0.01 per Warrant.

None of the Company, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants.

Questions concerning the redemption and exercise of the Warrants can be directed to Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004, Attention: Compliance Department, telephone number (212) 509-4000.

No Offer or Solicitation

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Cipher

Cipher is focused on the development and operation of industrial-scale data centers for bitcoin mining and HPC hosting. Cipher aims to be a market leader in innovation, including in bitcoin mining growth, data center construction and as a hosting partner to the world’s largest HPC companies.

Forward-Looking Statements

This press release 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 press release that are not statements of historical fact 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 press release, including but not limited to: volatility in the price of Cipher’s securities due to a variety of factors, including changes in the competitive and regulated industry in which Cipher operates, Cipher’s evolving business model and strategy and efforts we may make to modify aspects of our business model or engage in various strategic initiatives, variations in performance across competitors, changes in laws and regulations affecting Cipher’s business, and the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the Securities and Exchange Commission (“SEC”) on February 25, 2025, our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2025 filed with the SEC on August 7, 2025, and our Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2025 filed with the SEC on November 3, 2025 and in Cipher’s subsequent filings with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Cipher assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

Contacts:
Investor Contact:
Courtney Knight
Head of Investor Relations at Cipher Mining
courtney.knight@ciphermining.com

Media Contact:
Ryan Dicovitsky
Dukas Linden Public Relations
CipherMining@DLPR.com

FAQ

What is the Redemption Date for Cipher Mining warrants (CIFR)?

The Redemption Date is December 26, 2025 at 5:00 p.m. New York time.

Why did Cipher Mining (CIFR) trigger warrant redemption on November 26, 2025?

Redemption was triggered because the reported closing price was ≥ $18.00 on 20 trading days within the 30-day period ending November 21, 2025.

What happens if I exercise CIFR warrants after the notice of redemption?

Holders may exercise until the Redemption Date but only on a cashless basis, receiving 0.2687 shares per warrant surrendered.

What is the cashless conversion ratio for CIFR warrants?

The conversion ratio is 0.2687 shares of common stock per warrant.

What does a holder receive for unexercised CIFR warrants after redemption?

Any warrant unexercised by the deadline will be void and the holder will receive $0.01 per warrant.

Can CIFR warrant holders still pay cash to exercise warrants after the notice?

No; the Board elected that, upon the notice of redemption, warrants may only be exercised on a cashless basis.