SINGAPORE, Aug. 15, 2024 — Bitdeer Technologies Group (Nasdaq: BTDR), a leading global technology company specializing in blockchain and high-performance computing, today announced its intention to undertake a registered underwritten public offering (the “Offering”) of US$150,000,000 in aggregate principal amount of its convertible senior notes due 2029 (the “Notes”), contingent upon market conditions and other factors. The Company also intends to grant the underwriters in the Offering a 30-day option to purchase an additional US$22,500,000 in aggregate principal amount of Notes under the same terms and conditions, solely for covering potential over-allotments.

The Notes will be senior, unsecured obligations of the Company. Maturity for the Notes is set for August 15, 2029, unless converted, redeemed or repurchased prior to that date. Holders have the option to convert their notes before the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Company will either pay or deliver, at its discretion, cash, Class A ordinary shares, par value US$0.0000001 per share, of the Company (the “Class A ordinary shares”) or a combination of cash and Class A ordinary shares. The interest rate, initial conversion rate, and other specific terms of the Notes will be finalized during the pricing of the Notes.

The Company intends to allocate the net proceeds from the Offering toward datacenter expansion, ASIC-based mining rig development, working capital, and other general corporate purposes.

BTIG is acting as the book-running manager for the Offering. A.G.P./Alliance Global Partners is serving as the co-manager for the Offering.

The Offering will be conducted under an effective shelf registration statement on Form F-3 filed with the U.S. Securities and Exchange Commission (the “SEC”), declared effective by the SEC on April 2, 2024, New York City time. The preliminary prospectus supplement and the accompanying prospectus related to the Offering have been filed with the SEC and are accessible on the SEC’s website at www.sec.gov. Before making any investment decisions, it is recommended to thoroughly review the preliminary prospectus supplement, accompanying prospectus, and any other documents the Company has filed with the SEC to obtain a complete understanding of Bitdeer and the Offering.

Copies of the preliminary prospectus supplement and the accompanying prospectus related to the Offering can also be obtained from: BTIG, LLC by mail at 350 Bush Street, 9th Floor, San Francisco, CA 94104, Attention: Syndicate Department, by phone at (415) 248-2200 or by email at .

This press release should not be interpreted as an offer to sell or a solicitation of an offer to purchase any securities. No sale of securities will be made in any state or jurisdiction where such an offer, solicitation, or sale would be unlawful. The Offering will only proceed through the prospectus supplement and the accompanying prospectus. This press release provides information regarding the pending Offering, and there is no guarantee that the Offering will be completed.

About Bitdeer Technologies Group

Bitdeer is a global leader in technology for blockchain and high-performance computing. Bitdeer is committed to providing comprehensive computing solutions for its clients. The Company manages the intricate processes involved in computing, encompassing equipment procurement, transport logistics, datacenter design and construction, equipment management, and daily operations. The Company also offers advanced cloud capabilities to clients with high demands for artificial intelligence. Headquartered in Singapore, Bitdeer has established datacenters in the United States, Norway, and Bhutan.

Forward-Looking Statements

Statements in this press release regarding future expectations, plans, and prospects, as well as any other statements concerning matters not considered historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The use of words like “anticipate,” “look forward to,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions is intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Such forward-looking statements encompass, but are not limited to, statements related to Bitdeer’s expectations concerning the completion, timing, and size of the proposed Offering, the proposed terms of the Notes, and the anticipated use of proceeds from the sale of the Notes. Actual results may deviate materially from those indicated by such forward-looking statements due to various significant factors, including risks and uncertainties connected to market conditions, whether Bitdeer will ultimately offer the Notes or successfully complete the proposed Offering at the intended size or on the anticipated terms, or at all, and the satisfaction of closing conditions pertaining to the proposed Offering, as well as discussions of potential risks, uncertainties, and other factors elaborated in the section titled “Risk Factors” in Bitdeer’s annual report on Form 20-F, and those mentioned in Bitdeer’s subsequent filings with the SEC. You are advised to refrain from placing undue reliance on these forward-looking statements as there are crucial factors that could lead to significant differences between actual results and those expressed in forward-looking statements, many of which are beyond Bitdeer’s control. Any forward-looking statements contained in this press release are applicable solely as of the date of this release. Bitdeer explicitly disclaims any obligation to update any forward-looking statement, regardless of whether new information emerges, future events occur, or otherwise. Readers should not consider the information on this page as current or accurate after its publication date.

For investor and media inquiries, please contact:

Investor Relations
Yujia Zhai
Orange Group

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Bee Shin