AI brief of an SEC Form 8-K · CleanSpark (CLSK)

CleanSpark closes $1.15 billion convertible notes offering and buys back $460 million of stock

Neutral Impact 4 of 5 financing Written later

CleanSpark completed a private offering of $1.15 billion in 0.00% convertible senior notes due 2032, with net proceeds of about $1.13 billion. The company used about $460.0 million of those proceeds to repurchase 30.6 million common shares from investors in the offering, which the company says is about 10.9% of shares outstanding. The notes add $1.15 billion of senior unsecured debt, and their conversion price of about $19.16 per share means possible future dilution for shareholders.

Key points

  • Aggregate principal of $1,150,000,000 in 0.00% convertible senior notes maturing February 15, 2032, sold at 100% of principal
  • Net proceeds of about $1.13 billion; about $460.0 million used to repurchase 30.6 million shares
  • Initial conversion price of about $19.16 per share; notes not redeemable by the company before February 20, 2029
  • Remaining proceeds to fund power and land expansion, data center development, repaying bitcoin-backed credit line balances and general corporate purposes

The filing

CompanyCleanSpark (CLSK)
Form8-K, current report
Filed with the SECNov 13, 2025, 4:02 PM ET
Accession number0001193125-25-280105

Items reported: 1.01 Material Definitive Agreement2.03 New Direct Financial Obligation3.02 Unregistered Equity Sale8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 6:58 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on November 13, 2025.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.