TLDR: Bitmine Immersion Technologies is offering 3,000,000 shares of 9.50% Series A Perpetual Preferred Stock to the public. Dividends accumulate at 9.50% per annum on a $100 stated amount, p
TLDR:
- Bitmine Immersion Technologies is offering 3,000,000 shares of 9.50% Series A Perpetual Preferred Stock to the public.
- Dividends accumulate at 9.50% per annum on a $100 stated amount, paid weekly and exclusively in cash when declared.
- Redemption pricing starts at 110% within 18 months and steps down to par value after three years from issuance.
- Bitmine plans to list the preferred stock on NYSE under ticker BMNP, with trading expected within 30 days of issuance.
Bitmine Immersion Technologies, Inc. (NYSE: BMNR) has announced a public offering of 3,000,000 shares of its 9.50% Series A Perpetual Preferred Stock.
The offering is registered under the Securities Act of 1933. Proceeds will support digital asset acquisitions, staking infrastructure, and strategic investments.
The company also plans to use funds for working capital and possible common stock repurchases under its existing share repurchase program.
Dividend Structure and Compounding Terms
The Series A Preferred Stock carries a fixed dividend rate of 9.50% per annum on a stated amount of $100 per share.
According to Bitmine’s official statement, the stock will accumulate dividends “regardless of whether or not declared or funds are legally available for their payment.”
The board will determine payment timing, with weekly payouts set as the default schedule. All declared regular dividends will be paid exclusively in cash.
If any regular dividend goes unpaid on its scheduled date, compounded dividends begin to accumulate on the missed amount.
The compounding starts at 9.50% plus 5 basis points per annum, based on a weekly dividend period. Each subsequent missed period adds another 5 basis points to that rate. The maximum compounded dividend rate is capped at 15% per annum.
Bitmine retains flexibility to increase dividend payment frequency beyond the weekly default. Should the company elect a shorter payment interval, the additional rate increase per period adjusts proportionately.
The cap on total additional rate increases remains at 260 basis points per annum. This structure gives the company operational room while protecting accumulated shareholder returns.
The liquidation preference starts at $100 per share and adjusts daily based on recent trading prices. It reflects the greater of the stated amount, the last reported sale price, or a ten-day average of sale prices.
The company confirmed the liquidation preference “will not be adjusted to an amount that is less than $100 per share” under any market condition.
Redemption Rights and NYSE Listing Plans
Bitmine holds the right to redeem the Series A Preferred Stock at its election, in whole or in part. Within the first 18 months, redemption is priced at 110% of the stated amount.
Between 18 months and three years, it drops to 105%. After three years, the redemption price equals the stated amount of $100 per share.
The company stated it intends to use net proceeds for purposes that “may include the acquisition of additional ETH and other digital assets” and “the expansion of the Company’s staking and validator infrastructure, including through MAVAN.” Each redemption includes accumulated and unpaid dividends through the redemption date.
The company may also redeem all outstanding shares if the remaining total falls below 25% of originally issued shares.
A tax event can similarly trigger a full redemption at liquidation preference value. Holders facing a fundamental change event may require Bitmine to repurchase their shares at stated value plus any unpaid dividends.
Bitmine has applied to list the Series A Preferred Stock on the New York Stock Exchange under the ticker symbol “BMNP.”
The company expects trading to begin “within 30 days after the date the Series A Preferred Stock is first issued,” pending NYSE approval.
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