# Cipher Digital — Capital Time Machine Cipher began as a Bitfury-backed mining business and entered the public market through Good Works Acquisition Corp. Its closing financing is documented; a conventional Series A–F ladder is not. Canonical citation: https://capitaltimemachine.com/private/cipher-digital Ticker: CIFR Sector: Digital infrastructure Public-market route: SPAC merger Evidence reviewed: 2026-09-24 ## How to use this research Selected historical funding and listing evidence, not a complete private cap table or live quote. Funding totals, company valuations and per-share prices are different measures. A hypothetical value is not actual sale proceeds; investor access is not established. ## Funding and listing history ### formation — Bitfury formation and founder subscription Date: 2021-01-07 Event type: Formation 500 original shares were subscribed for $5, later corresponding to 200 million merger shares. This nominal formation transaction is excluded from return calculations. Source: [2021 Form 10-K](https://www.sec.gov/Archives/edgar/data/1819989/000095017022002861/cifr-20211231.htm) Source location: Notes 1, 3 and related-party transactions: formation, merger, PIPE, Bitfury placement and subscription receivable. ### announcement — Proposed merger financing Date: 2021-03-05 Event type: Announced financing The initial proposal described $375 million of PIPE investment and $50 million from Bitfury. These are proposed terms, not the final closing amounts. Reported capital or financing: $425 million proposed Source: [2021 Form S-4](https://www.sec.gov/Archives/edgar/data/1819989/000119312521161188/d127963ds4.htm) Source location: Original proposed transaction financing; compare with the later closing figures. ### pipe — PIPE financing closes Date: 2021-08-27 Event type: Private placement at listing 32,235,000 common shares at $10 each; $322.35 million by share count, rounded to $322.4 million in the filing. Reported capital or financing: $322.35 million gross Reported price: $10 per common share Source: [2021 Form 10-K](https://www.sec.gov/Archives/edgar/data/1819989/000095017022002861/cifr-20211231.htm) Source location: Notes 1, 3 and related-party transactions: formation, merger, PIPE, Bitfury placement and subscription receivable. ### bitfury — Bitfury private placement Date: 2021-08-27 Event type: Private placement at listing 6 million common shares at $10 each. Consideration included cash and/or forgiveness of indebtedness; this is not all incremental cash. Reported capital or financing: $60 million consideration Reported price: $10 per common share Source: [2021 Form 10-K](https://www.sec.gov/Archives/edgar/data/1819989/000095017022002861/cifr-20211231.htm) Source location: Notes 1, 3 and related-party transactions: formation, merger, PIPE, Bitfury placement and subscription receivable. ### merger — Good Works combination completes Date: 2021-08-27 Event type: SPAC closing Legacy ownership received 200 million shares at a deemed $10 merger value. The PIPE and Bitfury placement total $382.35 million of consideration, distinct from the original $425 million proposal. Source: [2021 Form 10-K](https://www.sec.gov/Archives/edgar/data/1819989/000095017022002861/cifr-20211231.htm) Source location: Notes 1, 3 and related-party transactions: formation, merger, PIPE, Bitfury placement and subscription receivable. ### trading — CIFR begins Nasdaq trading Date: 2021-08-30 Event type: Public listing CIFR and CIFRW began trading after the business combination. This was a SPAC listing, not a conventional underwritten IPO. Source: [2021 resale prospectus](https://www.sec.gov/Archives/edgar/data/1819989/000119312521333260/d262832d424b3.htm) Source location: Business combination and market information: Nasdaq trading began August 30, 2021. ### rename — Cipher Digital name adopted Date: 2026-02-20 Event type: Post-listing identity The corporate name changed from Cipher Mining to Cipher Digital. The earlier financing history belongs to the same issuer. Source: [February 2026 Form 8-K](https://www.sec.gov/Archives/edgar/data/1819989/000181998926000007/cifr-20260220.htm) Source location: Amendment changing Cipher Mining Inc. to Cipher Digital Inc. ## Documented share calculations ### pipe — 2021 PIPE — $10 Starting price: 10 USD per starting share Starting date or context: Closing · Aug 27, 2021 Base conversion: 1 common-share equivalents per starting share, before dated public splits One common share per subscribed share. Later splits and corporate actions are not reviewed; the ending-price scenario requires your assumption that this share basis remains comparable. Public trading begins: 2021-08-30 Supported ending dates begin: 2021-08-30 Share basis reviewed through: 2021-08-30 The ending share price and its date must be supplied by the user. Formula: amount ÷ 10 × (1) × applicable dated public splits × ending share price. Source: [2021 Form 10-K](https://www.sec.gov/Archives/edgar/data/1819989/000095017022002861/cifr-20211231.htm) Source location: Notes 1, 3 and related-party transactions: formation, merger, PIPE, Bitfury placement and subscription receivable. Source: [2021 resale prospectus](https://www.sec.gov/Archives/edgar/data/1819989/000119312521333260/d262832d424b3.htm) Source location: Business combination and market information: Nasdaq trading began August 30, 2021. ### bitfury — Bitfury placement — $10 Starting price: 10 USD per starting share Starting date or context: Closing · Aug 27, 2021 Base conversion: 1 common-share equivalents per starting share, before dated public splits One common share per subscribed share. Later splits and corporate actions are not reviewed; the ending-price scenario requires your assumption that this share basis remains comparable. Public trading begins: 2021-08-30 Supported ending dates begin: 2021-08-30 Share basis reviewed through: 2021-08-30 The ending share price and its date must be supplied by the user. Formula: amount ÷ 10 × (1) × applicable dated public splits × ending share price. Source: [2021 Form 10-K](https://www.sec.gov/Archives/edgar/data/1819989/000095017022002861/cifr-20211231.htm) Source location: Notes 1, 3 and related-party transactions: formation, merger, PIPE, Bitfury placement and subscription receivable. Source: [2021 resale prospectus](https://www.sec.gov/Archives/edgar/data/1819989/000119312521333260/d262832d424b3.htm) Source location: Business combination and market information: Nasdaq trading began August 30, 2021. ## Later share adjustments No separate share-class distribution is modeled. ## Coverage gaps and limitations - No arm’s-length Series A–F price history is established by the reviewed filings. - The nominal founder subscription and the merger’s deemed share value are not prices at which an outside investor could necessarily invest. - Later public financings and the 2026 name change do not constitute additional pre-IPO rounds. Entered prices and later-date share-basis assumptions are unverified. Excludes fees, taxes, dividends, warrants and other distributions; fractional shares are illustrative. Historical investor allocations, minimums and selling rights are not established. 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