SCHEDULE 13D/A: Tether Entities Increase Stake in Bitdeer Technologies Group to 25.5% in Latest SEC Filing Amendment

Sentiment:

Schedule 13D Amendment


Tether Holdings, S.A. de C.V. and its subsidiaries, along with Giancarlo Devasini, have updated their beneficial ownership in Bitdeer Technologies Group to 25.5% of Class A ordinary shares, as detailed in an Amendment No. 8 to their Schedule 13D filing.

Summary

  • Tether Holdings, S.A. de C.V., Tether International, S.A. de C.V., Tether Investments, S.A. de C.V., and Giancarlo Devasini (collectively, the "Reporting Persons") beneficially own an aggregate of 38,066,689 Class A ordinary shares of Bitdeer Technologies Group.
  • This aggregate ownership represents 25.5% of the outstanding Class A shares, calculated based on 149,286,361 Class A shares outstanding, which includes 144,099,734 shares outstanding as of January 2, 2025, and 5,186,627 shares acquirable upon warrant exercise.
  • Tether Holdings, S.A. de C.V. and Giancarlo Devasini (who has a greater than 50% voting interest in Tether Holdings) each have shared voting and dispositive power over all 38,066,689 shares.
  • Tether International, S.A. de C.V. has shared voting and dispositive power over 23,773,987 shares, including 18,587,360 directly held and 5,186,627 from warrants.
  • Tether Investments, S.A. de C.V. has shared voting and dispositive power over 14,292,702 shares, representing 9.9% of the Class A shares outstanding as of January 2, 2025.
  • Tether Investments S.A. de C.V. completed multiple open market purchases of Bitdeer Class A shares between February 26, 2025, and April 22, 2025, with prices ranging from $7.2164 to $10.00 per share.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. The significant increase in beneficial ownership by a major crypto entity like Tether suggests strong confidence in Bitdeer. However, the past regulatory issues of Tether, while not directly related to Bitdeer's operations, introduce a minor cautionary note regarding the reporting entity's background.

Positives

  • The increased beneficial ownership by Tether entities, a significant player in the cryptocurrency space, may signal confidence in Bitdeer Technologies Group's future prospects.
  • The continued open market purchases by Tether Investments S.A. de C.V. demonstrate ongoing investment and commitment to the issuer.

Negatives

  • The reporting persons, particularly Tether entities, have a history of regulatory proceedings, including a $41 million civil monetary penalty from the CFTC in October 2021 and an $18.5 million penalty from the NYAG in February 2021, related to past practices concerning USDT backing and trading activities.

Risks

  • The past regulatory issues faced by Tether Holdings and its subsidiaries, including significant penalties from the CFTC and NYAG, could potentially impact the reputation or perceived stability of the reporting entities, which in turn could indirectly affect Bitdeer Technologies Group due to the significant ownership stake.
  • The concentration of a large percentage (25.5%) of Bitdeer's Class A shares under the control of a single group of related entities and an individual (Giancarlo Devasini) could lead to significant influence over company decisions and potentially limit the liquidity of the stock.

Future Outlook

The document is a Schedule 13D amendment focused on beneficial ownership disclosure and does not provide explicit forward-looking statements or guidance regarding Bitdeer Technologies Group's operations or financial performance. However, the continued accumulation of shares by Tether entities suggests a long-term interest in the company.

Management Comments

  • Giancarlo Devasini, President of Tether Holdings, S.A. de C.V. and Tether International, S.A. de C.V., and Sole Administrator of Tether Investments, S.A. de C.V., certified that the information set forth in the statement is true, complete, and correct to the best of his knowledge and belief.

Industry Context

This filing highlights the continued investment by major players in the cryptocurrency and digital asset space, such as Tether, into companies like Bitdeer Technologies Group, which operates in the Bitcoin mining sector. This indicates ongoing strategic interest and capital allocation within the broader blockchain and crypto industry, potentially signaling confidence in the long-term viability and growth of Bitcoin mining operations despite market fluctuations.

Comparison to Industry Standards

  • NA

Management Changes

RolePrevious PersonNew PersonEffective DateReason
PresidentTether Holdings Limited (BVI entity)Tether Holdings, S.A. de C.V. (El Salvador entity)NARe-domiciliation of the entity from British Virgin Islands to El Salvador.
PresidentTether International Limited (BVI entity)Tether International, S.A. de C.V. (El Salvador entity)NARe-domiciliation of the entity from British Virgin Islands to El Salvador.
Sole AdministratorTether Investments Limited (BVI entity)Tether Investments, S.A. de C.V. (El Salvador entity)NARe-domiciliation of the entity from British Virgin Islands to El Salvador.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Entity Re-domiciliationTether Holdings Limited, Tether International Limited, and Tether Investments Limited, previously British Virgin Islands business companies, have re-domiciled and are now El Salvador entities (S.A. de C.V.).NAThis change affects the legal jurisdiction and corporate structure of the reporting entities, potentially impacting their regulatory oversight and operational framework, though the specific impact on Bitdeer Technologies Group is indirect.

Legal Proceedings

  • In October 2021, the U.S. Commodity Futures Trading Commission (CFTC) settled regulatory proceedings against Tether Holdings Limited, Tether Limited, Tether Operations Limited, and Tether International Limited, resulting in a civil monetary penalty of $41 million. The allegations concerned untrue or misleading statements regarding whether USDT was fully backed by U.S. Dollars.
  • In February 2021, the Office of the Attorney General of the State of New York (NYAG) settled a 2019 proceeding with Tether and affiliated Bitfinex companies. This settlement involved paying $18.5 million in penalties to New York State and required Bitfinex and Tether to discontinue trading activity with New York persons or entities and submit to mandatory reporting on certain business functions.

Related Party Transactions

  • Tether Investments, S.A. de C.V., a wholly owned subsidiary of Tether Holdings, S.A. de C.V., engaged in open market purchases of Bitdeer Technologies Group's Class A shares between February 26, 2025, and April 22, 2025. These transactions are considered related party dealings within the group of Reporting Persons.
  • Giancarlo Devasini, who has a greater than 50% voting interest in Tether Holdings, S.A. de C.V., is deemed to beneficially own the shares held by Tether Holdings and its subsidiaries, establishing a related party relationship for the entire reported stake.

Stakeholder Impact

  • Shareholders: The increased significant ownership stake by Tether entities may be viewed positively, indicating strong institutional confidence and potentially providing a stable long-term shareholder base. However, it also means a larger portion of the company's voting power is concentrated.
  • Management: The substantial stake held by Tether entities could lead to increased influence from the Reporting Persons on strategic decisions and corporate governance of Bitdeer Technologies Group.

Next Steps

  • The Reporting Persons will continue to review their investment in Bitdeer Technologies Group and may, from time to time, acquire additional shares, dispose of shares, or engage in other transactions concerning the issuer's securities, depending on market conditions and other factors.

Key Dates

DateDescription
2021-02-01Office of the Attorney General of the State of New York (NYAG) entered into an agreement with Tether and Bitfinex to settle a 2019 proceeding, resulting in $18.5 million in penalties and restrictions on trading activity with New York persons/entities.
2021-10-01U.S. Commodity Futures Trading Commission (CFTC) instituted and settled regulatory proceedings against Tether entities, resulting in a $41 million civil monetary penalty.
2025-01-02Date as of which 144,099,734 Class A Shares of Bitdeer Technologies Group were outstanding, used for percentage calculations.
2025-02-22Start date for the period of open market purchases of Class A Shares by Tether Investments S.A. de C.V. listed in Schedule B.
2025-02-26Tether Investments S.A. de C.V. purchased 519,170 shares at $10.00.
2025-03-10Tether Investments S.A. de C.V. purchased 783,741 shares at $9.95.
2025-03-11Tether Investments S.A. de C.V. purchased 79,027 shares at $9.98.
2025-03-13Tether Investments S.A. de C.V. purchased 443,062 shares at $9.89.
2025-03-14Tether Investments S.A. de C.V. purchased 58,838 shares at $9.967.
2025-03-17Tether Investments S.A. de C.V. purchased 5,636 shares at $9.9993.
2025-03-18Tether Investments S.A. de C.V. purchased 110,526 shares at $9.9595.
2025-04-02Tether Investments S.A. de C.V. purchased 360,767 shares at $9.3805.
2025-04-03Tether Investments S.A. de C.V. purchased 521,481 shares at $8.7446.
2025-04-04Tether Investments S.A. de C.V. purchased 800,000 shares at $7.9047.
2025-04-07Tether Investments S.A. de C.V. purchased 317,752 shares at $7.7602.
2025-04-08Date of Amendment No. 6 to the Schedule 13D.
2025-04-09Tether Investments S.A. de C.V. purchased 500,000 shares at $7.809.
2025-04-10Tether Investments S.A. de C.V. purchased 725,881 shares at $7.611.
2025-04-11Tether Investments S.A. de C.V. purchased 500,000 shares at $7.7268.
2025-04-14Tether Investments S.A. de C.V. purchased 274,119 shares at $7.9866.
2025-04-15Date of Amendment No. 7 to the Schedule 13D.
2025-04-16Tether Investments S.A. de C.V. purchased 750,000 shares at $7.2164.
2025-04-17Tether Investments S.A. de C.V. purchased 449,422 shares at $7.4965.
2025-04-21Date of event which requires filing of this statement; Tether Investments S.A. de C.V. purchased 680,666 shares at $7.8205.
2025-04-22Tether Investments S.A. de C.V. purchased 119,912 shares at $9.0679.
2025-04-23Date of signing for Amendment No. 8 to the Schedule 13D.
2025-06-06Original filing date of the Schedule 13D by Tether Holdings Limited, Tether International Limited, Ludovicus Jan Van der Velde and Giancarlo Devasini.
2024-08-08Date of Amendment No. 1 to the Schedule 13D.
2024-09-03Date of Amendment No. 2 to the Schedule 13D.
2024-11-07Date of Amendment No. 3 to the Schedule 13D.
2025-01-22Date of Amendment No. 4 to the Schedule 13D.
2025-03-17Date of Amendment No. 5 to the Schedule 13D.

Recommendation

hold

Keywords

Bitdeer Technologies Group, Tether Holdings, Tether International, Tether Investments, Giancarlo Devasini, Class A ordinary shares, Beneficial ownership, SEC filing, Schedule 13D, Cryptocurrency mining, Blockchain, Digital assets, Share acquisition, Warrants

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