比特德集团-A 美股招股说明书（2026年2月20日版本）

PROSPECTUS SUPPLEMENT NO. 1(to Preliminary Prospectus Supplement, dated February 19, 2026) 5,503,030 Class A Ordinary Shares Bitdeer Technologies Group Thisprospectus supplement no.1(this“prospectus supplement”)amends and supplements our preliminary prospectussupplement, dated February 19, 2026 (the “preliminary prospectus supplement”), which is in respect of our offering (the “Class Aordinary shares offering”) of our Class A ordinary shares, par value US$0.0000001 per share (the “Class A ordinary shares”), andsupplements our prospectus, dated December 18, 2024 (the “base prospectus” and as supplemented by the preliminary prospectussupplement, the “preliminary prospectus”), that forms a part of our Registration Statement on Form S-3 (Registration Statement No.333-283732). This prospectus supplement is being filed to update and supplement the preliminary prospectus with pricing terms for This prospectus supplement updates and supplements the information in the preliminary prospectus and is not complete without,and may not be delivered or utilized except in combination with, the preliminary prospectus, including the documents incorporated byreference therein and any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Our Class A ordinary shares are listed on The Nasdaq Capital Market (“Nasdaq”) under the symbol “BTDR.” On February 19,2026, the last reported sales price of our Class A ordinary shares was US$7.94 per share. Investing in our Class A ordinary shares involves a high degree of risk. See “Risk Factors” beginning on page S-10 of thepreliminary prospectus supplement and in our U.S. Securities and Exchange Commission (“SEC”) filings that are incorporated by None of the SEC or any state securities commission has approved or disapproved of the securities or passed upon theadequacy or accuracy of this prospectus supplement or the preliminary prospectus. Any representation to the contrary is a Sole Placement Agent Barclays The date of this prospectus supplement No. 1 is February 19, 2026 Bitdeer Technologies GroupOffering of 5,503,030 Class A Ordinary Shares The information in this pricing term sheet supplements Bitdeer Technologies Group’s preliminary prospectus supplement, datedFebruary 19, 2026 (the “preliminary prospectus supplement”), including the documents incorporated by reference therein, which is inrespect of our offering (the “Class A ordinary shares offering”) of our Clas A ordinary shares, par value US$0.0000001 per share (the“Class A ordinary shares”), and supplements our prospectus, dated December 18, 2024 (the “base prospectus” and, as supplementedby the preliminary prospectus supplement, the “preliminary prospectus”), that forms a part of our Registration Statement on Form S-3(Registration Statement No. 333-283732). The information in this communication supersedes the information in the preliminaryprospectus to the extent inconsistent with the information in the preliminary prospectus. Terms used herein but not defined herein shall Bitdeer Technologies Group, a Cayman Islands exempted companyBTDR / Nasdaq Capital Market (“Nasdaq”)5,503,030 Class A ordinary sharesFebruary 20, 2026February 26, 2026 (T+4)1$7.94 per Class A ordinary share Issuer: Ticker / Exchange for Class A ordinary shares: Number of Shares Offered: Trade Date: Settlement Date: Nasdaq Last Reported Sale Price of Class A ordinary shareson February 19, 2026: $7.94 per Class A ordinary share We estimate that the net proceeds from the offering of our Class Aordinaryshares will be approximately US$43.5 million,afterdeducting our estimated offering expenses payable by us. Weestimate that the net proceeds from the Concurrent Note Offering(as defined below) will be approximately US$315.1 million (orapproximately US$363.7 million if the initial purchasers in the We intend to use the net proceeds from this offering and theConcurrent Note Offering: (i) to pay the approximately US$29.2million cost of the capped call transactions referred to in thepreliminaryprospectus that we entered into with the optioncounterparties; and (ii) to pay the approximately US$138.2millioncost of repurchasing for cash US$135.0million aggregate principalamount of the November 2029 notes (including accrued and unpaidinterest) in the Concurrent Note Repurchases. We intend to use the If the initial purchasers in the Concurrent Note Offering exercisetheir option to purchase additional New Convertible Notes (asdefined below), we intend to use net proceeds from the sale of theadditional New Convertible Notes to enter into additional cappedcall transactions with the option counterparties and the remainingnet proceeds for datacenter expansion, HPC and AI cloud business Concurrently with the offering of Class A ordinary shares, we areoffering(the“Concurrent Note Offering”)US$325,000,000aggregate principal amount of 5.00% convertible senior notes due2032 (the “New Convertible Notes”) (or up to US$