DeFi Technologies Inc., a financial technology pioneer in bridging traditional capital markets and decentralized finance (DeFi), has officially announced a significant securities purchase agreement with several prominent institutional investors, spearheaded by Galaxy Digital. Under this new agreement, the investors will acquire a total of 45,662,101 shares of common stock along with warrants for an additional 34,246,577 common shares, all at a combined purchase price of $2.19 per share along with three-quarters of one warrant.
The warrants associated with this offering come with an exercise price of $2.63 per share, a 120% premium over the offering price. These warrants can be exercised immediately upon issuance and are set to expire three years from the issuance date, although an acceleration feature may be triggered based on stock price appreciation and other criteria.
The closing of this offering is anticipated on September 26, 2025, contingent upon typical closing conditions which include the necessary regulatory approvals from entities such as the Cboe Canada Exchange, as well as notifications to the Nasdaq Capital Market Exchange.
Joseph Gunnar & Co., LLC is acting as the exclusive placement agent for this offering, which is projected to generate gross proceeds of approximately $100 million for DeFi Technologies, prior to any placement agent fees and other associated expenses. The net proceeds from the offering are intended for general corporate purposes, including funding working capital.
This offering is conducted under the company’s short form base shelf prospectus dated September 4, 2025, which has been filed with the relevant securities regulatory authorities across Canada. Additionally, a corresponding registration statement on Form F-10 has been submitted to the U.S. Securities and Exchange Commission (SEC) under the U.S./Canada Multijurisdictional Disclosure System (MJDS).
Investors can access copies of the prospectus supplement and the base shelf prospectus on SEDAR+ as well as the Registration Statement on EDGAR. For further inquiries, interested parties may reach out to the Syndicate Department at Joseph Gunnar & Co., LLC in New York.
As it stands, no securities regulatory authority has approved or disapproved the contents of this announcement. It is essential to recognize that this press release doesn’t constitute an offer to sell nor a solicitation for an offer to buy any of the securities mentioned. Consequently, any sales in states or jurisdictions where such offerings would be unlawful prior to proper registration or qualification are also excluded.
DeFi Technologies remains committed to providing investors with diversified exposure to the decentralized economy through its integrated model. This includes offerings such as Valour, which features regulated ETPs for digital assets, Stillman Digital focused on institutional-grade execution and custody, and other ventures aimed at innovation in the digital asset sector.
The announcement also carries a cautionary note emphasizing that the information provided contains forward-looking statements that are subject to various risks and uncertainties. These risks include the regulatory approval of the offering, the acceptance of their products by exchanges, shifts in the decentralized finance sector, price fluctuations in digital assets, and broader economic uncertainties. Although the company seeks to identify these factors, there could be other influences that affect actual results. DeFi Technologies advises its stakeholders to approach forward-looking information with caution and acknowledges that it does not commit to updates on such information except as required by law.
