DeFi Development Announces $24M Private Placement At $46 Per Share

DeFi Development Corp. (NASDAQ:JNVR) ("DeFi Dev Corp" or the "Company") today announces that it has entered into a securities purchase agreement for a private investment in public equity ("PIPE") financing that is expected to result in gross proceeds of approximately $24 million to the Company, before placement agent fees and offering expenses. Investors include Galaxy Digital, Amber International Holding Limited (NASDAQ:AMBR), Arrington Capital, Republic Digital, Borderless Capital, RK Capital, and Great Point Capital.

Pursuant to the terms of the securities purchase agreement, the Company is selling an aggregate of approximately 310,000 shares of its common stock and pre-funded warrants to purchase an aggregate of approximately 215,000 shares of its common stock, in each case at a purchase price of $46.00 per share. Net proceeds are expected to be used for general corporate purposes, including to be deployed toward continued accumulation of Solana (SOL).

The controlling stockholders of the Company have executed a written consent approving the issuance of the shares subject to the pre-funded warrants, which is sufficient to authorize this action pursuant to the listing rules of Nasdaq. The Company will issue an information statement describing the corporate action in more detail, which will be furnished to stockholders for information purposes only, pursuant to Section 14(c) of the Securities Exchange Act of 1934, as amended. The closing of the PIPE is subject to other customary closing conditions.

"This raise is a milestone in our mission to build the most transparent, crypto-native treasury vehicle in public markets," said Joseph Onorati, Chief Executive Officer of the Company. Mr. Onorati further added that "it enables us to scale our SOL position with speed - while continuing to deliver SOL-per-share growth to our investors."

As of the date of this announcement, DeFi Dev Corp holds approximately 317,273 SOL, valued at approximately $46.2 million, including staking rewards. The Company has committed to long-term holding of its Solana reserves and actively stakes its SOL, reinforcing both ecosystem alignment and long-term capital efficiency.

The securities described above are being offered in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, the securities may not be resold absent registration under the Act or an applicable exemption from such registration requirements. Concurrently with the execution of the securities purchase agreement, the Company and the investors entered into a registration rights agreement pursuant to which the Company has agreed to file a registration statement with the Securities and Exchange Commission (the "SEC") registering the resale of the shares of common stock.