DeFi Development Corp. Prices Upsized $112.5M Convertible Note Offering Due 2030, Tied To Solana Treasury Strategy

DeFi Development Corp. (NASDAQ:DFDV) (the "Company" or "DeFi Dev Corp."), the first public company with a treasury strategy built to accumulate and compound Solana ("SOL"), today announced the pricing of its upsized private offering of $112.5 million aggregate principal amount of 5.5% convertible senior notes due 2030 (the "Convertible Notes"), to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act").

Key Elements of the Transaction:

• $112.5 million 5.5% Convertible Notes offering, due 2030.
• Approximately 10% conversion premium to the $21.01 closing price on July 1, 2025.
• Prepaid forward stock purchase transaction of approximately $75.6 million of shares of the Company's common stock in connection with the offering to facilitate hedging by certain investors.

The Company has granted the initial purchasers of the Convertible Notes an option to purchase, for settlement within a 7-day period beginning on, and including the date on which the Convertible Notes are first issued, up to an additional $25 million aggregate principal amount of the Convertible Notes. The offering is expected to close on July 8, 2025, subject to satisfaction of customary closing conditions.