SOLOWIN HOLDINGS Announces up to US$100M Financing Agreement with Streeterville Capital to Support Global Digital Asset Strategy

SOLOWIN HOLDINGS (Nasdaq: AXG) entered a securities purchase agreement with Streeterville Capital for up to US$100 million in financing, issuing pre-paid purchases for class A ordinary shares.

Rhea-AI Summary

SOLOWIN HOLDINGS (Nasdaq: AXG) entered a securities purchase agreement with Streeterville Capital for up to US$100 million in financing, issuing pre-paid purchases for class A ordinary shares. An initial pre-paid purchase ~US$5.415 million (before original issue discount and expenses) has closed.

Proceeds are expected to support expansion of AXG's stablecoin and asset tokenization businesses, fund AI and blockchain security R&D, and finance global market expansion. Related SEC filings were made on February 9, 2026.

Positive

• Financing facility up to US$100M
• Initial pre-paid purchase funded about US$5.415M
• Proceeds targeted to expand stablecoin and tokenization businesses
• Planned investment in AI and blockchain security R&D

Negative

• Issuance of class A shares may dilute existing shareholders
• Initial funding equals a small fraction of the US$100M facility
• Net proceeds reduced by an original issue discount and expenses

Argus Feb 12 session

+1.54% close to close Open Argus

Details

News Market Reaction – AXG

On Feb 12, the first trading day after this news, AXG closed 1.54% above the previous close.

Data tracked by StockTitan Argus for the Feb 12 session.

Market Context

This announcement outlines up to $100,000,000 in financing to fund AXG’s stablecoin, asset tokenizat...

Analysis

This announcement outlines up to $100,000,000 in financing to fund AXG’s stablecoin, asset tokenization, and global expansion strategy. Recent filings detail structured pre-paid purchases and prior equity raises, indicating an ongoing effort to fund rapid growth. Investors may track execution on new markets, regulatory milestones, and how efficiently fresh capital converts into revenue versus dilution or higher financing costs over time.

Key Figures

Financing facility size: $100,000,000 Initial pre-paid purchase: $5,415,000 Pre-paid interest rate: 8% per year +5 more

Financing facility size

$100,000,000

Maximum aggregate capacity of Streeterville pre-paid purchase facility

Initial pre-paid purchase

$5,415,000

First Streeterville pre-paid purchase principal amount

Pre-paid interest rate

8% per year

Annual interest on initial pre-paid purchase to Streeterville

Additional share issuance

1,500,000 shares for $150.00

Class A shares to be issued within 90 days of closing

Six-month revenues

$5.8 million

Revenue for six months ended Sep 30, 2025 vs $1.1M prior year

Six-month net loss

$4.6 million

Net loss for six months ended Sep 30, 2025 vs $6.3M prior year

Private placement proceeds

$11,500,000

Raised from 3,782,895 Class A shares at $3.04 in Nov 2025

Shareholders’ equity

$369.0 million

Equity as of Sep 30, 2025 after share issuances and acquisitions

Historical Context

5 past events · Latest: Feb 06

5 events

1. Feb 06

   Carbon partnership

   24h Move

   -2.5%

   On-chain carbon reduction partnership using Ferion platform with Alibaba-linked entities.

2. Feb 05

   Market expansion

   24h Move

   +11.8%

   Accelerated expansion of compliant digital asset services in Korea and Japan.

3. Jan 28

   Stablecoin license

   24h Move

   -0.2%

   In-principle stablecoin license approval from Central Bank of Bahrain for AX Coin.

4. Jan 23

   Green tokenization deal

   24h Move

   -3.3%

   Partnership in Malaysia to tokenize revenue rights from new energy projects.

5. Jan 13

   License acquisition

   24h Move

   +2.5%

   Plan to acquire Canadian MSB license for compliant North American entry.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

stablecoin, asset tokenization, blockchain security technologies, pre-paid purchase, +4 more

8 terms

stablecoin financial

"support the expansion of AXG’s stablecoin and asset tokenization businesses"

A stablecoin is a type of digital currency designed to keep its value steady, often by being backed by traditional assets like money or commodities. For investors, stablecoins offer a reliable way to move money quickly across digital platforms without the value fluctuations common with other cryptocurrencies, making them useful for saving, trading, or transferring funds with less risk of sudden losses.

asset tokenization technical

"support the expansion of AXG’s stablecoin and asset tokenization businesses"

Asset tokenization is the process of converting ownership rights of a physical or financial asset into digital tokens on a blockchain or similar technology. This allows investors to buy, sell, or trade fractions of the asset more easily and quickly, much like dividing a property or artwork into smaller pieces that can be owned separately. It matters to investors because it can increase access, reduce costs, and improve liquidity for a wide range of assets.

blockchain security technologies technical

"advance research and development (R&D) in artificial intelligence and blockchain security technologies"

Blockchain security technologies are the tools and methods that keep transactions, records and user identities safe on decentralized ledgers using math-based locks, network controls and rules that make tampering difficult and visible—think of a tamper-evident lockbox and security guards for digital records. For investors this matters because stronger security lowers the risk of fraud, theft, service outages and regulatory trouble, which helps protect asset value and supports broader adoption of blockchain-based products.

pre-paid purchase financial

"will issue and sell to Streeterville one or more pre-paid purchases with an aggregate purchase price"

A pre-paid purchase is when payment is made before the product or service is delivered, like buying a concert ticket or putting money on a gift card. For investors, pre-payments matter because they change a company’s cash flow and balance sheet: the seller gets cash up front but records an obligation to deliver later, which affects when revenue is recognized and how future profits and working capital look.

form 6-k regulatory

"available in the Company’s Form 6-K and the related Prospectus Supplement on Form 424B5"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

form 424b5 regulatory

"available in the Company’s Form 6-K and the related Prospectus Supplement on Form 424B5"

Form 424B5 is a U.S. Securities and Exchange Commission filing that presents the final prospectus for a registered securities offering, showing the concrete terms investors will get — such as share count, price, underwriting fees, and intended use of proceeds. It matters because it gives buyers the definitive, legally required details they need to evaluate how an offering will affect ownership, share value and potential dilution, like reading the final menu before placing an order.

prospectus supplement regulatory

"the related Prospectus Supplement on Form 424B5 filed with the U.S. Securities and Exchange Commission"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

class a ordinary shares financial

"for the purchase of AXG’s class A ordinary shares"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Hong Kong, Feb. 11, 2026 (GLOBE NEWSWIRE) -- SOLOWIN HOLDINGS (Nasdaq: AXG) (“AXG” or the “Company”), a leading financial technology firm bridging traditional and digital assets, today announced that it has entered into a securities purchase agreement with Streeterville Capital, LLC (“Streeterville”) for up to US$100 million in financing. Under the agreement, the Company will issue and sell to Streeterville one or more pre-paid purchases with an aggregate purchase price of up to US$100 million for the purchase of AXG’s class A ordinary shares. The initial pre-paid purchase of approximately US$5.415 million (before deducting an original issue discount and transaction expenses) has been completed. Additional pre-paid purchases may be made upon mutual consent of the parties. The proceeds are expected to be used primarily to support the expansion of AXG’s stablecoin and asset tokenization businesses, advance research and development (R&D) in artificial intelligence and blockchain security technologies, as well as fund further global market expansion. Additional details regarding this transaction are available in the Company’s Form 6-K and the related Prospectus Supplement on Form 424B5 filed with the U.S. Securities and Exchange Commission on February 9, 2026.

As a world-leading integrated digital asset service platform, AXG has gained strong market recognition for its robust and compliant operation system, clear global strategy, and sustainable growth potential. This round of financing not only underscores the market’s firm confidence in the Company’s long-term value and development prospects, but also provides strong capital support for AXG’s unwavering efforts to deepen the global stablecoin ecosystem, accelerate innovation in asset tokenization, and build secure and efficient digital financial infrastructure.

Peter Lok, Chief Executive Officer of AXG, stated: “This collaboration with Streeterville provides AXG with solid capital support and demonstrates the market’s recognition of our compliance capabilities and stablecoin strategy. The global stablecoin market presents enormous potential and opportunities, where compliance and infrastructure represent core competitive advantages. In the future, we will continue to increase our investment in related technology R&D and compliance, promote our global footprint, enhance the stablecoin ecosystem, and drive deeper integration between traditional finance and decentralized finance.”

About SOLOWIN HOLDINGS

SOLOWIN HOLDINGS (Nasdaq: AXG) is a global leading financial technology firm focused on digital currency payments and asset tokenization. Founded in 2016, it has dedicated to bridging traditional and decentralized finance by building a secure, efficient and compliant financial infrastructure that provides integrated digital asset solutions for global investors and institutions. Leveraging its Hong Kong Securities and Futures Commission (SFC)-licensed subsidiary Solomon JFZ (Asia) Holdings Limited, along with other key subsidiaries such as AlloyX Group and AX Coin, the Company has developed a multi-jurisdictional, vertically integrated, enterprise-grade new financial platform encompassing global stablecoin payments, corporate treasury and private wealth management and tokenization as a service. Backed by leading international institutional investors, the Company manages compliant and transparent digital assets that are closely connected to the real economy. The Company is committed to establishing itself as a leading global digital asset financial platform, driving the seamless convergence of traditional finance and the digital assets ecosystem.

For more information, visit the Company’s website at https://www.alloyx.com or investor relations webpage at https://ir.alloyx.com.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company's current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. The Company has attempted to identify these forward-looking statements by words or phrases such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "is/are likely to," "potential," "continue" or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations that arise after the date hereof, except as may be required by law. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and other factors discussed in the Company's filings with the U.S. Securities and Exchange Commission (the “SEC”) including the "Risk Factors" section of the Company's most recent Annual Report on Form 20-F as well as in its other reports filed or furnished from time to time with the SEC. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company's filings with the SEC, which are available for review at www.sec.gov.

For investor and media inquiries please contact:

SOLOWIN HOLDINGS
Investor Relations Department
Email: ir@solomonwin.com.hk

Ascent Investor Relations LLC
Tina Xiao
Phone: +1-646-932-7242
Email: investors@ascent-ir.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financing did SOLOWIN HOLDINGS (AXG) announce on February 12, 2026?

AXG announced a securities purchase agreement for up to US$100 million with Streeterville Capital. According to the company, an initial pre-paid purchase of approximately US$5.415 million closed, with additional purchases subject to mutual consent.

How will the AXG financing proceeds be used by SOLOWIN HOLDINGS?

Proceeds are intended to support stablecoin and asset tokenization expansion and R&D. According to the company, funds will also back AI and blockchain security development and global market growth.

Does the AXG financing involve issuing new shares and could it dilute shareholders?

Yes, the transaction involves issuing class A ordinary shares, which may dilute current holders. According to the company, sales are via pre-paid purchases up to a US$100M aggregate facility.

How much of the US$100M AXG facility has closed so far and what reduces net proceeds?

An initial pre-paid purchase of about US$5.415 million closed, before discounts and expenses. According to the company, an original issue discount and transaction expenses will reduce net proceeds.

Where can investors find official SEC filings related to the AXG financing?

Investors can review the related Form 6-K and Prospectus Supplement on Form 424B5 filed with the SEC on February 9, 2026. According to the company, those filings contain additional transaction details.