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Figure Technology Solutions Announces Pricing of Private Offering of $600 Million of Senior Notes

(Neutral)
(Neutral)
Tags
private placement offering

Figure Technology Solutions (Nasdaq: FIGR) priced a private offering of $600 million aggregate principal amount of 8.500% senior notes due 2031, sold at 100% of face value. Closing is expected on July 14, 2026, delivering about $587.5 million in net proceeds.

Figure plans to use proceeds mainly to fund the cash consideration for its planned Kiavi acquisition, for general corporate purposes, and to pay offering-related fees. The notes are guaranteed by certain domestic wholly owned subsidiaries and are offered only to qualified institutional buyers and non-U.S. persons under applicable exemptions.

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Positive

  • Raises $600 million through 8.500% senior notes due 2031
  • Expected net proceeds of approximately $587.5 million
  • Proceeds earmarked to help fund Kiavi acquisition and corporate uses
  • Notes sold at 100% of principal amount
  • Joint and several guarantees from certain domestic wholly owned subsidiaries
  • Offering completion not conditioned on Kiavi acquisition closing

Negative

  • 8.500% coupon implies significant ongoing interest expense
  • Increased debt load may reduce future financial flexibility

News Market Reaction – FIGR

-3.02%
24 alerts
-3.02% News Effect
+3.2% Peak in 4 hr 38 min
-$228M Valuation Impact
$7.32B Market Cap
0.3x Rel. Volume

On the day this news was published, FIGR declined 3.02%, reflecting a moderate negative market reaction. Argus tracked a peak move of +3.2% during that session. Our momentum scanner triggered 24 alerts that day, indicating elevated trading interest and price volatility. This price movement removed approximately $228M from the company's valuation, bringing the market cap to $7.32B at that time.

Data tracked by StockTitan Argus on the day of publication.

Market Context

Pricing of $600M in 8.500% senior notes to fund the Kiavi acquisition formalized Figure’s earlier fi...
Analysis

Pricing of $600M in 8.500% senior notes to fund the Kiavi acquisition formalized Figure’s earlier financing plan. Investors can compare this step with the prior offering announcement while weighing higher debt against integration execution risk.

Key Figures

Senior notes size: $600 million Coupon rate: 8.500% Issue price: 100% +3 more
6 metrics
Senior notes size $600 million Aggregate principal amount of 8.500% senior notes due 2031
Coupon rate 8.500% Interest rate on senior notes due 2031
Issue price 100% Notes sold at 100% of principal amount
Net proceeds $587.5 million Expected net proceeds after discounts and expenses
Maturity year 2031 Maturity of 8.500% senior notes
Closing date July 14, 2026 Expected closing of notes issuance, subject to conditions

Previous Private placement,offering Reports

1 past event · Latest: Jul 06 ()
Same Type 1 events
Date Event Sentiment 24h Move Catalyst
Jul 06 Senior notes offering +1.5% Announced planned private offering of $600M senior notes for Kiavi deal.

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

Key Terms

senior notes, rule 144a, regulation s
3 terms
senior notes financial
"aggregate principal amount of its 8.500% senior notes due 2031"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
rule 144a regulatory
"qualified institutional buyers” under Rule 144A of the Securities Act"
Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.
regulation s regulatory
"outside the United States to non-U.S. persons in compliance with Regulation S"
Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

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

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NEW YORK, July 09, 2026 (GLOBE NEWSWIRE) -- Figure Technology Solutions, Inc. (“Figure,” Nasdaq: FIGR; OPEN: FGRS), the leading blockchain-native capital marketplace for the origination, funding, sale and trading of tokenized assets, today announced the pricing of its previously announced offering of $600 million in aggregate principal amount of its 8.500% senior notes due 2031 (the “Notes”), in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The Notes will be sold at a price of 100% of the principal amount thereof. The closing of the issuance of the Notes is expected to occur on July 14, 2026, subject to customary closing conditions, and is expected to result in approximately $587.5 million in net proceeds to Figure, after deducting the initial purchasers’ discounts and commissions and Figure’s estimated offering expenses.

Figure intends to use the net proceeds from the Notes offering to fund the cash consideration payable in connection with the acquisition of Kiavi, an AI-powered lending platform for residential real estate investors (the “Kiavi Acquisition”), for general corporate purposes, and to pay fees and expenses related to the Notes offering. The completion of the offering of the Notes is not conditioned on the completion of the Kiavi Acquisition. If the Kiavi Acquisition is not completed, the net proceeds from the Notes offering will be used for general corporate purposes.

The Notes will be guaranteed, on a joint and several basis, by certain of Figure’s domestic wholly-owned subsidiaries.

The Notes will not be registered under the Securities Act, or any state securities laws. The Notes may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements under the Securities Act and applicable state securities laws. Accordingly, the Notes were offered only (A) to persons reasonably believed to be “qualified institutional buyers” under Rule 144A of the Securities Act or (B) outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Figure Technology Solutions, Inc.

Figure Technology Solutions, Inc. (Nasdaq: FIGR; OPEN: FGRS) is a blockchain-native capital marketplace that seamlessly connects origination, funding, and secondary market activity. More than 380 partners use its loan origination system and capital marketplace. Collectively, Figure and its partners have originated approximately $29 billion of home equity to date, among other products, making Figure’s ecosystem the largest non-bank provider of HELOCs. The fastest growing components are Figure Connect, its consumer credit marketplace, and Democratized Prime, Figure’s on-chain decentralized lending marketplace. Figure's ecosystem also includes DART (Digital Asset Registry Technology) for asset custody and lien perfection, and $YLDS, an SEC-registered yield-bearing stablecoin that is issued by a tokenized face-amount certificate company, which is a type of registered investment company.

Figure is the market leader in real-world asset tokenization. The company has received AAA ratings from S&P and Moody’s on multiple loan securitizations, the first of its kind for blockchain finance.

Forward-Looking Statements

This press release contains forward looking statements, including statements related to the Notes offering described above. These statements are not historical facts but rather are based on Figure’s current expectations and projections regarding its business, operations and other factors relating thereto. Words such as “may,” “will,” “would,” “should,” “predict,” “expects” and similar expressions are used to identify these forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause Figure’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Important factors that could cause such differences include, but are not limited to: risks related to Figure’s business, financial condition, results of operations and liquidity; Figure’s ability to maintain, expand and enter into relationships with partners, customers, loan purchasers, financing sources and other market participants; Figure’s ability to develop, commercialize and achieve market acceptance of new products and services; the development, adoption and regulation of blockchain technology, digital assets and related markets; ability to maintain required licenses and regulatory approvals and comply with applicable laws and regulations; Figure’s access to funding, warehouse facilities, securitization markets and other financing sources; and risks related to the pending Kiavi Acquisition, including the timing and completion of the Kiavi Acquisition, satisfaction of closing conditions, receipt of required governmental and regulatory approvals, availability of financing, potential termination of the merger agreement, integration of Kiavi and realization of anticipated benefits, synergies and projected metrics. The foregoing factors, along with other risks and uncertainties that could cause actual results to differ materially from those expressed or implied in forward-looking statements, are described in greater detail under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Figure’s Annual Report on Form 10-K for the most recently ended fiscal year, which may be updated in Item 1A of, or elsewhere in, Figure’s Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K filed with the SEC, available free of charge on the SEC’s website at: www.sec.gov. Figure’s forward-looking statements speak only as of the date made, and it undertakes no obligation, other than as required by applicable law, to update or revise any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances or otherwise.

Contact

press@figure.com
investors@figure.com


FAQ

What are the key terms of Figure (Nasdaq: FIGR) $600 million senior notes due 2031?

Figure is issuing $600 million of 8.500% senior notes due 2031 at 100% of principal. According to Figure, the notes are being privately offered to qualified institutional buyers and certain non-U.S. investors under Securities Act exemptions, and will be guaranteed by specified domestic subsidiaries.

How much net capital will Figure (FIGR) receive from the 8.500% senior notes offering?

Figure expects approximately $587.5 million in net proceeds from the $600 million senior notes sale. According to Figure, this reflects deductions for initial purchasers’ discounts, commissions, and estimated offering expenses, leaving substantial cash to support strategic initiatives and general corporate purposes.

How will Figure use the proceeds from its $600 million senior notes offering?

Figure plans to use the net proceeds primarily to fund cash consideration for acquiring Kiavi and for general corporate purposes. According to Figure, a portion will also cover fees and expenses related to the notes offering, supporting its broader growth and financing strategy.

Is Figure’s Kiavi acquisition contingent on the completion of the 8.500% senior notes offering?

The notes offering is not conditioned on completing the Kiavi acquisition. According to Figure, if the Kiavi acquisition does not close, the company intends to use the net proceeds from the senior notes for general corporate purposes instead of acquisition-related cash consideration.

Who can buy Figure (FIGR) 8.500% senior notes due 2031 in this private offering?

The notes are being offered only to qualified institutional buyers in the United States and certain non-U.S. persons abroad. According to Figure, the sale relies on Rule 144A and Regulation S exemptions, and the notes are not registered under the Securities Act or state laws.

When is the closing date for Figure’s $600 million senior notes offering?

Closing of the senior notes issuance is expected on July 14, 2026, subject to customary conditions. According to Figure, settlement on this date would deliver the anticipated net proceeds that will support the planned Kiavi acquisition and broader corporate and financing objectives.

Are Figure’s new 8.500% senior notes registered under the Securities Act of 1933?

The new senior notes will not be registered under the Securities Act or any state securities laws. According to Figure, the securities cannot be offered or sold in the United States without an effective registration statement or a valid exemption from applicable registration requirements.