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Figure Technology Solutions Announces Private Offering of Senior Notes

(Moderate)
(Neutral)
Tags
private placement offering

Figure Technology Solutions (Nasdaq: FIGR) plans a private offering of $600 million senior notes, subject to market and other conditions. The notes will be guaranteed by certain domestic subsidiaries.

Net proceeds are expected to fund the planned Kiavi acquisition, general corporate purposes, and offering-related fees, or general purposes if the acquisition does not close.

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Positive

  • Plans private offering of $600 million senior notes to raise capital
  • Intends to use proceeds to fund Kiavi acquisition and corporate needs
  • Senior notes to be guaranteed by certain domestic wholly owned subsidiaries

Negative

  • Planned $600 million senior notes would increase debt obligations if completed
  • Completion of notes offering is subject to market and other conditions
  • If Kiavi acquisition is not completed, acquisition-related strategic use of proceeds may not occur
  • Notes are unregistered and sold only to qualified institutional buyers or under Regulation S

News Market Reaction – FIGR

+1.47%
27 alerts
+1.47% News Effect
+$101M Valuation Impact
$6.98B Market Cap
0.4x Rel. Volume

On the day this news was published, FIGR gained 1.47%, reflecting a mild positive market reaction. Our momentum scanner triggered 27 alerts that day, indicating elevated trading interest and price volatility. This price movement added approximately $101M to the company's valuation, bringing the market cap to $6.98B at that time.

Data tracked by StockTitan Argus on the day of publication.

Market Context

Figure’s plan to issue $600 million of senior notes to help fund the Kiavi acquisition adds a new de...
Analysis

Figure’s plan to issue $600 million of senior notes to help fund the Kiavi acquisition adds a new debt layer; prior Kiavi news drew a modestly negative reaction, while current short interest looks low but recent insider activity shows net selling.

Key Figures

Senior notes offering: $600 million
1 metrics
Senior notes offering $600 million Aggregate principal amount of private senior notes

Historical Context

5 past events · Latest: Jun 29 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Jun 29 custody partnership Positive +0.8% BitGo unit added qualified custody for Figure-issued YLDS security.
Jun 10 acquisition agreement Positive -0.7% Figure agreed to acquire Kiavi tech and platform in $717M deal.
Jun 04 funding agreement Positive +1.1% Cross River Bank committed up to $250M for crypto-backed loan assets.
Jun 02 operating metrics Positive -3.5% Figure reported strong May 2026 marketplace volumes and platform growth metrics.
May 29 ecosystem milestone Neutral +1.8% Raydium volume milestone highlighted Figure-led PRIME consortium home equity activity.

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

Pattern Detected

Recent Figure headlines have produced a mix of aligned and contrary price moves, with slightly more aligned reactions than divergences following positive operational and partnership updates.

Key Terms

senior notes, rule 144a, regulation s
3 terms
senior notes financial
"it intends to offer ... $600 million aggregate principal amount of senior notes"
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
"persons reasonably believed to be “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 under the Securities Act"
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 06, 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 that it intends to offer, subject to market and other conditions, $600 million aggregate principal amount of senior notes (the “Notes”) in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).

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. Consummation of the offering of the Notes is subject to market and other conditions, and there can be no assurance that Figure will be able to successfully complete this transaction on the terms described above, or at all.

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 will be 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 over $25 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 did Figure Technology Solutions (FIGR) announce about its new senior notes offering?

Figure Technology Solutions announced it intends to offer $600 million of senior notes in a private transaction. According to Figure, the offering is exempt from Securities Act registration and its completion is subject to market and other conditions, with no assurance it will close.

How will Figure (FIGR) use the $600 million senior notes proceeds from the private offering?

Figure expects to use net proceeds to fund cash consideration for the planned Kiavi acquisition and for general corporate purposes. According to Figure, proceeds will also cover fees and expenses, and may be used solely for general purposes if the Kiavi deal does not close.

Is the Figure (FIGR) $600 million senior notes offering contingent on completing the Kiavi acquisition?

The senior notes offering is not contingent on completing the Kiavi acquisition. According to Figure, if the acquisition is not completed, all net proceeds from the notes are expected to be used for general corporate purposes instead of acquisition funding.

Who can buy the new Figure (FIGR) senior notes in the July 2026 offering?

The senior notes will be offered only to specific investor groups under U.S. securities rules. According to Figure, sales target qualified institutional buyers under Rule 144A and certain non-U.S. persons outside the United States under Regulation S of the Securities Act.

Will Figure Technology Solutions (FIGR) register the $600 million senior notes with the SEC?

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

Are the new Figure (FIGR) senior notes guaranteed by any subsidiaries?

Yes, the senior notes will be guaranteed on a joint and several basis by certain domestic subsidiaries. According to Figure, these guarantors are its domestic wholly owned subsidiaries, which are expected to provide additional credit support for the planned private notes offering.