Flora Growth Corp. (FLGC) Announces $401 Million Funding with a $22.88 Million Strategic Investment from Defi Development Corp. (DFDV) to Initiate Groundbreaking AI Zero Gravity ($0G) Coin Treasury Strategy

Rhea-AI Summary

Flora Growth (NASDAQ:FLGC) has announced a significant strategic transformation with a $401 million funding round, including a $22.88 million investment from Defi Development Corp. (DFDV). The company plans to rebrand as ZeroStack while maintaining its FLGC ticker symbol.

The private investment includes $366 million in digital assets and $35 million in cash commitments, with shares priced at $25.19. The funding will primarily be used to acquire $0G tokens, the native cryptocurrency of the 0G ecosystem - an AI-first blockchain platform. Notable investors include Hexstone Capital, Carlsberg SE Asia, Dao5, and others.

As part of the transformation, the company will appoint Michael Heinrich as Executive Chairman and Daniel Reis-Faria as CEO. The transaction is expected to close around September 26, 2025.

Positive

• Secured substantial funding of $401 million, including $366 million in digital assets and $35 million in cash
• Strategic partnership with DFDV and other prominent investors
• Access to 0G's advanced AI technology with 357x improvement over Google's DiLoCo research
• Leadership enhancement with appointment of experienced blockchain and AI executives

Negative

• Significant shift in business strategy from current operations to crypto/AI focus may pose execution risks
• Heavy reliance on cryptocurrency assets ($0G tokens) in treasury strategy increases volatility exposure
• Substantial dilution to existing shareholders through PIPE transaction

$0G, the native cryptocurrency of the distributed AI infrastructure project 0G, will serve as the company's primary reserve asset

• Partners include DeFi Dev Corp., the first digital asset treasury company to accumulate and compound Solana
• Flora to rebrand as ZeroStack and appoint 0G's Co-Founder, Michael Heinrich, to the role of Executive Chairman and Daniel Reis-Faria as CEO
• $0G is the first-to-market AI-based Digital Asset Treasury

Fort Lauderdale, Florida--(Newsfile Corp. - September 19, 2025) - Flora Growth Corp. (NASDAQ: FLGC) ("Flora" or the "Company") today announced the pricing of a private investment in public equity offering, positioning the Company to implement a 0G treasury strategy. 0G is the largest AI-first blockchain that is infinitely scalable and designed to power the future of distributed AI. Upon close of the transaction, the company expects to rebrand as ZeroStack and retain the "FLGC" ticker symbol.

The offering is led by DeFi Dev Corp., the first DAT designed to accumulate and compound Solana (SOL), Hexstone Capital, and Carlsberg SE Asia PTE Ltd (CSAPL) as well as participation by many others such as Dao5, Abstract ventures, Dispersion Capital, Blockchain Builders Fund, and Salt.

With over $366 million secured in in-kind digital assets and $35 million in cash and equivalent commitments, the Company has entered into a private placement transaction ("PIPE transaction") for the purchase and sale of the Company's common shares (including pre-funded warrants) at a purchase price of $25.19 per share and a value of $3.00 per each $0G token contributed in-kind and certain in-kind loans. Certain cash investors and investors who choose to fund their purchases with $0G tokens will receive pre-funded warrants exercisable once the company receives shareholder approval.

"We're thrilled to partner with FLGC on this fundraise and look forward to driving a deep collaboration between 0g and Solana. DFDV is excited to support AI adoption across Solana," said Joseph Onorati, CEO of Defi Development Corp. In addition, the Company will be holding a small portion of its treasury holdings in SOL tokens as part of the collaboration.

Following the closing of the PIPE Transaction, which is expected to occur on or around September 26, 2025, subject to customary closing conditions, the Company intends to use the proceeds of the PIPE Transaction to acquire additional $0G, the native cryptocurrency of the 0G ecosystem.

0G has achieved what many considered impossible in decentralized AI, successfully training a 107 billion parameter model using distributed clusters over low-throughput internet connections. This represents a 357x improvement over existing research from Google (DiLoCo) and demonstrates that large-scale AI models can be trained effectively without centralized infrastructure and that distributed networks can handle the computational complexity previously thought to require massive, centralized data centers. 0G is the first-ever Web3 AI company to vertically integrate its own proprietary storage network, compute network, and training marketplace to fully decentralize AI workloads. This infrastructure is bundled into an all-in-one operating system, offering highly performant AI tools for seamless integration by Web2 and Web3 builders.

"AI isn't just transforming what companies do, it's transforming how they must build infrastructure. This treasury strategy offers institutional investors equity-based exposure to the foundational infrastructure enabling transparent, verifiable, large-scale, cost-efficient, and privacy-first AI development," said Daniel Reis-Faria, incoming Flora Growth CEO.

About the Company

Flora, which will be rebranded as ZeroStack, is the first and largest decentralized AI treasury company that is investing in the future of AI infrastructure through strategic ownership in 0G, an AI infrastructure company that has created an open and decentralized AI network fueled by the $0G token. The Company is a global pharmaceutical distributor through its wholly owned subsidiary Phatebo GmbH.

Investor Relations:

Investor Relations ir@floragrowth.com
Clifford Starke Clifford.Starke@floragrowth.com

Media:

media@floragrowth.com

Forward-Looking Statements

This release contains statements that may be considered forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this release are forward-looking statements. These forward-looking statements can be identified by words or phrases such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," or other similar expressions, although not all forward-looking statements contain these identifying words. These forward-looking statements include, but are not limited to, express or implied statements regarding: the Company's business plans; expectations for $0G and the Company's treasury strategy; the Company's rebrand to ZeroStack; the satisfaction of customary closing conditions related to the offering and to complete the offering; the Company's ability to obtain subsequent shareholder approval; and expectations for future capital markets transactions. Forward-looking statements are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, anticipated events and trends, the economy and other future conditions. Actual results may differ materially from those indicated in the forward-looking statements because the realization of those results is subject to many uncertainties, including economic conditions, fluctuations in the market price of $0G, the impact on our business of the regulatory environment and other risks and uncertainties described in the "Risk Factors" section of Part I, Item 1A of the Company's most recent Annual Report on Form 10-K and subsequent filings with the Securities and Exchange Commission. Forward-looking statements contained in this press release are made as of the date of this press release, and we undertake no duty to update such information except as required under applicable law.

This release does not constitute an offer to sell or a solicitation of an offer to buy any securities. The private placement described herein is being made pursuant to an exemption from registration under Regulation D of the Securities Act of 1933, as amended, and is available only to accredited investors as defined under Rule 501(a) of Regulation D.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/267268

FAQ

What is the total value of Flora Growth's (FLGC) new funding announcement?

Flora Growth announced a $401 million funding round, consisting of $366 million in digital assets and $35 million in cash commitments.

What is Flora Growth's new name after the rebranding?

Flora Growth will rebrand as ZeroStack while maintaining its NASDAQ ticker symbol 'FLGC'.

Who are the new executives joining Flora Growth (FLGC)?

Michael Heinrich, 0G's Co-Founder, will become Executive Chairman, and Daniel Reis-Faria will serve as CEO.

What is the share price for Flora Growth's PIPE transaction?

The PIPE transaction is priced at $25.19 per share, with a value of $3.00 per each $0G token contributed in-kind.

When is Flora Growth's (FLGC) transaction expected to close?

The transaction is expected to close on or around September 26, 2025, subject to customary closing conditions.

What is the purpose of Flora Growth's new treasury strategy?

The treasury strategy aims to acquire $0G tokens as the company's primary reserve asset, providing institutional investors equity-based exposure to AI infrastructure development.