DeFi Development Corp. Announces $24 Million Private Placement to Accelerate Solana Accumulation Strategy

Rhea-AI Summary

DeFi Development Corp (NASDAQ: JNVR) has secured a $24 million private placement investment from notable investors including Galaxy Digital, Amber International, Arrington Capital, and others. The company is selling approximately 310,000 shares of common stock and pre-funded warrants for 215,000 shares at $46.00 per share.

The proceeds will primarily fund the company's Solana (SOL) accumulation strategy. Currently, DeFi Dev Corp holds 317,273 SOL, valued at approximately $46.2 million, which it actively stakes for ecosystem alignment and capital efficiency. The company maintains a long-term holding strategy for its Solana reserves.

Positive

• Secured $24 million in funding from prominent crypto investors
• Current holdings of 317,273 SOL valued at $46.2 million
• Active staking of SOL provides additional revenue through rewards
• Strong investor backing from major players like Galaxy Digital and Amber International

Negative

• Share dilution through issuance of 310,000 new shares and 215,000 warrant shares
• Concentrated investment risk with focus solely on Solana accumulation
• Subject to high volatility of SOL price movements

Insights

Cryptocurrency Strategist

DeFi Development Corp secures $24M from major crypto investors to expand its Solana holdings, strengthening its position as a public market SOL vehicle.

DeFi Development Corp's $24 million private placement represents a significant expansion of their Solana-focused treasury strategy. The company currently holds 317,273 SOL valued at approximately $46.2 million, with this fresh capital enabling substantial acceleration of their accumulation plans. The financing structure - selling shares and pre-funded warrants at $46.00 each - aligns precisely with their existing SOL valuation, indicating investors are primarily valuing JNVR based on its underlying crypto assets.

What's particularly notable is JNVR's explicit positioning as a "crypto-native treasury vehicle" focused on "SOL-per-share growth." This establishes their primary value proposition as providing regulated public market exposure to Solana, similar to how certain public companies function as Bitcoin proxies. Their commitment to not just holding but actively staking their SOL demonstrates a sophisticated approach that generates yield while supporting network security.

The investor lineup is especially significant - Galaxy Digital, Amber International, Arrington Capital, and others represent established crypto-native investment firms that could directly purchase SOL themselves but see value in JNVR's public market structure. This suggests institutional recognition of market demand for compliant Solana exposure mechanisms through traditional securities channels.

Corporate Finance Analyst

The $24 million PIPE financing structure merits careful analysis. DeFi Development Corp is issuing approximately 310,000 common shares and 215,000 pre-funded warrants, all priced at $46.00. This transaction required stockholder approval specifically for the warrant-related shares, suggesting potential dilution considerations.

What's particularly revealing is the pricing alignment with their current Solana holdings - $46.2 million worth of SOL across 317,273 tokens. This $46.00 per share valuation indicates investors are primarily viewing this as a SOL treasury play rather than applying premiums for operational capabilities. The company's own messaging reinforces this, emphasizing "SOL-per-share growth" as their key metric.

The registration rights agreement is a standard PIPE component, ensuring these investors can sell their shares once registered with the SEC. This liquidity provision is likely important to investors making substantial commitments in this space.

With proceeds designated for "general corporate purposes, including continued accumulation of Solana," JNVR is effectively doubling down on its concentrated SOL strategy. This positions the company more as a financial vehicle for Solana exposure than a diversified operation. For investors seeking regulated SOL exposure without direct crypto custody, this model provides a distinctive market option, though with the trade-off of a highly concentrated investment approach.

BOCA RATON, May 01, 2025 (GLOBE NEWSWIRE) -- DeFi Development Corp. (Nasdaq: JNVR) (“DeFi Dev Corp” or the “Company”) today announces that it has entered into a securities purchase agreement for a private investment in public equity (“PIPE”) financing that is expected to result in gross proceeds of approximately $24 million to the Company, before placement agent fees and offering expenses. Investors include Galaxy Digital, Amber International Holding Limited (Nasdaq: AMBR), Arrington Capital, Republic Digital, Borderless Capital, RK Capital, and Great Point Capital.

Pursuant to the terms of the securities purchase agreement, the Company is selling an aggregate of approximately 310,000 shares of its common stock and pre-funded warrants to purchase an aggregate of approximately 215,000 shares of its common stock, in each case at a purchase price of $46.00 per share. Net proceeds are expected to be used for general corporate purposes, including to be deployed toward continued accumulation of Solana (SOL).

The controlling stockholders of the Company have executed a written consent approving the issuance of the shares subject to the pre-funded warrants, which is sufficient to authorize this action pursuant to the listing rules of Nasdaq. The Company will issue an information statement describing the corporate action in more detail, which will be furnished to stockholders for information purposes only, pursuant to Section 14(c) of the Securities Exchange Act of 1934, as amended. The closing of the PIPE is subject to other customary closing conditions.

“This raise is a milestone in our mission to build the most transparent, crypto-native treasury vehicle in public markets,” said Joseph Onorati, Chief Executive Officer of the Company. Mr. Onorati further added that “it enables us to scale our SOL position with speed - while continuing to deliver SOL-per-share growth to our investors.”

As of the date of this announcement, DeFi Dev Corp holds approximately 317,273 SOL, valued at approximately $46.2 million, including staking rewards. The Company has committed to long-term holding of its Solana reserves and actively stakes its SOL, reinforcing both ecosystem alignment and long-term capital efficiency.

The securities described above are being offered in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, the securities may not be resold absent registration under the Act or an applicable exemption from such registration requirements. Concurrently with the execution of the securities purchase agreement, the Company and the investors entered into a registration rights agreement pursuant to which the Company has agreed to file a registration statement with the Securities and Exchange Commission (the “SEC”) registering the resale of the shares of common stock.

This press release does 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 DeFi Development Corp.

DeFi Development Corp. (Nasdaq: JNVR) has adopted a treasury policy under which the principal holding in its treasury reserve on the balance sheet will be allocated to Solana (SOL). In adopting its new treasury policy, the Company intends to provide investors a way to access the Solana ecosystem. The Company’s treasury policy is expected to provide investors economic exposure to SOL investment.

We are an AI-powered online platform that connects the commercial real estate industry by providing data and software subscriptions as well as value-add services to multifamily and commercial property professionals as we connect the increasingly complex ecosystem that stakeholders have to manage.

We currently serve more than one million web users annually, including multifamily and commercial property owners and developers applying for billions of dollars of debt financing per year, professional service providers, and thousands of multifamily and commercial property lenders including more than 10% of the banks in America, credit unions, real estate investment trusts (“REITs”), debt funds, Fannie Mae® and Freddie Mac® multifamily lenders, FHA multifamily lenders, commercial mortgage-backed securities (“CMBS”) lenders, Small Business Administration (“SBA”) lenders, and more. Our data and software offerings are generally offered on a subscription basis as software as a service (“SaaS”).

Forward-Looking Statements

This release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: "anticipate," "intend," "plan," "believe," "project," "estimate," "expect," strategy," "future," "likely," "may,", "should," "will" and similar references to future periods. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (i) fluctuations in the market price of SOL and any associated impairment charges that the Company may incur as a result of a decrease in the market price of SOL below the value at which the Company’s SOL are carried on its balance sheet; (ii) the effect of and uncertainties related the ongoing volatility in interest rates; (iii) our ability to achieve and maintain profitability in the future; (iv) the impact on our business of the regulatory environment and complexities with compliance related to such environment including changes in securities laws or other laws or regulations; (v) changes in the accounting treatment relating to the Company’s SOL holdings; (vi) our ability to respond to general economic conditions; (vii) our ability to manage our growth effectively and our expectations regarding the development and expansion of our business; (viii) our ability to access sources of capital, including debt financing and other sources of capital to finance operations and growth and (ix) other risks and uncertainties more fully in the section captioned "Risk Factors" in the Company's most recent Annual Report on Form 10-K and other reports we file with the SEC. As a result of these matters, changes in facts, assumptions not being realized or other circumstances, the Company's actual results may differ materially from the expected results discussed in the forward-looking statements contained in this press release. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

Investor Contact:
ir@defidevcorp.com

Media Contact:
Prosek Partners
pro-ddc@prosek.com

FAQ

What is the size and price of JNVR's private placement offering?

DeFi Development Corp's private placement is $24 million, selling 310,000 common shares and warrants for 215,000 shares at $46.00 per share.

How many Solana (SOL) tokens does DeFi Development Corp hold?

DeFi Development Corp currently holds 317,273 SOL tokens, valued at approximately $46.2 million, including staking rewards.

Who are the major investors in JNVR's private placement?

Major investors include Galaxy Digital, Amber International Holding Limited, Arrington Capital, Republic Digital, Borderless Capital, RK Capital, and Great Point Capital.

What will JNVR use the private placement proceeds for?

The net proceeds will be used for general corporate purposes, primarily focused on continuing their Solana (SOL) accumulation strategy.

What is JNVR's strategy for their Solana holdings?

The company is committed to long-term holding of Solana reserves and actively stakes its SOL for ecosystem alignment and capital efficiency.