LGHL Announces Acquisition of Bitcoin Following the Subsequent Closing under $600 Million Facility

Rhea-AI Summary

Lion Group Holding (NASDAQ: LGHL) announced on December 11, 2025 the acquisition of 88.49 Bitcoin (BTC) for $8.0 million, completed following the subsequent closing under a $600 million convertible note facility.

LGHL said the purchase is part of a strategy to diversify and strengthen its digital-asset treasury and to position Bitcoin as a core reserve asset. As of the same date, LGHL reported treasury holdings of 88.49 BTC, 194,727 Hyperliquid (HYPE) tokens and 10,820 Solana (SOL) tokens. The company said it will provide periodic updates as it manages its treasury reserve.

Key Figures

Bitcoin purchase value $8 million Used to acquire 88.49 BTC for treasury under note facility

Bitcoin acquired 88.49 BTC Added to LGHL digital assets treasury as of Dec 11, 2025

Hyperliquid holdings 194,727 HYPE tokens Current treasury balance disclosed in this release

Solana holdings 10,820 SOL tokens Current treasury balance disclosed in this release

Convertible note facility $600 million Maximum senior secured convertible notes under Securities Purchase Agreement

Registered Class A shares 14,580,732,500 shares Covered by amended F-3 resale registration

Registered ADSs 5,832,293 ADSs Resale by selling securityholder; 1 ADS = 2,500 Class A shares

Private placement gross proceeds $9,984,000 Raised in prior convertible note-related financing on Dec 4, 2025

Market Reality Check

$4.26 Last Close

Volume Volume 945,312 is 34% above the 20-day average of 706,077 shares. normal

Technical Price $4.49 is trading below the 200-day MA at $32.46, indicating a weak longer-term trend.

Peers on Argus 1 Up 2 Down

Peers show mixed moves: MIGI up about 26.87%, while NCPL and ARBK are down around 6.92% and 7.58%, suggesting company-specific drivers rather than a uniform sector move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 04	Crypto financing	Positive	-16.0%	Convertible note facility to fund Bitcoin purchases for the corporate treasury.
Nov 19	ADS ratio change	Negative	-8.1%	One-for-thirteen reverse ADS split via ADS ratio change announcement.
Sep 11	Treasury reallocation	Positive	-13.5%	Completed exchange of SUI into HYPE tokens to reshape digital asset mix.
Sep 08	Treasury strategy	Positive	+11.1%	Plan to convert SOL and SUI into HYPE following new institutional custody.
Jul 23	Crypto acquisition	Positive	-8.5%	Additional SUI purchases lifting total crypto treasury investment to $9.6M.

Pattern Detected

Recent news around capital structure and digital-asset treasury shifts often coincided with negative price reactions, with only one of the last five events seeing a positive 24-hour move.

Recent Company History

Over the last six months, LGHL has focused on restructuring its ADS ratio, expanding and reallocating its digital asset treasury, and securing financing facilities. Crypto-related treasury actions, such as SUI and HYPE accumulation or reallocation, and the more recent Bitcoin-focused financing, repeatedly drew notable price moves, often negative in the first 24 hours. The current BTC acquisition funded from the convertible note facility continues this pattern of using structured financing to build a diversified digital asset reserve alongside HYPE and SOL.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-11-12

$600 million registered capacity

An amended Form F-3/A filed on 2025-11-12 registers up to 14,580,732,500 Class A shares (in 5,832,293 ADSs) for resale upon conversion of senior secured convertible debentures due in 2028. LGHL will not receive proceeds from selling securityholders, but under a Securities Purchase Agreement it may sell up to $600 million of senior secured convertible notes to the buyer, indicating significant potential issuance capacity.

Market Pulse Summary

This announcement expands LGHL’s digital asset treasury, adding 88.49 BTC for $8 million funded via its convertible note facility, alongside holdings of 194,727 HYPE and 10,820 SOL. It follows earlier steps to use structured financing and token reallocations to reshape its balance sheet. Investors may track how this Bitcoin-focused strategy interacts with the existing F-3/A resale registration and the $600 million senior secured convertible note capacity when assessing future dilution and treasury risk.

Key Terms

convertible note facility financial

"following the closing of its previously announced subsequent transaction under a convertible note facility"

A convertible note facility is a financing arrangement where a company borrows money from investors with the agreement that the loan can later be converted into shares or ownership in the company. This setup allows investors to potentially benefit from the company's future growth, making it an appealing way to invest early in a business while giving the company flexible funding.

digital assets treasury financial

"as part of its ongoing strategy to diversify and strengthen its digital assets treasury"

A digital assets treasury is the pool of cryptocurrencies, stablecoins and other blockchain-based tokens that a company holds and manages as part of its cash and reserves—think of it as replacing part of a traditional cash safe with digital money. Investors care because these holdings can boost returns or provide liquidity and new financing options, but they also introduce price swings, custody challenges and regulatory risk that can quickly change a company’s financial picture.

AI-generated analysis. Not financial advice.

SINGAPORE, Dec. 11, 2025 /PRNewswire/ -- Lion Group Holding Ltd. (NASDAQ: LGHL) ("LGHL" or the "Company"), a leading operator of an all-in-one trading platform, today announced the acquisition of 88.49 units of Bitcoin (BTC) in $8 million, following the closing of its previously announced subsequent transaction under a convertible note facility, as part of its ongoing strategy to diversify and strengthen its digital assets treasury. This move underscores LGHL's commitment to positioning Bitcoin as a core reserve asset within its portfolio, capitalizing on its status as the premier digital currency and store of value in the evolving global financial landscape.

As of December 11, 2025, LGHL's treasury holdings include:

• Bitcoin (BTC): 88.49 tokens
• Hyperliquid (HYPE): 194,727 tokens
• Solana (SOL): 10,820 tokens

"Bitcoin stands as the undisputed cornerstone of the digital asset ecosystem, offering unmatched security, scarcity, and global adoption that continue to drive its long-term value proposition," said Wilson Wang, CEO of LGHL. "With this strategic acquisition of 88.49 BTC, we are not only fortifying our treasury against macroeconomic uncertainties but also aligning our platform's innovation with the foundational asset that powers the future of finance. We remain bullish on BTC's trajectory and see it as an essential pillar for sustainable growth in our trading operations."

LGHL remains committed to exploring strategic opportunities within the digital asset space and will provide periodic updates as it continues to grow and manage its treasury reserve.

About Lion Group Holding Limited:

Lion Group Holding Ltd. (Nasdaq: LGHL) operates an all-in-one, state-of-the-art trading platform that offers a wide spectrum of products and services, including (i) total return swap (TRS) trading, (ii) contract-for-difference (CFD) trading, and (iii) Over-the-counter (OTC) stock options trading. Additional information may be found at http://ir.liongrouphl.com.

Forward-Looking Statements:

This press release contains, "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Lion's actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "might" and "continues," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements about: Lion's goals and strategies; our ability to retain and increase the number of users, members and advertising customers, and expand its service offerings; Lion's future business development, financial condition and results of operations; expected changes in Lion's revenues, costs or expenditures; competition in the industry; relevant government policies and regulations relating to our industry; general economic and business conditions globally; proposed crypto asset management operations; and assumptions underlying or related to any of the foregoing. Lion cautions that the foregoing list of factors is not exclusive. Lion cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Lion does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, subject to applicable law. Additional information concerning these and other factors that may impact our expectations and projections can be found in Lion's periodic filings with the SEC, including Lion's Annual Report on Form 20-F for the fiscal year ended December 31, 2024. Lion's SEC filings are available publicly on the SEC's website at www.sec.gov.

Contacts
Lion Group Holding Ltd.
Tel: +65 8877 3871
Email: ir@liongrouphl.com

View original content:https://www.prnewswire.com/news-releases/lghl-announces-acquisition-of-bitcoin-following-the-subsequent-closing-under-600-million-facility-302638663.html

SOURCE Lion Group Holding Ltd.

FAQ

What did LGHL announce on December 11, 2025 regarding Bitcoin?

LGHL announced the purchase of 88.49 BTC for $8.0 million following a subsequent closing under a $600 million convertible note facility.

How much did LGHL spend to acquire 88.49 BTC (NASDAQ: LGHL)?

LGHL reported spending $8.0 million to acquire 88.49 BTC on December 11, 2025.

What are LGHL's reported treasury holdings as of December 11, 2025?

LGHL reported treasury holdings of 88.49 BTC, 194,727 HYPE tokens and 10,820 SOL tokens.

How was LGHL's Bitcoin acquisition funded on December 11, 2025?

The company said the acquisition followed a subsequent closing under a $600 million convertible note facility.

Does LGHL say why it bought Bitcoin on December 11, 2025?

LGHL said the purchase is part of a strategy to diversify and strengthen its digital-asset treasury and to position Bitcoin as a core reserve asset.

Will LGHL provide updates on its digital-asset treasury after the December 11, 2025 purchase?

Yes. LGHL said it will provide periodic updates as it continues to grow and manage its treasury reserve.