The unsecured notes will be offered to qualified institutional buyers under Rule 144A of the Securities Act, with buyers granted an option to purchase an additional $25 million within 13 days of the initial issuance.
Prior to January 2030, conversion into company stock or cash will only be allowed under certain conditions. After that, holders can convert the notes at any time before maturity, with the settlement method determined during pricing.
The fundraising follows a June regulatory setback for the firm, which forced it to withdraw a planned $1 billion registration filing after the Securities and Exchange Commission (SEC) deemed it ineligible for the streamlined S-3 form due to a missing internal controls report in its annual filing.
The company’s latest capital raise comes shortly after its stock fell 16% on June 24, indicating an effort to bolster its balance sheet and reassure investors as interest in Solana-based investment products grows.
As the SEC considers multiple crypto ETF proposals, DeFi Development Corp’s move positions it to benefit from any increase in institutional demand for Solana. The offering remains subject to final pricing and market conditions, and the company has not disclosed when the transaction will close.
