UPEXI raises $200 million in equity and convertible note offerings

Upexi Inc. (NASDAQ: UPXI) announced it has entered into securities purchase agreements for concurrent private placements totaling approximately $200 million in gross proceeds.

The company will sell 12,457,186 shares of common stock at $4.00 per share to accredited investors, qualified purchasers and institutional investors, generating approximately $50 million in gross proceeds before fees. Chief Executive Officer Allan Marshall will participate at a price of $4.94 per share. The equity offering is expected to close on or about July 14, 2025.

Concurrent with the equity offering, Upexi entered into agreements for convertible notes with an aggregate principal amount of approximately $150 million. The notes are collateralized by SOL tokens provided by holders and carry a 2.0% interest rate payable quarterly, with a fixed conversion price of $4.25 per share and 24-month maturity. Big Brain Holdings serves as lead investor in the note offering, which is expected to close on or about July 16, 2025.

The company stated it expects to have approximately 1.65 million SOL tokens upon closing of the note offering, more than doubling its previously disclosed balance of 735,692 SOL. Net proceeds from the equity offering will be used to acquire additional SOL tokens over the coming weeks, with a portion funding existing business operations and working capital.

A.G.P./Alliance Global Partners is acting as sole placement agent for both offerings. The securities are being sold in private placements not involving public offerings and have not been registered under the Securities Act of 1933.

Upexi specializes in developing, manufacturing and distributing consumer products and has diversified into cryptocurrency portfolio management as part of its treasury strategy.

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