Highlights:

  • Upexi completes registered direct offering, raising USD 7.4 million with a single institutional investor.
  • Offering includes 6.34 million common shares and warrants priced at USD 1.17 per unit.
  • Proceeds will support working capital, corporate purposes, and the company's SOL investment strategy.

 

Upexi, Inc. (NASDAQ:UPXI), a digital asset treasury company focused on Solana (SOL) and owner of consumer brands, has announced the pricing of a registered direct offering totaling USD 7.4 million. The offering is made to a single institutional investor and consists of 6,337,000 common shares and warrants to purchase the same number of shares. Each unit, comprising one share and one warrant, is priced at USD 1.17.

The accompanying warrants are exercisable immediately at USD 1.50 per share and have a five-year term, with a forced conversion set at USD 5.00. The closing of the transaction is expected on or around February 9, 2026, subject to customary closing conditions.

Amendment to Existing Warrants
In addition to the new offering, Upexi has agreed to amend previously issued warrants from December 2025. These warrants, totaling 3,289,474 shares, will have a reduced exercise price of USD 2.83 per share from USD 4.00. The redemption price trigger is also lowered from USD 8.50 to USD 7.00 per share, effective upon the closing of the new offering.

Use of Proceeds
The company plans to use the net proceeds from the offering for general corporate purposes, working capital, and its internally managed strategy focused on maximizing returns from Solana holdings. Upexi currently holds over two million SOL tokens and aims to manage its digital asset treasury through disciplined capital issuance, staking, and discounted token purchases.

Placement Agent
A.G.P./Alliance Global Partners is serving as the sole placement agent for this registered direct offering. The offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-292366), declared effective by the SEC on January 8, 2026.

Stock Performance
UPXI shares are trading at USD 1.09 following the announcement of the offering.

Upexi’s registered direct offering raises USD 7.4 million through the sale of shares and warrants, while amending prior warrants to reduce exercise and redemption thresholds. The proceeds will support working capital, general corporate activities, and the company’s Solana-focused strategy.

FAQs
Q1. What does the offering include?
The offering consists of 6,337,000 common shares and warrants for the same number of shares at USD 1.17 per unit.

Q2. What are the amended warrants terms?
Previously issued warrants for 3,289,474 shares now have a USD 2.83 exercise price and USD 7.00 redemption trigger.

Q3. How will Upexi use the proceeds?
Proceeds will be used for working capital, corporate purposes, and its internally managed SOL investment strategy.