Janover raises $43M to enhance digital asset treasury strategy

Janover (JNVR) had raised approximately $42M in an offering of convertible notes and warrants from Pantera Capital, Kraken, Arrington Capital, Protagonist, The Norstar Group, Third Party Ventures, Trammell Venture Partners, and 11 angel investors. The notes were sold in a private offering under Section 4(a)(2) under the Securities Act of 1933, as amended and Regulation D promulgated thereunder. The aggregate principal amount of the convertible notes sold in the offering was approximately $42M, which are convertible into the Company’s common stock, par value $0.00001 per share. The convertible notes accrue interest at a rate of 2.5% per year, paid in cash quarterly in arrears, and mature on April 6, 2030. The convertible notes are convertible at any time prior to the maturity date, conditioned on the requirement that the Company’s market capitalization equaled or exceeded $100M on the day prior to the conversion date. The conversion price will be set on the date that the Company’s market capitalization first equals or exceeds $100M to equal the last reported sale price of the Common Stock on The Nasdaq Stock Market, subject to a minimum conversion price of $4.81. For each $1,000 in principal amount of convertible notes purchased, warrants were issued to purchase approximately 8.333 shares of Common Stock at an exercise price of $120 per share and approximately 6.666 shares of Common Stock at an exercise price of $150 per share. The conversion price and exercise price, respectively, are subject to customary anti-dilution and dividend protections. The proceeds from the offering are expected to accelerate efforts by the Company to acquire digital assets, starting with the Solana ecosystem through the US public markets.