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DeFi Development Corp. (Nasdaq: DFDV) filed an 8-K disclosing the completion of a private placement of $112.5 million aggregate principal amount of 5.50% Convertible Senior Notes due 2030. The notes were sold at par to qualified institutional buyers under Rule 144A; the initial purchasers hold an additional $25 million option. Net proceeds were approximately $108.1 million after underwriting discounts and expenses.

Use of proceeds: roughly $75.6 million funded a privately negotiated prepaid forward stock purchase for about 3.6 million DFDV shares, effectively executing an accelerated buy-back. Remaining funds are earmarked for general corporate purposes, including the planned acquisition of Solana.

Key note terms:

• Interest: 5.50% payable semi-annually on 1 Jan and 1 Jul, beginning 1 Jan 2026.
• Maturity: 1 Jul 2030.
• Conversion: prior to 1 Jan 2030 only upon specified events; after that date, at any time until two trading days before maturity.
• Initial conversion rate: 43.2694 shares per $1,000 (鈮� $23.11/share); maximum conversion rate with adjustments is 47.5963 shares, implying potential issuance of up to 5,354,584 shares.
• Redemption: not callable before 5 Jul 2026; thereafter redeemable at par plus accrued interest if the stock trades 鈮�150% of the conversion price for 20 out of 30 consecutive trading days.
• Fundamental change put: holders may require 100% repurchase plus accrued interest.

The accompanying Indenture with U.S. Bank Trust Company establishes standard covenants and default provisions. The prepaid forward transaction is separate from the notes, transferring any future dividends on the repurchased shares back to the company.

Investor takeaways: The financing injects over $100 million of capital at a fixed 5.5% cost, offsets near-term dilution through the share buy-back, but introduces leverage and potential future equity issuance if the notes convert.

Venture Global, Inc. (NYSE: VG) filed an 8-K disclosing that its wholly owned subsidiary, Venture Global Plaquemines LNG, LLC (VGPL), completed a $4.0 billion private placement of senior secured notes on July 3, 2025.

• Tranche 1: $2.0 billion 6.50% notes due 2034.
• Tranche 2: $2.0 billion 6.75% notes due 2036.

The notes were sold to qualified institutional buyers under Rule 144A and to non-U.S. investors under Reg S. Interest is payable semi-annually starting January 15, 2026. Both series are senior secured obligations of VGPL, ranking pari-passu with the subsidiary鈥檚 existing credit facilities and its April 2025 notes, and guaranteed by Venture Global Gator Express, LLC. The collateral package is shared equally across all secured debt.

The indenture imposes customary restrictive covenants on additional indebtedness, restricted payments, liens, affiliate transactions, and asset sales, with defined carve-outs and exceptions. The company retains optional redemption rights: (i) make-whole call any time prior to six months before maturity, and (ii) par call thereafter.

The filing also triggers Item 2.03 (creation of a direct financial obligation) and includes a press release (Exhibit 99.1) announcing the closing of the offering. A copy of the indenture will be filed with the Q3 2025 Form 10-Q.

Bank of Montreal is offering US$435,000 of Senior Medium-Term Digital Return Notes, Series K, linked to FedEx Corporation (FDX) common stock. The three-year notes (Pricing Date : 30 Jun 2025; Maturity : 03 Jul 2028) pay a single 26.00% digital return if FDX鈥檚 closing price on the Valuation Date is at least equal to the Initial Level of $227.31. Should the Final Level fall below the Initial Level, investors receive only principal, resulting in a 0% return. There is no participation above 26% and the notes bear no periodic interest.

Key economic terms include: Digital Barrier = 100% of Initial Level; minimum denomination = $1,000; CUSIP 06376EHA3. The notes are unsecured, unsubordinated obligations of Bank of Montreal and are subject to issuer credit risk. They will not be listed, and any liquidity will rely on BMO Capital Markets Corp. acting as a market-maker. Issue price equals 100%, with a 0.75% selling commission; the estimated initial value is $986.68 per $1,000, reflecting embedded dealer compensation and hedging costs.

The filing highlights material risks: upside capped at 26%, potential under-performance versus conventional bonds, lack of dividends, secondary-market uncertainty, conflicts of interest in the calculation agent role, and complex U.S. tax treatment as contingent payment debt instruments. The product may appeal to investors seeking principal preservation plus a defined payoff contingent on non-negative FDX performance, but it sacrifices income and exposes holders to both FedEx share volatility and Bank of Montreal鈥檚 credit profile.