Classover Holdings, Inc. (KIDZ): debt financing — Classover enters up to $500M convertible note deal to fund SOL treasury; bought 6,472 SOL for ~$1.05M

Classover Holdings, Inc.

Securities Purchase Agreement with Solana Growth Ventures LLC for up to $500M in senior secured convertible notes; initial $11M closing pending conditions.
Notes convertible at 200% of prior day's closing price; 7% interest payable quarterly, due two years from issuance.
Company must use 80% of net proceeds to purchase SOL (Solana); already acquired 6,472 SOL for $1.05M as first step.
Total potential financing capacity now $900M including previous $400M equity purchase facility; CEO Hui Luo to vote shares in favor at special meeting.
Chardan Capital Markets acting as sole placement agent with 1% cash fee on net proceeds.

item 1.01 item 2.03 item 3.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Classover Holdings, Inc. incurred senior notes of $500 million with several investors at 7% per annum maturing two-year anniversary of the date of issuance.

Instrument: senior notes
Principal: $500 million
Counterparty: several investors
Rate: 7% per annum
Maturity: two-year anniversary of the date of issuance
Event: incurrence

Exact text from the filing

On May 30, 2025, Classover Holdings, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with several investors (collectively, the “Buyers”). Pursuant to the Purchase Agreement, subject to certain conditions precedent contained therein, the Company may sell to the Buyers up to an aggregate of $500 million in newly issued senior secured convertible notes (the “Notes”).

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10 debt financings filed in the last 30 days. Browse all debt financings →

Classover Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001477932-25-004289

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