SHF Holdings raises ~$28.8M via Series B Preferred and warrants; cancels ~$10.7M debt; regains Nasdaq equity compliance

SHF Holdings, Inc.

• Issued 31,052 Series B Convertible Preferred shares and warrants for 1,999,544 common shares at $7.7644 exercise price; net cash proceeds ~$6.1M.
• Cancelled ~$10.7M debt owed to Partner Colorado Credit Union in exchange for 13,436 Series B shares and warrants for 865,200 common shares.
• Terminated Forward Purchase Agreement with Verdun, Vellar, Midtown by issuing Series B shares and warrants; no outstanding convertible debt post-closing.
• Believes stockholders' equity now exceeds $2.5M, regaining compliance with Nasdaq Rule 5550(b)(1); awaits Nasdaq confirmation.
• Management and board participated; issuance of common underlying Series B and warrants requires stockholder approval under Nasdaq Rule 5635(c).