Empery Digital raises $25M in registered direct offering at $5.39 (103% NAV); to repay $40M debt

Empery Digital Inc.

Gross proceeds ~$25M from 4.64M shares (or pre-funded warrants) at $5.39 combined; warrants at $6.27 strike, 4-yr term.
Net proceeds plus cash on hand to fully repay $50M Repo Facility and reduce debt by ~$40M (incremental $10M draw on Two Prime facility).
Repurchased 22.35M shares under $200M program at avg $5.92; current shares ~33.7M after pre-funded warrants.
Sold 63 BTC for ~$4.6M at avg $72,791 to fund repurchases; holds 3,439 BTC.
No placement agent fees; closing expected Mar 24, 2026.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Empery Digital Inc. issued 4,638,219 shares of common stock (or pre-funded warrants in lieu thereof) and 4,638,219 accompanying warrants of common stock to a current institutional investor for combined offering price of $5.39 per share (or pre-funded warrant) and accompanying warrant.

Security: common stock
Shares: 4,638,219 shares of common stock (or pre-funded warrants in lieu thereof) and 4,638,219 accompanying warrants
Purchaser: a current institutional investor
Consideration: combined offering price of $5.39 per share (or pre-funded warrant) and accompanying warrant

Exact text from the filing

today announced that it has entered into a definitive agreement with a current institutional investor for the sale of 4,638,219 shares of common stock (or pre-funded warrants in lieu thereof) and 4,638,219 accompanying warrants to purchase shares of common stock, at a combined offering price of $5.39 per share (or pre-funded warrant) and accompanying warrant, in a registered direct offering

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Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Empery Digital Inc. issued common stock.

Security: common stock

Exact text from the filing

the Board of Directors of the Company determined that the transactions contemplated by the Securities Purchase Agreement, including the issuance and sale of the securities thereunder, constitute an "Exempt Transaction" under that certain Rights Agreement

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Empery Digital Inc. entered into Securities Purchase Agreement with certain institutional investors named on the signature page thereto valued at approximately $25 million (effective 2026-03-23).

Action: entry
Agreement: equity purchase
Counterparty: certain institutional investors named on the signature page thereto
Value: approximately $25 million
Effective: 2026-03-23

Exact text from the filing

On March 23, 2026, Empery Digital Inc. (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional investors named on the signature page thereto

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Empery Digital Inc. filing history →

Source: SEC EDGAR

accession 0001683168-26-002114

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