#USA #New York #Convertible Notes #Zeta Network #NASDAQ ZNB

Zeta Network Group Engages in $6 Million Direct Offering

Zeta Network Group, a publicly-traded entity listed on NASDAQ under the ticker ZNB, has made a significant financial move by entering into a securities purchase agreement reached with several institutional investors. This new venture aims to issue and sell convertible promissory notes alongside warrants to bolster its capital and operational framework.

Details of the Offering

As part of this initiative, the Company plans to issue up to $10 million of Senior 10% Original Issue Discount Convertible Promissory Notes. However, the initial phase, known as the First Closing, will target a principal amount of $6 million which is anticipated to yield gross proceeds of approximately $5.4 million. These notes feature an original issue discount, a twelve-month maturity period, and the option for conversion into the Company’s Class A ordinary shares.

The number of warrants tied to this transaction will be based on the conversion of half the principal amount of the Notes at a variable weighted average price (VWAP) of the Company’s shares just prior to the closing date. It’s important to note that the market is optimized for these operations, reflecting a one-for-100 share consolidation that is set to take effect on March 12, 2026, which may impact investor confidence and price dynamics going forward.

The First Closing is projected to occur around March 12, 2026, contingent upon satisfying customary closing conditions essential for such transactions. Following this, the remaining Notes and Warrants will be dealt with in a second closing, expected no earlier than May 12, 2026.

Financial Implications and Strategic Direction

The decision to undertake this offering signals Zeta’s objective to enhance its financial infrastructure which is crucial in an ever-evolving digital economy. With the offering of the Notes, which bear no interest but are convertible to ordinary shares, Zeta provides potential investors with a unique investment opportunity, aligned with innovative financial strategies that embrace the growing digital asset landscape.

The warrants, which are exercisable immediately upon issuance, are planned to expire five years from their initial exercise date. The structure includes customary anti-dilution provisions as well, which should provide additional reassurance to all investors involved in this funding venture.

Maxim Group LLC is acting as the sole placement agent for this offering, demonstrating a collaborative effort to ensure both transparency and efficiency throughout the process.

About Zeta Network Group

Zeta Network Group is a pioneering company in the realm of digital infrastructure and financial technology, focused on merging traditional finance principles with modern digital asset strategies. The company's unique position aims to develop a Bitcoin-centric institutional finance platform which integrates not only digital asset treasury management but also Bitcoin liquidity aggregation and sustainable Bitcoin mining operations anchored within a regulated Nasdaq environment.

Driven by an expert team in both finance and technology, Zeta is reshaping how institutional digital finance operates by fostering a hybrid model that combines the governance and efficacy of public companies with the innovative agility provided by blockchain technology. This paradigm shift seeks to establish a robust and trusted link between capital markets and decentralized finance.

For further insights and updates, investors and interested parties can navigate to Zeta’s investor relations website, where pertinent documents such as prospectus supplements and financial disclosures will be consistently updated.

The endeavor underscores Zeta Network Group's commitment not only to technological advancement but also to maintaining stakeholder trust and investment confidence in a complex financial landscape. The forthcoming movements in the market related to this offering will be closely monitored as they unfold, marking a significant chapter in the company’s growth trajectory in the digitized economy.