Galaxy Digital Raises $602.4 Million in Upsized Share Offering

Galaxy Digital has successfully priced its upsized underwritten offering of 31.6 million shares of its Class A common stock at $19 per share. This offering includes 26.4 million shares from Galaxy Digital and 5.2 million shares from certain stockholders. The underwriters have been granted a 30-day option to purchase up to an additional 4.74 million secondary shares at the public offering price, minus the underwriting discount. The size of the offering was increased from the initially announced 29 million shares to 31.6 million shares. This marks Galaxy Digital's first underwritten public offering of its Class A common stock as a listed company on the Nasdaq Global Select Market. The offering is anticipated to close on June 3, 2025, subject to customary closing conditions.

Galaxy Digital intends to utilize the net proceeds from the sale of its Class A common stock to purchase newly issued limited partnership units from its operating subsidiary, Galaxy Digital Holdings LP. These funds will be used by GDH LP to finance the continued expansion of its artificial intelligence and high-performance computing infrastructure at its Helios data center campus in the panhandle region of West Texas, as well as for general corporate purposes. It is important to note that Galaxy Digital will not receive any proceeds from the sale of the shares by the selling stockholders.

The offering is being managed by several financial institutions as active joint book-running managers, including Goldman Sachs & Co. LLC, Jefferies LLC, and Morgan Stanley & Co. LLC. Additional joint book-running managers include Canaccord Genuity, Cantor, Keefe, Bruyette & Woods, a Stifel company, Piper Sandler, and BTIG. ATB Capital Markets, The Benchmark Company, Compass Point, H.C. Wainwright & Co., and Rosenblatt are acting as co-managers for the offering. Galaxy Digital Partners served as the strategic adviser for the offering.

This offering is being conducted solely through a prospectus. A registration statement relating to these securities was declared effective by the Securities and Exchange Commission. Potential investors are advised to read the prospectus in the registration statement and other documents filed with the SEC for more comprehensive information about Galaxy Digital and this offering. These documents can be obtained at no charge by visiting EDGAR on the Securities and Exchange Commission website. Alternatively, a copy of the final prospectus related to the offering may be obtained from Galaxy Digital, any underwriter, or any dealer participating in the offering.

Galaxy Digital is a global leader in digital assets and data center infrastructure, providing solutions that accelerate progress in finance and artificial intelligence. Its digital asset platform offers institutional access to trading, advisory, asset management, staking, self-custody, and tokenization technology. Additionally, the company invests in and operates cutting-edge data center infrastructure to power artificial intelligence and high-performance computing, meeting the growing demand for scalable energy and compute solutions in the United States. The company is headquartered in New York, with offices across North America, Europe, the Middle East, and Asia.