ALT5 Sigma Closes $1.5B Offering to Launch WLFI Strategy

BusinessWireAugust 13, 20258 min
  • Zach Witkoff, Co-Founder and CEO of World Liberty Financial, Inc., the company behind USD1, the fastest growing stablecoin in the world, becomes Chairman of the Board of Directors of ALT5;
  • Eric Trump becomes a Director on its Board of Directors;
  • Zak Folkman, Co-Founder and COO of World Liberty Financial, becomes a Board Observer; and
  • Matt Morgan becomes its Chief Investment Officer

ALT5 will continue its expansion as a leading provider of digital asset trading and payment solutions

ALT5 will implement its $WLFI Treasury Strategy, holding approximately 7.5% of the total supply of $WLFI tokens

ALT5 Sigma Corporation today announced the closing of a $1.5 billion registered direct offering (the “Registered Direct Offering”) and concurrent private placement (the “Private Placement Offering” and, together with the Registered Direct Offering, the “Offerings”) led by World Liberty Financial, Inc. (“World Liberty Financial”). The gross proceeds of the Offerings were approximately $1.5 billion, before deducting placement agent fees and other offering expenses. The Offerings were priced at-the-market pursuant to Nasdaq rules. Zach Witkoff, co-founder and CEO of World Liberty Financial became Chairman of the board of directors of the Company, Eric Trump became a director on the Company’s board of directors, Zak Folkman, co-founder and COO of World Liberty Financial, became a board observer to the Company, and Matt Morgan became Chief Investment Officer of the Company.

World Liberty Financial acted as the lead investor in the concurrent private placement offering, and the Offerings included participation by a select number of the world’s largest institutional investors and prominent crypto venture capital firms. Kraken will serve as the Asset Manager.

A.G.P./Alliance Global Partners acted as the sole placement agent in connection with the Offerings.

The securities offered in the Registered Direct Offering (but excluding the securities offered in the Private Placement Offering) were offered and sold by ALT5 pursuant to a “shelf” registration statement on Form S-3 (Registration No. 333-289176), including a base prospectus, previously filed with the Securities and Exchange Commission (the “SEC”) on August 1, 2025 and declared effective by the SEC on August 8, 2025. The offering of the securities to be issued in the Registered Direct Offering were being made only by means of a prospectus supplement that forms a part of the registration statement. A final prospectus supplement and an accompanying base prospectus relating to the Registered Direct Offering was filed with the SEC on August 11, 2025, and is available on the SEC’s website located at http://www.sec.gov.

The offer and sale of the securities in the Private Placement Offering described above were being made in transactions not involving a public offering and have not been registered pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Securities Act or applicable state securities laws. Accordingly, the securities in the Private Placement Offering may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

Advisors

Sullivan & Worcester LLP acted as legal advisor to A.G.P./Alliance Global Partners.

HSF Kramer LLP acted as special counsel to A.G.P./Alliance Global Partners.

Lucosky Brookman LLP and Clark Hill PLC acted as legal advisors to ALT5 Sigma Corporation.

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