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重大事件 即時報告 8-K 2026-07-10

Figure Technology Solutions 定價6億美元8.5%高級票據發行,淨收益約5.875億美元

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AI 繁中摘要

📄 **8-K 申報摘要:Figure Technology Solutions 定價 6 億美元高級票據發行** Figure Technology Solutions(納斯達克代碼:FIGR;OPEN: FGRS)於 2026 年 7 月 9 日宣布,已為其先前公布的私募發行定價,發行總額 6 億美元、票面利率 8.500%、2031 年到期的優先票據(「票據」)。票據發行價為面值 100%,預計於 2026 年 7 月 14 日完成交收,扣除初始購買者折扣、佣金及預估發行費用後,淨收益約為 5.875 億美元。 💵 **資金用途**:淨收益主要用於支付收購 Kiavi(一間專注住宅房地產投資者的 AI 貸款平台)所需的現金代價,其餘用於一般企業用途及支付發行相關費用。是次票據發行並不以完成收購 Kiavi 為條件;若收購未能完成,淨收益將撥作一般營運資金。 🔒 **條款與限制**:票據由 Figure 部分國內全資附屬公司共同及個別擔保。該批票據未根據《1933 年證券法》登記,僅向合資格機構買家(Rule 144A)或美國境外非美國人士(Regulation S)發售。 🏢 **公司背景**:Figure 是領先的區塊鏈原生資本市場平台,連接資產發起、融資及二級市場。超過 380 個合作夥伴使用其貸款發起系統及資本市場,至今已共同發起約 290 億美元的房屋淨值貸款,成為非銀行 HELOC 最大供應商。旗下快速增長業務包括消費信貸市場 Figure Connect 及鏈上去中心化借貸市場 Democratized Prime。Figure 亦提供數碼資產登記技術 DART 及 SEC 註冊的收益穩定幣 $YLDS。公司曾獲 S&P 及 Moody's 對多筆貸款證券化給予 AAA 評級,為區塊鏈金融首例。 ⚠️ **前瞻性陳述**:本公告包含前瞻性陳述,涉及業務、營運及收購 Kiavi 的風險,包括收購完成條件、整合、監管審批及融資等不確定因素。實際結果可能與預期有重大差異,相關風險詳見 Figure 最新 10-K 及後續 10-Q 報告。 📊 **投資者影響**:是次債務融資將增加 Figure 的槓桿水平,但為收購 Kiavi 提供資金,有助擴展其在住宅房地產貸款領域的版圖。投資者需關注收購完成時間表、整合成效及票據利息對財務狀況的影響。票據高息率(8.5%)反映其私募性質及公司信用風險,而 Figure 在代幣化資產領域的領先地位或為長期增長提供支撐。
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EX-99.1
2
dp249925_ex9901.htm
EXHIBIT 99.1

 

 

Exhibit 99.1

 

Figure Technology Solutions Announces Pricing
of

Private Offering of $600 Million of Senior Notes

 

NEW YORK, July 9, 2026 (GLOBE NEWSWIRE) -- Figure Technology Solutions,
Inc. (“Figure,” Nasdaq: FIGR; OPEN: FGRS), the leading blockchain-native capital marketplace for the origination, funding,
sale and trading of tokenized assets, today announced the pricing of its previously announced offering of $600 million in aggregate principal
amount of its 8.500% senior notes due 2031 (the “Notes”), in a private offering that is exempt from the registration requirements
of the Securities Act of 1933, as amended (the “Securities Act”). The Notes will be sold at a price of 100% of the principal
amount thereof. The closing of the issuance of the Notes is expected to occur on July 14, 2026, subject to customary closing conditions,
and is expected to result in approximately $587.5 million in net proceeds to Figure, after deducting the initial purchasers’ discounts
and commissions and Figure’s estimated offering expenses.

 

Figure intends to use the net proceeds from the Notes offering to fund
the cash consideration payable in connection with the acquisition of Kiavi, an AI-powered lending platform for residential real estate
investors (the “Kiavi Acquisition”), for general corporate purposes, and to pay fees and expenses related to the Notes offering.
The completion of the offering of the Notes is not conditioned on the completion of the Kiavi Acquisition. If the Kiavi Acquisition is
not completed, the net proceeds from the Notes offering will be used for general corporate purposes.

 

The Notes will be guaranteed, on a joint and several basis, by certain
of Figure’s domestic wholly-owned subsidiaries.

 

The Notes will not be registered under the Securities Act, or any state
securities laws. The Notes may not be offered or sold in the United States absent an effective registration statement or an applicable
exemption from registration requirements under the Securities Act and applicable state securities laws. Accordingly, the Notes were offered
only (A) to persons reasonably believed to be “qualified institutional buyers” under Rule 144A of the Securities Act or (B)
outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act.

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

 

About Figure Technology Solutions, Inc.

 

Figure Technology Solutions, Inc. (Nasdaq: FIGR; OPEN: FGRS) is a
blockchain-native capital marketplace that seamlessly connects origination, funding, and secondary market activity. More than 380
partners use its loan origination system and capital marketplace. Collectively, Figure and its partners have originated
approximately $29 billion of home equity to date, among other products, making Figure’s ecosystem the largest non-bank
provider of HELOCs. The fastest growing components are Figure Connect, its consumer credit marketplace, and Democratized Prime,
Figure’s on-chain decentralized lending marketplace. Figure's ecosystem also includes DART (Digital Asset Registry Technology)
for asset custody and lien perfection, and $YLDS, an SEC-registered yield-bearing stablecoin that is issued by a tokenized
face-amount certificate company, which is a type of registered investment company.

 

Figure is the market leader in real-world asset tokenization. The company
has received AAA ratings from S&P and Moody’s on multiple loan securitizations, the first of its kind for blockchain finance.

 

  

  

 

Forward-Looking Statements

 

This press release contains forward looking statements, including statements
related to the Notes offering described above. These statements are not historical facts but rather are based on Figure’s current
expectations and projections regarding its business, operations and other factors relating thereto. Words such as “may,” “will,”
“would,” “should,” “predict,” “expects” and similar expressions are used to identify these
forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause
Figure’s actual results, performance or achievements to be materially different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Important factors that could cause such differences include, but are not limited
to: risks related to Figure’s business, financial condition, results of operations and liquidity; Figure’s ability to maintain,
expand and enter into relationships with partners, customers, loan purchasers, financing sources and other market participants; Figure’s
ability to develop, commercialize and achieve market acceptance of new products and services; the development, adoption and regulation
of blockchain technology, digital assets and related markets; ability to maintain required licenses and regulatory approvals and comply
with applicable laws and regulations; Figure’s access to funding, warehouse facilities, securitization markets and other financing
sources; and risks related to the pending Kiavi Acquisition, including the timing and completion of the Kiavi Acquisition, satisfaction
of closing conditions, receipt of required governmental and regulatory approvals, availability of financing, potential termination of
the merger agreement, integration of Kiavi and realization of anticipated benefits, synergies and projected metrics. The foregoing factors,
along with other risks and uncertainties that could cause actual results to differ materially from those expressed or implied in forward-looking
statements, are described in greater detail under the headings “Risk Factors” and “Management’s Discussion and
Analysis of Financial Condition and Results of Operations” in Figure’s Annual Report on Form 10-K for the most recently ended
fiscal year, which may be updated in Item 1A of, or elsewhere in, Figure’s Quarterly Reports on Form 10-Q filed for periods subsequent
to such Form 10-K filed with the SEC, available free of charge on the SEC’s website at: www.sec.gov. Figure’s forward-looking
statements speak only as of the date made, and it undertakes no obligation, other than as required by applicable law, to update or revise
any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances
or otherwise.

 

Contact

 

[email protected]

[email protected]