Hyperliquid Strategies increased its Chardan Capital Markets share-purchase commitment from $1.0 billion to $2.5 billion, subject to the Exchange Cap. Investors should note that sales remain discretionary for Hyperliquid Strategies, while purchases require accepted notices and lower-priced issuance faces a 42,641,847-share limit after $1,000,000,000 in sales unless approval applies.

Key Highlights

  • The Exchange Cap covers 42,641,847 shares, representing 19.99% of Hyperliquid Strategies’ outstanding common stock before the amendment.
  • Common-stock sales below $12.02 per share face the cap after aggregate sales reach $1,000,000,000.
  • Hyperliquid Strategies will reimburse amendment-related costs, fees and expenses up to $15,000.

Hyperliquid Strategies Inc. (NASDAQ: PURR) and Chardan Capital Markets LLC agreed to increase the aggregate gross purchase commitment for newly issued common stock from $1.0 billion to $2,500,000,000. The arrangement is subject to the lesser of that commitment and the applicable Exchange Cap. The amendment became effective on September 1, 2026. The revised agreement covers common stock with a Par Value of $0.01 per share. Hyperliquid Strategies may issue and sell the shares from time to time under the agreement’s conditions and limitations.

Chardan Commitment Raised

Amendment No. 1 changes the ChEF Purchase Agreement dated October 22, 2025. The agreement does not require Hyperliquid Strategies to sell shares.

Exchange Cap Sets Share Limit

After aggregate common-stock sales reach $1,000,000,000, issuance priced at less than $12.02 per share cannot exceed 42,641,847 shares under the Exchange Cap. The restriction applies unless stockholders approve issuance beyond the Exchange Cap under applicable Nasdaq Stock Market rules, or approval is not required under those rules. Hyperliquid Strategies may seek that approval but is not required to do so.

Ownership Restrictions Remain

The agreement also reduces the Exchange Cap share-for-share for shares issued or issuable in transactions that may be aggregated under applicable rules of the principal market. The amended terms require the company to avoid exceeding the Exchange Cap unless the relevant stockholder approval has been obtained or is not required. Hyperliquid Strategies also agreed to reimburse costs, fees and expenses connected with the amendment up to $15,000.