XBP Global Holdings agreed to sell 2,275,245 common shares for approximately $6.05 million in gross proceeds, at a weighted price of approximately $2.66 per share. Investors also receive resale registration rights, while participating officers, directors and certain stockholders accepted lock-up restrictions tied to the transaction.

Key Highlights

  • Purchases by HCI, Avenue-affiliated funds and certain company participants were priced at $2.83 per share, while the remaining shares were purchased at $2.55.
  • Chief Executive Officer Andrej Jonovic bought 31,500 shares, while Chief Financial Officer Dejan Avramovic purchased 8,833 shares.
  • XBP Global Holdings will seek resale registration for the shares by September 22, 2026, under agreements that also impose lock-up restrictions.

XBP Global Holdings, Inc. (NASDAQ: XBP) agreed to sell 2,275,245 common shares in a private placement, targeting approximately $6.05 million in gross proceeds. The weighted purchase price is approximately $2.66 per share, with closing expected by September 15, 2026, subject to customary conditions. The agreements dated September 11, 2026, include HCI, an affiliate of HGM Limited, which purchased 204,946 shares. Par Chadha, XBP Global Holdings’ executive chairman, chairs HGM. Andrej Jonovic and Dejan Avramovic also participated, purchasing 31,500 and 8,833 shares, respectively. HCI, Avenue-affiliated funds, the two officers, certain employees and a former consultant paid $2.83 per share. The remaining shares were priced at $2.55 per share. Cantor Fitzgerald & Co. acted as Placement agent.

Resale Registration And Lock-Up Terms

The shares will be issued without registration under the Securities Act, relying on the exemptions under Section 4(a)(2) or Rule 506 of Regulation D. XBP Global Holdings agreed to file a resale registration statement with the Securities and Exchange Commission no later than September 22, 2026, and to use commercially reasonable efforts to have it declared effective as soon as practicable. Officers, directors and certain stockholders separately accepted restrictions on selling, pledging or otherwise transferring common stock and related securities, subject to specified exceptions. The purchase agreements also contain customary representations, warranties, covenants, indemnification obligations and termination provisions.