Verb Technology, a leading company in the blockchain industry, has successfully priced an oversubscribed $558 million private placement deal. This move marks a strategic shift for Verb as it transitions into a Toncoin (TON)-focused treasury vehicle in collaboration with Kingsway Capital.
In an official statement released on August 4, Verb announced its plans to rebrand itself as TON Strategy Co. (TSC) post-closure of the deal. The company aims to become the first publicly traded treasury reserve for Toncoin (TON), with the expected transition set to take place around August 7.
The private placement, which includes approximately 58.7 million shares of common stock, was priced at $9.51 per share, matching VERB’s closing price on August 1. The majority of the net proceeds from the placement will be used to acquire TON as the primary treasury reserve asset and to stake holdings to generate recurring rewards, thereby targeting a cash-flow-positive treasury model.
Despite the rebranding and strategic shift, Verb will continue its operations and trading on Nasdaq until the closing of the deal. The company anticipates further expansion of its existing operations post-transition.
The announcement of the private placement confirms speculations surrounding the Ton Foundation’s plans to raise $400 million to establish the first TON treasury vehicle.
The strategic move by Verb aligns with Telegram’s increasing integration with TON. TON has been designated as the exclusive blockchain supporting Telegram’s ecosystem, with TON Wallet recently launching for the app’s 87 million US users. With over 1 billion monthly active users globally, Telegram’s widespread reach positions TON for mainstream adoption within a large-scale consumer platform.
Manuel Stotz, the incoming executive chairman at Verb and president of the Ton Foundation, emphasized the suitability of a permanent-capital vehicle for TON’s potential to compound value and yield staking rewards. Peter Smith, CEO and co-founder of Blockchain.com, will serve as a special advisor to Verb, highlighting the move as a catalyst for broader crypto adoption.
The new executive team at Verb includes experienced professionals from the Ton Foundation and JPMorgan, underscoring the company’s commitment to excellence in the blockchain space. Over 110 institutional and crypto-native investors participated in the private placement, with Kingsway and Vy Capital leading the funding round.
Post-closure of the deal, Verb anticipates that 36% of its share capital will be locked up for six to twelve months. The company’s cash-assets-to-total-assets ratio is projected to be 77%, with an initial cash position equivalent to approximately 5% of TON’s circulating market value.
This strategic move by Verb signifies a pivotal moment in the blockchain industry, positioning the company as a key player in the evolving landscape of cryptocurrency and digital assets.