Vinanz Secures $4 Million in Convertible Debt to Support U.S. Expansion and Nasdaq Listing Efforts

• Vinanz secures $4M convertible debt to expand U.S. operations and Bitcoin holdings.
• Investor may convert debt into shares, with restrictions on timing and ownership limits.
• Nasdaq dual listing under review, no timeline confirmed for U.S. market entry.

Vinanz PLC, a London-listed Bitcoin mining company, has secured a $4 million investment agreement as it advances its U.S. growth strategy and prepares for a possible dual listing on the Nasdaq Stock Market. The investment, announced through a regulatory filing, is structured as convertible debt and will support the firm’s plans to grow its Bitcoin reserves ahead of a proposed listing in the United States.

The funding was arranged through Dominari Securities, a U.S.-based investment bank that has worked with Vinanz since April 2025. The company confirmed that the capital would be used to bolster its exposure to the Bitcoin sector while it continues evaluating its Nasdaq listing options.

Under the agreement , Vinanz is entitled to draw down up to $4 million in two tranches of $2 million each. The first tranche has already been received and will be used primarily to increase the company’s Bitcoin holdings. The second tranche may be drawn later, subject to certain conditions being met.

The financing agreement includes conversion rights that allow the investor to convert outstanding principal and interest into ordinary shares of Vinanz. The conversion price is the lower of 25 pence per share or 95% of the lowest single daily volume-weighted average price (VWAP) recorded during the 10 trading days preceding the investor’s conversion election.

Terms and Restrictions

Vinanz must repay each tranche within 12 months of its drawdown, with interest accruing at 5% annually. The interest is calculated daily based on a 365-day year. The investor cannot convert any part of the loan during the first 90 days following the agreement unless the conversion price remains at or above 25 pence per share.

The agreement also restricts the investor from holding more than 4.99% of Vinanz’s total issued shares at any time. Standard provisions for warranties, indemnities, and undertakings are included in the contract.

Vinanz has not disclosed the investor’s name, identifying it only as a global asset manager. Aside from the funding already received in the initial tranche, no shares have been issued so far in relation to the investment.

Vinanz began evaluating a U.S. dual listing in early 2025 and appointed Lucosky Brookman LLP, a New Jersey-based law firm, to advise on the process. The firm aims to expand its access to U.S. institutional investors and capital markets through a potential Nasdaq listing, although no specific date or timeline has been made public.