Deng Tong, Golden Finance

On August 11, 2025, ALT5 Sigma Corporation announced a $1.5 billion registered direct offering and concurrent private placement to launch World Liberty Financial's (WLFI) treasury strategy. This marks the third company, following World Liberty Financial and BigStrategy Inc., to announce the launch of a WLFI treasury strategy.

What is ALT5 Sigma Corporation's main business? What are the benefits of combining ALT5 Sigma Corporation with WLFI? Who else has announced plans to invest in WLFI's treasury reserves?

1. What is ALT5 Sigma Corporation’s main business?

ALT5 Sigma Corporation is a financial technology company that provides next-generation blockchain-based technologies for the tokenization, trading, clearing and settlement, payment, and secure custody of digital assets.

ALT5 Sigma, Inc. (a wholly owned subsidiary of ALT5 Sigma Corporation) was established in 2018. Through its subsidiaries, ALT5 Sigma, Inc. offers clients two primary platforms: "ALT5 Pay" and "ALT5 Prime." ALT5 Pay is a cryptocurrency payment gateway that allows merchants to automatically convert to fiat currency or receive payments in digital assets. ALT5 Prime is an electronic over-the-counter trading platform that allows registered and approved clients to buy and sell digital assets.

The company is considering a spin-off of its biotechnology business, which would continue to operate as Alyea Therapeutics Corporation.

2. Announcement Details

  • ALT5 Sigma Corporation will offer and sell up to 100 million shares of its common stock through a registered direct offering at a price of $7.50 per share;

  • The total proceeds from the offering are expected to be approximately $1.5 billion, with the net proceeds from the offering used to acquire $WLFI tokens.

The specific contents of the announcement are as follows:

ALT5 Sigma Corporation (NASDAQ: ALTS)(FRA: 5AR1) (the "Company" or "ALT5") today announced that it has entered into a definitive agreement to offer and sell up to 100 million shares of its common stock (or its equivalents in lieu thereof) through a registered direct offering at a price of $7.50 per share. The offering is expected to raise approximately $1.5 billion in gross proceeds before deducting placement agent fees and other offering expenses. The consideration paid in the private placement will be in the form of $WLFI tokens issued by World Liberty Financial, Inc. ("WLFI"). The offering was priced at market in accordance with Nasdaq rules.

World Liberty Financial, Inc. led the concurrent private placement, with participation from several of the world’s largest institutional investors and prominent crypto venture capital firms.

The offering is expected to close on or about August 12, 2025, subject to customary closing conditions. The Company intends to use the net proceeds from the offering to acquire $WLFI tokens, establish the Company's cryptocurrency treasury operations, resolve existing litigation, repay existing debt, support the Company's existing business operations, and for working capital and general corporate purposes.

AGP/Alliance Global Partners acted as sole placement agent for the offering.

The securities offered in this registered direct offering (but not the securities offered in the private placement) are being offered and sold by ALT5 pursuant to a "shelf" registration statement on Form S-3 (Registration No. 333-289176), including a base prospectus, which was previously filed with the U.S. Securities and Exchange Commission ("SEC") on August 1, 2025, and declared effective by the SEC on August 8, 2025. The securities to be offered in this registered direct offering are being offered only by means of a prospectus supplement, which forms a part of the registration statement. The final prospectus supplement and accompanying base prospectus relating to this registered direct offering will be filed with the SEC and available on the SEC's website at http://www.sec.gov.

The offer and sale of the securities in the private placement described above were not a public offering and have not been registered under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") and/or Rule 506(b) of Regulation D thereunder, or under the Securities Act or applicable state securities laws. Accordingly, the securities in the private placement may not be re-offered or resold in the United States except pursuant to an effective registration statement or an exemption from the registration requirements of the Securities Act and such applicable state securities laws.

3. The benefits of “strong alliance”

Zach Witkoff, co-founder and CEO of World Liberty Financial, Inc., will become Chairman of the ALT5 Board of Directors; Eric Trump will become a director; Zak Folkman, co-founder and COO of World Liberty Financial, will become a board observer; and Matt Morgan, advisor to WLFI, will become its Chief Investment Officer.

The most direct benefit that this powerful combination brings to ALT5 Sigma Corporation is the positive short-term stock price.

As soon as the news of ALT5 Sigma Corporation creating the WLFI treasury reserve was released, its stock price rose rapidly, reaching a high of $9.25, but then fell sharply to a low of $6.31, a drop of 31.78%.

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Secondly, WLFI is deeply tied to Trump. ALT5 Sigma Corporation holds a significant amount of WLFI and has core WLFI project personnel on board, effectively placing ALT5 Sigma in the President's good graces. Currently, amidst a period of easing US crypto policy, companies deeply tied to the Trump camp are more likely to capture policy trends and even gain a voice in the policymaking process, allowing them to proactively deploy business initiatives aligned with policy guidelines and mitigate potential regulatory risks.

In addition, ALT5 Sigma Corporation has directly asked the President of the United States for endorsement. Trump's political and business influence is the trump card for ALT5 Sigma Corporation to expand its business.

For WLFI, it found a shell company that was already listed on Nasdaq.

First, WLFI's move will accelerate its fundraising process. The $1.5 billion in funding for WLFI tokens will directly drive up WLFI's price and build long-term investor confidence. This will help World Liberty Financial quickly attract significant capital for token ecosystem development, market expansion, or reserve fund replenishment, aligning with ALT5 Sigma Corporation's strategy of rapidly raising funds to advance WLFI's treasury strategy.

Secondly, using a shell company can better meet regulatory requirements. ALT5 Sigma Corporation strictly adhered to Nasdaq rules and relevant regulations of the U.S. Securities and Exchange Commission during its issuance process. Its registered direct offering was conducted based on a valid registration statement, which provided a legal basis for WLFI to go public through a shell company.

4. Who else has announced the WLFI Treasury Reserve Plan?

Other companies that have announced WLFI treasury reserve plans include BigStrategy Inc.

BigStrategy Inc. is an innovative company focused on the blockchain sector. It operates a microstrategy project on the Bitcoin Token Service (BSC) blockchain and is committed to building a unique crypto-financial ecosystem. BigStrategy Inc. positions itself as an "on-chain company implementing the WLFI microstrategy model," focusing on reserving WLFI and USD1.

On August 5, 2025, BigStrategy Inc., a microstrategy project on the BSC blockchain, announced on social media that it had accumulated over 2 million WLFI tokens and planned to continue increasing its holdings. The company stated that this was a long-term capital allocation strategy aimed at creating tangible value for shareholders. It emphasized that this move was not based on speculation, but rather on building value through strict discipline and continuous accumulation.

Summarize

Nick Tomaino, founder of crypto venture capital firm 1confirmation, once wrote: "Today, every coin holder is looking for a treasury company to save their assets. However, the treasury company model only works when the market generally believes that the cryptocurrency has the function of storing value. No one wants to let a group of fraudulent insiders profit. This is the most significant difference between tokens that can serve as a store of value with public credibility and neutrality and so-called "company coins."

Vitalik has also stated that he supports the so-called Ethereum Treasury Company, but warned that if handled improperly, this trend could turn into an "over-leveraged game."

Crypto treasury reserve programs have indeed revived some companies, but more often than not, they have resulted in dramatic stock price fluctuations. These wild stock price fluctuations, regulatory uncertainty, and the fundamental differences between "company coins" and true store-of-value tokens all serve as a reminder to the market that crypto treasury reserve programs are not a panacea, and the inherent risks and challenges they present should not be ignored.

For enterprises, short-term capital frenzy may bring about stock price growth, but how to find the actual value anchor in the real world is the issue that crypto treasury companies should seriously consider; for the crypto industry, the prevalence of crypto treasury reserves is a necessary stage in the development of the industry. How to abandon the labels of "bubble" and "speculation" brought by crypto treasury companies and turn public doubts into opportunities to truly promote industry innovation is an urgent task for practitioners to solve.