Hilbert Group AB (Nasdaq: HILB B), a Nasdaq First North-listed investment firm bridging traditional and digital finance, announces that it has entered into a strategic financing agreement with Helena Partners (“Helena”), a Cayman Islands–based investment firm specializing in structured credit, special situations, and Private Investments in Public Equity (PIPEs).

The partnership provides Hilbert with a committed financing facility of up to USD 10 million (approximately SEK 94 million), in two separate tranches of USD 5 million each, to kick-start the company’s treasury strategy and accelerate the launch of strategic initiatives currently in the pipeline.

Strategic Partnership and the Company’s Intent
“This strategic financing positions Hilbert to capitalize on key opportunities in the digital asset and decentralized finance ecosystems while maintaining a disciplined, long-term capital structure,” said Barnali Biswal, CEO of Hilbert Group AB. “Helena Partners brings deep structured finance expertise and a proven track record of supporting issuers on their growth and listing journeys.”

Jeremy Weech, Helena Managing Partner, comments: “Hilbert Group’s disciplined approach to digital asset investments and its focus on institutional transparency make it a compelling partner for us. This transaction underscores our confidence in the company’s vision to significantly grow AUM and represents our first investment outside North America.”

Helena Partners has previously participated in complex financing structures supporting companies transitioning to North American public markets, further reinforcing the strategic synergies between the two firms.

Key Terms of the Agreement

• The investment can be drawn in two tranches of USD 5 million (approximately SEK 47 million) each, with the initial tranche to be disbursed shortly after signing and the second available at Hilbert’s discretion within a 36-month commitment period, subject to certain conditions.

• Helena Partners has the right to convert the notes into Hilbert B-shares at 95 percent of the volume-weighted average price (VWAP) during a defined pricing period subject to a floor. The convertible notes carry an 8 percent annual interest rate from the date of each closing.

• The notes can be repaid at any time at Hilbert’s discretion at a price of 105 (5% above par). 

• The financing is subject to customary conditions, including registration with the Swedish Companies Registration Office.

Further information regarding the issuance of shares, warrants and convertible notes will be provided once the relevant decisions have been made.

Deviation from shareholders' preferential rights
The convertible notes, warrants and collateral shares will be issued directly to Helena Partners with deviation from shareholders' preferential rights. The Board considers this structure to be in the best interest of the company and its shareholders as it provides flexible financing on favourable terms, enables a faster execution compared to a rights issue, and brings in an experienced investor with expertise in digital asset markets.

Advisors
Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC acted as Sole Placement Agent for the financing.

About Helena Partners
Helena Partners is a Cayman Islands-based investment firm specializing in structured private investments in public equity (PIPEs) for small and mid-cap listed companies. The firm provides flexible, non-dilutive capital solutions tailored to meet each client’s liquidity and growth objectives across a wide range of sectors. Leveraging deep capital markets expertise, Helena Partners focuses on event-driven and arbitrage-oriented investments, combining a strategic advisory approach with hands-on transaction execution.

For further information, please contact:
Barnali Biswal, CEO Hilbert Group AB or
Niclas Sandström, Co-founder Hilbert Group AB
+46 (0)8 502 353 00
ir@hilbert.group