WAYZATA, MN / July 28, 2025 – Mill City Ventures III, Ltd. (“Mill City” or the “Company”) (NASDAQ: MCVT), a speciality lender and non-bank finance company, announced today that is has entered into securities purchase agreements (the “Securites Purchase Agreements”) for a private investment in publicly traded equity securities, for the purchase and sale of 83,025,830 shares of common stock (or common stock equivalents) at a price of 5.42$ per share, for expected gross proceeds of approximately 450,000,000$, before deducting placement agent fees and other offering expenses (the “Private Placement” or the “Offering”).
Karatage Opportunities (“Karatage”), a London-based hedge fund specialising in digital assets and merging technologies, founded by Marius Barnett and Stephen Mackintosh, is acting as lead investor, with a matching investment from the Sui Foundation, an independent organisation dedicated to the advancement and adoption of the Sui network. Karatage is a recognised strategic partner of the Sui network and Mysten Labs, original contributors to Sui.
The offering also benefited from participation from leading corporations and infrastructure providers such as Big Brain Holdings, Galaxy Digital Inc (Nasdaq: GLXY), Dr. Jack Kong – NLABS Fund, as well as Pantera Capital, M2, Electric Capital, GSR, Selini, Protagonist, ParaFi Capital, Borderless, dao5, Arrington Capital, Comma3 Ventures, FalconX, Paper Ventures, and Maven 11. Galaxy Asset Management will act as asset manager.
The Offering is expected to close on or about July 31, 2025, subject to customary closing conditions. The Company expects to use approximately 98% of the net proceeds from the Private Placement to acquire the native cryptocurrency of the Sui network, referred to as “SUI”, and approximately 2% to fund its short-term leading business. SUI will serve as the Company’s primary treasury asset.
A.G.P./Alliance Global Partners is acting as sole placement agent for this offering.
Upon closing of the offering, Mill City expects to appoint two new members to its board of directors:
- Marius Barnett (co-founder of Karatage) will become Chairman of the Board.
- Dana Wagner will be an independent director with experience at Coinbase Custody Trust Company and Square.
- Stephen Mackintosh (co-founder of Karatage) will be Chief Investment Officer, overseeing the SUI treasury strategy.
The strategy aims to acquire SUI tokens on the open market as well as through institutional transactions and agreements negotiated with the Sui Foundation, providing a crypto treasury strategy accessible through a listed structure with daily liquidity. Mill City will be the sole SUI treasury manager supported by the Sui Foundation.
The offering is being made pursuant to an exemption from registration provided by Section 4 (a)(2) of the Securities Act of 1933 and/or Regulation D, as well as applicable state securities laws. The securities may not be offered or sold in the United States except pursuant to an exemption from effective registration.
About Mill City Ventures III, Ltd.
Founded in 2007, Mill City Ventures III, Ltd. is a speciality finance company offering short-term loans and structured finance solutions, with a focus on security and risk management. Website: www.millcityventures3.com.
About Karatage Opportunities
Karatage is a London-based hedge fund specialising in emerging technology investments, including digital assets and artificial intelligence. Website: karatage.io.
Investor Contacts
Joseph A. Geraci, CFO
Mill City Ventures III, Ltd.
