AIxCrypto Holdings, Inc. (NASDAQ: AIXC) entered into a common shares purchase agreement on June 16, 2026, with Gold King Arthur Holding Limited, a Hong Kong limited liability company, according to a press release statement.

Under the agreement, AIxCrypto agreed to sell and issue shares of its common stock, par value $0.001 per share, in a private placement offering valued at up to $50,000,000 in aggregate gross purchase price, or 19.99% of the voting power of shares outstanding immediately prior to the agreement's execution, whichever is lesser.

The 19.99% exchange cap may be lifted if the company obtains shareholder approval for issuances exceeding that threshold, in accordance with Nasdaq Capital Market rules.

The shares are being offered under an exemption from registration requirements of the Securities Act of 1933, pursuant to Section 4(a)(2) and/or Rule 506(b) of Regulation D.

The purchase price for each transaction will be set at 93% of the lowest daily volume-weighted average price over three consecutive trading days. Gold King Arthur Holding Limited will retain a draw fee of 3.0% of the gross purchase amount per transaction, with the remaining 97% paid to AIxCrypto as the net settlement amount.

AIxCrypto also paid Gold King Arthur Holding Limited a one-time, non-refundable upfront fee of $100,000 upon execution of the agreement. The company stated it intends to use net proceeds for purposes outlined in its Registration Statement prospectus.