Mill City Ventures III, Ltd. Announces $450,000,000 Private Placement to Initiate Sui Treasury Strategy

[PRESS RELEASE – Wayzata, United States / Minnesota, July 28th, 2025]

Mill Metropolis Ventures III, Ltd. Publicizes $450,000,000 Personal Placement to Provoke Sui Treasury Technique

Upon the closing of the Personal Placement, Mill Metropolis will undertake a Sui Treasury Technique

Mill Metropolis intends to proceed its short-term non-bank lending and specialty finance enterprise

Marius Barnett and Stephen Waterproof coat, Co-founders of Karatage, will grow to be Chairman of the Board of Administrators of the Firm and Chief Funding Officer of the Firm, respectively, efficient upon the closing of the Personal Placement

Trade-First Relationship with Sui Basis Supplies Institutional-Grade Gateway for Publicity to Solely Blockchain Constructed for Mass Adoption  

Mill City Ventures III, Ltd. (“Mill Metropolis” or the “Firm”) (NASDAQ:MCVT), a non-bank lender and specialty finance firm, right this moment introduced that it has entered into securities buy agreements (the “Securities Buy Agreements”) for a non-public funding in public fairness for the buy and sale of 83,025,830 shares of frequent inventory (or frequent inventory equivalents in lieu thereof) at a worth of $5.42 per share for anticipated combination gross proceeds of roughly $ 450,000,000, earlier than deducting placement agent charges and different providing bills (the “Personal Placement”, or the “Providing”).

Karatage Alternatives (“Karatage”), the London-based proprietary hedge fund specializing in digital property and rising know-how investments, based by Marius Barnett and Stephen Waterproof coat, acted because the lead investor, with an equal funding from the Sui Basis, an impartial group devoted to the development and adoption of the Sui community. As a major early investor within the Sui ecosystem, Karatage has established itself as a strategic associate to Mysten Labs, the unique contributors to Sui, with deep operational expertise throughout the Sui community.

The Providing included participation by distinguished companies and infrastructure suppliers Huge Mind Holdings, Galaxy Digital Inc (Nasdaq: GLXY) and Dr Jack Kong – NLABS Fund in addition to funding from Pantera Capital , M2, Electrical Capital, GSR, Selini, Protagonist, ParaFi Capital, Borderless, dao5, Arrington Capital, Comma3 Ventures,  FalconX, Paper Ventures and Maven 11 amongst others. Galaxy Asset Administration will function the Asset Supervisor.

The closing of the Providing is predicted to happen on or about July 31, 2025, topic to the satisfaction of customary closing situations. The Firm intends to make use of roughly 98% of the web proceeds from the Personal Placement to amass the native cryptocurrency of the Sui blockchain generally known as “SUI”, and roughly 2% of the web proceeds from the Personal Placement to fund the Firm’s short-term lending enterprise. SUI will function the Firm’s main treasury reserve asset.

A.G.P./Alliance World Companions is appearing as the only real placement agent in reference to the providing.

Upon closing of the Providing, the Firm intends to nominate two new members to the Firm’s board of administrators (the “Board”). The brand new Board members present the sturdy and skilled management the Firm wants because the Firm pivots to a SUI treasury technique:

Marius Barnett (Co-Founding father of Karatage) will function the Chairman of the Board. A veteran operator and investor in digital property, Mr. Barnett has a observe report in constructing companies throughout actual property, infrastructure and vitality.

Dana Wagner will function an impartial Board Director. As a present board member at Coinbase Custody Belief Firm and former common counsel at Sq., Mr. Wagner has served in senior-level authorized roles for category-defining companies on the innovative of economic know-how.

Stephen Waterproof coat (Co-Founder and Normal Associate at Karatage) will function the Firm’s Chief Funding Officer. With earlier expertise in synthetic intelligence and deep tech, Mr. Waterproof coat brings in depth expertise throughout the Sui ecosystem as he manages the SUI treasury technique for the Firm.

“We’re launching at a pivotal second when each institutional crypto and AI are reaching crucial mass — creating important alternatives throughout blockchain infrastructure,” stated Stephen Waterproof coat, the proposed Chief Funding Officer of Mill Metropolis and Normal Associate at Karatage. “We imagine that Sui is properly positioned for mass adoption with the pace and effectivity establishments require for crypto at scale, plus the technical structure able to supporting AI workloads whereas sustaining safety and decentralization.”

“Sui was constructed to supply the scalability, pace, and safety wanted to assist the subsequent era of decentralized purposes and real-world crypto use-cases for customers and establishments alike — from stablecoins to synthetic intelligence to gaming and broader finance,” added Christian Thompson, Managing Director on the Sui Basis.

Mill Metropolis intends to amass SUI tokens on the open market, in addition to through institutional-grade deal circulation sometimes reserved for crypto funds and a negotiated buy and sale settlement with Sui Basis — a treasury technique now accessible by way of a publicly traded construction with each day liquidity. As the only real SUI treasury with assist from the Sui Basis, Mill Metropolis and the Sui Basis workforce will share details about the know-how and ecosystem progress, establishing it as one of many solely foundation-supported crypto treasury methods.

“The longer term belongs to crypto, AI, and stablecoins — and so they all want infrastructure that may deal with actual scale. That’s Sui,” stated Adeniyi Abiodun, Co-Founder and Chief Product Officer of Mysten Labs. “We imagine that the whole lot has been main as much as the proper time to make Sui’s founding imaginative and prescient a actuality — and in our view, the second is now.”

The Providing is being made in reliance on an exemption from the registration requirement underneath Part 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act“), and/or Regulation D promulgated thereunder, and relevant state securities legal guidelines. Accordingly, the securities supplied within the Personal Placement might not be supplied or offered in america besides pursuant to an efficient registration assertion or an relevant exemption from the registration requirement of the Securities Act and such relevant state securities legal guidelines. Pursuant to the phrases of the Securities Buy Settlement, the Firm will file a registration assertion with the Securities and Alternate Fee (the “SEC”) registering the resale of the shares of frequent inventory offered within the Personal Placement.

This press launch shall not represent a proposal to promote or a solicitation of a proposal to purchase these securities, nor shall there be any sale of those securities in any state or different jurisdiction through which such provide, solicitation or sale could be illegal previous to the registration or qualification underneath the securities legal guidelines of any such state or different jurisdiction.

Advisors

• Sullivan & Worcester LLP is appearing as authorized advisor to A.G.P./Alliance World Companions.
• Loeb & Loeb LLP is appearing as authorized advisor to Mill Metropolis.
• Akin Gump Strauss Hauer & Feld LLP is appearing as authorized advisor to Karatage.
• O’Melveny & Myers LLP is appearing as authorized advisor to Sui Basis.

About Mill Metropolis Ventures III, Ltd.

Based in 2007, Mill City Ventures III, Ltd., is a specialty finance firm targeted on short-term lending and structured finance options. The corporate offers capital to companies by way of secured mortgage agreements, providing buyers engaging returns with a give attention to safety and danger mitigation. Extra details about the corporate may be obtained at www.sec.gov or www.millcityventures3.com.

Upon closing of the Personal Placement, the Firm expects to undertake a SUI treasury technique.

About Karatage Alternatives

Karatage is a London-based proprietary hedge fund specializing in rising know-how investments throughout digital property, synthetic intelligence, and gaming. Based by Marius Barnett and Stephen Waterproof coat, Karatage focuses on figuring out and backing high-growth tasks constructing next-generation know-how with mass-market enchantment. As a major early investor within the Sui ecosystem, the Karatage workforce brings deep operational expertise throughout the blockchain ecosystem. For extra details about Karatage, please go to karatage.io.

Upon the closing of the Personal Placement, Marius Barnett and Stephen Waterproof coat, Co-founders of Karatage, are anticipated to grow to be Chairman of the Board and Chief Funding Officer of the Firm, respectively.

Ahead-Trying Assertion

Statements on this press launch about future expectations, plans and prospects, in addition to some other statements relating to issues that aren’t historic information, could represent “forward-looking statements” throughout the which means of the Personal Securities Litigation Reform Act of 1995, and these forward-looking statements are topic to numerous dangers and uncertainties. Such statements embody, however will not be restricted to, statements relating to the anticipated closing of the Providing, the anticipated receipt of proceeds from the Providing, the Firm’s anticipated use of the proceeds from the Providing, alternatives that the Providing will create, Sui’s capabilities as a blockchain and the alternatives Sui creates, the idea that the brand new Board members will present sturdy and skilled management to the Firm, the execution of the Firm’s treasury technique, the anticipated submitting of a registration assertion and the Firm’s means to trigger it to be efficient and keep its effectiveness, and different statements that aren’t historic information, together with statements which can be accompanied by the phrases “intends,” “could,” “will,” “plans,” “expects,” “anticipates,” “tasks,” “predicts,” “estimates,” “goals,” “believes,” “hopes,” “potential” or comparable phrases. Precise outcomes might differ materially from these described in these forward-looking statements on account of sure components, together with with out limitation, the Firm’s satisfaction of closing situations for the providing, fluctuations out there worth of SUI and any related impairment prices that the Firm could incur on account of a lower out there worth of SUI under the worth at which the Firm’s SUI are carried on its stability sheet, modifications within the accounting therapy regarding the Firm’s SUI holdings, the Firm’s means to attain worthwhile operations, authorities regulation of cryptocurrencies and on-line betting, modifications in securities legal guidelines or laws, buyer acceptance of latest services together with our SUI treasury technique, the chance that SUI is assessed as a safety underneath present or future regulatory frameworks and the chance that the Firm is deemed an funding firm on account of its possession of SUI, the demand for its merchandise and its prospects’ financial situation, the influence of aggressive merchandise and pricing, the prolonged gross sales cycle, proprietary rights of the Firm, modifications in relevant legal guidelines or laws, and its opponents, common financial situations and different danger components detailed within the Firm’s annual report and different filings with the SEC. Any forward-looking statements contained on this press launch converse solely as of the date hereof, and the Firm doesn’t undertake any accountability to replace the forward-looking statements on this press launch.