OLB Group Announces Premium Private Placement Financing
OLB Group Inc. Announces \$3 Million Private Placement at a Premium to Market
Key Details of the Financing and Strategic Implications for Investors
NEW YORK, NY, February 18, 2026 – The OLB Group, Inc. (NASDAQ: OLB), a diversified fintech company specializing in payment processing and digital asset technology solutions, has announced a significant private placement financing that is likely to be of interest to current and prospective investors.
Highlights of the Private Placement Deal
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Private Placement Size and Structure: OLB Group has entered into a securities purchase agreement with an institutional investor for the sale of approximately 2,857,142 shares of common stock (or prefunded warrants in lieu thereof), together with accompanying warrants to purchase up to 3,571,428 shares of common stock.
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Pricing: The combined purchase price is set at \$1.05 per share and accompanying warrant, which represents a premium compared to recent market prices. The warrants are exercisable at \$0.92 per share.
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Warrant Terms: The new warrants will be exercisable immediately after the effectiveness of a resale registration statement for the underlying shares and have a five-year term from that date.
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Modification of Existing Warrants: OLB has agreed to reduce the exercise price of certain outstanding warrants issued to the same investor in August and November 2021 to \$0.92 per share and to extend their term by three years. This could potentially increase the likelihood of warrant exercises by making them more attractive at current market prices.
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Expected Proceeds and Use: Gross proceeds from the offering are expected to be approximately \$3 million before commissions and expenses. The closing is anticipated on or about February 19, 2026, subject to customary closing conditions.
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Placement Agent: D. Boral Capital LLC is serving as the exclusive placement agent for this transaction.
Important Information for Shareholders
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Potential Dilution: The issuance of new shares and warrants will result in dilution to existing shareholders. The combined potential issuance, if all warrants are exercised, could significantly increase the number of shares outstanding.
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Premium Pricing: The offering price is set at a premium to the market, which may reflect investor confidence or strategic value in OLB’s growth and technology.
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Warrant Repricing: Reducing and aligning the exercise price of previous warrants to \$0.92 and extending their term could incentivize more exercise, providing potential future capital but also adding to dilution.
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Registration Rights: The company has agreed to file a resale registration statement with the SEC for the securities, allowing for potential public resale by investors, which could impact share liquidity and trading dynamics once effective.
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Regulatory Compliance: The securities are being offered in a private placement under exemptions from the Securities Act of 1933, and are not immediately registered for public resale.
About OLB Group, Inc.
OLB Group is a diversified fintech company providing advanced payment processing, digital asset technology, and omnichannel commerce solutions. Its flagship SecurePay gateway enables seamless payment acceptance across multiple channels while leveraging emerging digital asset and AI-driven technologies.
Forward-Looking Statements
This announcement includes forward-looking statements, including expectations regarding the completion, size, and timing of the offering. These statements are subject to risks and uncertainties, including those detailed in OLB’s recent SEC filings. Actual results may differ materially.
Contact Information
Disclaimer: This article is for informational purposes only and does not constitute an offer to sell, or the solicitation of an offer to buy, any securities. Investors should review all available filings and consult with a financial advisor before making investment decisions. The actual results and outcomes may differ materially from those discussed herein due to known and unknown risks and uncertainties.
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