An anonymous director reports

GALAXY ANNOUNCES APPROXIMATE US$100 MILLION BOUGHT DEAL PUBLIC OFFERING

Galaxy Digital Holdings Ltd. has entered into an agreement with Canaccord Genuity Corp., as sole underwriter, pursuant to which the underwriter has agreed to purchase, on a bought deal basis, 9.75 million ordinary shares of the company at a price of $14 per ordinary share for aggregate gross proceeds of $136.5-million (approximately $100-million (U.S.)). Galaxy's investment banking affiliate, Galaxy Digital Partners LLC, also acted as an adviser to the company.

In addition, certain shareholders, including Galaxy Group Investments LLC, have granted to the underwriter an option to purchase up to an additional 1,462,500 ordinary shares (to be issued upon the exchange of Class B units of Galaxy Digital Holdings LP held by the selling shareholders in accordance with their terms) at the offering price, exercisable in whole or in part at any time for a period of 30 days after the closing of the offering, which, if exercised in full, would result in gross proceeds to the selling shareholders of $20,475,000 (approximately $15-million (U.S.)). The Class B units that Galaxy Group Investments will need to exchange for ordinary shares to participate as a selling shareholder will represent less than 1 per cent of its holdings in the company.

The offering is expected to close on or about April 12, 2024, and is subject to customary closing conditions, including receiving all necessary regulatory approvals.

The net proceeds of the offering to the company will be used for working capital and general corporate purposes. The company will not receive any proceeds from the sale of ordinary shares in connection with the overallotment option.

The offering will be made by way of a prospectus supplement to the company's short form base shelf prospectus dated March 26, 2024, in all provinces and territories of Canada (other than Quebec), and may be offered in the United States to persons who are both qualified institutional buyers, as defined in Rule 144A as promulgated under the United States Securities Act of 1933, as amended, and qualified purchasers (as defined in Section 2(a)(51) for purposes of Section 3(c)(7) of the Investment Company Act of 1940 and the rules promulgated thereunder), and in certain jurisdictions outside of Canada and the United States, provided that no prospectus, registration statement or similar document is required to be filed in such jurisdiction.

The prospectus supplement will be filed on SEDAR+ on or before April 11, 2024.

About Galaxy Digital Holdings Ltd.

Galaxy is a digital asset and blockchain leader providing access to the growing digital economy. The company serves a diversified client base, including institutions, start-ups and qualified individuals. Since 2018, Galaxy has been building a holistic financial platform spanning three complementary operation businesses: (i) global markets; (ii) asset management; and (iii) digital infrastructure solutions. The company's offerings include, amongst others, trading, lending, strategic advisory services, institutional-grade investment solutions, proprietary bitcoin mining and hosting services, network validator services, and the development of enterprise custodial technology. The company is headquartered in New York, with global offices across North America, Europe and Asia.

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