Hamburg based NAGA Group AG (ETR:N4G0), the multi-asset fintech group behind the NAGA SuperApp “Naga One”, has announced that it is adding USD $8 million in financial flexibility and complementary strategic expertise to support its growth ambitions. With Presto and MDream, NAGA has attracted two institutional investors with deep expertise in quantitative trading and fintech.

The investment will support product development, further strengthen NAGA’s trading and digital-asset offering and provide additional financial flexibility to capture growth opportunities.

Strategic investors add expertise beyond capital

Presto and MDream bring complementary capabilities in two areas central to NAGA’s further development: its core trading business, and the expansion of its fintech activities.

Presto, a quantitative trading and financial services firm founded in 2014, brings extensive experience in quantitative research, execution, risk management and trading infrastructure. NAGA and Presto intend to cooperate on the development of new trading products and on further enhancing pricing and trading conditions, execution, risk management and trading infrastructure. By combining Presto’s expertise with NAGA’s existing technology and platform, the cooperation is intended to strengthen NAGA’s core trading offering and accelerate the development of new capabilities.

MDream brings a strong track record across the fintech ecosystem, including investments in payments, trading platforms and digital wallets. NAGA’s and MDream’s experience across these areas is intended to support the further development of NAGA’s offering and its ambition to bring centralized and decentralized finance closer together within its multi-asset ecosystem.

USD @8 million convertible bond

The USD 8 million convertible bond will be issued to Presto and MDream in a private placement excluding shareholders’ statutory subscription rights. It has a term of 36 months, carries an annual coupon of 8.0% and is convertible into newly issued NAGA shares at a conversion price of USD $4.2615, corresponding to a pre-money valuation of approximately USD $99.2 million and a premium of approximately 57% over the XETRA closing price of the NAGA share on 8 October 2026. Full conversion at the initial conversion price would increase NAGA’s share capital by up to approximately 8.1%.

Octavian Patrascu, CEO of The NAGA Group said,

“We have fundamentally transformed NAGA into a leaner, more efficient and profitable business. The next step is to build on this foundation and accelerate growth. With Presto and MDream, we are gaining two strategic investors who bring both capital and expertise in areas that are central to NAGA’s further development. Their commitment gives us additional financial flexibility while strengthening our ability to develop our offering and capture growth opportunities across trading and digital assets.”

Convertible bond details

If the Company does not achieve consolidated revenues of at least USD $75.0 million and operating cash flow of at least USD $13.5 million in the period from the 13th to the 24th month after issuance, the noteholders may elect either repayment or conversion at a reduced conversion price of USD $1.50 (pre-money valuation of USD $35.0 million). If a conversion at the reduced conversion price cannot be implemented for legal reasons, the Company may exchange the convertible bond for a new convertible bond or repay it. Upon a change of control, the noteholders have a conversion and repayment right. The terms and conditions contain customary anti-dilution provisions.

Upon full conversion at the reduced conversion price of USD $1.50, the share capital would increase by up to EUR 5,333,333, corresponding to approximately 22.9% of the current share capital.

In connection with the transaction, the Company’s  CEO Octavian Patrașcu has undertaken toward the investors to transfer to them, free of charge, up to 762,742 shares of the Company from his own holdings in the event of a conversion at the reduced conversion price. The investors are further entitled, following a conversion, to nominate a candidate for election to the Company’s Supervisory Board.

About NAGA

NAGA is a publicly listed German fintech group operating a multi-asset SuperApp that unifies trading, stock and ETF investing, crypto, social trading, and neo-banking in one platform. Powered by proprietary technology and advanced social features, including autocopy trading, NAGA serves a global community of over 2.5 million registered users across more than 100 countries, supported by 10 local offices and multiple regulatory licenses. The platform features an integrated VISA card with fiat and crypto conversion, dynamic social feeds, and a comprehensive product suite designed to make financial markets accessible to everyone.