GALAXY DIGITAL HOLDINGS LP, as Issuer, GALAXY DIGITAL HOLDINGS LTD., as Original Pubco, GALAXY DIGITAL INC., as New Pubco, AND THE BANK OF NEW YORK MELLON, as Trustee INDENTURE Dated as of November 25, 2024 2.500% Exchangeable Senior Notes due 2029Indenture • November 27th, 2024 • Galaxy Digital Inc. • Security brokers, dealers & flotation companies • New York
INDENTURE dated as of November 25, 2024 among Galaxy Digital Holdings LP, an exempted limited partnership formed and registered under the laws of the Cayman Islands acting by its general partner Galaxy Digital Holdings GP LLC, as issuer (the “Partnership”, as more fully set forth in Section 1.01), Galaxy Digital Holdings Ltd., a Cayman Islands exempted company with limited liability, as Original Pubco, Galaxy Digital Inc., a Delaware corporation, as New Pubco, and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
Galaxy Digital Inc. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 27th, 2024 • Galaxy Digital Inc. • Security brokers, dealers & flotation companies • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 25, 2024, is hereby entered into by GALAXY DIGITAL INC., a Delaware corporation (the “Company”), JEFFERIES LLC, as representative (the “Representative”), of the several initial purchasers listed in Schedule I of the Purchase Agreement (as defined below) (collectively, the “Initial Holders” and, together with any Subsequent Holder (as defined in Section 6.1 of this Agreement) and any other person who beneficially owns Registrable Securities (as defined below) (including any person that has a beneficial interest in any Registrable Security in book-entry form), the “Holders” and, each individually, a “Holder”) and, solely for purposes of Articles IV and VI hereof, Galaxy Digital Holdings LP, a Cayman Islands exempted limited partnership, acting by its general partner, Galaxy Digital Holdings GP LLC (the “Partnership”). This Agreement, and all rights and obligations of the parties hereunder, shall take effect upon
