✓ Official source BTC
Super League shareholders back Metaplanet’s 2,100 BTC deal, setting up a U.S. bitcoin treasury called Superplanet
Summary
Stockholders of Nasdaq-listed gaming and media company Super League approved all proposals tied to Metaplanet’s planned investment at their Oct. 16 annual meeting, Super League said Monday; Cointelegraph also reported the vote.
At closing, Metaplanet’s U.S. subsidiary will contribute 2,100 bitcoin and $2.5 million in cash for 44,859,400 common shares at $3.00 each, plus 100 shares of convertible perpetual preferred stock with governance rights and ten-year warrants for up to 381 million more shares, according to the release.
Super League will be renamed Superplanet, Inc. and trade under the ticker SUPA, and plans to fund further bitcoin buys mainly through preferred stock rather than debt, Cointelegraph reported; the deal is expected to close in the fourth quarter, subject to closing conditions including Nasdaq filings.
Ownership figures differ by measure: Cointelegraph reported a 93.7% stake, while Metaplanet’s August disclosure put its expected interest at about 95.7% of voting rights and about 93.6% on an economic basis.
Updates
- Update, : Oct. 19: Bitcoin Magazine reported the vote, describing Metaplanet’s stake as around 96%, and quoted Metaplanet CEO Simon Gerovich; its holdings figure differs from Cointelegraph’s.
Key facts
- Super League said the 2,100 BTC was valued at about $132.1 million at the Aug. 14 reference price and about $170.0 million as of Oct. 16, and that the share count is fixed and will not change with bitcoin’s price before closing.
- For 24 months after closing, Metaplanet can subscribe for up to 2.1 million shares of junior liquidity preferred stock with a $100 stated value, investing up to an additional $210 million, Super League said.
- Metaplanet agreed to a five-year lock-up on the common shares it receives at closing and on any shares from exercising its warrants or converting its preferred stock, subject to certain exceptions.
- The warrants come in four tranches with exercise prices stepping up from $3.00 to $33.50 per share, and Matt Edelman will stay on as CEO while the advertising and media business continues as a separate segment.
- Metaplanet said the deal’s purpose is to raise the bitcoin held per share attributable to its own stock, and that its capital commitment at closing is limited to the 2,100 BTC and $2.5 million.
- Cointelegraph said Metaplanet holds about 44,000 BTC, making it the second-largest publicly traded corporate bitcoin holder behind Strategy, according to industry data.
- Bitcoin Magazine said the approved proposals included raising Super League’s authorized preferred shares from 10 million to 100 million, citing a meeting summary posted on X.
- “Upon close, Superplanet will be our U.S.-listed Bitcoin treasury platform,” Metaplanet CEO Simon Gerovich wrote on X, Bitcoin Magazine reported.
- Bitcoin Magazine said Metaplanet held 43,000 BTC as of Aug. 18 and described itself as the third-largest public corporate bitcoin treasury, which differs from Cointelegraph’s figure of about 44,000 BTC and second place.