Metaplanet Secures Approval for Issuing Dividend-Paying Shares to International Institutions

Metaplanet has revamped its capital structure, allowing it to issue dividend-paying preferred shares aimed at international institutional investors. This strategic shift marks a move from solely dilutive growth toward a more traditional approach that includes income-generating securities alongside its Bitcoin-focused operations.

Key Takeaways

Metaplanet has received approval to issue preferred shares, targeting institutional investors.
The redesign includes new dividend structures, such as monthly floating-rate dividends.
Class B preferred shares will feature quarterly dividends and options for early exits.
The company aims to attract global investors looking for Bitcoin exposure without directly holding BTC.

Metaplanet clears issuance of dividend-paying shares for overseas institutions

Metaplanet's New Financial Strategy

On Monday, Metaplanet announced significant changes to its capital structure, allowing Japan’s largest corporate Bitcoin holder to raise funds through the issuance of preferred shares with dividends targeted at institutional investors. The decisions received unanimous approval from investors, as five proposals were put forth to enhance Metaplanet’s capacity for issuing preferred shares. Dylan LeClair, the company’s Bitcoin strategy director, highlighted that these changes introduce new dividend mechanics and expand access to overseas institutional capital.

Among the approved adjustments are the reclassification of capital reserves to enable preferred share dividends and potential buybacks. The authorized number of Class A and Class B preferred shares has been doubled, and the structure of dividends is set to undergo transformation, introducing both floating and periodic payouts. Additionally, Metaplanet has cleared the way for the issuance of Class B preferred shares specifically for international investors.

Metaplanet held about 30,823 Bitcoin
Source: Dylan LeClair

Transitioning to Income-Generating Securities

The recent proposals represent a significant departure from a pure growth-through-dilution strategy to a more conventional approach in capital markets, where income-producing securities are present alongside Bitcoin-centric strategies. Instead of solely offering direct Bitcoin yields, Metaplanet is introducing preferred equity to present investment opportunities related to its Bitcoin holdings in a format recognizable to institutional players.

A key innovation is the adjustment of Class A preferred shares to include a monthly, floating-rate dividend, termed the “Metaplanet Adjustable Rate Security.” This setup is designed to provide investors with consistent income, satisfying the institutional demand for predictable cash flows. Similarly, Class B preferred shares will now offer quarterly dividends, a 10-year issuer call at 130% of the face value, and an investor put option in the event that the company does not pursue an initial public offering (IPO) within a year.

This structure means that after a decade, Metaplanet has the option to repurchase the shares at a premium. In contrast, investors can exit early if the company remains unlisted after a year. These enhancements incorporate elements commonly seen in private credit and structured equity markets, thereby lowering the risks for long-term capital contributors. Moreover, targeting overseas institutions with these offerings enables Metaplanet to attract global investors seeking Bitcoin exposure without the need to directly hold BTC or engage with volatile common stock.

Metaplanet's Global Expansion

Metaplanet is recognized as one of the most notable Bitcoin-oriented public companies in Asia. It draws comparisons to the corporate Bitcoin treasury models prevalent in the U.S., despite functioning within Japan's specific regulatory and financial environment. The company's methods underscore how non-American enterprises are adapting their Bitcoin strategies to accommodate local market constraints while simultaneously seeking international capital.

On Friday, Metaplanet revealed plans to initiate trading in the U.S. via the over-the-counter market through American Depositary Receipts. This announcement followed the establishment of a subsidiary in Miami months ago, indicating a strategic move to broaden its footprint in the global market.