NewsStocksMetaplanet Cuts Series 10 Stock Pool by 41% and Plans Hong Kong Subsidiary

Metaplanet Cuts Series 10 Stock Pool by 41% and Plans Hong Kong Subsidiary

Author: Cointelegraph·

Key Takeaways

  • The revised Series 10 terms reduce potential future shares by 131.3 million and restore the conversion ratio to 1:410.
  • Previously delivered shares will remain outstanding, and unvested rights will face staged exercise restrictions from 2029 through 2031.
  • Metaplanet will cancel plans to transfer up to 90,000 rights to an employee incentive vehicle and develop a new compensation program instead.
  • The company plans to establish a Hong Kong asset management subsidiary with $1 million in capital under its Project Nova expansion.
  • Metaplanet shares declined 3.8% Friday, extending their five-day loss to 15%.
Metaplanet Cuts Series 10 Stock Pool by 41% and Plans Hong Kong Subsidiary

Metaplanet CEO Simon Gerovich said the Japanese Bitcoin treasury company will further amend its Series 10 stock acquisition rights following shareholder criticism over potential dilution.

Under the revised terms, Metaplanet will reduce the number of potential shares underlying the rights by 131.3 million, from 319.464 million to 188.19 million. The company will reset the conversion ratio from 1:696 to 1:410, the level in place before its September 2025 international share offering, Gerovich said in a Friday post on X.

Shares that were already delivered through previous exercises will not be returned or canceled. The reduction applies only to the number of shares available through future exercises, according to the company’s official disclosure. The change therefore reduces the remaining potential share issuance without reversing prior exercises.

The amendment will extinguish more than $220 million in warrant value and increase Metaplanet’s Bitcoin per fully diluted share by approximately 8.8%, Gerovich said.

Metaplanet will also withdraw its plan to transfer up to 90,000 rights to a long-term officer and employee incentive vehicle. Instead, it will develop a new compensation program with a leading global compensation consultant. Under the amended terms, all unvested rights will be subject to additional exercise restrictions, with one-third becoming exercisable in each of 2029, 2030 and 2031.

The changes follow shareholder criticism of the Series 10 option pool’s expansion from 46 million shares to 319.5 million. Metaplanet said it fixed the pool at 319.5 million shares on Aug. 18, while some shareholders called on the company to cancel the 273 million additional potential shares created by the expansion. In an Aug. 18 disclosure, the company acknowledged that expanding the pool “amplifies the dilution borne by existing shareholders.”

In a Friday post on X, VanEck’s head of digital asset research, Matthew Sigel, called the adjustment a “meaningful concession” that better aligns management with shareholders.

On Aug. 31, Metaplanet disclosed that Gerovich had exercised rights to acquire 92,000 shares under the Series 10 pool. Gerovich said he recused himself from the board’s deliberations and vote on the adjustment because he is a Series 10 holder.

Metaplanet plans Hong Kong asset management subsidiary

Metaplanet also announced Friday that it plans to establish Metaplanet Asset Management Asia Limited in Hong Kong with $1 million in initial capital later in September. The subsidiary will trade Bitcoin, equities and credit products during Asian market hours, according to the company’s announcement.

The new entity is part of Metaplanet’s “Project Nova,” which aims to build a Bitcoin-centered platform spanning asset management, securities, capital markets and other financial services. The Hong Kong plan would add trading activity during Asian market hours to that broader expansion, while the company’s proposed Siiibo Securities acquisition would form a separate securities arm.

In June, Metaplanet agreed to acquire Siiibo Securities in a 2.1 billion yen ($13.1 million) transaction to form a securities arm.

Metaplanet shares fell 3.8% on Friday, bringing their five-day decline to 15%, according to Yahoo Finance.

Original report: Cointelegraph