**Metaplanet Launches Two-Tier Equity Structure to Boost Bitcoin Holdings**
Metaplanet has unveiled a new two-tier preferred equity framework aimed at enhancing its bitcoin-focused financing strategy. The Tokyo-listed company is introducing a senior Class A instrument named MARS and a perpetual Class B preferred share called MERCURY, with an anticipated capital raise of approximately $150 million. This initiative positions Metaplanet as a significant player in the bitcoin treasury sector, following in the footsteps of other firms like Strategy and Strive.
MARS, which stands for Metaplanet Adjustable Rate Security, serves as the upper tier of the company’s capital structure. These senior preferred shares are designed to be non-dilutive, lacking conversion rights, and feature monthly dividends that fluctuate based on the share’s trading price relative to its par value. According to Dylan LeClair, Head of Strategy, this design aims to provide Metaplanet with a stable income instrument while protecting common shareholders from dilution. MARS holds a senior position over both MERCURY and common equity.
The second tier, MERCURY, is integral to Metaplanet’s capital-raising efforts. The company plans to issue 23.61 million Class B perpetual preferred shares at ¥900 each, aiming to generate ¥21.25 billion (around $150 million) through a third-party allotment to institutional investors. These preferred shares will offer a 4.9% annual fixed dividend based on a ¥1,000 notional strike, with quarterly distributions and an initial payout of ¥40.40 for the period ending December 31, 2025. The shares also come with a ¥1,000 liquidation preference and an option for long-term conversion into common equity, creating a hybrid profile that combines fixed income with potential upside linked to bitcoin.
This offering arrives at a time when Metaplanet’s common equity has seen a decline of over 80% from its peak, currently trading around ¥387, which has pushed its market-to-NAV ratio below parity at 0.96. Investors are currently valuing the company at less than the bitcoin it holds, a situation that management believes the new structure can help rectify by distinguishing long-term capital providers from short-term equity flows. LeClair noted that MERCURY is positioned junior to MARS but senior to common equity, offering a blend of fixed income and asymmetric upside related to bitcoin.
As the fourth-largest corporate holder of bitcoin globally, with 30,823 BTC, Metaplanet intends to allocate approximately ¥15 billion of the new capital towards acquiring additional bitcoin, while the remainder will be directed towards income-generating bitcoin strategies and the redemption of existing corporate bonds. Executives have emphasized that market downturns present strategic buying opportunities, reinforcing the importance of consistent bitcoin accumulation in their treasury model.
**FAQ**
**What is Metaplanet’s new equity structure?**
Metaplanet has introduced a two-tier preferred equity structure consisting of a senior Class A instrument (MARS) and a perpetual Class B preferred share (MERCURY) to raise approximately $150 million for bitcoin purchases and other strategies.
