TLDR
- Super League (SLE) stock traded near $5 on Monday, up 9%, after stockholders approved Metaplanetās (3350) takeover plan.
- Metaplanet will pay 2,100 Bitcoin and $2.5 million in cash for a 93.7% stake.
- A governance preferred stock lets Metaplanet approve mergers and name a board majority.
- Super League will become Superplanet and plans to use the Nasdaq ticker SUPA.
- The deal gives Metaplanet US dollar financing to go with its yen funding in Japan.
Metaplanet (3350) cleared a key step toward a US listing on Monday. Stockholders of Super League (SLE) approved the deal, and SLE stock traded near $5, up 9% on the day.
SLE has gained 61% over three months, according to TradingView. The vote result came in a filing with the SEC.
Metaplanet will contribute 2,100 Bitcoin and $2.5 million in cash. In return, it gets 44.86 million units of common stock.
It also receives 100 units of convertible perpetual preferred stock and 10-year warrants. The deal lets Super League issue up to 435.9 million units of common stock.
Metaplanet ends up with 93.7% of the company. Evo Fund is also a party to the agreements.
What the preferred stock does
The preferred stock pays no dividend and has no liquidation preference. Dylan LeClair, Metaplanetās director of Bitcoin strategy, said its purpose is governance.
While Metaplanet holds it, the firm must approve charter changes, mergers and changes of control. It can also pick a majority of the board.
Metaplanetās common stock faces a five-year lock-up. The warrants could bring in up to $3.4 billion in equity capital, LeClair said.
Super League will become Superplanet. It plans to trade under the Nasdaq ticker SUPA.
Funding the Bitcoin plan
Superplanet plans to grow the Bitcoin it holds per unit of stock. It will lean on senior, non-convertible perpetual preferred stock instead of debt.
Metaplanet can also invest up to $210 million in junior preferred stock. That gives the new company extra backing.
CEO Simon Gerovich announced the vote on X. He said the deal gives Metaplanet direct access to US capital markets.
Gerovich said the US arm will work alongside Metaplanet Securities in Japan. The aim is to raise and deploy capital in both markets.
Metaplanet holds about 44,000 BTC, second among public companies behind Strategy. Superplanet would start with 2,100 BTC, which would rank it 35th among Bitcoin treasury firms, according to BitcoinTreasuries.
Metaplanet has also been active at home. It plans to issue $329 million in convertible bonds to pay debt and fund buybacks.
Earlier this month, it proposed putting up to 15% of its total assets into strategic investments. Super League said in an Oct. 15 filing that the US market for Bitcoin treasury preferred securities can support new entrants.
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