Metaplanet approved an overhaul of its capital structure on Monday, allowing Japan’s largest corporate Bitcoin holder to raise funds through dividend-paying preferred shares aimed at institutional investors.
Investors approved five proposals that collectively expand Metaplanet’s ability to issue preferred shares, introduce new dividend mechanics and open participation to overseas institutional capital, said Dylan LeClair, the company’s Bitcoin strategy director.
The approved measures include reclassifying capital reserves to allow for preferred share dividends and potential buybacks, doubling the authorized number of Class A and Class B preferred shares and amending dividend structures to introduce floating and periodic payouts.
In addition, Metaplanet cleared the issuance of Class B preferred shares to international institutional investors.
Metaplanet held about 30,823 Bitcoin (BTC) at press time, worth $2.75 billion, according to Bitcoin Treasuries. This makes the company the biggest corporate Bitcoin holder in Asia, and the fourth-biggest in the world.
Source: Dylan LeClair
Preferred shares and institutional access
The approved proposals mark a shift away from a pure growth-through-dilution approach to a more traditional markets approach, where income-producing securities coexist with a Bitcoin-focused balance sheet strategy.
Rather than offering direct Bitcoin yield, Metaplanet is using preferred equity to package exposure to its corporate Bitcoin holdings in a format familiar to institutions.
One of the most notable changes is the amendment for the company’s Class A preferred shares to adopt a monthly, floating-rate dividend structure known as the “Metaplanet Adjustable Rate Security.”
This design allows investors to receive regular income, which aligns with the institutional need for predictable cash flows.
Class B preferred shares were also amended to include quarterly dividends, a 10-year issuer call at 130% of face value and an investor put option exercisable if a qualifying IPO tied to the security does not occur within one year
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This means that Metaplanet can buy the shares back after 10 years at a premium price, while investors have the right to exit early if the company does not go public in a year.
These features mirror protections commonly seen in private credit and structured equity markets, reducing downside risk for long term providers of capital.
Furthermore, by targeting overseas institutions, Metaplanet allows global investors who may want Bitcoin exposure without directly holding spot BTC or volatile common stock.
Metaplanet expands to global markets
Metaplanet is one of the most closely watched Bitcoin-focused public companies in Asia.
It’s often compared to US-based corporate Bitcoin treasury models, despite operating in Japan’s regulatory and capital markets environment.
The company’s approach highlights how non-US companies are adapting Bitcoin strategies to local market constraints while still pursuing global capital.
On Friday, the company announced that it was set to begin trading in the US on the over-the-counter market through American Depositary Receipts. The announcement came months after the company established a subsidiary in Miami.
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