Metaplanet is seeking to raise ¥52bn ($329m) through convertible bonds to refinance Bitcoin-backed loans and fund share repurchases after its stock lost almost 90% from its June 2025 high.
The Japanese Bitcoin treasury company said on 13 October that it would issue unsecured, zero-coupon Euro-yen convertible bonds due in 2031. The offering, expected to close on 29 October, will target investors mainly in Europe and Asia, with a planned listing on the Singapore Exchange.
Metaplanet intends to use about ¥23.6bn ($149m) of the proceeds in November to repay part of its interest-bearing debt, which is secured against its Bitcoin holdings. The refinancing would replace some of that borrowing with bonds requiring no regular interest payments, freeing pledged Bitcoin, reducing financing costs and giving the company greater financial flexibility without selling its cryptocurrency.
The move follows a rise in Metaplanet’s reliance on Bitcoin-backed borrowing beyond its own risk limits. At 30 September, it had about $649.5m outstanding under an $800m credit facility secured by Bitcoin. That debt equated to 17.7% of the net asset value of its reserves, above its management target of less than 10%.
Metaplanet held 44,000 BTC at the end of September. It warned that a further fall in the Bitcoin price could push the borrowing ratio higher by reducing the value of its holdings.
The planned repayment would reduce borrowing under the facility to about $500.5m. Based on the asset values reported in September, the ratio would fall to roughly 13.6%, assuming the Bitcoin price and other conditions were unchanged. That would still be above the company’s preferred threshold.
Although the bonds mature in 2031, investors will be able to demand repayment after three years, meaning Metaplanet could have to refinance earlier. The company also acknowledged that the bond issue would not immediately reduce total liabilities, despite lowering interest costs and its dependence on pledged Bitcoin.
Up to ¥28.3bn ($179m) of the proceeds will support a newly authorised ¥60bn ($380m) share buyback. Metaplanet has cancelled its previous ¥75bn ($475m) repurchase authorisation, established in October 2025, under which no shares had been bought.
The new programme allows the repurchase of up to 200 million common shares, about 14.7% of the outstanding stock, between 14 October 2026 and 13 October 2027. The first transaction is scheduled for 14 October through the Tokyo Stock Exchange’s ToSTNeT-3 off-auction system, targeting up to 96.9 million shares for about ¥25.3bn ($160m). If completed in full, it could cut the share count by about 7.1%, although the final amount will depend on shareholder offers.
Metaplanet’s shares closed at ¥261 on 13 October, down about 36% this year and nearly 90% from the June 2025 peak of ¥1,930. Strategy, the world’s largest publicly traded corporate Bitcoin holder, has risen about 1% this year.
Metaplanet generally avoids issuing common shares when its market-to-net-asset-value ratio is below 1, as doing so could reduce existing shareholders’ per-share exposure to Bitcoin. Buybacks could improve that measure, but the outcome will depend on execution prices and future share issuance.
Chief executive Simon Gerovich has agreed to lend up to 55 million personally held shares through Gerovich Family Holdings Limited to support hedging linked to the convertible bonds. The lending fee is 0.75% a year, allowing investors to borrow and potentially sell shares. That could create selling pressure alongside the buyback.
The bonds may also dilute shareholders if converted into equity. Metaplanet plans to set the conversion price above the share price corresponding to an mNAV of 1 at issuance, although final conversion terms have not been decided.
