Key Takeaways:
Shareholders approved all five proposals at the extraordinary meeting, authorizing a new class of perpetual preferred shares to fund the company’s aggressive Bitcoin acquisition strategy.
The vote green-lights the “Mercury” Class B program, enabling an initial raise of ¥21.2 billion ($135M) with a broader shelf capacity of up to ¥555 billion.
The plan received explicit support from Norway’s sovereign wealth fund, Norges Bank, signaling institutional confidence in Metaplanet’s pivot to a Bitcoin treasury model.
Metaplanet’s transformation into Japan’s premier corporate Bitcoin vehicle has cleared a critical governance hurdle. The firm’s latest extraordinary shareholder meeting concluded with a clean sweep, as investors approved all five proposals on the ballot. This decisive 5-for-5 vote reinforces the company’s aggressive roadmap to utilize preferred equity and fresh capital to significantly scale its Bitcoin-focused treasury.
Shareholders Authorize “Mercury” Perpetual Preferred Shares to Target ¥555 Billion Capacity
While official minutes are still being finalized, reports indicate strong majority support for the core of the December 22 agenda: the authorization of the new perpetual preferred stock program.
The centerpiece of this approval is the “Mercury” Class B perpetual preferred equity. This instrument is designed with a fixed 4.9% annual dividend and a ¥1,000 conversion price, targeting primarily overseas institutional investors via private placement. The vote authorizes an initial tranche aimed at raising approximately ¥21.2 billion ($135 million).
Crucially, the amendments to the Articles of Incorporation also unlocked a much larger shelf capacity. By redefining authorized share classes and board authority, shareholders have effectively cleared the runway for Metaplanet to eventually raise up to ¥555 billion (approx. $3.8 billion) over a multi-year window. This structure mirrors the capital-markets-driven accumulation strategy popularized by MicroStrategy in the U.S.
5/5 Proposals Approved at the Metaplanet Extraordinary Shareholder Meeting
Institutional Validation from Norges Bank Signals Maturity in Corporate Bitcoin Strategy
A pivotal factor in this vote was the public support from Norway’s sovereign wealth fund, Norges Bank. The fund’s disclosure that it backed the December 22 capital structure changes adds a layer of institutional legitimacy that is often absent in the crypto-equity sector.
This endorsement signals to other asset managers that Metaplanet’s governance model is maturing. Rather than being viewed as a volatile “meme stock,” the firm is successfully framing itself as a disciplined treasury vehicle. The approved preferred share structure offers specific strategic advantages:
Non-Dilutive Funding: It allows the company to tap into deep pools of overseas capital without immediately diluting common shareholders.
Predictable Costs: The fixed-dividend nature of the instruments locks in funding costs, shielding the balance sheet from the volatility of traditional bank debt interest rates.
Asset Deployment: Proceeds can be rapidly deployed into additional BTC purchases, further cementing the company’s correlation with the asset class.
From Governance to Execution: Navigating the Next Phase of the Capital Roadmap
With the legal approvals secured, the focus now shifts entirely to execution. Metaplanet faces the complex task of timing its preferred share issuances against the dual volatilities of the global Bitcoin market and Tokyo Stock Exchange oversight.
Analysts suggest that the successful placement of the initial Class B tranche will be the first major test of foreign appetite for yen-denominated Bitcoin exposure. If executed well, this strategy could solidify Metaplanet’s role as Asia’s flagship Bitcoin treasury. However, the stakes for common shareholders remain high: the new capital stack must generate Bitcoin-driven returns that outpace the cost of the preferred dividends, or the structure could weigh on long-term equity value.
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