We are pleased to note that Super League ($SLE) shareholders have voted to approve the proposed Metaplanet transaction, an important step in our transformation from a Bitcoin treasury company into a global Bitcoin-native financial platform.
Upon close, Superplanet will be our U.S.-listed Bitcoin treasury platform, providing direct access to U.S. capital markets and greater flexibility to opportunistically raise capital.
Together with Metaplanet Securities in Japan, we will have complementary platforms in two of the world’s most important capital markets, enabling us to raise and deploy capital internationally while advancing our ambitions across Bitcoin treasury, financing, financial products and asset management.
This is another exciting milestone as we build for the long term. Stay tuned for more as we move towards close.
Super League stockholders have approved every proposal at last week's annual meeting, including:
✅ Issuance of common stock and warrants to Metaplanet
✅ Name change to Superplanet, Inc. ($SLE -> $SUPA)
✅ Increase in authorized preferred shares from 10m to 100m
At closing, Metaplanet will contribute 2,100 BTC + $2.5m USD in exchange for 44.86m common shares, 100 shares of Strategic Alliance Preferred Stock, and common stock warrants representing up to ~$3.4b of potential equity capital.
Based on the ~3.0m Super League shares outstanding as of September 29, Metaplanet would own ~93.7% of Superplanet's common stock at closing. All shares to be held by Metaplanet are subject to a five-year lock-up.
The Strategic Alliance Preferred carries no preferred dividend or liquidation preference; its purpose is governance. While Metaplanet holds it, Metaplanet's consent is required for charter amendments, mergers or changes of control, and designation of a board majority.
As outlined in the proxy, Superplanet intends to grow BTC per share primarily by issuing senior, non-convertible perpetual preferred stock rather than debt.
Metaplanet will also hold a 24-month right to subscribe for up to $210m of unlisted Junior Liquidity Support Preferred Stock. If issued, it would pay SOFR + 4.00% and rank junior to any senior preferred Superplanet may issue, allowing Metaplanet to provide subordinated capital in support of the balance sheet.
A new chapter begins soon. 🇺🇸🪐