Controversial post.
Was on the fence about this one but as a $MPJPY | $MTPLF shareholder I think it is important.
Ragnar raises good points.
The 10th Series Stock Acquisition Rights has frustrated many shareholders because it means management was shielded from dilution while the rest of us were not.
We do not need to speculate.
From the company's own release:
"The SARs were issued prior to the Company's adoption of its Bitcoin treasury strategy in April 2024"
And then...
Reasons for the amendment according to the company:
"Under the Adjustment Provision, the number of potential shares under the SARs increases automatically each time the Company issues new shares or other potential shares. This amplifies the dilution borne by existing shareholders and has made it difficult for investors to ascertain the Company's fully diluted share count and, by extension, the extent of future dilution. In addition, because the economic interest of the SAR holders could also increase in connection with equity financings and similar transactions, the structure had the potential to raise concerns regarding the relationship between capital-raising decisions and the interests of the SAR holders".
It's important to note that during this period, the share count grew by 8.3x as a result of the business model which involves issuing equity at a premium to buy Bitcoin.
Because of the anti-dilution clause, the share count of those holding the 10th series stock acquisition rights grew from 46 million to 319 million.
You can see why shareholders are upset with this.
My personal view is that while I am glad it's been amended, it would be appropriate to get rid of the additional shares from when the Bitcoin treasury strategy started.
Obviously this should be replaced by a long-term incentive programme so that management are rewarded for being the men in the arena. It should also ensure that all shareholders are aligned.
I remain a significant shareholder in the company.
Let's see what happens.
@gerovich@DylanLeClair
He's 26. Apple offered him $8.4 million for the tongue-controlled retainer he 3D-prints in a San Diego apartment on a $180 Prusa. He said no
The retainer sits inside your mouth like an Invisalign tray. Inside it: a miniature accelerometer array wired to a Bluetooth LE chip, all encapsulated in medical-grade epoxy he sources from a Kearny Mesa dental supply company for $28 a bottle. It reads tongue and bite pressure patterns at 240 samples per second, translates them into cursor movements and click gestures, and streams the output to any device paired over Bluetooth. Total hardware cost per unit: $47. He wears his own retainer eleven hours a day and hasn't touched a mouse in six months
He posted a demo video to Reddit r/AssistiveTech in October showing a full 47-minute Cursor coding session controlled entirely with his tongue and bite gestures. The post hit the front page in nine hours. An Apple Accessibility engineer found it through a Hacker News crosspost three days later. Tim Cook quote-tweeted the demo the following Wednesday - called it "the accessibility hardware Vision Pro should have shipped with." Apple's business development team wired an $8.4 million acquisition offer to his lawyer in November for the retainer design, the embedded firmware, and a three-year exclusivity contract that would make Apple the only distributor globally. He declined the offer in December. His public statement was seven words: "This should be open. Everyone needs it." He open-sourced the firmware and STL files on GitHub the same day
Apple Vision Pro burned $3.5 billion in R&D on the premise that spatial computing input requires their proprietary hand-tracking silicon and their multi-year hardware roadmap. Neuralink raised at $2 billion on the same premise for neural implants. Tobii runs at $340 million selling eye-tracking hardware to accessibility clinics at $12,000 per unit. He runs a Prusa in a San Diego apartment printing a $47 retainer that a nine-year-old with cerebral palsy in Argentina downloaded and printed at her local library last week
While I have been calling out Democrats who insist on making shit up about CLARITY and crypto more broadly, it is important to call out feckless Republicans also.
The reason getting a VOTE is so important is to be able to TRACK which Senators are taking bribes (cough cough, I mean "campaign donations") from the Banking lobby.
The Banks arguments are as unpersuasive as those of all the industries that have been made more efficient by disruptive technologies. ALL object and ultimately are forced to compete and this will be no different.
Senators like @HawleyMO are a DISGRACE for selling out his constituents like he is doing, on behalf of an industry that has been the beneficiary of 100s of $BILLIONS of excess profits from government largesse.
In addition to failing the smell test, of prioritizing bank profits over saver's ability to grow their wealth, if the U.S. insists on protecting the banking industry while other financial capitals do not, the pre-eminence of U.S. capital markets is at risk.
The FACT that U.S. markets are more efficient has led to dramatic job and wealth growth in America as founders can raise money easier and investors can achieve better returns. Losing that edge would be catastrophic.
Let me start with what I'm not disputing. The 20/80 split is real. It's a standing claim and it's already sitting in today's diluted share count, anyone reading the numbers is already seeing it. In a hypothetical company with no options, common holders would own more
But there's a distinction underneath the criticism that is actually the whole point, and it usually gets collapsed: the standing cost and the forward growth are two different claims. One is established. The other isn't
Take "ongoing" first, the idea that this is a continuous, ever-growing tax. The pool only grows if they issue common. So it isn't automatically a tax on everything, it's a tax on common issuance specifically. And Metaplanet has issued essentially zero common for financing in months, while Bitcoin-per-share has kept climbing over the last twelve months, with the options already in the count
Second, the shape of the risk. Actual dilution, Bitcoin-per-share actually falling, only happens if they issue common below roughly 1.25x mNAV. That has never happened. Policy gates issuance above mNAV, and the history is premiums. And the pool is capped at 20% of fully-diluted. It's a peg, not an open-ended ratchet, the drag is bounded, not runaway
And it isn't even perpetual. The options expire February, 2033. After that date the anti-dilution mechanism is dead, no more pool growth, ever. So the pool can only expand inside a roughly seven-year window, and only if they issue common inside it. The scenario where they quietly accumulate 210,000 BTC and then exercise a giant pool is blocked twice over: they may never issue the common that grows it, and the holders can't wait past 2033 regardless. A continuous, ongoing tax with a 2033 expiry date isn't continuous
Now be honest about the incentive, because it cuts directly against the doom scenario. Those ¥10 options are only worth something if the stock stays well above ¥10. The scenario the critique requires; management issuing billions of common below mNAV to inflate the pool, would crash the stock and Bitcoin-per-share, and their own options with them. Diluting destructively to enlarge a pool you're simultaneously making worthless isn't a plan; it's self-sabotage. The structure points the other way: they only get paid if Bitcoin-per-share and the stock go up, exactly what common holders want. Growing the value grows their options; destroying it destroys them. That's precisely why they fund accretively or non-dilutively
"They'll dilute the company into the ground to feed their pool" is the single thing this structure makes them least likely to do
So where is the fair residual? Not the strike. Every founder has a rock-bottom cost basis, Bezos's Amazon shares, Zuckerberg's, Musk's early Tesla, all acquired at founding for next to nothing while later shareholders paid market. That asymmetry is universal, and it's the reward for the early risk
The genuinely distinguishing feature is the anti-dilution, not the strike. Bezos got diluted as Amazon raised capital. This stake is protected at 20%. That is the fair governance question, if there is one: not that the entry price was low, but that the stake doesn't dilute the way a normal founder's does. And even that is bounded (capped at 20%), finite (dead in 2033), only expands with common issuance they're actively avoiding
And step back to where this started. These options were granted in December 2022, into a distressed micro-cap with no clear future. Strike ¥10. The holders were locked, nothing exercisable until February 2026, then only in thirds out to 2033. Then the stock fell about 70%, down toward ¥14, a step away from the strike itself. For most of 2023 those options were barely in the money and a breath from worthless. Nobody was cashing a sure thing; they were holding low-basis equity in a company that could easily have gone to zero. The value they carry today exists for one reason: management executed the Bitcoin pivot that created it
So grant the standing cost, it's real, and it's in the numbers. But don't assume the forward expansion; that requires future common raises the company is actively building away from. Judging a 2022 turnaround incentive by the 2026 scoreboard, while pretending the 2022 risk never existed, isn't analysis. It's hindsight
To @metaplanero:
Your lengthy, detailed defense of Metaplanet’s 10th Series ¥10 stock options is thorough in citing filings and quantifying scenarios. The facts on the grant itself—Dec 28, 2022 origin, anti-dilution maintaining ~20% of fully-diluted shares, Simon’s large allocation, staged vesting—are not in dispute. Where the reasoning leaps is in treating those facts as sufficient to dismiss the ongoing structural cost to ordinary shareholders.
The anti-dilution clause is not a one-time historical quirk that has already been “priced in.” It is a forward-looking mechanism: every equity issuance that expands the share count automatically enlarges the option pool to preserve the 20% claim. Because the strike is negligible, those incremental shares contribute almost no capital. This permanently elevates the mNAV threshold for accretion to BTC-per-share from 1.0x to approximately 1.25x. You correctly note that the damage is concentrated in the 1.01–1.25x band and that the company has historically issued above that level or used non-equity tools. That does not erase the embedded drag. It means ordinary shareholders must deliver a higher premium—or accept slower BTC-per-share growth—before the structure stops transferring value to the option holders. In a strategy that depends on repeated capital raises to accumulate Bitcoin, this is not a minor technicality; it is a continuous tax on the equity base that funds the strategy.
Calling the grant a “legacy turnaround incentive” from a near-dead hotel shell is accurate as history, but incomplete as justification. The company’s business model, valuation, and capital needs transformed after the Bitcoin pivot. Maintaining an uncapped, anti-dilutive 20% claim for a small group of insiders while public shareholders absorb dilution, volatility, and the risk of mNAV compression is a governance choice, not an inevitability. “Already included in the diluted denominator” addresses the current snapshot; it does not address the future expansion of that denominator every time new equity is issued. Staging and exercise restrictions reduce near-term overhang, yet they do not eliminate the long-term transfer of upside.
You argue that the catastrophic dilution scenario requires three simultaneous worst-case assumptions that contradict the company’s stated policy and recent practice. Fair. Yet the structure itself raises the bar for every equity raise and leaves ordinary shareholders bearing asymmetric risk while management retains a near-free claim on growth. When management has yet to deliver sustained shareholder returns commensurate with the scale of capital deployed and the risks assumed—stock performance and mNAV compression speak for themselves—defending an expansive, low-cost equity guarantee as unproblematic requires more than scenario analysis. It requires acknowledging the misalignment.
Facts without the full cost structure do not fully inform. Context that systematically downplays a permanent 20% rake on future equity-funded Bitcoin accumulation does not fully inform either. The company should address the structural feature directly, as you yourself note is a fair governance question. Long defenses that leap from “the extreme case is unlikely” to “therefore the concern is overstated” do a disservice to the shareholders who ultimately fund the strategy and absorb its risks.
Shareholders deserve clearer recognition of the ongoing transfer embedded in these options, not only reassurance that the worst-case math is improbable.
BREAKING: Iceberg lettuce supplied by Taylor Farms to Taco Bell restaurants has been linked to a parasitic outbreak that has infected thousands of people in five states, per WSJ.
Michigan is one of the hardest-hit states, with the number of cases surpassing 4,000 as of Thursday.
Most people picture a Bitcoin payment like a bank transfer. Money leaves one account and lands in another.
That's not what happens.
Here's what actually happens, because once you understand the process, half the FUD surrounding Bitcoin disappears.
LAWRENCE LEPARD: "I think fiat currency is going to fail. And the reason is that government just can't be trusted to run it."
"Eventually then the government won't be able to fund itself because we'll all be operating outside of the government. And that'll be a really good thing because the government's grown into something that the founding fathers never envisioned."
"It's long overdue that this corrupt system fall apart because we're just tired of watching politicians line their own pockets and screw us, we all pay for it."
@LawrenceLepard
Most cRyPTo projects promise SPEED.
They claim to be faster than Bitcoin.
But speed is irrelevant... without settlement
(apparently I now rap).
This is why Bitcoin IS the "fastest" money.
Less than 500 floating seconds
to bookmark and share 🙏
🚨 THEY DIDN’T JUST KILL THE KING OF POP—THEY ERASED A PROPHET WHO NAMED THE DEVIL TO HIS FACE 💥
In July 2002, Michael Jackson stood in Harlem at the National Action Network podium and detonated the one truth the entertainment cartel cannot forgive: Tommy Mottola—then Sony Music chairman—was “a mean, a racist… very, very, very devilish.”
He wasn’t ranting. He had just escaped his final Sony contract. For the first time in his adult life, the King of Pop owned his masters and his voice. Leverage acquired. Perimeter breached.
The machine’s reply was textbook institutional liquidation:
• 1993: Warning shot (Jordan Chandler).
• 2003: Full-spectrum assault (Gavin Arvizo)—launched within months of the Harlem speech.
Acquitted on all 14 counts in 2005? Irrelevant. The cultural verdict was pre-written by late-night monologues and tabloid headlines. Once the priesthood of entertainment declares you a monster, no jury can acquit you in the public mind.
Now the Epstein files—thousands of pages unsealed in 2026—have retroactively handed Jackson his vindication on a silver platter. Mottola’s name appears hundreds of times: emails, calls, gifts, “thank our lucky stars” exchanges during #MeToo scandals, and documented traffic in the very network Jackson tried to expose. The same players. The same leverage-through-compromise machine.
Jackson wasn’t paranoid. He was inside the room.
And they made him pay the ancient price for truth-tellers who refuse to stay bought: character assassination followed by pharmacological exile.
Propofol isn’t a party drug—it’s a surgical anesthetic. nightly infusions to sleep through the psychological siege they engineered.
The medical examiner called it “acute intoxication.” History will call it what it was: a two-decade execution by a thousand smears, ending in the only escape left.
Michael Jackson didn’t overdose on celebrity. He was hounded out of his own life by an industry that stole his childhood, harvested his genius, then sacrificed him to protect the cartel he dared unmask.
The message to every artist, every whistleblower, every soul who threatens the master narrative remains crystal clear:
Step out of line, and we will turn the greatest talent on Earth into a punchline… then into a corpse.
They can smear the man. They can never erase the mirror he held up.
The King of Pop is dead.
The truth he spoke is very much alive.
⚔️ Who’s next?
#MJWasRight #EpsteinFilesVindicateJackson #TommyMottolaExposed #SonyCartel #MusicIndustryBlackmail #TheKingTheyErased #WakeUpToTheMachine
This should be on every American’s mind. Every single day
“It’s pretty wild that a tiny tax on tea started the revolution and, and now, now we get the living daylights tax out of us and there's no revolution”
“I mean, you get taxed on what you own. You get taxed on what you buy, and you get taxed on what you own. And it's like, okay, this is taxes, taxes, taxes
And then what does it get spent on? A bunch of the stuff it gets spent on you don't even agree with — we need to reduce the size of government and just spend less money and let the people keep a lot more of their hard-earned money”
It’s taxation without representation
We need to, at the very least, Abolish the Income Tax
Property taxes are just unrealized capital gains taxes and rent to pay municipal bond holders
It is Original Sin doctrine in tax that can never be absolved.
It is tyrannical and the cornerstone on which the modern Managerial and Bureaucratic State was built and is maintained
Always look to Florida to lead the people out of the darkness, we are the Sunshine State after all!
Corporation: "We made $4B but spent $3.9B so we only owe taxes on $100M."
Government: "Totally reasonable."
You: "I made $60K but spent $58K on survival."
Government: "You owe taxes on $60K."
You: "That's not—"
Government: "File by May 15."
They named it the “Billionaire Tax” so you wouldn’t read it.
I read it.
Page 26 lets Sacramento convert it to a tax on EVERYONE without your vote.
Same people. Same trick. They did it with AB 130.
Newsom said he’d never sign a mileage tax.
Page 137. Already signed.
Now page 26.
Your house. Your 401k. Your savings.
No vote required.
Watch before they bury it 👇
https://t.co/bYQD11T69M