Metaplanet to Invest 2,100 BTC in Super League to Build…

Japanese Bitcoin treasury company Metaplanet has agreed to invest 2,100 BTC and $2.5 million in cash into Nasdaq-listed Super League Enterprise, creating a U.S.-listed Bitcoin treasury platform that will operate under the name Superplanet, Inc.The companies announced the definitive agreement on August 18. The Bitcoin contribution was valued at approximately $132.1 million using Bitcoin’s Coinbase closing price at 4 p.m. New York time on August 14, putting the aggregate initial investment at approximately $134.6 million.In return, Metaplanet will receive 44,859,400 newly issued Super League common shares priced at $3.00 each, 100 shares of convertible perpetual preferred stock and warrants allowing it to purchase as many as 381 million additional common shares. The warrants have 10-year terms and exercise prices ranging from $3.00 to $33.50.The transaction is expected to close in the fourth quarter of 2026, subject to Super League shareholder approval, Nasdaq requirements and other regulatory and customary closing conditions.

Metaplanet Takes Control of a Nasdaq-Listed Platform

Following completion, Super League will be renamed Superplanet and its Nasdaq ticker is expected to change from SLE to SUPA. Metaplanet will own approximately 95.7% of outstanding common stock, or about 93.6% assuming exercise of Super League's existing pre-funded warrants, making Superplanet a consolidated subsidiary.The structure gives Metaplanet a second publicly listed vehicle for its Bitcoin strategy alongside its Tokyo Stock Exchange listing. Metaplanet held 43,000 BTC as of August 18, meaning the 2,100 BTC contribution represents approximately 4.9% of its Bitcoin holdings.Importantly, the Bitcoin does not leave the consolidated Metaplanet group. Superplanet's holdings will be consolidated into Metaplanet's financial statements, effectively shifting part of the group's Bitcoin treasury into a U.S.-listed subsidiary.Super League will also retain its existing gaming-media and advertising business rather than becoming a pure Bitcoin shell. The companies specifically characterized the transaction as a private placement into an existing Nasdaq-listed operating company, rather than a SPAC transaction or reverse takeover.Metaplanet's securities will be subject to a five-year lock-up, while its preferred shares provide governance rights including the ability to designate a majority of Superplanet's directors.

Superplanet Could Raise More Capital for Bitcoin

The transaction also creates a mechanism for considerably larger future capital deployment. For 24 months following closing, Metaplanet will have the right to subscribe for up to 2.1 million shares of non-convertible perpetual junior preferred stock with a stated value of $100 per share, allowing an additional investment of as much as $210 million.Superplanet plans to use its Bitcoin as the collateral base for potential future perpetual preferred-stock offerings. Such securities could allow it to raise capital for additional Bitcoin purchases while limiting dilution of common shareholders compared with repeated common-stock issuance.Operating income and other non-dilutive cash flows from Super League's existing business could also contribute toward servicing preferred-stock dividends.The strategy effectively gives Metaplanet access to two major capital markets for financing Bitcoin accumulation: Tokyo through its existing listed parent and Nasdaq through Superplanet. It also represents a shift beyond simply accumulating Bitcoin on a corporate balance sheet toward building financing infrastructure around those holdings.The model carries significant exposure to Bitcoin price volatility and depends on Superplanet's ability to raise capital on favorable terms. The transaction itself also remains conditional on shareholder and regulatory approvals before the planned fourth-quarter closing.