Metaplanet has introduced a new two-tier preferred equity structure designed to deepen its bitcoin-centric financing model, launching a senior Class A instrument called MARS and a new perpetual Class B preferred share, MERCURY, that is expected to raise roughly $150 million.
The move positions the Tokyo-listed firm as the latest major bitcoin treasury company to adopt a perpetual preferred structure, following Strategy and Strive.
MARS — short for Metaplanet Adjustable Rate Security — becomes the top layer of the company’s capital stack. The senior preferred shares are non-dilutive, offer no conversion rights, and feature monthly dividends that adjust based on where the share trades relative to par.
According to Head of Strategy Dylan LeClair, the design aims to give Metaplanet a volatility-smoothing income instrument while preserving common shareholders from dilution. MARS sits senior to both MERCURY and common equity.
Metaplanet: Raise money, buy bitcoin
The second layer of the structure, MERCURY, forms the backbone of Metaplanet’s new capital raise. The company plans to issue 23.61 million Class B perpetual preferred shares at ¥900 each, generating ¥21.25 billion (approximately $150 million) through a third-party allotment to institutional investors.
The preferred stock pays a 4.9% annual fixed dividend on a ¥1,000 notional strike, with quarterly distributions and an initial payout of ¥40.40 for the period ending Dec. 31, 2025. The shares carry a ¥1,000 liquidation preference and a long-dated optional conversion into common equity — a hybrid profile that blends fixed income with asymmetric upside tied to bitcoin.
The offering comes as Metaplanet’s common equity has fallen more than 80% from its all-time high and now trades around ¥387, pushing its market-to-NAV ratio below parity to 0.96. Investors currently value the company at less than the bitcoin it holds — a dynamic management believes the new structure can help correct by separating long-term capital providers from short-term equity flows.
“MERCURY sits junior to MARS, senior to common, offering a hybrid profile: fixed income + asymmetric upside tied to BTC,” LeClair posted on X.
Metaplanet, now the world’s fourth-largest corporate holder of bitcoin with 30,823 BTC, plans to allocate roughly ¥15 billion of the new capital toward additional bitcoin purchases, with the remainder directed to income-generating bitcoin strategies and the redemption of outstanding corporate bonds.
Executives have emphasized that downturns are strategic buying opportunities, and that consistent bitcoin accumulation remains fundamental to its treasury model.
To support the overhaul, the company will convene an extraordinary general meeting on Dec. 22 to approve reductions to capital stock and capital reserves, expand authorized shares to 3.83 billion, and clear legacy financing overhangs.
Metaplanet is cancelling multiple series of prior stock acquisition rights and issuing new rights to EVO FUND to streamline its structure ahead of the preferred rollout.
Metaplanet was once a Japanese firm rooted in hotel management, real estate, and Web3 initiatives, and has rapidly reinvented itself as a publicly traded Bitcoin treasury company. Its core mission is now to maximize Bitcoin held per share, tapping equity and debt markets to raise capital that is then converted into BTC.
The company frames Bitcoin accumulation as both an inflation hedge and a long-term value engine for shareholders, making its treasury strategy the center of its corporate identity.
On October 1, Metaplanet (TSE: 3350, OTC: MTPLF) reinforced its transformation into Asia’s “Bitcoin rocketship” by acquiring 5,268 BTC for about $615.7 million, bringing its total holdings to 30,823 BTC at an average cost of $107,912 per coin.
This makes it the fourth-largest publicly traded Bitcoin treasury globally, exceeding its FY2025 goal of 30,000 BTC and achieving a 497% year-to-date BTC yield. Q3 2025 revenue surged 115.7% to ¥2.438 billion, prompting a doubling of FY2025 revenue guidance to ¥6.8 billion.
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