Metaplanet’s Strategic Capital Overhaul and Bitcoin Accumulation Potential

Metaplanet’s recent corporate restructuring has positioned it as a trailblazer in the corporate Bitcoin treasury space, leveraging a dual-class share structure to fund its aggressive Bitcoin accumulation strategy. The company’s approach, which includes Class A shares offering fixed dividends and Class B shares with conversion rights, has been designed to balance investor preferences while securing capital for its ambitious 210,000 BTC target by 2027 [1]. This analysis evaluates the viability of Metaplanet’s capital structure as a sustainable funding mechanism, weighing its strategic advantages against potential risks.

Dual-Class Structure: A Defensive Mechanism for Capital Flexibility

According to a report by Bloomberg, Metaplanet’s dual-class share structure serves as a “defensive mechanism” to shield common shareholders from dilution while enabling flexible fundraising [1]. Class A shares, which provide fixed dividends, attract income-focused investors, while Class B shares, convertible into common stock, cater to those seeking growth potential. This bifurcation allows the company to tap into diverse investor bases without compromising its long-term Bitcoin acquisition goals.

The structure also aligns with Japan’s regulatory environment, which has become increasingly favorable for corporate Bitcoin adoption. The BITCOIN Act of 2025 and reduced capital gains taxes on cryptocurrency create a conducive ecosystem for Metaplanet’s strategy [2]. By expanding its authorized shares to 2.7 billion and approving up to 555 billion yen ($3.7 billion) in preferred shares, the company has demonstrated its commitment to maintaining financial flexibility [1].

Bitcoin Treasury Strategy: Balancing Risk and Reward

Metaplanet’s Bitcoin treasury allocation is underpinned by a multi-pronged capital-raising approach. A report by CoinMarketCap highlights that the company plans to use covered call options on its Bitcoin holdings to generate additional revenue, having already earned ¥1.9 billion in operating profit during Q2 2025 [2]. This strategy not only mitigates price volatility risks but also diversifies revenue streams beyond share issuance.

However, challenges persist. The company’s stock price has declined by 54% since mid-2025, complicating its ability to raise capital through common stock [3]. To address this, Metaplanet has prioritized preferred shares, which limit dilution and provide a stable funding source. Class A preferred shares offer a 5% yield, appealing to risk-averse investors, while Class B shares introduce upside potential through conversion rights [4]. This tiered approach ensures that the company can continue acquiring Bitcoin even amid market downturns.

Risks and Criticisms: Shareholder Democracy vs. Strategic Control

While the dual-class structure offers operational advantages, it has drawn scrutiny from advocacy groups like the Investor Coalition for Equal Voting Rights (ICEV). Critics argue that such structures can concentrate power among insiders, undermining shareholder democracy [5]. Metaplanet’s reliance on preferred shares and conversion rights may exacerbate this concern, particularly if voting rights are disproportionately weighted toward specific classes.

To mitigate these risks, the company has implemented safeguards, including capping preferred share issuance at 25% of its Bitcoin net asset value. This ensures financial stability even in a worst-case scenario of a 75% Bitcoin price drop [4]. Additionally, the inclusion of virtual shareholder meetings and transparent capital-raising plans aims to enhance investor trust and accessibility [1].

Conclusion: A Model for Corporate Bitcoin Adoption?

Metaplanet’s strategic capital overhaul represents a bold experiment in corporate Bitcoin treasury management. By leveraging a dual-class share structure, the company has created a funding mechanism that balances income generation, growth potential, and risk mitigation. While challenges like stock price volatility and governance concerns remain, its alignment with Japan’s regulatory environment and innovative use of covered call options position it as a potential model for other corporations seeking to integrate Bitcoin into their treasuries.

As the company progresses toward its 210,000 BTC target, investors will need to weigh the long-term vision against short-term market dynamics. For now, Metaplanet’s approach underscores the evolving intersection of corporate finance and digital assets, offering a case study in the possibilities—and pitfalls—of Bitcoin-centric capital strategies.

Source:
[1] Metaplanet Holders Approve New Funding Tools to Buy Bitcoin [https://www.bloomberg.com/news/articles/2025-09-02/metaplanet-holders-approve-fresh-funding-tools-to-buy-bitcoin-mf1zcapa]
[2] Metaplanet's Bitcoin Treasury Strategy: Balancing Long-Term Vision [https://www.ainvest.com/news/metaplanet-bitcoin-treasury-strategy-balancing-long-term-vision-short-term-risks-2509/]
[3] Metaplanet Stock Plunge Threatens Bitcoin Buying Strategy [https://coinmarketcap.com/academy/article/metaplanet-stock-plunge-threatens-bitcoin-buying-strategy]
[4] Metaplanet's President Lays Out Plan To Acquire 210,000 BTC by 2027 [https://bitcoinmagazine.com/business/metaplanets-president-lays-out-plan-to-acquire-210000-bitcoin-by-2027-at-shareholder-meeting]
[5] Shareholder Democracy and the Challenge of Dual Class Share Structures [https://corpgov.law.harvard.edu/2025/02/11/shareholder-democracy-and-the-challenge-of-dual-class-share-structures/]