Metaplanet plans to take control of Nasdaq-listed Super League Enterprise by contributing 2,100 Bitcoin and $2.5 million in cash, creating a U.S. counterpart to its Bitcoin treasury business in Japan.

The 2,100 Bitcoin was valued at more than $132 million when the agreement was announced and accounts for approximately 4.9% of Metaplanet’s reported holdings of 43,000 Bitcoin. 

If approved, Super League will be renamed Superplanet Inc. and trade on Nasdaq under the ticker SUPA. 

Metaplanet intends to consolidate the company into its group while continuing to raise capital separately in the United States and Japan.

The structure would give Metaplanet access to American investors through a U.S.-listed subsidiary. 

Superplanet could also pursue acquisitions in the domestic Bitcoin treasury sector. Metaplanet said it may eventually seek to make Superplanet securities available in Japan, subject to legal and regulatory requirements.

Metaplanet to Own More Than 95%

Metaplanet will receive 44,859,400 Super League common shares priced at $3 each, along with 100 shares of convertible perpetual preferred stock. 

Those securities are expected to give it ownership of more than 95% of Superplanet’s outstanding common stock, or about 93.6% if existing pre-funded warrants are exercised.

The shares issued to Metaplanet will be locked up for five years.

The agreement also grants Metaplanet 10-year warrants to buy as many as 381 million additional shares at exercise prices ranging from $3 to $33.50. 

Evo Fund, another investor in the transaction, will receive warrants covering up to 10 million shares.

Metaplanet will also have the option to purchase up to $210 million of non-convertible junior liquidity preferred stock during the first 24 months after closing.

Superplanet may use its Bitcoin as collateral for future perpetual preferred-stock offerings. 

These securities would have no maturity date or scheduled repayment obligation, although their issuance would depend on financing needs, market conditions, and regulatory requirements.

New Board, Existing CEO

Metaplanet CEO Simon Gerovich is expected to become Superplanet’s chair. Metaplanet will appoint five members of the nine-person board, giving it control over the company’s governance.

Matthew Edelman, Super League’s current CEO, will remain in charge of the renamed business.

Super League has historically focused on advertising, content, and interactive experiences for gaming and immersive-media platforms.

Its Nasdaq listing and operating business provide the corporate foundation for Metaplanet’s proposed U.S. treasury operation. 

The companies have not detailed how the Bitcoin strategy might affect Super League’s existing commercial activities.

Deal Still Requires Approval

The transaction is expected to close in the fourth quarter of 2026, but it remains subject to Super League shareholder approval, regulatory processes in the United States and Japan, and other customary conditions.

The final value of Metaplanet’s contribution may differ substantially from its announced value because most of it is denominated in Bitcoin.