Twenty One Capital becomes top Bitcoin holder with $458.7M purchase ahead of public listing

Twenty One Capital has purchased 4,812 Bitcoins (BTC) on May 9 for approximately $458.7 million, according to an 8-K Form filed with the US Securities and Exchange Commission (SEC).

The acquisition, made at an average price of $95,319.83 per BTC, was executed in connection with a business combination agreement between Twenty One and Cantor Equity Partners, a special-purpose acquisition company backed by Cantor Fitzgerald.

PIPE financing

The purchased Bitcoin was initially acquired by Tether and placed in a designated wallet pending the close of the PIPE (private investment in public equity) financing. Tether will transfer the Bitcoin to Twenty One at the closing of the proposed transactions under terms established in the combination agreement.

The PIPE financing structure includes $385 million in convertible senior secured notes and $200 million in common equity. 

The net proceeds from these offerings are designated primarily for additional Bitcoin purchases.

The company also maintains an optional clause to raise up to $100 million more in convertible notes within 30 days of the initial transaction date.

Bitwise head of alpha strategies Jeff Park commented on the timing and scale of the purchase, saying that Twenty One Capital “basically snapped up half a yard of BTC within two weeks of its announcement.” 

Bitcoin treasury strategy anchors launch

With this acquisition, Twenty One Capital has become the 17th-largest corporate Bitcoin holder globally and ranks fifth among private companies, based on data from Bitcoin Treasuries.

The company expects to hold more than 42,000 BTC at launch, positioning it behind only Strategy and a few others in total corporate Bitcoin reserves.

Twenty One was formed as part of a business combination with Cantor Equity Partners and is backed by Tether, Bitfinex, and SoftBank Group. The firm is structured to operate as a Bitcoin-native public entity, focused on maximizing Bitcoin ownership per share rather than tracking traditional equity metrics.

The firm’s business model also includes developing Bitcoin-native financial products, capital market tools, and corporate infrastructure aligned with Bitcoin’s monetary properties. 

Twenty One will trade under the “XXI” ticker after the transaction is concluded. Until then, Cantor Equity Partners shares will continue to trade on Nasdaq under “CEP.”

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