Nakamoto Inc. announces $107M all-stock acquisition

Nakamoto Inc. will acquire BTC Inc and UTXO Management in a $107.3M all-stock deal, issuing 363.6M shares at $1.12 each, consolidating Bitcoin media, events, and asset management.

Nakamoto Inc. (NASDAQ: NAKA) has entered into definitive merger agreements to acquire BTC Inc, a leading Bitcoin-focused media and events provider, and UTXO Management GP, LLC, an investment firm specializing in Bitcoin companies. The all-stock deal is valued at approximately $107.3 million. BTC Inc and UTXO holders will receive 363,589,816 shares of Nakamoto common stock at $1.12 per share, a premium over Nakamoto’s recent market price. This transaction stems from previously disclosed call options in a Marketing Services Agreement. The merger is expected to close in the first quarter of 2026, subject to customary closing conditions and regulatory approvals. Notably, no new shareholder approval is required for completion. The acquisition aims to consolidate Bitcoin media, events, and asset management under one Nasdaq-listed entity, diversifying Nakamoto’s portfolio and supporting its growth strategy within the Bitcoin ecosystem. The deal is expected to contribute recurring revenue and strengthen Nakamoto’s global brand and distribution network.

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