- Nakamoto’s $107M all-stock deal signals major consolidation in Bitcoin media and finance.
- BTC Inc. and UTXO integration gives Nakamoto recurring revenue plus BTC accumulation paths.
- Rising institutional Bitcoin exposure boosts momentum for diversified crypto-focused firms.
Nakamoto Inc. (NASDAQ: NAKA) has agreed to acquire BTC Inc., the parent company of Bitcoin Magazine, and UTXO Management in an all-stock transaction valued at more than $107 million. The deal marks a major consolidation within the Bitcoin-focused media and investment space.
Consequently, Nakamoto moves to expand beyond a single operating model and position itself as a diversified Bitcoin company with exposure to media, asset management, and advisory services.
The transaction, which the companies expect to close in the first quarter, relies entirely on Nakamoto common stock priced at $1.12 per share. BTC Inc. and UTXO securityholders will receive 363,589,816 shares on a fully diluted basis.
Based on Nakamoto’s February 13 closing price of $0.2951, the consideration totals approximately $107.3 million before adjustments. Moreover, the structure follows previously disclosed call options under a Marketing Services Agreement that shareholders had already approved.
Nakamoto exercised its call option with BTC Inc., while BTC Inc. simultaneously exercised its option to acquire UTXO. Additionally, the companies had collaborated on joint marketing campaigns across BTC Inc.’s media and events platforms before finalizing the agreements. That coordination signals a broader integration plan rather than a standalone acquisition.
The company aims to build a platform that generates recurring revenue streams. BTC Inc. operates one of the most recognized Bitcoin media brands and hosts global industry events. UTXO Management focuses on investments in private and public Bitcoin-related companies. Hence, Nakamoto expects the combined entities to strengthen their balance sheet and fund further Bitcoin accumulation and strategic acquisitions.
David Bailey, Chairman and CEO of Nakamoto, said, “Bringing BTC Inc and UTXO into Nakamoto has been a part of our vision since day one.” He added, “We intend to operate a portfolio of companies across media, asset management, and advisory services that can scale with Bitcoin’s long-term growth.” Bailey also stated, “This transaction signifies the first step of the company we intend to build, and we’re just getting started.”
Market Context and Bitcoin Holdings
Significantly, the transaction unfolds amid rising institutional activity around Bitcoin-focused businesses. Eric Trump’s American Bitcoin venture reportedly holds 6,000 BTC valued at more than $400 million. That development highlights growing corporate exposure to digital assets.
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Source: https://coinedition.com/nasdaq-listed-nakamoto-moves-to-buy-btc-inc-and-utxo/
