Capital B, the Euronext Growth Paris-listed Bitcoin treasury company, has completed a €7.6 million private placement fully subscribed by Adam Back. The deal, announced on September 2, involves the issuance of 13,181,030 shares, each carrying four warrants, at €0.58 per unit. Gross proceeds total €7.64 million, with net proceeds expected near €7.3 million after fees and expenses.

The subscription price represented a 15.4% premium to the company’s closing share price on September 1. Capital B intends to direct the capital primarily toward acquiring additional Bitcoin as a long-term reserve asset, consistent with its strategy of increasing BTC held per fully diluted share.

Potential Addition of 376 Bitcoin

Proceeds from the placement, together with the company’s ongoing operations, could support the purchase of up to 376 Bitcoin. Completing such an acquisition would lift Capital B’s holdings from the current 3,145 BTC to 3,521 BTC.

The company reached 3,145 BTC after buying five Bitcoin for €280,000 in August at an average price of €55,882 per coin. Its strategic reserve carries an aggregate acquisition cost of €284.2 million. At recent market levels, the existing holdings were valued around €214 million.

If the planned purchases materialize, Capital B would rank among the larger Bitcoin treasuries held by Europe-listed public companies.

Warrant Structure and Additional Capital Potential

Each of the new shares comes with four warrants divided into three tranches, all with five-year maturities. Two Warrants 2026-06 carry an exercise price of €0.75, one Warrant 2026-07 is set at €0.98, and one Warrant 2026-08 at €1.27.

Capital B may trigger an accelerated exercise period for a tranche if the 20-day volume-weighted average share price exceeds 130% of the relevant exercise price for 20 consecutive trading days. Unexercised warrants would expire at the end of any such period.

Full exercise of all warrants attached to this transaction could generate an additional €49.43 million for the company. That figure comprises approximately €19.77 million from the 2026-06 warrants, €12.92 million from the 2026-07 warrants, and €16.74 million from the 2026-08 warrants. These proceeds remain conditional on future exercises.

Adam Back’s Expanding Ownership

Prior to the deal, Back held 54.3 million Capital B shares, representing 14.82% of ordinary share capital and 12.31% on a diluted basis. After issuance of the new shares, his position is expected to reach roughly 67.49 million shares, or 17.77% on an ordinary basis and 14.76% diluted.

Complete exercise of the warrants from this placement would increase his holding to 120.21 million shares, equivalent to 27.80% ordinary and 23.36% diluted. Other major holders following the share issuance would include Blockstream Capital Partners at 18.91%, with public and institutional investors accounting for 53.43%, executives 5.59%, TOBAM 3.18%, and UTXO Management 1.12%.

Adam Back, chief executive of Blockstream and an early figure referenced in Bitcoin’s foundational white paper, has participated in previous Capital B financings.

Recent Financing Pattern and Corporate Actions

The latest raise follows a €21 million private placement announced on August 28 under the same €0.58 unit price. That transaction involved 36.2 million shares with attached warrants and was subscribed by institutional investors including Back and TOBAM. Net proceeds from the earlier deal were estimated at €19.9 million and were projected to support up to 270 additional Bitcoin.

In May, Capital B completed a similar €15.2 million placement involving Back, TOBAM, and others. Part of those proceeds funded a 192 BTC purchase.

Shareholders previously approved broad financing authority in June, authorizing capital increases of up to €5 billion and credit instruments of up to €100 billion, with more than 95% support.

Closing of the September 2 placement is expected to begin on September 3, subject to possible technical delays. The new shares will carry the same rights as existing ordinary shares and will be admitted to trading on Euronext Growth Paris. The attached warrants will not be listed separately.

Separately, Capital B will implement a 10-for-1 reverse stock split effective September 8. Following the consolidation, each warrant will entitle its holder to one-tenth of a new share, with adjusted exercise prices of €7.50, €9.80, and €12.70 for the respective tranches.