On April 23, 2025, a significant shift in the cryptocurrency landscape was announced as Twenty One Capital, Inc. unveiled its plans to merge with Cantor Equity Partners, Inc. (CEP), a special-purpose acquisition company (SPAC) sponsored by Cantor Fitzgerald. This merger is set to create one of the largest public holders of Bitcoin, launching with more than 42,000 Bitcoins, which is valued at approximately $3.6 billion. This ambitious venture is backed by major players in the financial world, including Tether and SoftBank Group.
Twenty One Capital will be majority-owned by Tether, the world’s largest stablecoin issuer, and Bitfinex, a prominent cryptocurrency exchange. SoftBank Group will hold a significant minority stake in the new entity. The merger aims to capitalize on the growing interest in Bitcoin and the broader cryptocurrency market, positioning Twenty One as a leading player in the space.
Jack Mallers, the co-founder of Twenty One and CEO, expressed his vision for the company, stating, “We’re not here to beat the market, we’re here to build a new one. A public stock, built by Bitcoiners, for Bitcoiners.” His leadership is expected to steer the company towards innovative financial solutions that prioritize Bitcoin accumulation and ownership.
The financial backing for this venture is substantial, with Tether contributing $1.6 billion in Bitcoin, Bitfinex providing $600 million, and SoftBank adding $900 million. In addition to this capital, Twenty One and Cantor Equity Partners have entered into subscription agreements to raise an additional $585 million through a combination of convertible senior secured notes and equity financing.
As part of its operational framework, Twenty One plans to report its performance using two key metrics: Bitcoin Per Share (BPS) and Bitcoin Return Rate (BRR). BPS will indicate the amount of Bitcoin each fully-diluted share represents, thus reflecting shareholder ownership in Bitcoin rather than traditional fiat earnings. Meanwhile, BRR will measure the growth rate of BPS over time, providing investors with a clear picture of the company’s performance in the context of Bitcoin.
The merger is set against a backdrop of increasing Bitcoin prices, which have surged over 40% in the past six months. As of April 23, 2025, Bitcoin is trading at around $94,166. This upward trend highlights the growing institutional interest in Bitcoin as a hedge against economic uncertainties and inflationary pressures.
Brandon Lutnick, Chairman & CEO of Cantor Equity Partners, emphasized the significance of this collaboration, stating, “Cantor’s relationships with innovative partners are key to unlocking unique opportunities, and we are proud of our role in this extraordinary collaboration between Tether and SoftBank.” The merger is expected to provide a robust platform for investors looking to gain exposure to Bitcoin and participate in its potential growth.
Upon closing, Twenty One will trade on the Nasdaq under the ticker symbol “XXI,” while Cantor Equity Partners will continue to operate under the symbol “CEP” until the transaction is finalized. The transaction is valued at a pro-forma enterprise value of $3.6 billion, based on a Bitcoin spot price of $84,863.57 as of April 21, 2025.
The transaction is subject to approval from the shareholders of Cantor Equity Partners and customary closing conditions. It is anticipated to provide approximately $540 million in proceeds to Twenty One, which will be utilized for purchasing additional Bitcoin and general corporate purposes.
Notably, Tether has also agreed to purchase Bitcoin equivalent to the aggregate amount of the convertible senior secured notes and equity PIPE offerings within ten business days of the announcement. This move underscores Tether's commitment to supporting Bitcoin's role as a dominant digital asset.
As the cryptocurrency market continues to evolve, the establishment of Twenty One Capital marks a pivotal moment in the integration of traditional finance with digital assets. The venture's focus on Bitcoin accumulation and its potential to innovate financial products aligned with Bitcoin's ethos could set new standards in the industry.
In a landscape where Bitcoin has already proven its resilience and appeal, the formation of Twenty One Capital signifies a growing recognition of Bitcoin as a legitimate asset class. The venture aims not only to provide investors with a unique opportunity to engage with Bitcoin but also to contribute to the broader adoption and understanding of cryptocurrency.
The collaboration between Tether, SoftBank, and Cantor Fitzgerald highlights the increasing convergence of traditional financial institutions with the cryptocurrency ecosystem, paving the way for innovative solutions that could redefine investment strategies in the digital age.
As the merger progresses, all eyes will be on Twenty One Capital to see how it navigates the challenges and opportunities in the fast-paced world of cryptocurrency. The potential for growth and influence in the Bitcoin space is substantial, and the success of this venture could inspire similar initiatives in the future.
