Metaplanet’s Strategic Move: Expanding Preferred Shares with MARS and Mercury

Tokyo-based investment firm Metaplanet just made a power play—announcing a major expansion of its preferred shares program, now incorporating both MARS and Mercury structures.

Why This Matters

This isn't just corporate paperwork. Preferred shares sit at the intersection of equity and debt, offering investors priority on dividends and assets. By expanding its offerings with these new vehicles, Metaplanet is signaling a sophisticated capital-raising strategy aimed at attracting a different class of investor—one looking for stability and preferential treatment, especially in volatile markets.

The Mechanics of the Move

The MARS and Mercury designations likely represent distinct series or classes of preferred stock, each with its own set of rights, dividend rates, and conversion features. This kind of structuring allows a company to tailor its financing to specific investor demands without diluting common shareholders all at once. It's a classic move for firms looking to shore up their balance sheet or fund new ventures without taking on traditional bank debt.

A Cynical Take from Finance

Let's be real—this is a masterclass in financial engineering. Create different tiers of ownership, promise preferred returns, and watch the capital flow in. It's how companies raise money while keeping control, and how investors convince themselves they're getting a 'safer' piece of the pie. Sometimes it works brilliantly; other times, it just adds another layer of complexity to unravel when things go south.

The Bigger Picture

For the market, Metaplanet's expansion is a bullish signal of internal confidence and growth planning. It shows the firm is proactively managing its capital structure to fuel future ambitions. Whether this capital is earmarked for bold new investments, strategic acquisitions, or simply fortifying the fortress balance sheet, the move itself speaks volumes. In today's economic climate, having multiple avenues for flexible, strategic financing isn't just smart—it's essential.

Metaplanet expands preferred shares with MARS and Mercury

Last month, Metaplanet announced a two-tier preferred share structure in line with its bitcoin-centric funding strategy, starting with its Class A preferred shares known as Metaplanet Adjustable Rate Security (MARS). Dylan LeClair, Head of MSTR, stated that MARS is positioned as the reliable income and volatility-smoothing tool, ranking higher than both Mercury and common equity at the top of Metaplanet’s equity capital stack.

According to Gerovich, there are now just five listed perpetual preferred stocks in Japan, and All Nippon Airways (ANA) is the fifth. Gerovich stated that Metaplanet hopes to rank sixth and seventh with its two new instruments, “Mercury” and “MARS.”

Gerovich referred to Mercury as Metaplanet’s version of Strategy’s STRK. He mentioned that Mercury offers an initial payout of 40.40 yen ($0.26) for the period ending December 31, 2025, along with a set annual dividend of 4.9% on a notional strike price of 1,000 yen, with quarterly payments.

According to Gerovich,  Mercury pays nearly 10 times more than Japanese bank deposits and money market funds, which yield almost nothing or about 50bps.

Metaplanet CEO intends to list Mercury by early 2026. He stated that Mercury is now in the pre-IPO stage. According to Gerovich, the second instrument, Mars, is intended to replicate Strategy’s STRC, a short-term, high-yield credit product.

Gerovich further noted that MSTR’s use of ATMs for both its common stock and perpetual preferreds is prohibited in Japan.  Instead, He stated that Metaplanet employs a comparable system called a moving strike warrant (MSW), which it intends to deploy for its perpetual preferred offerings.

The two executives also disagreed on the number of bitcoin treasury firms that ought to provide what Saylor referred to as “digital credit.” Saylor urged widespread participation and predicted a dozen issuers, Citing Strive’s (SATA) instrument. Gerovich urged that Metaplanet plans to offer credit mainly in Japan and possibly throughout Asia, but not in other markets at this time. 

He claimed that Metaplanet should prioritize balance sheet health and financial stability over simply adding more issuers.

STRE expands Strategy’s preferred offerings across Europe

The introduction of digital credit products into Japan’s perpetual preferred market coincides with Strategy’s recent expansion of its own perpetual preferred program. MSTR currently has four perpetual preferences in the U.S. 

In November, Strategy announced its first outside the US, Stream (STRM), a euro-denominated preferred security. According to the Strategy, STRE will be offered for 100 euros ($115) per share with a 10% annual dividend payable quarterly in cash. 

MSTR stated that dividends compound every quarter. If they are not paid, the rate will rise by 100 basis points per quarter, up to a maximum of 18%. According to MSTR, in the event that Strategy does not declare a dividend, it must issue a Deferral Notice. Additionally, the Strategy must make commercially reasonable attempts to raise money during 60 days by selling junior securities such as STRK or STRD.

According to MSTR, if an event occurs that qualifies as a “fundamental change” under the certificate of designations governing the STRE Stock, holders may exercise certain rights. In such a case, they can require Strategy to buy back some or all of their shares for a cash amount equal to the specified repurchase price of the STRE Stock.

Notably, STRE is ranked lower than STRF, STRC, and debt, but higher than STRK, STRD, and MSTR common stock.

The Strategy stated that STRE targets professional and institutional investors in the European Economic Area (EEA). According to the MSTR, STRE will be listed on the Euro MTF Luxembourg and cleared through Euroclear and Clearstream.

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