425: Twenty One Capital Unveils Major Bitcoin Treasury and Proof of Reserves, Secures $100M in New Capital

Twenty One Capital, in conjunction with Cantor Equity Partners, announced the launch of its Proof of Reserves initiative, a significant Bitcoin treasury of over 42,000 BTC, and a successful $100 million capital raise, signaling a new era of transparency and institutional engagement in the Bitcoin ecosystem.

Summary

• Twenty One Capital (Pubco) is officially launching a 'Proof of Reserves' initiative to provide mathematical proof of its Bitcoin holdings, allowing public audit and verification.
• Upon approval of the business combination, Twenty One expects to hold at least 42,000 Bitcoin, positioning it as the third-largest corporate Bitcoin treasury globally.
• The company aims to grow 'Bitcoin per share' for its shareholders, enabling them to increase their wealth in Bitcoin terms.
• Twenty One successfully raised an additional $100 million through convertible note options, with all investors, including the sponsor, taking their option, and proceeds are intended for further Bitcoin acquisition.
• Bitcoin holdings will be split into five public addresses: an initial 4,812 BTC published immediately, followed by 14,000 BTC from Tether, 7,000 BTC from Bitfinex, and 10,500 BTC from SoftBank within the next week, plus Bitcoin from the new $100 million raise.
• Cantor Fitzgerald announced the launch of a gold-backed Bitcoin fund designed to attract investors hesitant about direct Bitcoin exposure by offering upside with physical gold downside protection.
• Cantor's Bitcoin Financing business, launched last year with $2 billion, executed its first trades this month.
• Tether's USDT stablecoin has surpassed a $153 billion market cap as of May 29, 2025, serving over 420 million users in emerging markets and growing at 30 million new wallets per quarter.
• Tether reported approximately $20 billion in profits over the last three years, with 95% reinvested into growth, Bitcoin, and supporting the industry.

Sentiment

Score: 9

Explanation: The document conveys a highly optimistic and confident sentiment regarding Twenty One Capital's strategic direction, Bitcoin's future, and the broader digital asset industry. Management comments are enthusiastic, highlighting significant achievements, strong partnerships, and ambitious growth plans. The focus on transparency, substantial Bitcoin holdings, and new product launches contributes to a very positive outlook.

Positives

• The launch of 'Proof of Reserves' significantly enhances transparency and trust for shareholders and the Bitcoin community.
• Accumulating at least 42,000 Bitcoin positions Twenty One as a major player, potentially the third-largest corporate Bitcoin treasury globally.
• The successful $100 million capital raise demonstrates strong investor confidence and provides additional funds for Bitcoin acquisition.
• Strategic partnerships with Tether, Bitfinex, and SoftBank contribute substantial Bitcoin holdings and blue-chip credibility.
• The focus on growing 'Bitcoin per share' aligns shareholder interests directly with Bitcoin's appreciation.
• Cantor Fitzgerald's new gold-backed Bitcoin fund and active Bitcoin Financing business indicate growing institutional adoption and innovative product development in the crypto space.
• Tether's continued massive growth in market cap and user base, particularly in emerging markets, highlights the real-world utility and demand for digital dollars.

Risks

• The proposed business combination may not be completed in a timely manner or at all, which could adversely affect CEP's securities price.
• Failure to satisfy the conditions for the consummation of the Proposed Transactions, including shareholder approval or the PIPE Investments.
• Failure to realize the anticipated benefits of the Proposed Transactions.
• The level of redemptions by CEP's public shareholders could reduce the public float and liquidity of the trading market for shares.
• The lack of a third-party fairness opinion in determining whether to pursue the Proposed Transactions.
• Pubco may fail to obtain or maintain the listing of its securities on any securities exchange after closing.
• Costs associated with the Proposed Transactions and becoming a public company.
• Changes in business, market, financial, political, and regulatory conditions could negatively impact operations.
• The highly volatile nature of Bitcoin's price, which could lead to a decrease in Pubco's stock price.
• Increased competition in the industries in which Pubco will operate.
• Significant legal, commercial, regulatory, and technical uncertainty regarding Bitcoin.
• Risks related to the treatment of crypto assets for U.S. and foreign tax purposes.
• Difficulties in managing growth and expanding operations after the consummation of the Proposed Transactions.
• Challenges in implementing Pubco's business plan, including Bitcoin-related financial and advisory services, due to operational challenges, significant competition, and regulation.
• The risk of being considered a shell company by any stock exchange or the SEC, which could impact listing and reliance on certain rules.
• The outcome of any potential legal proceedings that may be instituted against CEP, Pubco, the Company, or others following the announcement of the Proposed Transactions.

Future Outlook

Twenty One Capital intends to list its shares on a stock exchange under the ticker XXI, aiming to grow its 'Bitcoin per share' for shareholders and build Bitcoin financial services with high-margin, high-growth cash flow opportunities. The company plans to use the recently raised $100 million to acquire more Bitcoin. Tether anticipates growing 100-fold, continuing significant investments in Bitcoin mining and artificial intelligence, and believes Bitcoin will reach 'insane levels.' Cantor Fitzgerald expects more traditional financial institutions to adopt digital assets and plans to expand its commitment to the sector, including the new gold-backed Bitcoin fund.

Management Comments

• Jack Mallers (CEO, Pubco): "At Twenty One, we are officially launching proof of reserves."
• Jack Mallers (CEO, Pubco): "We've said upon approval, we expect to have at least 42,000 Bitcoin."
• Jack Mallers (CEO, Pubco): "A lot of my job is raising money, establishing partnerships, we're working on new products, is to be able to grow that 0.6 Bitcoin per share, 0.7. Hopefully, its eight, nine, grow, grow, grow. We want our shareholders to get wealthier in Bitcoin terms."
• Jack Mallers (CEO, Pubco): "I told my lawyers, they're like, how do you want to announce this? Do you want to be connected and file this? I said, no, I'm getting out my phone, I'm hitting record, I'm tweeting it because it's what, it's what the Bitcoiners deserve."
• Jack Mallers (CEO, Pubco): "We are bringing Bitcoin to the capital markets."
• Paolo Ardoino (CEO, Tether): "Tether is one of the most beautiful and important allies to the United States."
• Paolo Ardoino (CEO, Tether): "As of this morning, the market cap, or stablecoin, surpassed $153 billion."
• Paolo Ardoino (CEO, Tether): "USDT has more than 420 million users in the emerging markets, developing countries, and it's growing at a pace of 30 million new wallets per quarter."
• Paolo Ardoino (CEO, Tether): "We generated around 20 billion profits of profits in last three years. We and we only distributed less than 5% to their shareholders, 95% of them, is being kept to keep growing our distribution network. Keep reinvesting in Bitcoin."
• Paolo Ardoino (CEO, Tether): "I still believe Tether is a startup. I believe that we can grow probably 100 times from here."
• Paolo Ardoino (CEO, Tether): "Bitcoin will just go to insane levels from here."
• Brandon Lutnick (CEO, The Company): "Cantor today is 14,000 employees globally. That's three firms. It's BGC, which is public... Newmark, which is a leading real estate commercial brokerage firm, also public. And then Cantor, which is private, and a leading, Premier Global Investment Bank, and one of 25 US primary dealers."
• Brandon Lutnick (CEO, The Company): "Cantor announced last year at this exact conference, we were launching a Bitcoin Financing business, and we announced we were going to start with $2 billion and two days ago, we announced that this month, we executed our very first trades."
• Brandon Lutnick (CEO, The Company): "We are launching a gold backed Bitcoin fund with the idea that there are still people on the earth that are scared of Bitcoin, and we want to bring them into this ecosystem."

Industry Context

This announcement highlights the increasing institutionalization of Bitcoin and digital assets. Twenty One Capital's aggressive Bitcoin accumulation and commitment to transparency via Proof of Reserves set a new standard for corporate treasuries in the crypto space. The involvement of traditional finance giants like Cantor Fitzgerald and SoftBank, alongside crypto natives like Tether and Bitfinex, signifies a convergence of Wall Street and the Bitcoin ethos. Tether's continued dominance in stablecoins, particularly in emerging markets, underscores the global demand for digital dollar alternatives, while Cantor's new gold-backed Bitcoin fund aims to bridge the gap for more conservative investors, reflecting a broader trend of creating regulated and accessible crypto investment products.

Comparison to Industry Standards

• Twenty One Capital aims to become the third-largest corporate Bitcoin treasury globally with at least 42,000 BTC, following pioneers like MicroStrategy (which holds significantly more Bitcoin) and potentially Tesla, demonstrating a strong commitment to Bitcoin as a primary treasury asset.
• Jack Mallers explicitly acknowledges and agrees with the 'thesis' and 'playbook' of Michael Saylor and MicroStrategy, indicating a similar strategy of Bitcoin accumulation.
• Tether's growth in user base, reaching over 420 million users and adding 30 million new wallets per quarter, is compared by Paolo Ardoino to 'Facebook levels of growth at the beginning,' suggesting a rapid and widespread adoption comparable to major social networks.
• The discussion contrasts 'Wall Street arriving at Bitcoin' (e.g., BlackRock, Larry Fink, and their Bitcoin ETFs) with Twenty One's philosophy of 'Bitcoin arriving on Wall Street,' emphasizing a more native, principled approach to integrating Bitcoin into capital markets.
• Cantor Fitzgerald, as one of 25 US primary dealers, brings a high level of traditional financial credibility and regulatory experience to the digital asset space, differentiating its approach from many crypto-native firms.

Legal Proceedings

• The document mentions a risk related to 'the outcome of any potential legal proceedings that may be instituted against CEP, Pubco, the Company or others following announcement of the Proposed Transactions,' but does not detail any specific ongoing legal proceedings.

Related Party Transactions

• The Business Combination Agreement involves Cantor Equity Partners, Inc. (CEP), Twenty One Capital, Inc. (Pubco), Twenty One Merger Sub D, Twenty One Assets, LLC (the Company), Tether Investments, S.A. de C.V., iFinex, Inc., and Stellar Beacon LLC.
• Tether, Bitfinex, and SoftBank are contributing significant amounts of Bitcoin (14,000 BTC, 7,000 BTC, and 10,500 BTC respectively) to Twenty One Capital's treasury.
• The recent $100 million capital raise via convertible note options saw 'every single investor, including the sponsor,' take their option, indicating participation from entities closely associated with the company.

Stakeholder Impact

• **Shareholders (Twenty One/Pubco)**: Expected to benefit from increased transparency through Proof of Reserves, potential wealth growth in Bitcoin terms by growing 'Bitcoin per share,' and exposure to Bitcoin in capital markets.
• **Shareholders (Cantor Equity Partners)**: Will vote on the Proposed Transactions, with potential for redemptions affecting public float and liquidity.
• **Bitcoin Community**: Benefits from increased transparency and a commitment to the Bitcoin ethos by a major corporate entity, potentially fostering greater trust and adoption.
• **Investors**: Offered new avenues for Bitcoin exposure, including a direct investment in a Bitcoin-centric public company and a new gold-backed Bitcoin fund for risk-averse participants.
• **Employees (Cantor Fitzgerald)**: Acknowledged for their resilience and contribution to rebuilding the firm after 9/11, with a standing job offer for children of affected families.
• **Users in Emerging Markets/Developing Countries**: Tether's continued growth and focus on these regions provide access to stable money (USDT) where traditional financial systems are often inaccessible, serving over 420 million users.

Next Steps

• Pubco and the Company intend to file a Registration Statement on Form S-4 with the SEC, which will include a preliminary proxy statement and prospectus.
• The definitive proxy statement and other relevant documents will be mailed to shareholders of CEP for voting on the Proposed Transactions.
• Over the next week, Twenty One will move 14,000 Bitcoin (from Tether), 7,000 Bitcoin (from Bitfinex), and 10,500 Bitcoin (from SoftBank) into separate public addresses for Proof of Reserves.
• Once Bitcoin is acquired with the $100 million capital raise proceeds, it will be placed in a separate public address for verification.
• Jack Mallers will continue to publish transparency updates through both SEC filings and social media.
• Paolo Ardoino is scheduled to deliver a keynote address shortly after the fireside chat.

Key Dates

Recommendation

Keywords

Bitcoin, Proof of Reserves, Cryptocurrency, Digital Assets, SEC Filing, Business Combination, Capital Raise, Corporate Treasury, Tether, Cantor Fitzgerald, SoftBank, Bitfinex, Stablecoin, Financial Technology, Blockchain, Investment, Public Company, XXI