425: Coincheck Set to Go Public in US via Merger with Thunder Bridge Capital Partners IV
Merger Announcement
Coincheck, a leading Japanese cryptocurrency exchange, is merging with Thunder Bridge Capital Partners IV to become a publicly listed company in the United States.
Summary
- Coincheck is a Japanese cryptocurrency exchange that is planning to go public in the US through a merger with Thunder Bridge Capital Partners IV.
- The company aims to increase accessibility to new forms of investing and commerce for its customer base.
- Coincheck has over 2 million accounts and supports 30 different crypto assets.
- The company has $5.2 billion in customer assets and $2.1 billion in last twelve months (LTM) Q2 2025 marketplace trading value.
- Coincheck experienced 27% year-over-year revenue growth in FY24 and has $33 million in LTM Q2 2025 EBITDA.
- Japan's digital asset adoption is relatively low compared to other major economies, presenting a significant growth opportunity for Coincheck.
- Coincheck holds the number one domestic market share for five consecutive years and has 6.51 million app downloads.
- The company's user base is primarily young, with over 50% of users in their 30s and younger.
- Transaction revenue makes up 92.5% of Coincheck's total revenue, with an average spread of 3.42% on a total FY24 volume of $1.6 billion.
- Non-transaction revenue, including NFTs, initial exchange offerings, and subscriptions, accounts for 7.5% of total revenue.
- Coincheck's revenue grew by 27% year-over-year in FY24, and the company has seen a 34% increase in revenue in the first half of FY25.
- The company's LTM Q2 2025 EBITDA is $33.4 million, compared to $100.6 million in FY24.
Sentiment
Score: 6
Explanation: The document presents a mixed picture. While Coincheck shows strong growth metrics and market position, the significant drop in EBITDA raises concerns. The merger with Thunder Bridge is a positive step for accessing capital markets, but the overall sentiment is cautiously optimistic.
Positives
- Coincheck has a strong track record of growth and is the first crypto account for many users.
- The company has a large customer base with over 2 million accounts.
- Coincheck has a broad product set, supporting 30 different crypto assets.
- The company has a significant amount of customer assets, totaling $5.2 billion.
- Coincheck has a strong market share in Japan, holding the number one position for five consecutive years.
- The company's platform aligns well with its user base, catering to a young demographic.
- Coincheck has experienced significant revenue growth, with a 27% increase in FY24.
- The company has a growing EBITDA, with $33.4 million in LTM Q2 2025.
- There is a massive untapped market opportunity in Japan due to relatively low crypto adoption.
- Coincheck has a trusted and recognized brand, contributing to its strong market share.
Negatives
- Japan's digital asset adoption is relatively low compared to other major economies.
- The company's EBITDA decreased from $100.6 million in FY24 to $33.4 million in LTM Q2 2025.
Risks
- The company's future performance is dependent on the growth of the crypto ecosystem in Japan and globally.
- Regulatory changes in the crypto space could impact Coincheck's operations and growth.
- The company's success is tied to its ability to introduce new digital asset-based products and capabilities.
- The company's ability to capitalize on the Japanese institutional opportunity in crypto is not guaranteed.
- The company's ability to pursue strategically accretive investments and acquisitions is not guaranteed.
Future Outlook
Coincheck aims to solidify its position as a leading Japanese crypto exchange, deepen market penetration, advance the growth of the crypto ecosystem, introduce new digital asset-based products, capitalize on the Japanese institutional opportunity, and pursue strategic investments and acquisitions.
Management Comments
- Coincheck's mission is to increase the accessibility of new forms of investing and commerce for its highly-engaged customer base.
Industry Context
The announcement comes at a time when the cryptocurrency market is experiencing increased interest and adoption, particularly with the recent approval of Bitcoin ETFs and the potential for a more favorable regulatory environment in the US. Coincheck's move to go public in the US aligns with the broader trend of crypto companies seeking access to larger capital markets and a wider investor base.
Comparison to Industry Standards
- Coincheck's 2 million accounts is a strong number compared to other Japanese exchanges, but smaller than global giants like Binance or Coinbase.
- The $5.2 billion in customer assets is a significant figure, but smaller than the assets held by major US exchanges.
- The 27% revenue growth in FY24 is a solid performance, but not as high as some of the fastest-growing global exchanges during bull markets.
- The $33.4 million LTM Q2 2025 EBITDA is a significant drop from the $100.6 million in FY24, indicating a potential slowdown in profitability.
- Coincheck's focus on the Japanese market is a strategic advantage, given the country's large economy and potential for increased crypto adoption, but it also limits its global reach compared to exchanges with a more international focus.
Stakeholder Impact
- Shareholders of Thunder Bridge Capital Partners IV will become shareholders of the combined entity.
- Coincheck's customers will have access to a publicly traded company.
- Employees of Coincheck will be part of a publicly listed company.
- The merger could lead to increased visibility and growth opportunities for Coincheck's suppliers and partners.
Next Steps
- Coincheck will complete the business combination with Thunder Bridge Capital Partners IV.
- The company will become publicly listed in the United States.
- Coincheck will focus on expanding its product offerings and market penetration.
- The company will pursue strategic investments and acquisitions.
Key Dates
| Date | Description |
|---|---|
| September 30, 2024 | Exchange rate used for JPY to USD conversion (0.007004) and end of Q2 2025. |
| November 19, 2024 | Date of market data used for Bitcoin price chart. |
| November 22, 2024 | Date of the 425 filing. |
Keywords
cryptocurrency, exchange, Coincheck, Thunder Bridge, merger, IPO, Japan, digital assets, EBITDA, revenue, crypto, blockchain
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