Tether Proposes Merger of Twenty-One Capital, Strike, and Elektron Energy

Tether Investments has proposed a merger that would combine Twenty-One Capital (XXI), Strike, and bitcoin miner Elektron Energy into a single publicly traded entity, a plan that has driven a sharp move in XXI’s shares in after-market trading.

“Jack Mallers' Twenty One Capital surges after majority holder Tether proposes 3-way merger Tether has moved to combine bitcoin treasury, mining, and financial services under one roof”

@coindesk

CoinDesk says XXI shares “are up over 8% in after-hours trading on Wednesday” after majority shareholder Tether Investments proposed the merger with Strike and Elektron Energy, and it adds that Tether “intends to vote its shares in favor of combining XXI with Strike.”

@coindesk

The Cantor Fitzgerald announcement frames the broader business combination as a definitive agreement for a “Business Combination” between Twenty One Capital and Cantor Equity Partners (CEP), with Twenty One expected to launch with “over 42,000 Bitcoin.”

In the same Cantor Fitzgerald release, Tether is described as becoming the majority owner at closing, with “majority-owned by Tether” and “significant minority ownership by SoftBank Group,” while Jack Mallers is named as co-founder and CEO of Twenty One.

CoinDesk also reports that the merger would unite “bitcoin treasury, mining, financial services, lending, and capital markets under one public company,” and it notes that “No terms of timelines were disclosed for the merger.”

Cryptoast later adds a separate but related detail about Tether’s support ahead of the SPAC closing, describing a purchase that “bought 4,812.2 BTC for a total of $458.7 million” and transferring the assets to an escrow wallet in the name of Twenty One Capital.

Alongside the merger talk, Twenty One’s path to a public listing is being built through a SPAC structure and additional financing, with multiple outlets tying the capital stack to the company’s bitcoin treasury strategy.

CoinDesk reports that Twenty One Capital “raised an additional $100 million through convertible senior secured notes,” bringing “total capital raised to $685 million,” and it says the financing comes from existing investors and sponsors exercising options granted during an April fundraising round.

CoinDesk

The CoinDesk piece specifies that “The new notes carry a 1% coupon and are due in 2030,” and it adds that the $100 million boost increases note financing from $385 million to $485 million, alongside “$200 million in private investment in public equity (PIPE) disclosed last month.”

Cantor Fitzgerald’s release describes the proposed transactions as raising “$585 million of total additional capital” at closing, consisting of “$385 million through convertible senior secured notes” and “$200 million through a common equity PIPE financing.”

Forbes México and Forbes Argentina both describe the pro forma enterprise value as “3.600 millones de dólares” and “US$ 3.600 millones,” and they connect the launch to a business combination with Cantor Equity Partners (CEP) that would bring the entity to market.

In Cryptoast’s account of Tether’s May purchase, the article ties the escrowed bitcoin to the SPAC timeline by stating that “31,500 BTC are currently held by Cantor Equity Partners while awaiting the completion of the merger of the two entities via a Special Purpose Acquisition Company (SPAC).”

The merger and listing plans are presented by the companies as a bitcoin-first operating model, with named executives and specific performance framing.

“Bitcoin Treasury Firm Twenty One Capital Brings Total Fundraise to $685M The fresh fundraising comes ahead the firm's merger with Nasdaq-listed Cantor Equity Partners to become a publicly-traded bitcoin treasury company”

CoinDesk

Cantor Fitzgerald says Twenty One will be “led by Co-Founder and CEO Jack Mallers,” and it quotes Mallers saying, “Markets need reliable money to measure value and allocate capital efficiently,” before adding, “We believe that Bitcoin is the answer, and Twenty One is how we bring that answer to public markets.”

In the same release, Tether’s CEO Paolo Ardoino is quoted saying, “With Jack at the helm, we are proud to support this effort to further Bitcoin’s adoption and reinforce its role as the ultimate store of value.”

Cantor Fitzgerald also quotes Brandon Lutnick, stating, “Cantor’s relationships with innovative partners are key to unlocking unique opportunities,” and it describes the collaboration as “an extraordinary collaboration between Tether, a foundation for today’s digital asset ecosystem, and SoftBank.”

The Cantor Fitzgerald release lays out two metrics for the company’s launch: “Bitcoin Per Share (BPS)” and “Bitcoin Return Rate (BRR),” describing BPS as “Amount of Bitcoin each fully-diluted share represents” and BRR as “Rate at which BPS grows over time.”

Cryptonews.net similarly describes the proposed transactions as aimed at “strengthening XXI’s structure, capital allocation, and long-term trajectory,” and it says Tether Investments intends to recommend that “Raphael Zagury, Founder and CEO of Elektron, serve as President.”

Outside the company releases, other coverage places the Twenty One/Tether developments in a broader market and regulatory context, while still keeping the focus on concrete figures and named actors.

Zonebourse’s local Western piece links crypto market plumbing to traditional finance, describing that “The OCC gave its green light” to “riskless principal trades,” and it frames this as “a major evolution that narrows the gap between traditional finance and crypto.”

Cryptoast

The same Zonebourse article also discusses bitcoin adoption at the point of sale, stating that “more than 11,000 merchants” accept BTC worldwide by the end of 2025 and that “64% of the listed establishments have been verified in the last 12 months.”

It then pivots to institutional exposure, saying Harvard’s endowment “tripled its exposure to bitcoin through BlackRock's spot ETF IBIT” and giving “6,813,612 shares” and “about 443 million USD.”

Zonebourse also quotes Larry Fink in an interview with The Economist, describing tokenization as “the next major evolution of finance,” and it adds that “The main bottleneck remains regulation.”

Cryptoast’s account of Tether’s May 13 SEC filing similarly emphasizes the operational steps around the SPAC, stating that the purchase was “according to a document filed with the Securities and Exchange Commission (SEC) and released on May 13,” and it notes that the assets were transferred to “an escrow wallet in the name of Twenty One Capital.”

The next steps described across the sources center on merger approvals, the timing of the SPAC closing, and the continued deployment of bitcoin purchases tied to financing.

“Why did Tether buy $458”

Cryptoast

CoinDesk says Tether “proposes merging Twenty One Capital (XXI) with Strike” and “bitcoin miner Elektron Energy,” and it notes that “No terms of timelines were disclosed for the merger,” while also stating that Tether intends to vote its shares in favor of combining XXI with Strike.

Cryptonews.net

Cryptoast adds a specific timeline element, quoting Jack Mallers as saying on May 13, “We are already in the merger approval process, but we have not yet given a precise date for its completion.”

Cryptonews.net similarly says that “Further details regarding transaction terms, timelines, governance considerations, and the specific assets within scope of the merger will be provided as discussions progress,” and it reiterates that the proposed leadership structure would combine Mallers’ product and consumer leadership with Zagury’s experience.

In the Cantor Fitzgerald release, the company describes the closing mechanics by stating that “Twenty One and CEP have also entered into subscription agreements with investors to raise, at closing, $585 million of total additional capital,” and it says the “net proceeds” will be used “to purchase additional Bitcoin and for general corporate purposes.”

Crypto Briefing frames what to watch after the announcement, saying to “Watch for regulatory responses or large institutional moves” and specifically naming “ETF net inflows or strategic Bitcoin acquisitions from actors like BlackRock or Fidelity.”