Bitcoin Corporation: 21 Capital Debuts with $3.6 Billion BTC Treasury

Cantor Fitzgerald is preparing to merge its company, Cantor Equity Partners, with a new private vehicle named Twenty One Capital with the goal of buying and holding Bitcoin at scale. Through this merger, the combined entity will begin life owning roughly 42 000 BTC, representing a treasury position valued at approximately $3.6 billion at current prices. Partners in the venture include Tether (contributing $1.5 billion of Bitcoin), SoftBank ($900 million) and Bitfinex ($600 million), with the SPAC itself raising $200 million in cash to facilitate the deal. The goal is clear: position Twenty One Capital as a publicly traded, pure-play Bitcoin treasury vehicle, signaling to both institutional and retail markets that Bitcoin belongs on the corporate balance sheet.

Institutional Adoption of Bitcoin

Over the past two years, leading public companies have embraced Bitcoin as a treasury reserve, with MicroStrategy famously converting over $5 billion of its balance sheet into BTC validating the “digital gold” narrative. Meanwhile, the approval and rapid growth of spot Bitcoin ETFs in the U.S. have driven $36.8 billion of inflows since early 2024, lowering barriers for both retail and institutional allocators. Bitcoin’s price has rallied above $94 000, reinforcing confidence in its scarcity and long-term store-of-value thesis. At the same time, Special Purpose Acquisition Companies (SPACs) have emerged as a favored route for crypto ventures seeking speed and certainty, allowing firms to access public capital more rapidly than through traditional IPOs. Twenty One Capital builds directly on these trends, marrying SPAC efficiency with corporate Bitcoin treasury strategy.

The Key Players

Cantor Fitzgerald, the Wall Street brokerage founded in 1945, sponsors Cantor Equity Partners, the company serving as Twenty One Capital’s public shell. Under the leadership of Brandon Lutnick (recently appointed chair), Cantor has already managed Tether’s $86 billion of stablecoin reserves, giving it deep operational insight into large-scale crypto custody and risk management. Lutnick will oversee the SPAC merger and Nasdaq listing (ticker “XXI”), leveraging Cantor’s fixed-income and SPAC track record to streamline the process.

SoftBank Group

SoftBank Group, famed for its Vision Fund’s multi-billion-dollar bets on tech disruptors (Alibaba, ARM, etc.), has committed $900 million of Bitcoin to Twenty One Capital, reflecting its conviction that digital assets represent the next frontier of financial innovation. This minority equity stake further diversifies SoftBank’s portfolio into non-traditional, high-growth assets, aligning with its long-term disruption thesis.

Tether & Bitfinex 

Tether, issuer of the USDT stablecoin and holder of nearly $150 billion in U.S. Treasuries will contribute $1.5 billion in Bitcoin to seed Twenty One Capital’s treasury. Bitfinex, Tether’s affiliated exchange known for deep liquidity, adds $600 million, together securing a majority equity position in the new firm. Their combined involvement underscores crypto-native confidence in Bitcoin’s long-term value.

Leadership

Jack Mallers, founder and CEO of Bitcoin-payments platform Strike, will helm Twenty One Capital as CEO, bringing expertise in building crypto infrastructure for real-world use cases. Mallers vision of Bitcoin as a global settlement network complements Cantor’s institutional SPAC know-how. Together with Brandon Lutnick whose SPAC and fixed-income background ensures a smooth public listing, they form a leadership team bridging legacy finance and Web3 innovation.

Partner Contributions & Equity Allocation

• Tether: $1.5 billion in Bitcoin (≈ 17 700 BTC)

   

• SoftBank: $900 million in Bitcoin (≈ 10 600 BTC)

   

• Bitfinex: $600 million in Bitcoin (≈ 7 000 BTC)

Collectively, Tether and Bitfinex will hold a majority of Twenty One Capital’s equity, with SoftBank as a significant minority partner and the SPAC public shareholders owning the remainder.

Additional Capital Raises

Concurrent with the SPAC merger, Twenty One Capital will execute a $200 million private investment in public equity (PIPE) to lock in anchor investors. It will also issue $385 million of senior convertible notes, providing further dry powder to acquire additional Bitcoin and pursue growth initiatives. These combined financings underpin an initial target of over 42 000 BTC, cementing Twenty One’s position among the largest corporate crypto treasuries.

Strategic Objectives and Metrics

Twenty One Capital’s core strategy is to accumulate and hold Bitcoin as a long-duration asset, akin to digital gold, rather than engage in active trading or business diversification. To ensure transparency and performance alignment with Bitcoin markets, the firm will report:

• Bitcoin Per Share (BPS): The number of BTC held per outstanding share, offering a direct link between share count and treasury size.
• Bitcoin Return Rate (BRR): A measure of share-level returns relative to Bitcoin’s price movements, incentivizing management to maximize BTC accumulation efficiency.

By codifying these crypto-native KPIs in quarterly disclosures, Twenty One aligns shareholder interests with Bitcoin’s supply-constrained economics, differentiating itself from traditional SPACs and legacy holding companies.

Market and Regulatory Context

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                                      Bitcoin ETF’s by Market Cap, Source: Coinglass 

The U.S. Securities and Exchange Commission’s approval of 11 spot Bitcoin ETFs in January 2024 marked a watershed, enabling funds like BlackRock’s IBIT and Fidelity’s FBTC to launch with clear legal footing. Since that debut, these spot ETFs have attracted roughly $36.77 billion in net inflows, with $900 million pouring in on April 22nd alone driving institutional demand and liquidity in the Bitcoin market.

Beyond ETFs, the political wind has shifted in Bitcoin’s favor. President Trump publicly endorsed the idea of a U.S. strategic Bitcoin reserve, framing digital assets as a component of national financial strategy, a stance that, if enacted, could institutionalize Bitcoin at the sovereign level. These developments represent a rapid normalization of what was once a fringe asset class, reducing regulatory tail-risk and encouraging legacy finance to engage more directly with crypto.

On the global front, the ETF industry itself has enjoyed a record year. Worldwide ETF inflows topped $1.67 trillion through November 2024, with U.S. markets alone contributing $1 trillion. Within that broader surge, Bitcoin ETFs accounted for roughly 80% of alternative-strategy flows in 2024 $63.5 billion of a $79.5 billion total highlighting their outsized impact on the ETF ecosystem. This convergence of regulatory approval, political backing and massive capital inflows sets a favorable backdrop for Twenty One Capital’s SPAC-driven debut as a pure-play Bitcoin treasury vehicle.

Broader Implications and Outlook

 Institutional Validation of Bitcoin

Twenty One Capital’s backers—Cantor Fitzgerald, SoftBank, Tether and Bitfinex—span traditional finance, sovereign-level tech investment and crypto-native infrastructure, forming a powerful endorsement of Bitcoin’s maturity as an institutional asset. Their combined $3.6 billion commitment signals to banks, pension funds and corporate treasurers that Bitcoin can sit alongside cash, bonds or gold on a balance sheet, potentially triggering a cascade of similar treasury allocations.

A Template for Corporate Bitcoin Treasuries

Twenty One Capital’s SPAC route provides a replicable model for other companies seeking public-market access to pure Bitcoin exposure. By reporting Bitcoin Per Share (BPS) and Bitcoin Return Rate (BRR), it aligns shareholder returns directly with BTC’s performance, unlike a standard holding company that wraps crypto within broader operations. If successful, we may see a wave of “digital gold” SPACs or direct listings, normalizing large-scale corporate Bitcoin reserves.

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High Level Summary Of Twenty One Capital 

Twenty One Capital’s impending SPAC merger and $3.6 billion Bitcoin treasury is a fusion of Wall Street, sovereign investment, stablecoin infrastructure and trading-platform expertise. By harnessing SPAC efficiency, pro-crypto policy tailwinds and massive ETF inflows, the venture positions itself at the forefront for corporate Bitcoin adoption. Its reliance on transparent, crypto-native metrics (BPS and BRR) may set new disclosure standards. As Twenty One Capital prepares to trade under “XXI,” the market will closely watch whether this pure-play approach can deliver sustainable, long-term value. If done so it could help solidify Bitcoin’s place on many more corporation balance sheets.

Disclaimer

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