Satsuma shareholders face July 20 vote on Bitcoin sale and LSE delisting

The company held 668.48 BTC as of June 30, while two interdependent resolutions need 75% support to unlock a sale, capital return and London Stock Exchange exit.

BTC

Summary

Satsuma Technology has passed the final proxy deadline for a shareholder proposal to sell its entire Bitcoin treasury and cancel its London Stock Exchange listing, leaving the July 20 general meeting as the next key decision point. The company held 668.48 BTC as of June 30. Both special resolutions require at least 75% of votes cast and must pass together. If approved, Satsuma would begin a process to sell all of its Bitcoin, return net cash to shareholders and cancel its London Stock Exchange listing. If either resolution fails, neither the Bitcoin sale nor the delisting would proceed, and the company said it would continue its treasury strategy. The proposal was put forward by holders representing more than 20% of Satsuma's issued capital. The board agreed to table it without a formal requisition. A four-director majority on the six-member board recommends rejecting the resolutions, while two directors support them. Trading in the shares was suspended at 7:30 a.m. on July 1 because the unresolved vote meant directors and auditors could not assess the company's future in time to publish audited accounts by June 30. Satsuma said it expects to have the accounts by month-end and expects trading to resume afterward, subject to FCA (UK financial regulator) approval. A June 30 fact pack valued the 668.48 BTC at £29.44 million, compared with total NAV (net asset value) of £33.23 million. Satsuma reported 0.80x mNAV (multiple of net asset value), no debt or other material liabilities, an average acquisition cost of £84,026 per BTC and an unrealized loss of £39,984 per coin at that date. Applying CryptoSlate's £48,372.69 Bitcoin price on July 16 to the June 30 holdings implies a gross value of about £32.34 million, though the article says that is not a distribution estimate. If both votes pass and remaining approvals are secured, the indicative timetable calls for selling all Bitcoin on or around Aug. 3 and issuing one non-tradable B share for each ordinary share around Aug. 4. Cash after the sale would be reduced by £2 million for retained working capital and transaction and termination costs, then distributed across the B shares. A court confirmation hearing is expected on Sept. 8, with cancellation on Sept. 14 and payments by Sept. 28, though each date remains conditional. Satsuma's July 3 update also highlighted uneven outcomes for former holders of its CLN1 and CLN2 convertible-loan tranches. Using a $59,923 Bitcoin scenario, the company illustrated returns per £100 ranging from £113.9 to £143.0 for former CLN1 holders and from £22.4 to £25.5 for former CLN2 holders, depending on CLN1 warrant exercise and about £3 million of surplus cash. The figures were presented as illustrations rather than forecasts. The vote underscores a broader tension for Bitcoin treasury companies trading below the value of their holdings: investors are effectively deciding whether to keep a listed corporate wrapper or seek the underlying asset value after costs.

Terms & Concepts
  • mNAV: Multiple of net asset value
  • NAV: Net value of assets minus liabilities
  • convertible-loan tranches: Debt portions that can convert to shares