SINGAPORE, June 20, 2025 — Antalpha Platform Holding Company (NASDAQ: ANTA) (“Antalpha” or the “Company”), a prominent fintech platform catering to the Bitcoin mining sector, has announced that it will convene an extraordinary general meeting of shareholders (the “EGM”) on July 21, 2025, at 2:00 p.m. (Hong Kong time) at 42nd Floor, Edinburgh Tower, The Landmark, 15 Queen’s Road, Central, Hong Kong.
At the EGM, shareholders will consider and vote on a proposal to increase the Company’s authorized share capital. If approved by an ordinary resolution, the authorized share capital will rise from “US$50,000 divided into 50,000,000 Ordinary Shares of a par value of US$0.001 each” to “US$62,500 divided into 62,500,000 Ordinary Shares of a par value of US$0.001 each” through the creation of an additional 12,500,000 Ordinary Shares of a par value of US$0.001 each, ranking equally with existing shares.
Shareholders will also consider and vote on a proposal to re-designate the Company’s ordinary shares into Class A and Class B Ordinary Shares at the EGM. If a special resolution approves the proposal, (a) 59,375,000 authorized Ordinary Shares (including the 23,677,500 issued Ordinary Shares) with a par value of US$0.001 each will be re-designated as Class A Ordinary Shares, and (b) 3,125,000 authorized but unissued Ordinary Shares with a par value of US$0.001 each will be re-designated as Class B Ordinary Shares (the “Share Re-designation”). Following this, the authorized share capital will be US$62,500 divided into 62,500,000 Ordinary Shares with a par value of US$0.001 each, comprising (i) 59,375,000 Class A Ordinary Shares (including 23,677,500 issued Class A Ordinary Shares) with a par value of US$0.001 each (the “Class A Ordinary Shares”), and (ii) 3,125,000 Class B Ordinary Shares with a par value of US$0.001 each (the “Class B Ordinary Shares”).
Furthermore, a proposal to amend and restate the Company’s existing memorandum and articles of association to reflect the change in authorized share capital will be presented for shareholder consideration and voting at the EGM. Subject to shareholder approval via special resolution, the existing memorandum and articles of association will be replaced entirely with the Second Amended and Restated Memorandum of Association and Articles of Association, as detailed in Exhibit A of the EGM notice (the “Amended M&AA”). Consequently, the authorized share capital will be US$62,500, divided into 62,500,000 Ordinary Shares with a par value of US$0.001 each, consisting of (i) 59,375,000 Class A Ordinary Shares with a par value of US$0.001 each, and (ii) 3,125,000 Class B Ordinary Shares with a par value of US$0.001 each. The rights attached to these shares are outlined in the Amended M&AA, stipulating that each Class A Ordinary Share carries one vote and is not convertible into Class B Ordinary Shares, while each Class B Ordinary Share carries twenty (20) votes, subject to certain conditions, and is convertible into one Class A Ordinary Share at any time by its holder.
A proposal to grant the Chairperson of the board and Chief Executive Officer of the Company (the “Founder”) one or more awards under the Company’s 2024 Share Incentive Plan will also be voted on at the EGM. If approved by an ordinary resolution, the Company will be authorized to grant the Founder awards under the 2024 Share Incentive Plan (as amended), in the form of options, restricted share units, or other types, to acquire up to 1,500,000 Class B Ordinary Shares. The first 750,000 Class B Ordinary Shares will vest only upon the Company achieving a market capitalization of at least US$1 billion, and the remaining 750,000 Class B Ordinary Shares will vest only upon the Company achieving a market capitalization of at least US$2 billion, serving as an incentive for his continued service and to align his interests with the Company and its shareholders.
Additionally, a proposal for the Company to adopt a treasury management plan will be submitted to the Company’s shareholders to be considered and voted upon at the EGM. If approved by an ordinary resolution of the shareholders, the Company will adopt the treasury management plan in the form as attached to the EGM notice as Exhibit B for the purposes of improving the treasury management of the Company, and the Company and its board of directors be authorized to take all actions as may be necessary for the purposes of carrying out such treasury management plan, including issuing ordinary shares or other securities to raise funds to acquire digital gold, or acquiring digital gold through its subsidiaries and/or investees, which may include publicly listed companies, from time to time for purposes of carrying out such treasury management plan.
The Board has set the close of business on June 20, 2025 (Eastern Standard Time) as the record date (the “Record Date”) for determining shareholders eligible to receive notice, attend, and vote at the EGM or any adjourned or postponed meeting. Holders of record of the Company’s ordinary shares, par value US$0.001 per share, at the close of business on the Record Date are entitled to notice of, and to vote at, the EGM or any adjournment or postponement thereof. The notice of the EGM, including the resolutions for shareholder approval, the Amended M&AA, and the treasury management plan as exhibits, is available on the Company’s website at ir.antalpha.com.
About Antalpha
Antalpha is a leading fintech company specializing in providing financing, technology, and risk management solutions to institutions in the digital asset industry. As the primary lending partner of Bitmain, Antalpha offers Bitcoin supply chain and margin loans through the Antalpha Prime technology platform, which allows customers to originate and manage their digital assets loans, as well as monitor collateral positions with near real-time data.
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