In a recent Bloomberg interview, Nakamoto (NAKA) CEO David Bailey explained that bitcoin (BTC) treasury companies are becoming ripe for takeover.
He specifically mentioned treasury companies pursuing M&A deals, “acquiring competitors and restructuring some of those businesses.”
However, despite his intention to deflect attention onto other stocks, Nakamoto itself appears to be a prime candidate for a hostile takeover.
A hostile takeover could occur if anyone accumulates a controlling amount of voting rights in the company against the wishes of management. This type of takeover contrasts with board-approved changes of control like mergers, buyouts, or business combinations.
Already 98% below its all-time high over the last five months and with a market capitalization at least 85% lower than the value of its BTC holdings, investors’ confidence in Bailey as a public company CEO is at an all-time low.
Today’s penny stock price has fallen far from NAKA’s high of $34.77 per share in May. Even when it debuted on May 12, shares traded to 23 times the company’s intended BTC treasury.
Today, the company’s basic multiple-to-Net Asset Value (mNAV) has dropped to an incredible 0.009x. Even NAKA’s redefined mNAV, a modified enterprise value mNAV that includes debt to boost the figure higher, is a mere 0.91x.
Although Nakamoto does have debt and is scheduled to pay generous prices for Bailey’s four companies — Bitcoin Magazine, The Bitcoin Conference, BTC Inc., and UTXO Management, LP — NAKA shares are at their cheapest price since December 2024.
They are also trading for less than the value of the BTC that Nakamoto claims to possess.
Indeed, NAKA at $0.75 is within a few pennies of its cheapest price of 2025 — including the months before the deal was even public — and less than the BTC the company holds.
Perhaps an acquirer can run the company better than Bailey’s 98% peak-to-trough performance.
Read more: David Bailey explains why Nakamoto would sell bitcoin
Could a hostile takeover see Bailey replaced?
Hostile takeovers usually occur when a wealthy investor buys shares on the open market, although they can also negotiate private share transfers to amass enough votes.
A variant of the hostile takeover is a proxy takeover, where someone persuades existing shareholders to vote against the wishes of management.
In either scenario, with enough voting control, the new entity could replace board members or executives.
In addition to the expense of acquiring a controlling vote or compensation proxy voters, a hostile takeover would also have to counteract defenses by management.
Common defenses by public company executives to hostile takeovers include staggering board elections over time to prevent all-at-once replacement, golden parachute compensation packages, issuing new classes of common stock with extra voting rights, or the famous poison pill — allowing older shareholders to purchase shares at a discount and dilute the hostile entity.
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Source: https://protos.com/could-a-hostile-takeover-be-the-end-of-the-line-for-nakamoto/