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Strive Asset Management and Asset Entities (Nasdaq: ASST) Announce $750M Private Investment to Fund First Wave of Bitcoin Accumulation

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Asset Entities (ASST) and Strive Asset Management announced a significant $750 million PIPE investment, with potential to reach $1.5 billion through warrant exercises. The deal, priced at $1.35 per share (121% premium), aims to fund Strive's first wave of Bitcoin acquisitions. The company plans to implement alpha-generating strategies including: acquiring biotech companies trading below net cash, purchasing distressed Bitcoin claims like Mt. Gox at discounts, and investing in bottom tranches of structured Bitcoin credit vehicles. Led by CEO Matt Cole, Strive aims to differentiate itself from traditional Bitcoin treasury companies by focusing on strategies designed to outperform Bitcoin itself. The transaction will maintain the company's debt-free status and is subject to shareholder approvals.

Asset Entities (ASST) e Strive Asset Management hanno annunciato un importante investimento PIPE da 750 milioni di dollari, con la possibilità di arrivare a 1,5 miliardi di dollari attraverso l'esercizio di warrant. L'accordo, valutato a 1,35 dollari per azione (premio del 121%), mira a finanziare la prima ondata di acquisizioni di Bitcoin di Strive. L'azienda intende implementare strategie generatrici di alfa, tra cui: acquisire società biotecnologiche quotate sotto il valore netto di cassa, acquistare crediti Bitcoin in difficoltà come Mt. Gox a sconto e investire nelle tranche più rischiose di veicoli di credito strutturati su Bitcoin. Guidata dall'amministratore delegato Matt Cole, Strive punta a differenziarsi dalle tradizionali società di tesoreria Bitcoin concentrandosi su strategie progettate per sovraperformare lo stesso Bitcoin. La transazione manterrà lo status di società senza debiti ed è soggetta all'approvazione degli azionisti.
Asset Entities (ASST) y Strive Asset Management anunciaron una significativa inversión PIPE de 750 millones de dólares, con potencial para alcanzar 1.5 mil millones de dólares mediante el ejercicio de warrants. El acuerdo, valorado en 1.35 dólares por acción (prima del 121%), tiene como objetivo financiar la primera ola de adquisiciones de Bitcoin de Strive. La compañía planea implementar estrategias generadoras de alfa que incluyen: adquirir empresas biotecnológicas que cotizan por debajo de su efectivo neto, comprar reclamaciones de Bitcoin en dificultades como Mt. Gox con descuentos e invertir en las tramos inferiores de vehículos de crédito estructurados en Bitcoin. Liderada por el CEO Matt Cole, Strive busca diferenciarse de las compañías tradicionales de tesorería de Bitcoin enfocándose en estrategias diseñadas para superar el rendimiento del propio Bitcoin. La transacción mantendrá el estado de la compañía libre de deuda y está sujeta a la aprobación de los accionistas.
Asset Entities(ASST)와 Strive Asset Management는 7억 5천만 달러 규모의 PIPE 투자를 발표했으며, 워런트 행사로 최대 15억 달러까지 확대될 가능성이 있습니다. 이번 거래는 주당 1.35달러(121% 프리미엄)로 가격이 책정되었으며, Strive의 첫 비트코인 인수 물결에 자금을 지원하는 것을 목표로 합니다. 회사는 알파 생성 전략을 실행할 계획으로, 순현금 이하로 거래되는 바이오텍 기업 인수, Mt. Gox와 같은 부실 비트코인 채권 할인 매입, 구조화된 비트코인 신용 상품의 하위 트랜치 투자 등을 포함합니다. CEO Matt Cole이 이끄는 Strive는 전통적인 비트코인 재무 회사와 차별화하여 비트코인 자체보다 더 나은 성과를 내도록 설계된 전략에 집중하고자 합니다. 이번 거래는 회사의 무부채 상태를 유지하며, 주주 승인 절차를 거쳐야 합니다.
Asset Entities (ASST) et Strive Asset Management ont annoncé un investissement PIPE significatif de 750 millions de dollars, avec un potentiel pouvant atteindre 1,5 milliard de dollars grâce à l'exercice de bons de souscription. L'accord, fixé à 1,35 dollar par action (prime de 121 %), vise à financer la première vague d'acquisitions de Bitcoin par Strive. La société prévoit de mettre en œuvre des stratégies génératrices d'alpha, notamment : l'acquisition d'entreprises biotechnologiques cotées en dessous de leur trésorerie nette, l'achat de créances Bitcoin en difficulté comme Mt. Gox à prix réduit, et l'investissement dans les tranches les plus risquées de véhicules de crédit structurés sur Bitcoin. Dirigée par le PDG Matt Cole, Strive cherche à se différencier des sociétés traditionnelles de trésorerie Bitcoin en se concentrant sur des stratégies conçues pour surperformer le Bitcoin lui-même. La transaction maintiendra le statut de société sans dette et est soumise à l'approbation des actionnaires.
Asset Entities (ASST) und Strive Asset Management kündigten eine bedeutende PIPE-Investition in Höhe von 750 Millionen US-Dollar an, mit der Möglichkeit, durch die Ausübung von Warrants auf 1,5 Milliarden US-Dollar zu steigen. Der Deal, bewertet zu 1,35 US-Dollar pro Aktie (121 % Aufschlag), soll die erste Welle von Strives Bitcoin-Akquisitionen finanzieren. Das Unternehmen plant die Umsetzung von Alpha-generierenden Strategien, darunter: den Erwerb von Biotech-Unternehmen, die unter ihrem Netto-Cash-Wert gehandelt werden, den Kauf von notleidenden Bitcoin-Forderungen wie Mt. Gox mit Abschlägen sowie Investitionen in die untersten Tranchen strukturierter Bitcoin-Kreditvehikel. Unter der Leitung von CEO Matt Cole möchte sich Strive von traditionellen Bitcoin-Treasury-Unternehmen abheben, indem es sich auf Strategien konzentriert, die darauf ausgelegt sind, Bitcoin selbst zu übertreffen. Die Transaktion wird den schuldenfreien Status des Unternehmens beibehalten und unterliegt der Zustimmung der Aktionäre.
Positive
  • Substantial $750M PIPE investment with potential to reach $1.5B through warrants
  • Shares priced at 121% premium to ASST's pre-merger price
  • Company maintains debt-free status, preserving future leverage capacity
  • Multiple alpha-generating strategies identified for Bitcoin accumulation
  • Strategic partnership with 117 Partners LLC for Mt. Gox claims opportunity (75,000+ BTC market)
Negative
  • Transaction subject to shareholder approvals from both companies
  • Unproven alpha-generating strategies in a volatile Bitcoin market
  • Significant execution risk in implementing multiple new strategies simultaneously

Insights

Strive's $750M PIPE deal with potential for $1.5B total funding positions it as an innovative Bitcoin treasury company focused on alpha-generating strategies.

This $750 million PIPE transaction with an additional $750 million in potential warrant exercise proceeds represents a significant capital infusion for Strive Asset Management's Bitcoin accumulation strategy. The deal's pricing at $1.35 per share - a 121% premium to Asset Entities' pre-announcement closing price - demonstrates strong investor confidence in Strive's approach.

What distinguishes this from other Bitcoin treasury companies is Strive's alpha-generation focus rather than simply holding Bitcoin as a reserve asset. Their three-pronged strategy is particularly innovative: 1) acquiring biotech companies trading below net cash position, 2) purchasing distressed Bitcoin claims (like Mt. Gox) at discounts, and 3) targeting bottom tranches of structured Bitcoin credit vehicles.

The company's decision to maintain zero debt is strategically sound, preserving future leverage capacity while securing substantial immediate capital. This creates flexibility for opportunistic acquisitions while limiting downside risk. The participation of both institutional investors and management in the financing signals internal conviction in the strategy.

This transaction positions Strive to potentially become one of the largest Bitcoin treasury companies but with a differentiated approach focused on outperforming Bitcoin itself through strategic acquisitions and distressed asset purchases rather than simple accumulation. The merger with Asset Entities (NASDAQ:ASST) provides the public market vehicle for this strategy while the substantial premium paid reflects the perceived value of the combined entity's approach to Bitcoin investing.

  • Transaction to raise up to $1.5 billion in total proceeds upon exercise of warrants, which would make Strive Asset Management one of the largest Bitcoin treasury companies.
  • The combined company will continue to have no outstanding debt for borrowed money after this financing.
  • Strive CEO Matt Cole to discuss the company’s proposed alpha-generating Bitcoin strategies during his 11:54 AM PT keynote on May 27, 2025 at the Bitcoin for Corporations Symposium in Las Vegas, Nevada.

DALLAS, May 27, 2025 (GLOBE NEWSWIRE) -- Asset Entities (Nasdaq: ASST) and Strive Asset Management today announced the signing of a $750 million private investment in public equity (PIPE), with an additional $750 million in potential financing upon the exercise of warrants, which could increase total potential proceeds to $1.5 billion. Upon closing of the transactions, the proceeds are expected to support the company’s first wave of Bitcoin acquisitions, with the goal of establishing Strive Asset Management as the first Bitcoin treasury company focused on long-term Bitcoin outperformance through the implementation of alpha-generating strategies, in addition to the company’s plans to implement known beta strategies used by incumbent Bitcoin treasury corporations.

A select group of leading institutional investors and Strive’s management team, including CEO Matt Cole, participated in the financing, which is expected to close concurrently with the transaction under the merger agreement between Strive Asset Management and Asset Entities.

“Most Bitcoin treasury companies are valued based on multiples to their Bitcoin holdings, which makes sense because their strategies are tied to leveraged beta to Bitcoin,” said Matt Cole, CEO of Strive. “By contrast, our alpha-generating Bitcoin accumulation strategies are designed to drive sustained outperformance relative to Bitcoin itself, which requires a new valuation framework.”

Strive Asset Management’s first wave of alpha-generating Bitcoin accumulation strategies include:

  • Unlocking discounted cash through acquisitions of biotech companies trading below their net cash position, which Strive views as a multi-billion dollar opportunity, and one where Strive believes it has a distinctive competitive advantage due to its founding and management team.
  • Acquiring distressed Bitcoin claims—such as Mt. Gox claims—at discounts to Bitcoin NAV, a market opportunity estimated to be over 75,000 BTC, through Strive’s recently announced strategic partnership with 117 Partners LLC.
  • Positioning itself to become a market leader in purchasing bottom tranches of structured Bitcoin credit vehicles, at discounted prices.

The PIPE was priced at $1.35 per share of common stock, representing a 121% premium to the closing price of Asset Entities (NASDAQ:ASST) immediately before its merger announcement with Strive Asset Management. The exercise price for warrants in this PIPE transaction is $1.35 per share. Strive elected not to raise any debt financing in this transaction, to preserve maximal leverage capacity in the future to optimize returns for common equity.

Strive will further discuss its alpha strategies during Matt Cole’s 11:54 AM PT presentation today at Bitcoin for Corporations in Las Vegas, Nevada. The presentation is expected to be streamed by the conference later in the day.

The financing transaction is subject to customary closing conditions, including approvals from the shareholders of both Strive and Asset Entities.

Advisors

Cantor Fitzgerald & Co. served as exclusive financial advisor to Strive. In addition, Cantor Fitzgerald & Co. served as exclusive placement agent for the PIPE financing.

Davis Polk & Wardwell LLP is acting as legal advisor to Strive.

DLA Piper LLP (US) acted as legal advisor to Cantor Fitzgerald & Co.

Bevilacqua PLLC is acting as legal advisor to Asset Entities.

To learn about Asset Entities, please go to www.assetentities.com. To learn about the Ternary payment platform, please go to www.ternarydev.com. To learn about Asset Entities 360 suite of discord services, go to https://www.ae360ddm.com/ and https://discord.gg/ae360ddm.

About Asset Entities Inc.

Asset Entities Inc. is a technology company providing social media marketing, management, and content delivery across Discord, TikTok, Instagram, X (formerly Twitter), YouTube, and other social media platforms. Asset Entities is believed to be the first publicly traded Company based on the Discord platform, where it hosts some of Discord's largest social community-based education and entertainment servers. The Company's AE.360.DDM suite of services is believed to be the first of its kind for the Design, Development, and Management of Discord community servers. Asset Entities' initial AE.360.DDM customers have included businesses and celebrities. The Company also has its Ternary payment platform that is a Stripe-verified partner and CRM for Discord communities. The Company's Social Influencer Network (SiN) service offers white-label marketing, content creation, content management, TikTok promotions, and TikTok consulting to clients in all industries and markets. The Company's SiN influencers can increase the social media reach of client Discord servers and drive traffic to their businesses. Learn more at assetentities.com, and follow the Company on X at $ASST and @assetentities.

About Strive Asset Management

Strive Asset Management is an asset management firm with a mission to maximize value for clients through unapologetic capitalism.

Strive Asset Management recently announced plans to become the first publicly traded asset management Bitcoin treasury company. The company is focused on outperforming Bitcoin over the long run by combining traditional Bitcoin treasury company leveraged beta strategies with novel alpha-generating strategies.

After launching its first ETF in August 2022, the company has grown to manage ~$2 billion in assets.

Learn more at strive.com

Company Contacts:
Arshia Sarkhani, President and Chief Executive Officer
Michael Gaubert, Executive Chairman
Asset Entities Inc.
Tel +1 (214) 459-3117 
Email Contact

Investor Contact:
Skyline Corporate Communications Group, LLC
Scott Powell, President
1177 Avenue of the Americas, 5th Floor
New York, NY 10036
Office: (646) 893-5835
Email: info@skylineccg.com

Cautionary Statement Regarding Forward-Looking Statements

Certain statements herein and the documents incorporated herein by reference may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 3b-6 promulgated thereunder, which statements involve inherent risks and uncertainties. Examples of forward-looking statements include, but are not limited to, statements regarding the outlook and expectations of Strive and Asset Entities, Inc. (“ASST”), respectively, with respect to the proposed transaction, the strategic benefits and financial benefits of the proposed transaction, including the expected impact of the proposed transaction on the combined company’s future financial performance (including anticipated accretion to earnings per share, the tangible book value earn-back period and other operating and return metrics), the timing of the closing of the proposed transaction, and the ability to successfully integrate the combined businesses. Such statements are often characterized by the use of qualified words (and their derivatives) such as “may,” “will,” “anticipate,” “could,” “should,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “project,” “predict,” “potential,” “assume,” “forecast,” “target,” “budget,” “outlook,” “trend,” “guidance,” “objective,” “goal,” “strategy,” “opportunity,” and “intend,” as well as words of similar meaning or other statements concerning opinions or judgment of Strive, ASST or their respective management about future events. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements. Such risks, uncertainties and assumptions, include, among others, the following:

  • the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the Merger Agreement;
  • the possibility that the proposed transaction does not close when expected or at all because the conditions to closing are not received or satisfied on a timely basis or at all;
  • the outcome of any legal proceedings that may be instituted against Strive or ASST or the combined company;
  • the possibility that the anticipated benefits of the proposed transaction, including anticipated cost savings and strategic gains, are not realized when expected or at all, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which Strive or ASST operate;
  • the possibility that the integration of the two companies may be more difficult, time-consuming or costly than expected;
  • the possibility that the proposed transaction may be more expensive or take longer to complete than anticipated, including as a result of unexpected factors or events;
  • the diversion of management’s attention from ongoing business operations and opportunities;
  • potential adverse reactions of Strive’s or ASST’s customers or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed transaction;
  • changes in ASST’s share price before closing; and
  • other factors that may affect future results of Strive, ASST or the combined company.

These factors are not necessarily all of the factors that could cause Strive’s, ASST’s or the combined company’s actual results, performance or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other factors, including unknown or unpredictable factors, also could harm Strive’s, ASST’s or the combined company’s results.

Although each of Strive and ASST believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual results of Strive or ASST will not differ materially from any projected future results expressed or implied by such forward-looking statements. Additional factors that could cause results to differ materially from those described above can be found in ASST’s most recent annual report on Form 10-K for the fiscal year ended December 31, 2024, quarterly reports on Form 10-Q, and other documents subsequently filed by ASST with the Securities Exchange Commission (the “SEC”). The actual results anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on Strive, ASST or their respective businesses or operations. Investors are cautioned not to rely too heavily on any such forward-looking statements. Forward-looking statements speak only as of the date they are made and Strive and ASST undertake no obligation to update or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.

Additional Information and Where to Find It

In connection with the proposed transaction, ASST intends to file with the SEC a Registration Statement on Form S-4 (the “Registration Statement”) to register the common stock to be issued by ASST in connection with the proposed transaction and that will include a proxy statement of ASST and a prospectus of ASST (the “Proxy Statement/Prospectus”), and each of Strive and ASST may file with the SEC other relevant documents concerning the proposed transaction. A definitive Proxy Statement/Prospectus will be sent to the stockholders of ASST to seek their approval of the proposed transaction. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND STOCKHOLDERS OF ASST ARE URGED TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION WHEN THEY BECOME AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT STRIVE, ASST AND THE PROPOSED TRANSACTION AND RELATED MATTERS.

A copy of the Registration Statement, Proxy Statement/Prospectus, as well as other filings containing information about Strive and ASST, may be obtained, free of charge, at the SEC’s website (http://www.sec.gov). You will also be able to obtain these documents, when they are filed, free of charge, from ASST by accessing ASST’s website at https://assetentities.gcs-web.com/. Copies of the Registration Statement, the Proxy Statement/Prospectus and the filings with the SEC that will be incorporated by reference therein can also be obtained, without charge, by directing a request to ASST’s Investor Relations department at 100 Crescent Court, 7th floor, Dallas, TX 75201 or by calling (214) 459-3117 or emailing web@assetentities.com. The information on Strive’s or ASST’s respective websites is not, and shall not be deemed to be, a part of this communication or incorporated into other filings either company makes with the SEC.

Participants in the Solicitation

Strive, ASST and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from the stockholders of ASST in connection with the proposed transaction. Information about the interests of the directors and executive officers of Strive and ASST and other persons who may be deemed to be participants in the solicitation of stockholders of ASST in connection with the proposed transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the Proxy Statement/Prospectus related to the proposed transaction, which will be filed with the SEC. Information about the directors and executive officers of ASST, their ownership of ASST common stock, and ASST’s transactions with related persons is set forth in the section entitled “Board of Directors and Corporate Governance,” “Executive Officers of the Company,” “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters,” “Executive Compensation,” and “Certain Relationships and Related Transactions” included in ASST’s definitive proxy statement in connection with its 2024 Annual Meeting of Stockholders, as filed with the SEC on August 22, 2024.

No Offer or Solicitation

This communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities or the solicitation of any vote of approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements.


FAQ

What is the size of Asset Entities (ASST) PIPE investment announced in May 2025?

Asset Entities announced a $750 million PIPE investment, with potential to reach $1.5 billion through warrant exercises, priced at $1.35 per share.

What are Strive Asset Management's planned Bitcoin accumulation strategies?

Strive plans three main strategies: 1) acquiring biotech companies trading below net cash, 2) purchasing distressed Bitcoin claims like Mt. Gox at discounts, and 3) investing in bottom tranches of structured Bitcoin credit vehicles.

How does ASST's Bitcoin strategy differ from other Bitcoin treasury companies?

Unlike traditional Bitcoin treasury companies focused on leveraged beta, Strive aims to implement alpha-generating strategies designed to outperform Bitcoin itself through various investment approaches.

What is the premium offered in the ASST PIPE transaction?

The PIPE was priced at $1.35 per share, representing a 121% premium to Asset Entities' closing price before the merger announcement.

Will Asset Entities (ASST) take on debt for this Bitcoin investment?

No, Strive elected not to raise any debt financing to preserve maximum leverage capacity for future opportunities, maintaining its debt-free status.
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