Bitcoin Standard Treasury Ends Cantor SPAC Merger Amid Market Pressure
BSTR intends to withdraw its Form S-4 after ending plans to go public through Cantor Equity Partners I, with a $15 million termination payment due in two installments.
Bitcoin Standard Treasury Company and Cantor Equity Partners I terminated their proposed business combination Aug. 20, ending plans to take the Bitcoin-focused company public as market pressure reduced the appeal of listed Bitcoin treasury vehicles and related financing tools.
Under the termination agreement, BSTR’s seller must pay Cantor $15 million in cash. The payment includes $10 million due by Sept. 19 and $5 million due by Dec. 1. BSTR also intends to withdraw its Form S-4 registration statement, which it filed with the Securities and Exchange Commission on May 14.
BSTR said Bitcoin and publicly listed Bitcoin treasury companies faced “significant pricing pressure,” limiting the efficient use of convertible bonds and perpetual preferred equity.
“The teams at CEPO and Cantor have been outstanding partners throughout, and we reached this decision together,” Dr. Adam Back, CEO and co-founder of BSTR, said.
The original transaction, announced in July 2025, was structured around 30,021 Bitcoin (BTC). Founding shareholders were expected to contribute 25,000 Bitcoin, while another 5,021 Bitcoin was planned through an in-kind Bitcoin equity PIPE.
The financing plan also included up to $400 million in common equity, up to $750 million in convertible notes and up to $350 million in convertible preferred stock.
Cantor postponed its shareholder meeting indefinitely July 8 as the parties discussed revised transaction terms. Following the termination, Cantor said it would resume searching for another business-combination target.
BSTR was designed as an active Bitcoin treasury company rather than one focused solely on holding BTC. BSTR planned to seek recurring fiat- or Bitcoin-denominated returns while also pursuing strategies designed to outperform simply holding Bitcoin.
“Despite current market conditions, we continue to see substantial demand for return on Bitcoin, and we have spent the last year building the capability to deliver it,” Back said.
Sean Bill, chief investment officer and co-founder of BSTR, said the company would continue developing institutional investment strategies.
“We will continue to design, build and scale institutional-grade investment strategies focused on creating Bitcoin returns and building out Bitcoin capital markets,” Bill said.
The terminated agreement ends the planned public listing under the current transaction, while BSTR continues work on its treasury and capital-markets strategy ahead of the remaining $5 million payment deadline on Dec. 1.
