Cantor Equity Partners I (Nasdaq: CEPO), a blank-check company affiliated with Cantor Fitzgerald, and BSTR Holdings announced they will not close their proposed merger under the terms agreed in July 2025. Both sides will renegotiate the deal structure and amend its conditions.
The shareholder meeting originally set for July 10 has been postponed with no new date. Public shareholders who submitted redemption requests will get their shares back. The private placements tied to the original structure are off the table.
Adam Back, Blockstream co-founder and head of Bitcoin Standard Treasury Company, confirmed the pivot on X: "@bstrco and $CEPO have agreed to work together on and are currently discussing a potential revised structure and amended terms for their previously announced proposed business combination, intended to opportunistically better capitalize on market conditions."
@bstrco and $CEPO have agreed to work together on and are currently discussing a potential revised structure and amended terms for their previously announced proposed business combination, intended to opportunistically better capitalize on market conditions.
The original deal would have taken Bitcoin Standard public on Nasdaq under the ticker BSTR, pairing Back and Blockstream Capital's contribution of more than 30,000 bitcoin with roughly $1.5 billion in private equity. The combined entity would have launched with about 30,021 bitcoin (worth more than $3 billion at announcement) and aimed to accumulate 50,000 bitcoin total, ranking it among the largest public corporate bitcoin holders. The PIPE structure was marketed as the largest bitcoin treasury raise of its kind.
The SEC declared the registration statement effective on June 5, 2026, and mailed proxies to shareholders that same day. The path to a vote ran into delays before stalling entirely. CEPO pushed the meeting from June 26 to July 2, then to July 10, before both parties halted the process.
The discount trap
The retreat reflects a sharp deterioration in public bitcoin treasury valuations. Starting in late 2025, a widening share of these companies traded below the net value of their bitcoin holdings, a gap measured by mNAV (market value to net asset value). The model depends on a stock trading at a premium to its crypto. When a treasury trades above its holdings' worth, it can issue equity to buy more bitcoin. When the stock sinks to a discount, fresh share issuance dilutes existing holders and halts growth.
Stratey, the treasury pioneer, fell into discount territory, with smaller peers hitting steeper markdowns. The structural weakness exposed a core vulnerability in the playbook: investor appetite for leveraged bitcoin exposure through equity proved fragile once the arithmetic turned against shareholders.
Neither CEPO nor Bitcoin Standard specified what a revised deal would look like. Any amended terms will require fresh SEC filings and likely another shareholder vote. The companies said they expect to provide updates in due course—a timeline with no fixed commitment.