Ming Shing Seeks Nearly $483M Bitcoin Buy as Shares Jump
Ming Shing Seeks Nearly $483M Bitcoin Buy as Shares Jump
Ming Shing Group Holdings, a Nasdaq-listed construction company based in Hong Kong, announced an agreement to acquire 4,250 Bitcoin in a deal valued at roughly $483 million. Instead of paying cash, the company plans to use a package of long-dated convertible notes and warrants to fund the purchase.
Under the proposed arrangement, Ming Shing would issue 10-year convertible notes carrying a 3% coupon and convertible at $1.20 per share, together with 12-year warrants exercisable at $1.25. The transaction contemplates issuance of warrants and notes covering a total of 402,467,916 shares if fully accounted for.
Two British Virgin Islands entities are named in the structure. Winning Mission Group would sell Ming Shing the full 4,250 BTC and would receive a convertible note worth $241,480,750 plus a warrant package for 201,233,958 shares. Rich Plenty Investment would receive the same note-and-warrant package from Ming Shing and in turn issue a promissory note to Winning Mission for half of the Bitcoin allocation (2,125 BTC).
Because Ming Shing currently has fewer than 13 million shares outstanding, the proposed financing could dramatically dilute existing holders. If the notes alone were converted (but warrants remained unexercised), the share count would leap to more than 415 million, leaving legacy shareholders with roughly 3% ownership. In an extreme scenario where notes, warrants and accrued interest are all converted, the total share count could approach 939 million, shrinking current ownership stakes to about 1–2%.
The transaction also depends on shareholder approval: Ming Shing presently has just 100 million authorized shares, so the board would need to seek authorization to issue the additional equity contemplated by the deal.
The company’s recent financials show pressure on results, with a negative profit margin and a reported loss before interest and taxes in 2025. The market reacted sharply to the announcement—Ming Shing’s stock spiked intraday (reaching around $2.15) before pulling back; at the time of reporting the share price was trading near $1.65, representing a notable one-day gain.
The move comes as Hong Kong further embraces digital-asset infrastructure. Regulators in the city approved spot Bitcoin and Ether exchange-traded funds in 2024, have begun licensing crypto service providers, and introduced regulatory roadmaps and stablecoin and custody guidance aimed at growing the local crypto ecosystem. Financial firms in the territory have also been moving to offer virtual-asset trading services.
If completed, Ming Shing’s planned purchase would place it among the larger corporate Bitcoin treasuries and would mark a striking example of a non-financial company adopting cryptocurrency as a balance-sheet asset—but the proposed financing structure raises immediate questions about dilution and shareholder value that will need to be resolved before the deal can close.
