COMMUNIQUÉ DE PRESSE

par LEAD MEDIA (EPA:ALLMG)

Capital B confirms the acquisition of 37 BTC for EUR 2.3 million, the holding of a total of 2,925 BTC, and a BTC Yield of 1.25% YTD

  • Completion of the conversion of 17,897,600 OCA B-01 held by Blockstream Capital Partners into 32,900,000 ordinary shares of the Company
  • Completion of the subscription by Blockstream Capital Partners of 4,700,000 ordinary shares of the Company at €0.544 per share, for an amount of €2.55 million, as part of the legal adjustment measures for OCA B-01 holders
  • Completion of the conversion of the 2,020,372 OCA B-01 held by UTXO Management into 3,713,919 ordinary shares of the Company
  • Subscription by UTXO Management of 530,559 ordinary shares of the Company at €0.544 per share, for an amount of €0.29 million, as part of the legal adjustment measures for OCA B-01 holders
  • Exercise of 4,464,712 BSA 2025-01 into 637,816 ordinary shares of the Company, for an amount of €0.35 million, the Company reminding that the rights attached to the BSA 2025-01 became null and void and consequently lost all value on April 10, 2026 at midnight, in accordance with the terms and conditions of the BSA 2025-01
  • Acquisition of 37 BTC for an amount of €2.3 million
  • BTC Yield of 1.25% YTD and 0.53% QTD
  • BTC Gain of 35.3 BTC YTD and 15.2 BTC QTD
  • BTC € Gain of €2.2 million YTD and €0.9 million QTD
  • Total group holdings of 2,925 BTC with an acquisition value of €269.4 million at €92,096 per bitcoin, corresponding to the average unitary acquisition cost of the BTC held as part of the Bitcoin Treasury

Puteaux, April 13, 2026: Capital B (The Blockchain Group, ISIN: FR0011053636, ticker: ALCPB) (the “Company”), listed on Euronext Growth Paris, Europe's first Bitcoin Treasury Company, holding subsidiaries specialized in Data Intelligence, AI, decentralized technology consulting and development, and corporate treasury, announces the completion of the conversion of 17,897,600 OCA B-01 held by Blockstream Capital Partners into 32,900,000 shares of the company and of the 2,020,372 OCA B-01 held by UTXO Management into 3,713,919 ordinary shares of the Company. The Company confirms the subscription by Blockstream Capital Partners of 4,700,000 shares at €0.544 per share and the subscription by UTXO Management of 530,559 shares at €0.544 per share for a total amount of €2.8 million, as part of the legal adjustment measures for OCA B-01 holders. The Company also announces the exercise of 4,464,712 BSA 2025-01 into 637,816 ordinary shares of the Company, for an amount of €0.35 million, reminding that the rights attached to the BSA 2025-01 became null and void and consequently lost all value on April 10, 2026 at midnight, in accordance with the terms and conditions of the BSA 2025-01. The Company has thus acquired 37 BTC for an amount of €2.3 million. The Group has achieved since the beginning of the year a 'BTC Yield' of 1.25%, a 'BTC Gain' of 35.3 BTC, and a 'BTC € Gain' of €2.2 million. As of today, Capital B and its subsidiary Capital B Luxembourg SA hold a total of 2,925 BTC as part of the Bitcoin Treasury Company strategy, with an acquisition value of €269.4 million, based on an average price of €92,096 per bitcoin. A detailed presentation of the Company's Bitcoin Treasury Company strategy, focused on increasing the number of bitcoin per fully diluted share over time, is available on the Company's website: https://cptlb.com/about/who-we-are/

Completion of the conversion of 17,897,600 OCA B-01 held by Blockstream Capital Partners and of the 2,020,372 OCA B-01 held by UTXO Management

On March 30, 2026, the Company announced that Blockstream Capital Partners[1] requested the conversion of 17,897,600 OCA B-01, resulting in the issuance of 32,900,000 new shares of the Company at a unit conversion price of €0.544, and that UTXO Management also requested the conversion of all of its 2,020,372 OCA B-01, resulting in the issuance of 3,713,919 new shares of the Company at a unit conversion price of €0.544.

The company hereby confirms the completion of the conversion requests, resulting in the issuance of 36,613,919 new ordinary shares of the Company at a unit conversion price of €0.544, as follows:

InvestorNumber of OCA B-01 convertedNumber of shares resulting from conversionNumber of OCA B-01 remaining after conversion
Blockstream Capital Partners17,897,60032,900,00014,195,352
UTXO Management2,020,3723,713,9190
TOTAL19,917,97236,613,91914,195,352

The issuance of the 36,613,919 new ordinary shares of the Company is fully paid up through
set-off of debt. In accordance with the provisions of Article R. 225-134 of the French Commercial Code, the payment of the new ordinary shares by way of set-off against a receivable from the Company is recorded in a statement of account drawn up by the Board of Directors and certified as accurate by the Statutory Auditor.

Realization of the subscription by Blockstream Capital Partners and by UTXO Management of ordinary shares as part of the legal adjustment measures for OCA B-01 holders

On March 30, 2026, the Company announced that following the conversion of their OCA B-01, Blockstream Capital Partners and UTXO Management benefit from the legal adjustment measures for OCA B-01 holders following the free allocation of BSA 2025-01 warrants to all shareholders (see the press release dates April 7, 2025). Indeed, in accordance with the provisions of Article L.225-99 of the French Commercial Code and the terms and conditions of the OCA B-01 tranches, holders of OCA B-01 who convert them receive BSA 2025-01 warrants under the same conditions as shareholders on April 11, 2025 (i.e., one BSA 2025-01 warrant per new share received upon conversion). They may therefore subscribe for one new share for every seven BSA 2025-01, at an exercise price of €0.544. As part of this, Blockstream Capital Partners has subscribed to 4,700,000 new shares at a unit subscription price of €0.544 (the exercise price of the BSA 2025-01 warrants), for a total amount of €2,556,800.00. In the same way, UTXO Management has subscribed to 530,559 new shares at a unit price of €0.544, for a total amount of €288,624.10. Those two capital increases were carried out in cash. They were authorized under the 1st resolution of the General Meeting of February 21, 2025, pursuant to which the BSA 2025-01 warrants had been granted for free to all shareholders.

The Company hereby announces the completion of the transaction resulting in the issuance of 5,230,559 ordinary shares of the Company, at a unit subscription price of €0.544, for a total amount of €2,845,424.10.

Exercise of BSA 2025-01 warrants into ordinary shares of the Company

On April 07, 2025, the Company also announced the free allocation of BSA 2025-01 to its shareholders in order to accelerate its Bitcoin strategy, with a conversion ratio of 7 BSA 2025-01 for 1 new share of the Company, at a subscription price of €0.544 per new share.

The Company hereby confirms the new conversion of 4,464,712 BSA 2025-01 into 637,816 new shares of the Company, for a total amount of €346,971.904.

The main characteristics of the BSA 2025-01 issuance were detailed in the press release dates April 7, 2025.

The Company further reminds that the rights attached to the BSA 2025-01 have become null and void and consequently lost all value on April 10, 2026 at midnight, in accordance with the terms and conditions of the BSA 2025-01 accessible at the following link.

Impact of the operations on the distribution of the Company's share capital

The impact of the completion of the operations described above on the distribution of the Company's share capital is as follows:

 Ordinary basisFully diluted basis (*)
ShareholdersNumber of shares% capitalNumber of shares% capital
Executives20,390,9937.49%22,428,6715.64%
Blockstream Capital Partners43,118,44215.84%151,107,22138.00%
Adam Back37,573,32913.80%38,548,4009.69%
TOBAM9,491,7883.49%16,897,2774.25%
UTXO Management4,244,4781.56%4,244,4781.07%
Peak Hodl Ltd2,500,0000.92%2,500,0000.63%
Public & Institutionnel154,890,99156.90%161,896,85240.72%
TOTAL272,210,021100%397,622,899100%

(*) Calculations performed based on the number of shares comprising the Company's share capital as of the press release date, adding the shares resulting from (i) the conversion of all OCAs issued or announced, (ii) conservatively, the exercise of BSA 2025-01 (see press release dated April 7, 2025) and the issuance under legal adjustment measures for the benefit of the holders of OCA B-01, and (iii) the free shares granted by the Company to certain employees and corporate officers, but not yet definitively acquired by their beneficiaries, the number of which amounts to 2,320,760 as of the date of this press release. It is noted that the Company is authorized to issue additional free shares within the limit provided by the resolutions of the general meeting of June 10, 2025. However, this fully diluted basis does not include (i) the shares that may correspond to the amounts not yet subscribed to date of the authorized €300M capital increases for the benefit of TOBAM, (ii) the future potential exercise of BSA 2026-01, and (iii) the exercise of the BSA OC A-03, A-04, and A-05.

The Company indicates (see note below the table above) that it has, conservatively, included in the fully diluted share base the shares that could be issued upon the exercise of BSA 2025-01 (see press release dated April 7, 2025) and legal adjustment measures in favor of OCA B-01 holders. Accordingly, any potential future exercise of BSA 2025-01 warrants or issuance of shares under these legal adjustment measures will not result in any additional shares on a fully diluted basis.

Expansion of the Company's bitcoin holdings

Capital B announces the final completion of the acquisition of an additional 37 BTC using the proceeds from the final completion of the operation described above, as part of the continuation of its Bitcoin Treasury Company strategy.

Swissquote Bank Europe SA, a virtual asset service provider (VASP) registered with the Luxembourg regulator (CSSF), executed the acquisition of the BTC using the proceeds from the capital increase operation and was entrusted with their secure custody via the technological solution of Swiss company Taurus.

Detail of the Group's BTC acquisitions:

Reported DateBTC AcquisitionBTC Acquisition € Cost BasisTotal BTC HoldingsTotal BTC € Cost Basis1Total BTC € CostTotal BTC € Net Asset Value 2
April 13, 202637 €60,8922,925 €92,096 €269,379,886 €181,493,325
March 23, 202644 €61,7632,888 €92,495 €267,126,900 €174,449,640
March 16, 20268 €60,9342,844 €92,971 €264,409,342 €178,543,476
March 9, 20262 €61,6602,836 €93,061 €263,921,868 €167,411,916
February 16, 20266 €55,2702,834 €93,083 €263,798,549 €165,086,168
February 9, 20265 €64,1242,828 €93,164 €263,466,929 €168,062,384
November 25, 20255 €88,9682,823 €93,215 €263,146,305 €213,319,995
October 20, 20256 €96,2312,818 €93,223 €262,701,464 €271,178,254
September 29, 202512 €95,9352,812 €93,216 €262,124,079 €269,770,581
September 22, 2025551 €99,2722,800 €93,205 €260,972,853 €277,962,677
September 15, 202548 €98,5752,249 €91,718 €206,273,769 €221,695,332
August 11, 2025126 €98,7462,201 €91,568 €201,542,166 €217,339,641
August 5, 202562 €99,8892,075 €91,133 €189,100,187 €207,269,347
July 28, 202558 €102,2112,013 €90,863 €182,907,079 €205,751,541
July 21, 202522 €101,1121,955 €90,526 €176,978,818 €197,674,331
July 14, 202529 €95,2251,933 €90,406 €174,754,350 €184,069,828
July 7, 2025116 €92,1751,904 €90,332 €171,992,827 €175,501,059
June 30, 202560 €91,8791,788 €90,213 €161,300,535 €164,280,027
June 23, 202575 €91,7921,728 €90,155 €155,787,783 €158,616,662
June 17, 2025182 €93,2641,653 €90,081 €148,903,379 €154,165,568
June 2, 2025624 €96,4471,471 €89,687 €131,929,311 €141,874,161
May 22, 2025227 €93,518847 €84,706 €71,746,119 €79,209,857
March 26, 2025580 €81,550620 €81,480 €50,517,503 €50,560,770
December 4, 202425 €90,51140 €80,468 €3,218,718 €3,261,985
November 5, 202415 €63,72915 €63,729 €955,941 €1,223,244
  1. The Total BTC € Cost Basis corresponds to the average unitary acquisition cost of the BTC held as part of the Bitcoin Treasury Company strategy.
  2. For all press releases up to and including 20 October 2025, the Total BTC € Net Asset Value was calculated by multiplying the Total BTC Holdings as of the date reported in the above table by the latest BTC Acquisition € Cost Basis on that same date.

Given the recent volatility in the price of BTC, the Company specifies that, starting 25 November 2025, the Total BTC € Net Asset Value is now calculated by multiplying the Total BTC Holdings as of the reported date by the BTC price at 18:00 CET on the trading day preceding the press release (source: Boursorama).

Achievement of a ‘BTC Yield' of 1.25% YTD and 0.53% QTD

The Group has achieved a 'BTC Yield' of 1.25% YTD and 0.53% QTD. The details are as follows:

Year To Date (YTD):

Reported DateTotal BTC HoldingsIssued Common SharesFully Diluted Shares1BTC (sats) per Fully Diluted Share2‘BTC Yield' YTD‘BTC Gain' YTD‘BTC € Gain' YTD
April 13, 20262,925272,210,021400,673,659730.01.25%35.3 €2,191,507
March 23, 20262,888229,727,727397,686,652726.20.72%20.4 €1,229,821
March 16, 20262,844229,057,821393,317,210723.10.29%8.1 €511,393
March 9, 20262,836228,269.631392,529.020722.50.21%5.9 €345,389
February 16, 20262,834228,069.631392,329.020722.40.19%5.3 €308,566
February 9, 20262,828227,468,631391,728,020721.90.13%3.6 €216,272
November 25, 20252,823226,884,068391,534,5287211,658.5%663.4 €59,022,899

Note on the BTC holdings at the date of this press release : the Company indicates that it currently holds an additional 60 BTC for its operational needs, and precises that these BTC are segregated from its Bitcoin reserve held under its Bitcoin Treasury Company strategy and are in this regard not included in the key performance indicators published by the Company.

Quarter To Date (QTD):

Reported DateTotal BTC HoldingsIssued Common SharesFully Diluted Shares1BTC (sats) per Fully Diluted Share2‘BTC Yield' QTD‘BTC Gain' QTD‘BTC € Gain' QTD
April 13, 20262,925272,210,021400,673,659730.00.53%15.2 €942,787
March 23, 20262,888229,727,727397,686,652726.20.72%20.4 €1,229,821

(1) The number of shares on a fully diluted basis includes (i) the total number of ordinary shares outstanding, (ii) the shares that would be issued as a result of the conversion of all of the Company's convertible bonds currently issued, (iii) the free shares granted by the Company to certain of its employees and corporate officers, but which have not yet been definitively acquired by their beneficiaries, and the number of which amounts to 2,320,760 as of the date of this press release, (iv) an additional number of free shares not yet granted, but which may be granted and are included conservatively as part of the Company's Bitcoin Treasury Company strategy. As of the date of this press release, the Company has included an indicative reserve of 3,050,760 additional potential shares in the number of shares on a fully diluted basis, solely for the purposes of the Company's KPIs, in order to anticipate the impact of potential future issuances or grants on those KPIs. It is specified that this number may be subject to change, within the limit provided by the resolutions of the general meeting of June 10, 2025. The Company specifies that the number of shares on a fully diluted basis is adjusted to reflect only the transactions definitively completed to date (i.e., excluding ongoing transactions), and conservatively includes the shares that may be issued as a result of the exercise of BSA 2025-01 and adjustment measures for the holders of OCA B-01. Consequently, any future exercise of the BSA or any adjustment measures announced by the Company will not result in any additional shares on a fully diluted basis.

(2) BTC per Fully Diluted Share is calculated by dividing Total BTC Holdings by the Fully Diluted Shares outstanding at the end of each period. The result is then expressed as satoshis (sats) per Fully Diluted Shares outstanding. There are 100,000,000 sats in 1 BTC. Each sat represents 0.00000001 BTC, the smallest unit of bitcoin.

Important information about ‘BTC Yield', ‘BTC Gain', and ‘BTC € Gain' KPIs

The Company uses ‘BTC Yield', ‘BTC Gain' and ‘BTC € Gain' as indicators to monitor its Bitcoin Treasury Company strategy. These indicators illustrate the manner in which the Company finances the acquisition of bitcoin in a given period by:

  • ‘BTC Yield': indicator reflecting the percentage change in the ratio of Total BTC Holdings to Fully Diluted Shares outstanding over a given period;
  • ‘BTC Gain': indicator that represents the number of BTC held by the Company at the beginning of a period multiplied by the ‘BTC Yield' for such period; and
  • ‘BTC € Gain': indicator representing the euro value of the ‘BTC Gain' calculated by multiplying the ‘BTC Gain' by the acquisition cost per BTC of the last acquisition of the applicable period. The Company has selected the last acquisition of the applicable period to determine the market price of bitcoin solely for the purpose of facilitating this illustrative calculation.

These indicators will be communicated periodically by the Company as part of its Bitcoin Treasury Company strategy, notably on a half-yearly and annual basis.

When the Company uses these KPIs, it also takes into account the various limitations of these metrics, including that they do not take into account debt and other liabilities and claims on company assets that would be senior to common equity, and that these indicators assume that all indebtedness will be refinanced or, in the case of the Company's (or its subsidiaries') convertible debt instruments, converted into shares of common stock in accordance with their respective terms.

Additionally, ‘BTC Yield' is not, and should not be understood as, an operating performance measure or a financial or liquidity measure. In particular, ‘BTC Yield' is not equivalent to “yield” in the traditional financial context. It is not a measure of the return on investment the Company's shareholders may have achieved historically or can achieve in the future by purchasing stock of the Company, or a measure of income generated by the Company's operations or its bitcoin holdings, return on investment on its bitcoin holdings, or any other similar financial measure of the performance of its business or assets. ‘BTC Gain' and ‘BTC € Gain' are not, and should not be understood as, operating performance measures or financial or liquidity measures. In particular, ‘BTC Gain' and ‘BTC € Gain' are not equivalent to “gain” in the traditional financial context. They also are not measures of the return on investment the Company's shareholders may have achieved historically or can achieve in the future by purchasing stock of the Company, or measures of income generated by the Company's operations or its bitcoin holdings, return on investment on its bitcoin holdings, or any other similar financial measure of the performance of its business or assets. It should also be understood that ‘BTC € Gain' does not represent a fair value gain of the Company's bitcoin holdings, and ‘BTC € Gain' may be positive during periods when the Company has incurred fair value losses on its bitcoin holdings.

The trading price of the Company's common stock depends on numerous factors in addition to the quantity of bitcoins the Company holds and number of actual or potential shares of its stock outstanding, and as a result, the market value of the Company's shares may trade at a discount or a premium relative to the market value of the bitcoin the Company holds, and neither ‘BTC Yield', ‘BTC Gain' nor ‘BTC € Gain' are indicative or predictive of the trading price of the Company's securities.

As noted above, these KPIs are narrow in their purpose and are used by the Company to assist it in assessing the use of the equity capital, as it pertains to its bitcoin holdings only.

The Company's ability to achieve positive ‘BTC Yield', ‘BTC Gain', or ‘BTC € Gain' may depend on a variety of factors, including its ability to generate profits in excess of its fixed charges and other expenses, as well as factors outside of its control, such as the price of bitcoin, and the availability of financing on favorable terms. Past performance is not indicative of future results.

The presentation of these KPIs does not imply any intention to pay dividends on its common shares in the future. Holding the Company's common shares does not equate to direct ownership of the Bitcoin held by the Company. Investors should rely on the financial statements and other disclosures by the Company. These KPIs are only intended as supplemental metrics for those who understand their purpose and limitations, not as replacements for traditional financial analysis.

Risk factors

The Company reminds that the risk factors related to the Company and to its business are detailed in its 2025 half year financial report, available for free on the Company's website (https://www.cptlb.com). The realization of all or part of these risks could negatively impact the Company's operations, financial position, results, development, or outlook.

* * *

About Capital B (ALCPB)
Capital B is a Bitcoin Treasury Company listed
on Euronext Growth Paris, specialized in Data Intelligence,
AI, and Decentralized Tech consulting and development, and corporate treasury.
EURONEXT Growth Paris
Ticker: ALCPB
ISIN: FR0011053636
Reuters: ALCPB.PA
Bloomberg: ALCPB.FP

Contact:

contact@cptlb.com
 
Investor Relations
Actus Finance & Communication

Mathieu Calleux
tbg@actus.fr
 
Press Relations
Actus Finance & Communication

Anne-Charlotte Dudicourt
acdudicourt@actus.fr - 06 24 03 26 52
Céline Bruggeman
cbruggeman@actus.fr - 06 87 52 71 99

Le Crayon Groupe
Sarah Benmoussa
sarahb@lecrayongroupe.fr
 
Capital B press releases are available on:
Financial information – Capital B
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[1] Previously named Blockstream Capital Holdings in the press release of March 30, 2026



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