Bitcoin Magazine and the Nakamoto Case: Pump and Dump?
by Ratpoison
Bitcoin Treasury Companies have always seemed a little shitcoiny to Bitcoiners. Shitcoins of course range from ill fated ideas, to rug pulls, to outrightout right fraud. The most egregious of which results resulted in actual prosecution. But for the most part they seem to just quietly separate retail investors from their hard earned savings while a chorus of Bitcoiners reminds everyone “Not your Keys not you Corn.”
But are they the same? Are treasury companies really just shitcoins of another unpleasant flavor?
In this article we’ll be taking a look at one. NAKA, to be precise. Let’s be clear up front. While we will be asking the question, “Is NAKA a rug pull?” along with other questions,. wWe don’t have any evidence of fraud and we’re not suggesting anyone broke the law. We’re just pointing out a familiar pattern that seems to have quietly separated retail investors from their hard earned savings, again.
But wait…
- What
happened?
Let’s take a look at the timeline:
- May 2025: KindlyMD Announces Definitive Merger Agreement with Nakamoto Holdings
- Hype! The stonk (then under KindlyMD) jumps from around 4 USD (friday May 9) to over 30 USD on monday may 12, just to close around 14 USD the same day.
- Naka share peaks at around 34 USD on May 22.
- The Hype held 9 days. From there on, it goes downwards.
- June 2025: PIPE Financing Deals emerge
- Details surfaced on the private investment in public equity (PIPE) deal involving institutional and private investors and a total of about 455-569 million fully diluted shares.
- Share price for the PIPE Investors you ask? …
- $1.12 ! ONE UNITED STATES DOLLAR AND 12 CENTS!
- Who were those PIPE investors you might ask. Let’s look in the official SEC archive and look at Kkindly’s press release from May 12, 2025:
- “The PIPE financing attracted participation from over 200 investors across six continents, including global investment firms and leaders across the Bitcoin ecosystem. Institutional investors include Actai Ventures, Arrington Capital, BSQ Capital Partners, Kingsway, Off the Chain Capital, ParaFi, RK Capital, Van Eck, and Yorkville Advisors…
- alongside individuals including Adam Back, Balaji Srinivasan, Danny Yang, Eric Semler (CEO of Semler Scientific), Ricardo Salinas, and Simon Gerovich (CEO of Metaplanet). YA II PN, Ltd., an investment fund managed by Yorkville Advisors, was the sole convertible note purchaser.
- September 12, 2025: SEC Approves S-3 Filing, Registering PIPE Shares for Resale
- The filing unlocked PIPE shares for public trading, flooding the market with potential sell pressure from the 455M+ shares bought at $1.12. The stock plummeted -74% to close at $2.78!
- AAAAnd it’s gone!
- Or? Wait! Maybe there is hope?…
- September 15, 2025: CEO David Bailey to the rescue! He Issues a Shareholder Letter Warning of Volatility
- The result? The stock crashed another -55% to $1.24
- Bailey’s letter encouraged short-term traders to exit, citing upcoming volatility from the treasury transition and PIPE unlock.
- Naka’s mNAV is now <1.
- September 24, 2025: Swiss Firm Sues BTC Inc. (Bitcoin Magazine Parent)
- A Swiss digital asset firm named White Rock Management LLC filed a lawsuit against BTC Inc for $150M Fraud.
- *The Stackchain Magazine legal department strongly advised me at this point not to go further into details.
- September 29-30, 2025: Stock trades below PIPE entry levels
- $1.,07 close on Sep 30 < $1.12 original PIPE price. Game over?
- October 7, 2025: NAKA Announces $250M Convertible Debt Facility with Antalpha
- 5-year $250M secured convertible note with Antalpha, refinancing prior debt (retiring Yorkville’s $200M note via a $203M Two Prime facility, then $206M Antalpha loan).
- NAKA moved the debt from Yorkville Advisors -> Two Prime -> Antalpha and increased the debt costs (8.5% interest on parts).
- Refinanced debt with debt. What can go wrong? Only up from here right?
- October 14, 2025: NAKA is at $0.80
- Stackchain Magazine IPO7 is ready for the print. I write my last words and come back to our initial question…
“Is NAKA a rug pull?”
NAKA share price jumped from initial $1.12 PIPE price to $34.
5 months later it’s at $0.80.
PIPE Investors could have made a lot of profits in that large price span.
Retail investors, who invested after the announcement, have very likely lost a lot of money and will probably never get that money back. Hard earned life savings are gone.
“Is NAKA a rug pull?” -> I suggest you answer that question for yourself as the reader.
Noh finamical advice
Simcerely
DOGGO
Note from Stackchain Magazine: No Bitcoin (or inferior monies) were exchanged for this article. This article was written by Ratpoison, a simple doggo. You can find Ratpoison on X @RatPoisonaut on Nostr ratpoison@nostrplebs.com. If you’d like to send Ratpoison some 丰 for the article you can do so via LN ratpoison@getalby.com