Nasdaq-listed company sells entire Bitcoin treasury to repay convertible notes and address compliance deficiencies
K Wave disclosed it sold all of its Bitcoin holdings on May 6, 2026, generating $64.2 million in aggregate proceeds. The company used part of the transaction to repay $6 million of convertible notes issued by Anson Funds under a securities purchase agreement entered in July 2025.
The liquidation came after an amendment to the Anson Funds agreement on April 29, 2026, which authorized K Wave to liquidate the 88 Bitcoin holdings. The timing coincided with mounting pressure from multiple compliance fronts: Nasdaq notified K Wave in January 2026 that its closing bid price had fallen below the exchange’s $1 minimum threshold beginning November 20, 2025. The company remained below that level through at least January 6, 2026.
K Wave faced a second Nasdaq deficiency as well. On June 18, 2026, the company filed an exhibit disclosing that its ordinary shares did not meet Nasdaq’s $15 million minimum market value of publicly held shares requirement for the period from May 4 to June 15, 2026. By June 29, 2026, K Wave’s ordinary shares had closed at $0.164, underscoring the depth of the valuation pressure.
The convertible notes carried no interest under normal circumstances, but bore 12% annual interest retroactive from issuance if an event of default occurred. Under the security agreement with Anson Funds, if K Wave defaults on secured obligations, the secured party retains the right to take exclusive control of collateral and sell, dispose of, or transfer it until obligations are paid in full. This collateral framework created both incentive and mechanism for the Bitcoin sale.
K Wave had entered a standby equity purchase agreement with Bitcoin Strategic Reserve KWM LLC in June 2025, which authorized the company to sell up to $500 million in ordinary shares. The initial Anson Funds closing in July 2025 generated $15 million in gross proceeds. By May 4, 2026, however, K Wave redirected its financing capacity toward AI infrastructure, signaling a strategic pivot away from Bitcoin accumulation.
“The sale shows a treasury reserve can become cash when debt repayment, collateral terms and strategy shifts take priority,” according to CryptoSlate’s analysis of the disclosure.
K Wave said it had halted its Bitcoin treasury strategy while focusing on AI infrastructure, though the company stated it had not entirely abandoned the plan. The company disclosed it was evaluating options to regain Nasdaq compliance, including a reverse stock split subject to shareholder approval.
K Wave had until July 6, 2026, to regain compliance on the bid-price requirement. For the market value deficiency, the company had until December 14, 2026, to restore compliance. The Bitcoin sale represented one immediate step toward meeting debt obligations and collateral terms, but did not resolve the underlying valuation challenges driving the Nasdaq deficiencies.
