KindlyMD closes $200 million convertible note offering for bitcoin purchases

KindlyMD Inc. (NASDAQ: NAKA) announced it closed a $200 million senior secured convertible note offering in a private placement to YA II PN Ltd., an investment fund managed by Yorkville Advisors.

The healthcare services company plans to use proceeds to purchase bitcoin and for general corporate purposes. The transaction follows KindlyMD's recent merger with Nakamoto Holdings Inc., a bitcoin-focused holding company, which the company describes as creating an institutional-grade bitcoin treasury vehicle.

The convertible note carries no interest for the first two years, then 6% annually in the third year, with maturity on August 15, 2028. YA II can convert the principal amount at an initial conversion price of $2.80 per share, subject to adjustments and certain limitations on the number of shares.

The note offering adds to $540 million in gross proceeds from a private placement in public equity financing that closed alongside the Nakamoto merger.

"The strong support we continue to receive from investors is validation of our pioneering bitcoin treasury strategy," said David Bailey, chief executive officer and chairman of KindlyMD. "We are excited to leverage our enhanced balance sheet and differentiated go-to-market strategy to acquire as much bitcoin as possible."

Cohen & Company Capital Markets served as lead financial advisor to Nakamoto and placement agent for the equity financing. 10X Capital also acted as financial advisor and placement agent through its affiliated broker-dealer.

KindlyMD operates as a healthcare company providing primary care, pain management, behavioral health and alternative therapies. The August 2025 merger with Nakamoto created what the company characterizes as a publicly traded bitcoin treasury vehicle combining healthcare services with bitcoin treasury management.

You May Also Be Interested In

• enVVeno Medical (NVNO) files $100M mixed shelf
• Gossamer Bio raises up to $250M in private placement for PAH drug
• Silexion Therapeutics faces Nasdaq delisting over equity shortfall