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SALT LAKE CITY - KindlyMD, Inc. (NASDAQ:NAKA), whose stock has surged over 1,100% year-to-date according to InvestingPro data, announced on Friday it has closed a $200 million senior secured convertible note offering to YA II PN, Ltd., an investment fund managed by Yorkville Advisors. The company’s shares currently trade at $13.67, though analysis suggests the stock is trading above its Fair Value.
The healthcare services provider, which recently completed its merger with Nakamoto Holdings Inc. to form what it describes as an institutional-grade Bitcoin treasury vehicle, plans to use the proceeds primarily to purchase Bitcoin and for general corporate purposes. InvestingPro data shows the company maintains a strong liquidity position with a current ratio of 13, while operating with a moderate debt-to-equity ratio of 0.06.
This financing follows the company’s recent strategic combination with Nakamoto and adds to the $540 million in gross proceeds from a private placement that closed concurrently with that merger.
The convertible note carries no interest for the first two years and 6% annually in the third year, with payment due August 15, 2028. The note has an initial conversion price of $2.80 per share, subject to adjustments.
"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, in the press release statement.
Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC, served as lead financial advisor to Nakamoto and placement agent for the private placement financing. 10X Capital, through its affiliated broker-dealer, also acted as a financial advisor and placement agent.
Reed Smith LLP and Holland & Hart LLP provided legal counsel to KindlyMD for the transaction.
KindlyMD describes itself as integrating traditional primary care, pain management, behavioral health, and alternative therapies while simultaneously pursuing its Bitcoin treasury management strategy following the August 2025 merger with Nakamoto. Financial metrics from InvestingPro reveal challenges in profitability, with negative gross margins and EBITDA of -$5.39M in the last twelve months. Subscribers can access 11 additional ProTips and comprehensive financial analysis for NAKA on the platform.
In other recent news, KindlyMD, Inc. announced the completion of its merger with Nakamoto Holdings Inc., resulting in a combined entity that will continue trading under the name KindlyMD on the Nasdaq Capital Market. This merger generated approximately $540 million in gross proceeds through private placement in public equity (PIPE) financing, which will primarily be used to purchase Bitcoin. Additionally, the company raised an extra $51.5 million in PIPE financing, bringing the total to approximately $563 million, or $763 million including convertible notes. KindlyMD’s common stock has been approved for listing on The Nasdaq Global Market, upgrading from the Nasdaq Capital Market.
In line with its strategic shift towards Bitcoin-focused growth, KindlyMD changed its ticker symbol from KDLY to NAKA. The company has also partnered with Anchorage Digital, naming them the exclusive custodian and trading service provider for its Bitcoin treasury operations. This partnership is part of a broader move towards corporate Bitcoin adoption. The Utah Department of Commerce has approved KindlyMD to conduct business under the name "Nakamoto," reflecting its new strategic direction.
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