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SALT LAKE CITY - KindlyMD, Inc. (NASDAQ:KDLY), a provider of integrated healthcare services, has announced that its shareholders approved a merger with Nakamoto Holdings Inc., a Bitcoin-focused holding company. The approval, obtained through a majority written consent on May 18, 2025, moves the companies closer to a merger expected to close in the third quarter of 2025. The announcement comes as KindlyMD’s stock shows remarkable momentum, with a 34.88% gain in the past week and trading at $15.22. According to InvestingPro analysis, the stock appears overvalued at current levels.
Following the shareholder consent, the next step involves the preparation and filing of an information statement with the Securities and Exchange Commission (SEC). The finalized merger is anticipated 20 days after mailing the information statement to KindlyMD shareholders.
David Bailey, Founder and CEO of Nakamoto, expressed gratitude towards KindlyMD shareholders for sharing their vision of incorporating Bitcoin into corporate balance sheets and providing global market investors with exposure to the cryptocurrency. Tim Pickett, CEO of KindlyMD, also commented on the milestone, highlighting the potential for Bitcoin to enhance the company’s value and investor returns over the long term.
Nakamoto positions itself as a Bitcoin treasury company aiming to create the first publicly traded conglomerate of Bitcoin-native companies. By building a portfolio and leveraging its Bitcoin treasury, Nakamoto plans to develop an ecosystem spanning finance, media, and advisory services, among others.
KindlyMD focuses on patient-first healthcare, integrating traditional medical practices with mental health services and alternative medicine education. The company utilizes data analysis to improve health outcomes and reduce opioid usage, catering to patients through Medicare, Medicaid, commercial insurance, and fee-for-service models.
The press release includes forward-looking statements regarding the merger’s expected closure and the combined company’s future operations and strategies. These statements are speculative and subject to risks and uncertainties that could cause actual results to differ materially.
The information presented in this article is based on the press release statement from KindlyMD, Inc. Financial data from InvestingPro reveals KindlyMD’s current market capitalization stands at $84.07 million, with concerning fundamentals including negative EBITDA of -$4.02 million and gross profit margins of -59.51%. The company maintains a moderate debt level with a debt-to-equity ratio of 0.44, while its current ratio of 2.3 indicates sufficient liquidity to meet short-term obligations. For deeper insights into KindlyMD’s financials and access to 13 additional exclusive ProTips, consider exploring InvestingPro.
In other recent news, Kindly MD, Inc. announced a definitive merger agreement with Nakamoto Holdings Inc., a Bitcoin-native holding company. This merger is set to create a global network of Bitcoin treasury companies, with David Bailey, founder of BTC Inc and UTXO, leading the combined entity as CEO. The transaction involves $510 million in private placement in public equity (PIPE) and $200 million in debt financing, expected to close concurrently with the merger. The merger aims to provide public market exposure to Bitcoin through a compliant and transparent structure, supported by a management team with significant Bitcoin expertise.
Additionally, Kindly MD, Inc. has modified the compensatory arrangements for its top executives and independent directors. CEO Tim Pickett, CFO Jared Barrera, and COO Adam Cox have received stock options with specific vesting periods, while independent directors were granted shares and stock options. Furthermore, since May 2025, the company has issued over 730,000 shares of common stock following the exercise of warrants, resulting in proceeds exceeding $4.2 million.
The merger, which has been approved by the boards of both companies, is still subject to shareholder approval and customary closing conditions. The combined company will continue to trade on Nasdaq under the ticker symbol ’KDLY’. Advisors for the transaction include Cohen & Company Capital Markets and 10X Capital, among others.
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