Ming Shing Group to acquire 4,250 bitcoins for $483 million

HONG KONG - Ming Shing Group Holdings Limited (NASDAQ:MSW), a Hong Kong-based wet trades works service provider with a market capitalization of just $21.15 million, announced Wednesday it has entered into an agreement to purchase 4,250 bitcoins for approximately $483 million, at an average price of $113,638 per bitcoin. According to InvestingPro data, the company’s current financial health score is rated as weak, with negative EBITDA of $5.2 million in the last twelve months.

The transaction, expected to close by December 31, 2025, will be financed through convertible promissory notes and warrants to purchase company shares, according to a company press release. InvestingPro analysis raises concerns about this financing strategy, noting that the company may have trouble making interest payments on existing debt and is quickly burning through cash.

Under the agreement, Ming Shing will acquire the bitcoins from Winning Mission Group Limited, a British Virgin Islands company. Concurrent with this agreement, Winning Mission has assigned 50% of the consideration to Rich Plenty Investment Limited, an independent third party.

The company will issue two convertible promissory notes of $241.48 million each to the seller and assignee, carrying a 3% annual interest rate and maturing in 10 years. The notes are convertible into ordinary shares at $1.20 per share.

Additionally, Ming Shing will issue warrants allowing each party to purchase up to 201.23 million ordinary shares at an exercise price of $1.25 per share, exercisable over a 12-year period.

Both the notes and warrants include a 4.99% beneficial ownership limitation clause.

"We believe the Bitcoin market is highly liquid and the investment can capture the potential appreciation of Bitcoin and increase the Company’s assets," said Wenjin Li, Chief Executive Officer of Ming Shing, in the statement.

Ming Shing Group primarily provides wet trades works services including plastering, tile laying, brick laying, floor screeding, and marble works in Hong Kong through its two wholly-owned subsidiaries.

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