StablecoinX debt restructuring shifts $6.5M into warrants

Nasdaq-listed StablecoinX’s debt restructuring covers $6.879 million of defaulted former-SPAC notes with about $344,000 in cash and two warrant tranches representing approximately 7.62 million potential Class A shares, according to an Aug. 24 regulatory filing.

The deal shifts roughly $6.535 million of near-term repayment pressure away from cash and into a claim on future equity. The warrants do not dilute existing holders unless they are exercised. Under the restructuring agreement, full discharge also remains conditional on delivery of the cash component and issuance of the warrants. The filing confirms the warrant issuance and related waivers, but does not separately document every cash payment.

StablecoinX trades under the ticker USDE and holds Ethena’s ENA token as a treasury asset. The obligations arose from its business combination with TLGY Acquisition Corporation, bringing a former-SPAC liability into the capital structure of the Ethena-linked company.

The notes were held by TLGY Sponsors LLC, CPC Sponsor Opportunities I LP and CPC Sponsor Opportunities I (Parallel) LP. StablecoinX’s June-quarter filing said the obligations became repayable when the business combination closed June 25, but had not been repaid or converted and were in default. The holders waived that payment default under an Aug. 5 term sheet before the parties signed definitive agreements Aug. 21.

How StablecoinX’s debt restructuring adds up

Under the restructuring, 5% of the note balance is payable in cash, 47.5% is allocated to Tranche A warrants at a $1 issue value and 47.5% to Tranche B warrants at a $0.75 issue value.

Applying those terms to the reported balance produces a cash payment of $343,966 and warrant consideration of $6.535 million. The same calculation yields about 3.27 million Tranche A warrants and 4.36 million Tranche B warrants, or approximately 7.62 million in total. The company did not state that aggregate warrant count, so the figure is CryptoSlate’s calculation from the disclosed allocation and issue values.

That potential pool equals about 31.7% of StablecoinX’s 24.029 million Class A shares outstanding as of Aug. 12. For a broader comparison, adding 11.5 million existing public warrants and 78,635 restricted stock units to the outstanding Class A shares produces a pre-deal potential-share baseline of about 35.61 million. The new warrants amount to roughly 21.4% of that figure.

The 35.61 million figure is a transparent instrument count, not a company-reported or GAAP diluted share count. The restricted stock units were anti-dilutive for earnings-per-share purposes, and cashless warrant exercise can produce fewer shares than the one-warrant, one-share maximum.

The new warrants become exercisable Sept. 20, 30 days after issuance. Tranche A has an $11.50 exercise price and expires June 25, 2031, while Tranche B has a $15 exercise price and expires Aug. 21, 2034. StablecoinX’s USDE shares closed Aug. 24 at $6.27, according to Investing.com, below both strike prices. That is a market snapshot rather than a forecast of whether either tranche will be exercised.

The warrants are non-redeemable and include cashless-exercise rights while held by the former sponsors or permitted transferees. Those protections can fall away after other transfers.

StablecoinX reported $18.856 million of cash at June 30. The roughly $344,000 cash component equals about 1.8% of that balance, compared with 36.5% for the full note amount. Its ENA holdings are restricted and exposed to market prices, so they are not a substitute for unrestricted cash.

The restructuring therefore sharply reduces the cash needed to address the former-SPAC notes, while leaving the actual dilution dependent on the warrants’ exercise terms and future economics.