USBC registers 93% of shares for resale and secures $18M loan with 478 Bitcoin

USBC files to resell nearly all its shares

USBC, a company holding Bitcoin as a primary asset, has registered 359.8 million existing shares for potential resale. This covers about 92.7% of its total outstanding shares as of August 24, 2026. The company will not receive any money from these sales, as proceeds would go to the current shareholders.

The largest shareholder, Goldeneye 1995 LLC, holds about 92.2% of the voting power and owns nearly all the registered shares. The filing does not require a sale to occur, meaning the shares may never be sold.

Key financial details

• USBC holds an $18 million loan from Payward Interactive, secured by approximately 478 Bitcoin.
• The loan has an 8.5% annual interest rate and matures on July 28, 2027.
• If Bitcoin’s value drops by about 37.9% from its August 24 level, the collateral coverage would hit the 130% threshold, triggering a collateral call.
• USBC had $2.98 million in unrestricted cash as of June 30, after using $15.2 million for operations in the first half of 2026.
• The company has pledged 34.1% of its Bitcoin treasury for options trading, separate from the Payward loan collateral.

Loan terms and risks

The loan agreement with Payward includes strict enforcement rules. If the collateral value falls below the required ratio, USBC has 24 hours to add more Bitcoin or repay part of the loan. If the value drops further to the liquidation ratio, Payward can sell the Bitcoin without notice, charge a 1% fee, and hold USBC responsible for any remaining debt.

As of August 24, no collateral calls, mandatory repayments, or liquidation events had occurred.

What is confirmed

• USBC registered 359.8 million shares for resale, covering 92.7% of outstanding shares.
• The $18 million Payward loan is backed by 478 Bitcoin with an 8.5% interest rate.
• USBC’s cash balance was $2.98 million as of June 30, 2026.
• Goldeneye 1995 LLC holds the majority of the registered shares and voting power.

What is still unclear

• Whether the registered shares will actually be sold.
• If the 34.1% Bitcoin pledge for options trading overlaps with the Payward loan collateral.
• How future Bitcoin price changes will affect the loan’s collateral coverage.

Why this matters

The registration of nearly all shares for resale could create a large potential supply in the market, which may impact the company’s stock price. The Bitcoin-backed loan adds financial risk, as a significant drop in Bitcoin’s value could force USBC to act quickly to avoid liquidation.

Sources

• CryptoSlate - Bitcoin treasury company registers 93% of shares for resale and puts third of its crypto into options
• SEC - USBC Amended Preliminary Prospectus (August 27, 2026)
• SEC - USBC Master Loan Agreement with Payward Interactive