Power Struggle Unfolds as YZi Labs, Backed by CZ, Attempts Treasury Takeover

Power Struggle Unfolds as YZi Labs, Backed by CZ, Attempts Treasury Takeover

YZi Labs, the investment vehicle linked to Binance co-founder Changpeng “CZ” Zhao, has launched an activist campaign to seize control of BNC (formerly CEA Industries), the publicly traded firm that holds one of the world’s largest BNB treasuries. The move follows a 92% collapse in BNC’s share price since its July peak and seeks to address what YZi Labs describes as governance failures that have left the company deeply discounted relative to its BNB holdings.

Market Value Diverges Sharply From BNB Performance

BNC’s market value has diverged sharply from the performance of its underlying asset. The company’s share price fell from a July high of $82.88 to about $6.47, a decline of roughly 92%, while BNB reached an all-time high of $1,369 in October before retreating to roughly $829. YZi Labs reports a net asset value (NAV) discount of 0.79x on BNC, indicating the market values the firm significantly below the intrinsic worth of its BNB holdings.

In a Schedule 14A-style filing, YZi Labs disclosed it owns approximately 2.15 million BNC shares and framed the takeover as corrective action to narrow that discount and restore investor confidence.

YZi Labs’ filing catalogs operational and governance concerns it says have driven the discount. Specific allegations include delayed regulatory filings, an incomplete investor relations website after a $500 million PIPE in August, inconsistent corporate branding, and a failure to disclose routine metrics such as BNB yields and accumulation rates. The filing also accuses senior executives and directors of conflicts of interest tied to 10X Capital and of promoting competing crypto treasury ventures while serving BNC.

The campaign seeks to expand the board, install YZi Labs nominees and repeal bylaw changes enacted since July; the filing also reserves the right to bypass a traditional shareholder meeting if a majority of outstanding shares provide written consent. That procedural path compresses the timeline for board turnover if shareholders agree.

YZi Labs frames the takeover as part of a broader strategy to stabilize BNC and align it with CZ’s institutional ambitions for BNB. The filing and campaign are positioned as both a targeted governance intervention and a signal of deeper capital allocation intentions across BNB-aligned ventures. YZi Labs has also launched a $1 billion Builder Fund to support projects on BNB Chain and disclosed founder investments into initiatives such as Aster.

The immediate next milestone is shareholder response to YZi Labs’ consent solicitation and any resultant board vote or written consents that could effect director changes. The outcome will test whether activist governance can close a NAV gap created by operational opacity and may set a precedent for how institutional capital engages public companies that hold concentrated crypto treasuries.

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