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CZ-Backed YZi Labs Slams CEA’s “Poison Pill” As Boardroom War Escalates Fast

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Changpeng Zhao–backed YZi Labs has sharply criticized CEA Industries Inc. after the Nasdaq-listed firm adopted a poison tablet and amended its bylaws.

This escalated a fast-moving governance battle that now threatens to reshape management of one of many largest publicly disclosed BNB treasury automobiles within the United States.

YZi Labs Calls Out CEA Over “Stockholder-Unfriendly” Moves

In a press release posted on X, YZi Labs said it was “dissatisfied” by what it described as stockholder-unfriendly actions designed to entrench CEA’s present board somewhat than defend investor pursuits.

The funding agency, which holds roughly 5% of CEA’s excellent shares, argued that the brand new measures limit shareholders’ capability to behave by written consent and add procedural hurdles that transcend Nevada regulation.

The battle marks a dramatic reversal from the optimism that surrounded CEA simply months in the past.

In mid-2025, the company completed a $500 million private investment in public equity deal backed by YZi Labs and 10X Capital, pivoting away from vape manufacturing to develop into a BNB-focused digital asset treasury.

Shares surged greater than 600% in July because the technique was unveiled, positioning CEA as the biggest publicly traded BNB holder within the U.S.

That momentum has since pale.

Source: Google Finance

CEA’s inventory has fallen greater than 90% from its peak, closing close to $6.50 this week, at the same time as BNB rose roughly 38% over the previous six months.

Poison Pill Deepens Standoff Between YZi Labs and CEA Board

Tensions boiled over in early December when YZi Labs filed a preliminary Schedule 14A with the U.S. Securities and Exchange Commission, launching a consent solicitation aimed toward overhauling CEA’s board.

The submitting seeks to broaden the board, unwind bylaw modifications adopted after July, and set up a brand new slate of administrators nominated by YZi Labs via written shareholder consent, with out ready for a proper assembly.

CEA’s board responded by adopting a limited-duration stockholder rights plan, generally often known as a poison tablet, and amending its bylaws.

Under the plan, if any particular person or group acquires 15% or extra of the corporate’s shares with out board approval, different shareholders can be allowed to buy further shares at a 50% low cost.

This successfully dilutes the would-be acquirer and makes a takeover prohibitively costly.

YZi Labs stated these strikes sign that the board lacks shareholder assist and is prioritizing self-preservation.

The agency additionally raised considerations concerning the delay of CEA’s 2025 annual assembly past its December 17 anniversary date, warning in opposition to what it known as additional “manipulative habits” round assembly scheduling or director nominations.

Beyond governance mechanics, YZi Labs straight challenged CEA’s public statements about its digital asset treasury technique.

The agency rejected the corporate’s declare that it had by no means thought of various tokens to BNB, pointing to feedback made by CEO David Namdar at a November 2025 business convention the place he acknowledged discussions round different property, together with Solana.

YZi Labs additionally flagged potential conflicts of curiosity, citing the involvement of Namdar and board member Hans Thomas in selling different crypto treasury ventures whereas serving in management roles at CEA.

In its filings, YZi Labs accused the board of operational failures, together with delayed regulatory filings, restricted investor communications, and an absence of normal reporting on internet asset worth and BNB accumulation.

The dispute is now set to hinge on the delayed 2025 annual assembly, which YZi Labs has described as a essential venue for shareholders to resolve the corporate’s future management and strategic path.

CEA has not but issued an in depth public response to the consent solicitation.

The publish CZ-Backed YZi Labs Slams CEA’s “Poison Pill” As Boardroom War Escalates Fast appeared first on Cryptonews.

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