AlphaTON Capital Corp. announced a significant regulatory milestone as it exited the U.S. Securities and Exchange Commission’s (SEC) “baby shelf rules,” according to a December 4 press release. This step allows the company to file a $420.69 million shelf registration statement to finance its dual growth strategy: building infrastructure for decentralized artificial intelligence (AI) and expanding its portfolio of cash-flow-generating businesses within the Telegram and TON ecosystem.
AlphaTON crosses the SEC’s baby shelf threshold
The SEC’s baby shelf rules apply to public companies with a float valued under $75 million. These companies are restricted from issuing securities exceeding one-third of their public float over a 12-month period. AlphaTON has gone over that limit, which means it can now issue a wider range of securities under the new registration.
With the filing, AlphaTON gains access to flexible fundraising options. The company can issue common stock, preferred stock, debt securities, warrants, or mixed units as market opportunities arise. This structure is designed to provide financing agility for its projects tied to AI infrastructure and ecosystem acquisitions.
Financing future growth in decentralized AI
AlphaTON intends to use proceeds from the shelf registration to accelerate its buildout of high-performance computing (HPC) resources, particularly GPU infrastructure, supporting Telegram’s Cocoon AI network. Cocoon is a distributed computing platform built on The Open Network (TON) that allows users to contribute GPU power to AI tasks and earn Toncoin rewards, as HodlFM reported earlier.
The company plans to extend its partnerships with CUDO Compute and AtNorth data centers while deploying additional Nvidia B200 GPUs to strengthen decentralized AI operations. AlphaTON believes this infrastructure expansion will meet the rising demand for GPU compute capacity within the Cocoon AI environment.
“Exiting the SEC’s ‘baby shelf’ limitations on raising capital represents an important milestone in AlphaTON Capital’s transformation into a leading infrastructure provider for the next generation of decentralized AI,” said Brittany Kaiser, Chief Executive Officer of AlphaTON Capital.
“Once effective this shelf registration statement gives us the financing flexibility to move quickly and decisively on transformational opportunities. We are seeing exceptional demand for GPU compute power within the Cocoon AI network, and simultaneously, we’re identifying high-quality revenue-generating businesses in the Telegram ecosystem that align perfectly with our strategic vision.”
Expanding through acquisitions within Telegram’s ecosystem
Mergers and acquisitions form a key component of AlphaTON’s upcoming strategy. The company has identified several potential acquisition targets generating recurring revenue within Telegram’s network. These targets span payments, blockchain-enabled services, content distribution, fintech, and gaming. The company expects these additions to deliver immediate cash flow while extending its operational presence across Telegram’s billion-user base.
This M&A focus aligns with Telegram’s expanding universe of mini apps and TON-based services, where integrations across finance, games, and digital identity are gaining traction. AlphaTON’s management states that its acquisition plan will create a diversified business portfolio closely integrated with Telegram’s ecosystem.
Strengthening the TON digital asset treasury
AlphaTON has also reaffirmed its strategy to maintain a strong digital asset reserve. The company holds TON tokens and other related ecosystem assets such as GAMEE. It operates validator nodes and staking positions to earn yield from TON’s network activity. This digital treasury strategy provides long-term exposure to Telegram’s layer-one ecosystem and complements AlphaTON’s broader infrastructure role.
Through this approach, AlphaTON aims to balance capital growth with recurring income opportunities generated across the TON landscape. The company’s efforts align with its goal of establishing itself as a foundational infrastructure participant in decentralized computing.
A foundation for long-term growth
Once the shelf registration becomes effective, AlphaTON will unlock a wider range of financing tools to execute its plans efficiently. The filing signifies a decisive step in the company’s transformation following its rebrand from Portage Biotech in 2025. AlphaTON has moved beyond biotech origins, taking a hybrid role across digital asset management, infrastructure services, and AI computing tied to Telegram’s technological ecosystem.
AlphaTON operates as a Nasdaq-listed company while maintaining transparency and governance standards required in public markets. Its leadership, headed by CEO Brittany Kaiser, Executive Chairman and Chief Investment Officer Enzo Villani, and Chief Business Development Officer Yury Mitin, views the new financing capabilities as a vital enabler for upcoming projects in both AI infrastructure and ecosystem integration.
For now, AlphaTON’s $420.69 million shelf registration represents not just a regulatory milestone but a foundation for its next chapter, one focused on scaling decentralized intelligence, expanding its role in the TON network, and broadening its presence across Telegram’s global user base of more than one billion monthly active users.
Roman Zaika
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