Strategy turned the corporate Bitcoin treasury into a public-market spectacle, but the move is arguably better suited to private businesses. Scott Marmoll of Capital B Advisory walks through how a private owner actually does it: custody, board buy-in, fair-value accounting, and the exit.
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Scott Marmoll and I have been working on something for the better part of two months, and this episode is the launch of it: the Bitcoin Treasury and Exit Playbook, a guide for private business owners who want to understand what Bitcoin can do as a balance sheet asset. Scott runs Capital B Advisory, where he advises owners on raising capital and selling companies. I run TFTC and I'm a partner at Ten31. Both businesses operate on a Bitcoin standard, so this is two people living the thing they're describing, not theorizing about it.
The corporate Bitcoin treasury has been a public-market story for almost five years, ever since Michael Saylor turned Strategy into the most-studied balance sheet in the market. What gets lost in that spectacle is that the move is arguably better suited to a private business than a public one. There's less financial engineering and fewer moving parts. A controlling owner can simply decide, where a public CEO has to manage a flywheel of equity issuance, convertible debt, and quarterly scrutiny. Most of the people who would benefit from this aren't running a Nasdaq-listed company. They own a profitable private business and they're sitting on cash that loses purchasing power every year.
So this post is the practical version. Not the meme, not the leveraged public-company machine, but the question a normal owner with real cash flow actually faces: how do you put Bitcoin on the balance sheet, who do you work with to do it, what does it do to your accounting and your taxes, and how does owning the asset change the calculus when it's time to sell?
Scott's pitch to a skeptical owner doesn't start with Bitcoin. It starts the way Jeff Booth starts The Price of Tomorrow, the book Scott points to as the model: lay out the monetary problem completely before the solution ever comes up. Cash on a corporate balance sheet is not inert. It's a depreciating asset with a friendly-looking name.
The official inflation number understates what a real operator experiences. Most businesses feel something closer to producer-price inflation than the headline CPI, and once you're accumulating hard inputs, the erosion compounds. Scott's working figure is roughly 10% of purchasing power lost a year. Put $10 million of working capital aside to fund payroll, inventory, and maintenance capex, and a year later that buffer buys you something like $8 million of the same stuff. For a business that has to keep meaningful cash on hand, that's one of the largest unmanaged line items there is, and the default treatment is to do nothing about it.
That's the wedge. You don't need an owner to become a maximalist on page one. You need them to agree that a static pile of cash is a guaranteed slow loss, because once that's on the table the conversation shifts from "why would I take this risk" to "what's the least-bad place to hold value." For a board or co-owner who isn't there yet, the move is to start with the problem and let them arrive at the asset, the same way you'd orange-pill a friend rather than ambush them.
The public-company version is a spectacle for a reason. Saylor built a flywheel at Strategy that people will study for years, raising equity above net asset value and tapping convertible debt to buy more Bitcoin. It's impressive financial engineering. It's also not what a private business needs to copy.
The private version is simpler, and Scott's argument is that simplicity is the advantage. You're not running an at-the-market offering or managing a convertible maturity wall. You're taking a hard asset and adding it to a balance sheet that, in the fiat world, gets valued almost entirely off the profit-and-loss statement. The income statement is what buyers and lenders underwrite; the balance sheet has been an afterthought. Start accumulating Bitcoin there and you're building optionality into the part of the company nobody was pricing.
The governance dimension comes down to control. If you own a controlling stake, the choice between holding Bitcoin personally and holding it in the company can be close to a wash on the decision itself, though the tax treatment can differ sharply, so that's a question for your own advisors. If you share equity with family or early investors, it gets harder, because distributing cash to buy Bitcoin personally usually means distributing pro rata to everyone, including the partner who'll take his share straight to a money-market fund. Scott's example is the owner whose father-in-law holds a minority stake and won't touch Bitcoin: rather than fight about it at Thanksgiving every year, the controlling owner puts Bitcoin on the company balance sheet, where the minority holder ends up with indirect exposure through his equity. The cap table is the constraint, and the strategy has to fit it.
This is the part that gets glossed over. An owner can be fully convinced and still have no idea what the next concrete step is, who to call, what to set up, in what order. Here's the practical sequence Scott walks clients through.
Start with the runway, not the buy button. Before any Bitcoin is purchased, map the business: the runway, the burn, how seasonal the cash-conversion cycle is. An equipment-heavy business that buys inventory every fall can't drain its working capital in September. The worst outcome is announcing an all-in allocation and then hitting a cash crunch, so the size and pace of the strategy come out of the operating reality first.
Decide lump sum versus dollar-cost averaging, and write it down. There's no universally correct answer, but at scale, averaging in over six or twelve months feels responsible and gives you a pre-committed plan to point to when the price moves against you. Scott's blunt about the human factor: the easy part is buying, the hard part is stomaching the volatility. You write the plan down with your team or shareholders so the strategy, not your emotions, makes the decision when Bitcoin draws down 30%, which it will. Set the plan, ideally with an advisor, and stick to it.
Solve custody as its own deliberate decision. There's no one-size answer. A hardware wallet in the CEO's desk is technically a way to do it, but Scott's first questions back are: who are your shareholders, what's your risk profile, and when will you actually need to move the coins? For most companies that points toward a multisig where keys are distributed across the business, which adds its own wrinkle: when a key-holding executive or board member leaves, you have to run a key rotation to re-secure the treasury. Dedicated custody and collaborative-multisig providers exist for exactly this corporate problem, and choosing one is a real step, not an afterthought. (Unchained, a TFTC sponsor, does collaborative custody and Bitcoin financial services for businesses.)
Get the accounting right, because the rule changed in your favor. This is the biggest practical update for any owner who looked at corporate Bitcoin a few years ago and walked away. The old US treatment classified Bitcoin as an indefinite-lived intangible, which meant you marked it down when the price fell but couldn't mark it back up until you sold, an asymmetry that made the asset look strictly worse than it was. The FASB's ASU 2023-08 replaced that. Under the new standard, companies measure Bitcoin and qualifying crypto assets at fair value and recognize the changes, up and down, in net income each reporting period, effective for fiscal years beginning after December 15, 2024. In plain terms, the accounting now reflects what your Bitcoin is actually worth at each reporting date instead of permanently understating it, which removes one of the biggest objections a CFO or auditor used to raise.
Build the right counterparties, and get advisors in early. Beyond custody, you need an exchange or trading desk to convert cash to Bitcoin, and you want tax and legal advisors involved before any transaction. Scott's filter for picking providers: work with firms focused on Bitcoin specifically, because in his experience the shops optimizing for a broad menu of assets are the ones that cut corners that can hurt you. None of this is same-day; the work starts well before you decide you're ready. One caveat that comes up constantly: neither Scott nor I are tax professionals or attorneys, and the right structure depends entirely on your entity and situation, so bring in real advisors rather than freelancing it.
Here's where it stops being a treasury-management question and becomes a question about whether you want to own the business at all.
Once Bitcoin is the asset you're measuring against, the hurdle rate on everything else goes up. Scott's example: you're weighing whether to reinvest to grow the business 10% next year, and the return on that invested capital pencils out to 15%. In the fiat world that's a great number, the kind private equity underwrites all day using leverage to juice it further. But if you could have taken that same cash and just held Bitcoin, the 15% project starts to look like a lot of execution risk for a return you might have beaten by doing nothing. As the hurdle rate rises, some businesses that look healthy today get re-exposed as marginal.
That runs straight into the exit. The classic objection Scott hears is "now's an okay time to sell, but I don't want to take the tax hit, I'll wait." His pushback when Bitcoin is the opportunity cost: waiting to save on taxes usually loses you money, because every year you delay is a year you're not holding the asset at today's price. Run the math out a few years at any reasonable assumption and you typically end up with more Bitcoin by transacting now and eating the tax than by waiting for a friendlier structure later. He's candid that this is self-serving advice from a man who gets paid when deals close, but he built a calculator on the Capital B site for owners to run their own version, and it's hard to construct a scenario where waiting wins.
I put the obvious counterargument to him: if the Bitcoin hurdle rate makes it this hard to justify reinvesting, what's the incentive to start or grow a business at all? His answer is that we're living proof there are still businesses worth building, but he doesn't dodge the implication. If capital can compound at Bitcoin's rate by sitting still, some ventures that look like good businesses will be revealed as malinvestment, and a period where owners would rather save than expand isn't a bad thing, because saving is investing in the future.
A Bitcoin-literate advisor matters on the sell side because the fiat market is still pricing your business on fiat terms. Buyers, especially private equity, underwrite against a Treasury yield as their hurdle, which Scott argues means they're systematically overvaluing cash-flowing private businesses relative to what a Bitcoiner thinks they're worth. His theory on why private equity hasn't internalized Bitcoin is pointed: their whole model is five-to-seven years of illiquidity, and if you applied that same patience to simply holding Bitcoin you'd have outperformed most funds without the fees, which raises an awkward question about why the industry exists in its current form. That gap is the owner's advantage, because the institutional bid for nice businesses keeps showing up, and by Scott's read there's a large pool of private capital, on the order of trillions, that has to be deployed into cash-flowing assets.
He lays out roughly four paths, and which one fits depends on where you are:
Hold and keep building. If you genuinely believe your business can outperform Bitcoin, the early-stage answer is to never give away equity, stack on the corporate balance sheet, and compound both. TFTC and Capital B are both in this bucket.
Take chips off the table and roll. The one Scott finds most interesting right now. You like the business and see room to grow, but you're overweight your own company, underweight Bitcoin, and tired of personally guaranteeing the downside. Sell a portion to a private equity buyer, roll some equity into a minority position, stay in an operator seat, and use the cash you took out to build your Bitcoin exposure. You've de-risked, likely shed personal guarantees, and gained institutional support, with the trade-off that you now have partners whose job is to make a multiple on their money.
The buyback play. A speculative version Scott is hunting for a client to run: take the buyer's cash, put it into Bitcoin personally, watch their five-to-seven-year hold play out, and when they hire a banker to sell at the end, buy the business back, potentially for a fraction of what they paid you, because your Bitcoin stack grew faster than their investment in your company.
Full sail. You've decided the return no longer justifies owning the business, so you sell the whole thing and move the proceeds into Bitcoin. The critical work, which Scott can't stress enough, is exit preparation that starts years ahead. You want to make yourself useless to the business, because passive shareholders get paid in cash at closing while indispensable owners get paid in earnouts that chain them to the desk. If the company is paralyzed when you're on vacation, the buyer won't let you leave.
His favorite example is a multi-site restaurant franchisee, a business with nothing to do with Bitcoin, run by an owner who wanted a Bitcoiner's advice. The return on opening another location was around 15% with leverage, unexciting next to holding Bitcoin. They started accumulating on the balance sheet and explored raising three or four times EBITDA of private credit to convert to Bitcoin, a structure Scott argues is better collateral for the lender than the usual dividend recap where the cash walks out the door as a boat. Working through it, the owner decided he didn't have enough conviction in five more years of the business to lever up for marginal Bitcoin exposure, and landed on a number at which he'd rather just sell. That's the whole journey in one client: stack, consider leverage, reprice the business against Bitcoin, decide to exit.
One thread ran through the whole conversation because it's downstream of the same logic. Scott and I have spent the last couple of months comparing notes on running our businesses with AI tooling, and the two arguments reinforce each other: Bitcoin raises the bar on what a business has to return to be worth running, and AI lowers the cost of clearing that bar.
Scott's anecdote is concrete. He launched Capital B in October planning to eventually justify roughly a million dollars of overhead, a small team of analysts and associates to support deal execution. After leaning into frontier AI models this year, he's no longer sure the firm ever needs that junior team, which is on the order of a million dollars a year that doesn't have to be spent. His point to other operators, especially in the physical middle-market world that won't simply be deleted by software, is that there's real overhead to take out, and the play for the Bitcoin community is to build leaner, more profitable businesses and funnel the savings into the stack. His caution is the honest one: these tools augment someone already good at their craft and turn someone who isn't into a slop cannon, so the leverage is real but it's no substitute for knowing what you're doing.
Scott Marmoll is the founder of Capital B Advisory, where he advises private business owners, with a focus on Bitcoiners, on mergers and acquisitions, capital raising, and exit planning. He spent roughly a decade in investment banking and private-equity dealmaking before launching the firm in late 2025, including a stint as a vice president at Cantor Fitzgerald, and has been a Bitcoiner since 2017. He's also a longtime contributor to Bitcoin Magazine. You can find him on LinkedIn.
