- Fold secured a $250M equity facility to fund additional Bitcoin purchases for its treasury.
- Fold currently holds 1,490 BTC valued at around $157M making it a top public Bitcoin holder.
- The equity facility gives Fold full control over drawdowns, pending SEC registration approval.
Fold Holdings, Inc. (NASDAQ: FLD), a prominent bitcoin financial services company, announced on Tuesday the creation of a $250 million equity purchase facility to bolster its BTC treasury. The firm revealed the agreement in a filing with the Securities and Exchange Commission (SEC) granting it the right to issue and sell new shares, subject to regulatory conditions.
New Facility Supports Fold’s Bitcoin Acquisition Strategy
Fold’s new equity facility grants the company the option, but not the obligation, to draw up to $250 million in capital. The firm controls the timing and size of any drawdown, and all issuances will occur under a private placement arrangement.
Before accessing these funds, Fold must file and receive approval for a registration statement with the SEC ensuring compliance with U.S. securities regulations. According to Fold’s announcement, the company intends to use most of the net proceeds from any sale of common stock to acquire additional BTC for its corporate treasury.
Fold currently holds about 1,490 BTC, valued at approximately $157 million, placing it among the largest publicly traded Bitcoin treasury firms. Fold previously increased its Bitcoin holdings through similar financing methods, including convertible note agreements.
Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC, acted as the exclusive placement agent for the equity facility.
Fold’s Growth and Product Expansion
Fold began operations in 2019 as a Bitcoin wallet provider and has since broadened its services. Its products now include the Fold App, the Fold Card with Bitcoin cashback rewards, and, most recently, the Fold BTC Gift Card.
In addition to its treasury activities, Fold has continued to diversify its BTC-linked financial products. On May 19, Fold announced the launch of its Bitcoin gift card, which allows users to purchase and send Bitcoin through familiar retail channels while targeting the $300 billion U.S. gift card market. CEO Will Reeves notes that “This gift card gives us distribution directly to millions of Americans who may not be buying Bitcoin.”
Fold went public in 2024 after merging with FTAC Emerald Acquisition Corp., debuting on Nasdaq with a pre-money valuation of $365 million. At the time of its listing, Fold held about 1,000 BTC. The current equity facility reflects a sustained focus on improving this strategy and further incorporating Bitcoin into mainstream financial services.
Regulatory Framework and Market Position
Fold’s equity purchase agreement relies on the exemptions under the Securities Act of 1933, including Regulation D. These regulations permit private placements for institutional and accredited investors. The company is being put under stringent conditions, including a declaration-effective registration statement, prior to drawing funds.
Fold’s move follows a growing trend among public companies using equity and private placements to strengthen Bitcoin treasuries.
Recent entrants such as 21 Capital and Nakamoto have followed similar paths, citing MicroStrategy’s acquisition strategy as a model. Moreover, after the announcement, FLD shares traded at $4.71 on Tuesday, reflecting a modest increase from the market open.
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