Today, Fold Holdings, Inc. (NASDAQ: FLD), the first publicly traded bitcoin financial services company, has announced a $250 million equity purchase agreement to significantly increase its bitcoin holdings.
Fold Holdings has the option, but not the obligation, to issue and sell up to $250 million in new common stock. The ability to access the funds is subject to certain conditions, including the requirement that a registration statement covering the resale of the stock be filed with and approved by the Securities and Exchange Commission (SEC).
“The Company is not required to use the Facility and controls the timing and amount of any drawdown on the Facility, subject to certain restrictions under the Facility,” said the press release. “The Company expects to use the net proceeds from the Facility, if any, primarily to acquire additional bitcoin for Fold’s corporate treasury.”
The shares offered under the facility will be issued through a private placement, relying on exemptions from the registration requirements of the Securities Act of 1933 and Regulation D. Fold noted that it “plans to file with the SEC a registration statement relating to the resale of the Common Stock issuable under the Facility.”
“The offers and sales of the Common Stock issuable under the Facility will be made in a private placement in reliance on an exemption from the registration requirements of the Securities Act of 1933,” according to the press release. “The Company cannot draw on the Facility, and the Common Stock may not be sold nor may offers to buy be accepted, prior to the time that the registration statement covering the resale of the Common Stock is declared effective by the SEC.”
On May 19, Fold also announced the launch of its Bitcoin gift card, marking its entry into the $300 billion U.S. retail gift card market. This new product allows consumers to purchase and gift bitcoin through familiar retail channels, with plans to expand to major retailers nationwide throughout the year.
“This gift card gives us distribution directly to millions of Americans who may not be buying Bitcoin because they haven’t downloaded a new app, don’t have a brokerage account, or haven’t seen the ETF,” said the Chairman and CEO of Fold Will Reeves.
“I think there’s a real chance by the end of 2025 that Bitcoin becomes the most popular gift in America because of this card,” stated Reeves.
