Merger Agreement Overview: All-Stock Transaction and Equity Split
Bitcoin mining firm Gryphon Digital Mining has announced a definitive agreement to merge with American Bitcoin Corp. in a stock-for-stock transaction, forming a new public company under the American Bitcoin name. The deal is expected to close by Q3 2025 and will result in Gryphon shareholders holding approximately 2% of the merged entity, with the remaining 98% owned by American Bitcoin stakeholders. The combined company said it aims to become the most efficient Bitcoin mining firm in the world, bolstered by a strategic reserve strategy and low-cost energy infrastructure. Following the close, the new company is expected to trade on Nasdaq under the ticker symbol "ABTC."
Strategic Ambition: Building the Most Efficient Bitcoin Miner
The merged entity plans to leverage Gryphon's mining innovation alongside American Bitcoin's capital and strategic reserve ambitions. American Bitcoin was launched earlier this year by Hut 8 Corp. (NASDAQ: HUT) in partnership with Eric Trump, positioning itself as a cornerstone of American Bitcoin infrastructure development. It focuses on large-scale mining and accumulating Bitcoin reserves at scale. The combined company will continue operating from Gryphon's existing facilities while expanding into new sites with low-cost power agreements. Executives highlighted that the merger creates a vertically integrated miner with a clear path to public markets and a strong balance sheet for future growth.
Executive Commentary: Leadership and Market Path
"The Gryphon team is pleased to offer our stockholders the opportunity to participate in what we believe will be the next era of public Bitcoin mining through this combination," said Steve Gutterman, CEO of Gryphon. "American Bitcoin brings together an outstanding leadership team and a clear strategy to build a premier institution in this fast-evolving industry." Asher Genoot, Board Member of American Bitcoin and CEO of Hut 8, added: "Taking American Bitcoin public is a critical step toward scaling the business at the pace and magnitude we envision. Time-to-market was a critical factor, and this transaction enables an efficient path to public markets by combining with an entity that is structurally aligned with American Bitcoin's mining-focused launch strategy." Gutterman further stated: "We are excited to be a part of the American Bitcoin story and to join Asher and the team that we believe will define the future of public Bitcoin investment."
Transaction Background and Next Steps
The merger is contingent on various approvals, including Gryphon stockholder consent, and the companies expect the process to wrap by the third quarter of 2025. Once finalized, the new company will continue leveraging Gryphon's mining innovation alongside American Bitcoin's capital and strategic reserve ambitions—positioning the combined company as a notable player in the North American Bitcoin mining industry. The deal underscores the growing trend of Bitcoin mining companies seeking public listings to access capital markets and scale operations. American Bitcoin's association with Eric Trump, a prominent figure in real estate and business, also adds a layer of credibility and network access that could benefit the merged entity's growth trajectory.