Key Terms of the Merger and Ownership Structure
Bitcoin mining company Gryphon Digital Mining has announced a definitive agreement to merge with American Bitcoin Corp., a company co-founded by Eric Trump, in an all-stock transaction. Under the terms, Gryphon shareholders will own approximately 2% of the combined company, while American Bitcoin stakeholders will hold the remaining 98%. The new entity will operate under the American Bitcoin name and plans to list on Nasdaq under the ticker symbol "ABTC." The transaction is expected to close in the third quarter of 2025.
Steve Gutterman, CEO of Gryphon, expressed enthusiasm about offering shareholders the opportunity to participate in the next era of public Bitcoin mining. He emphasized that American Bitcoin brings together an outstanding leadership team and a clear strategy to build a premier institution in the fast-evolving industry. The dominant ownership position of American Bitcoin reflects its central role and strategic value in the merger, while Gryphon's public listing and mining innovation provide a fast track to capital markets.
Strategic Vision and Team Background
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. The company focuses on large-scale mining and accumulating Bitcoin reserves at scale. Asher Genoot, CEO of Hut 8 and a board member of American Bitcoin, noted that taking American Bitcoin public is a critical step toward scaling the business at the pace and magnitude they envision. Time-to-market was a key factor, and this transaction offers an efficient path to public markets by merging with an entity that shares American Bitcoin's mining-focused strategy.
The combined company will leverage Gryphon's mining innovation alongside American Bitcoin's capital and strategic reserve ambitions. Its goal is to become the most efficient Bitcoin miner globally, supported by low-cost energy infrastructure and a reserve accumulation strategy. Eric Trump's involvement brings brand recognition and strategic resources; American Bitcoin was built from the ground up as a national-level Bitcoin infrastructure project, and the merger accelerates its roadmap.
Steve Gutterman further stated that Gryphon is excited to be part of the American Bitcoin story and believes Asher Genoot and his team will define the future of public Bitcoin investment. This sentiment underscores the strong alignment between the two companies.
Transaction Process and Market Outlook
The merger is subject to various approvals, including Gryphon stockholder consent and regulatory clearance. Both companies expect the process to be completed by the third quarter of 2025. Gutterman reiterated that American Bitcoin combines an excellent leadership team with a clear strategy, and the merger will create long-term value for shareholders.
Once finalized, the new company will continue to benefit from Gryphon's mining innovation and American Bitcoin's capital strength and strategic reserve ambitions, establishing a significant presence in the North American Bitcoin mining industry. Listing on Nasdaq will provide broader access to capital and liquidity, attracting institutional investors and long-term holders. Industry analysts view the deal as a step toward consolidation in the Bitcoin mining sector, driving concentration among top players.
Overall, this merger represents not only a major shift in Gryphon's ownership structure but also American Bitcoin's formal entry into public capital markets. By combining Gryphon's technological expertise with American Bitcoin's strategic reserve vision, the merged entity is well-positioned to compete in the increasingly competitive Bitcoin mining landscape.