SCOTTSDALE (February 3, 2025) -- Scottsdale-based Fold, Inc, which describes itself as a “bitcoin financial services company” is set to go public, the first Bitcoin company to do so.
FTAC Emerald Acquisition Corp. shareholders are expected to vote Feb. 12 on the proposed business combination. After the deal closes, the combined company will be renamed to Fold Holdings Inc. and list on the Nasdaq exchange under the ticker symbol “FLD," according to a Jan. 24 regulatory filing. Fold expects the transaction to close a few weeks after FTAC’s shareholder vote.
Through a comprehensive suite of Bitcoin services, Fold has processed over $2 billion in volume and has distributed over $45 million in lifetime Bitcoin rewards to its customers since Fold’s inception in 2019. Through this unique Bitcoin rewards program, Fold customers increase their savings while Fold builds its Bitcoin treasury. Fold's existing suite of services includes earning bitcoin rewards on card spending, earning bitcoin for paying bills such as mortgages and rent, rounding up purchases into bitcoin, buying bitcoin with zero fees, and storing funds in insured accounts.
“This transaction represents a significant step in Fold’s mission to expand access to premium bitcoin financial services and empower individuals to achieve their dreams,” said Will Reeves, CEO of Fold. “Fold aims to make bitcoin available to everyone—through accessible, engaging, and useful bitcoin products that are tailored to meet the needs of spenders, earners, and savers.”
“We are excited to partner with Will and his team to bring Fold to the public markets,” said Bracebridge (Brace) Young, Jr., President and CEO of FTAC Emerald. “Fold has aligned its success with the success of its customers, democratizing wealth building with innovative bitcoin financial services while gaining a larger and larger wallet share as the preferred bitcoin savings tool.”
“Looking forward, Fold will continue to build on bitcoin, with a road map that envisions value-added credit, lending, and insurance solutions,” continued Mr. Reeves. “Our products are designed to enhance the savings and the financial freedom of our community. Our business philosophy aligns Fold with the growth of bitcoin through unique and accessible financial products designed by bitcoiners, for bitcoiners.”
According to the release, the transaction implies a pre-money equity valuation of $365 million for Fold, which has processed over $2 billion in volume and distributed over $45 million in lifetime Bitcoin rewards to customers since its founding in 2019.
Fold’s SPAC comes as other crypto companies prepare to go public. For example, Circle, issuer of the stablecoin USDC, filed paperwork for an initial public offering (IPO) with the Securities and Exchange Commission (SEC) earlier this year.
Fold combines traditional FDIC-insured checking accounts at Sutton Bank with Bitcoin-related services. The company’s branded debit cards allow customers to earn Bitcoin rewards on purchases. Customers can also buy, sell, and store Bitcoin with zero fees.
The company had planned to go public in 2022 through a $9 billion SPAC merger, though that deal was put on hold as it waited for the SEC to approve its S-4 registration document. Circle later said it understood the necessity of a thorough review.
Fold, which has 600,000 users on its platform, plans to use proceeds from going public to grow the company's operations and bitcoin treasury as well as add new features and products.
The transaction implies a pre-money equity valuation for Fold of $365 million.
It is anticipated that post-transaction Fold will have more than 1,000 BTC on its consolidated balance sheet. Fold expects to use the proceeds to accelerate the growth of Fold’s operations and treasury.
Existing Fold stockholders will be subject to a six-month lock-up, subject to earlier release if the combined company’s stock price exceeds $12.00 per share for 20 trading days of any consecutive 30 trading day period ending on a date that is at least 90 days following the closing. Upon closing the transaction, legacy Fold stockholders are expected to own approximately 71% of the combined company’s outstanding shares.
The transaction, which the boards have unanimously approved of directors of both FTAC Emerald and Fold, is expected to close in the fourth quarter of 2024, subject to regulatory approvals, approval of the proposed transaction by the stockholders of FTAC Emerald, and the satisfaction or waiver of other customary closing conditions, including a registration statement on Form S-4 being declared effective by the Securities and Exchange Commission (the “SEC”).