Circle's IPO targets $600 million raise at over $5 billion valuation after dismissing Coinbase, Ripple sale reports

USDC stablecoin issuer Circle is targeting around $600 million from its proposed initial public offering, according to an amended S-1 registration statement filed with the U.S. Securities and Exchange Commission on Tuesday.

The IPO seeks to offer 24 million shares of its Class A common stock, with Circle providing 9.6 million shares and existing stockholders the remaining 14.4 million. However, Circle is also expected to grant underwriters a 30-day option to buy up to 3.6 million additional shares to cover over-allotments, the firm said in a statement .

Circle has applied to list its Class A shares on the NYSE under the ticker "CRCL." JPMorgan, Citigroup, and Goldman Sachs are the lead bookrunners for the offering, and the IPO price is currently expected to be between $24 and $26 per share, subject to market conditions, the company said, with no assurance it will be completed as planned.

Based on a fully diluted share count of 217.3 million shares in the filing and a midpoint IPO price of $25 per share, Circle is targeting a valuation of approximately $5.43 billion. Circle's midpoint proceeds from the IPO would be around $240 million, while selling shareholders would net $360 million.

"ARK Investment Management, LLC and/or its affiliated entities have indicated an interest in purchasing up to $150 million of shares of our Class A common stock being offered in this offering at the initial public offering price and on the same terms as the other purchasers in this offering," Circle added in the filing. "However, because indications of interest are not binding agreements or commitments to purchase, the underwriters could determine to sell more, fewer or no shares to any of these potential purchasers, and any of these potential purchasers could determine to purchase more, fewer or no shares in this offering."

While Circle has filed a registration statement with the SEC, it is not yet effective, and the securities cannot be sold or offered until it is. The proposed sale to the public will take place as soon as practicable after the registration statement with the SEC becomes effective, the firm said in the filing.

Circle's IPO moves forward after dismissing sale reports

Circle previously filed an IPO prospectus with the SEC in April, though it did not detail the number of shares to be offered or what the offering's target price would be.

"For Circle, becoming a publicly traded corporation on the New York Stock Exchange is a continuation of our desire to operate with the greatest transparency and accountability possible," Circle CEO Jeremy Allaire said at the time.

Earlier this month, reports then surfaced that Circle had been courting acquisition bids from Coinbase and Ripple for at least $5 billion. However, Circle unequivocally told The Block at the time that "it is not for sale. Our long-term goals remain the same."

In 2022, during the depths of the crypto bear market, Circle canceled its plans of a black-check SPAC merger, which would have valued it at $9 billion.

Circle is the issuer of the world's second-largest stablecoin by supply, USDC, with a $62.1 billion market cap, according to The Block's data dashboard . However, Tether's USDT remains dominant with a $238.3 billion supply.