The SEC reportedly derailed stablecoin issuer Circle’s plans to go public in a $9 billion SPAC deal

  • The Securities and Exchange Commission would not sign off on Circle’s plans to go public, according to the Financial Times.
  • The stablecoin issuer, worth $4.5 billion at the time, first announced SPAC plans in July of 2021.
  • Despite the terminated deal, Circle said that it’s “necessary, appropriate and reasonable for the SEC to have a thorough, rigorous review process.”

Circle, the company behind the world’s second-largest stablecoin, abandoned plans to go public after the US Securities and Exchange Commission failed to sign off on the firm’s $9 billion merger with a special purpose acquisition company, the Financial Times reported on Wednesday.

Circle announced plans to go public in a merger with Concord Acquisition Corp in July of 2021. The firm was valued at $4.5 billion at the time, and later doubled its valuation to $9 billion in February of 2022. 

Circle CEO Jeremy Allaire said the crypto payments firm didn’t complete the SEC’s “qualification in time,” according to an early December tweet.

When asked if the company still plans to go public: “We are not prepared to put a specific deadline on the decision, but we will be taking steps to continue our journey to go public as soon as practicable,” a Circle spokesperson told Insider in December.

Although the digital asset world was experiencing near euphoric highs when Circle first announced plans to go public — with bitcoin and ethereum on their way to notch record trading prices a few months later — the USDC issuer says market turmoil is not to blame for the squashed SPAC deal. 

Instead, the business deal “could not be consummated before the expiration of the transaction agreement because the SEC had not yet declared our S-4 registration ‘effective’,” a Circle spokesperson told the FT. The S-4 registration is a registration document that companies have to file with the SEC seeking permission to offer new shares, according to the news report.

The firm also said that it’s “necessary, appropriate and reasonable for the SEC to have a thorough, rigorous review process.”

“We never expected the SEC registration process to be quick and easy,” Circle told the FT. “We’re a novel company in a novel industry. It’s necessary, appropriate and reasonable for the SEC to have a thorough, rigorous review process, especially given the swift expansion and evolution of Circle’s business during the 15 months between our first filing with the SEC in August 2021 until the termination of the proposed merger last month.”

In a statement to Insider, a Circle spokesperson said:

“Circle has not and does not blame the SEC for anything related to the mutual termination of our SPAC merger agreement with Concord, and any statements to the contrary are inaccurate. As stated in December, 2022, the deal simply termed out. Jeremy Allaire further stated on Twitter that the ‘SEC has been rigorous and thorough in understanding our business and many novel aspects of this industry.”

The SEC declined to comment. 

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The SEC reportedly derailed stablecoin issuer Circle’s plans to go public in a $9 billion SPAC deal

  • The Securities and Exchange Commission would not sign off on Circle’s plans to go public, according to the Financial Times.
  • The stablecoin issuer, worth $4.5 billion at the time, first announced SPAC plans in July of 2021.
  • Despite the terminated deal, Circle said that it’s “necessary, appropriate and reasonable for the SEC to have a thorough, rigorous review process.”

Circle, the company behind the world’s second-largest stablecoin, abandoned plans to go public after the US Securities and Exchange Commission failed to sign off on the firm’s $9 billion merger with a special purpose acquisition company, the Financial Times reported on Wednesday.

Circle announced plans to go public in a merger with Concord Acquisition Corp in July of 2021. The firm was valued at $4.5 billion at the time, and later doubled its valuation to $9 billion in February of 2022. 

Circle CEO Jeremy Allaire said the crypto payments firm didn’t complete the SEC’s “qualification in time,” according to an early December tweet.

When asked if the company still plans to go public: “We are not prepared to put a specific deadline on the decision, but we will be taking steps to continue our journey to go public as soon as practicable,” a Circle spokesperson told Insider in December.

Although the digital asset world was experiencing near euphoric highs when Circle first announced plans to go public — with bitcoin and ethereum on their way to notch record trading prices a few months later — the USDC issuer says market turmoil is not to blame for the squashed SPAC deal. 

Instead, the business deal “could not be consummated before the expiration of the transaction agreement because the SEC had not yet declared our S-4 registration ‘effective’,” a Circle spokesperson told the FT. The S-4 registration is a registration document that companies have to file with the SEC seeking permission to offer new shares, according to the news report.

The firm also said that it’s “necessary, appropriate and reasonable for the SEC to have a thorough, rigorous review process.”

“We never expected the SEC registration process to be quick and easy,” Circle told the FT. “We’re a novel company in a novel industry. It’s necessary, appropriate and reasonable for the SEC to have a thorough, rigorous review process, especially given the swift expansion and evolution of Circle’s business during the 15 months between our first filing with the SEC in August 2021 until the termination of the proposed merger last month.”

In a statement to Insider, a Circle spokesperson said:

“Circle has not and does not blame the SEC for anything related to the mutual termination of our SPAC merger agreement with Concord, and any statements to the contrary are inaccurate. As stated in December, 2022, the deal simply termed out. Jeremy Allaire further stated on Twitter that the ‘SEC has been rigorous and thorough in understanding our business and many novel aspects of this industry.”

The SEC declined to comment. 

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