American Bitcoin reached Nasdaq with a $2.1 billion equity program

American Bitcoin Corp. began trading on Nasdaq under the symbol ABTC on September 3, 2025 after completing its stock-for-stock merger with Gryphon Digital Mining. The combined company also established an at-the-market program under which it could sell as much as $2.1 billion of Class A common stock.

The paired developments mattered because they turned a privately held bitcoin-mining and accumulation venture into a publicly traded, Hut 8-controlled company with substantial potential access to equity capital. That structure joined three exposures in one security: bitcoin’s market price, the economics of industrial mining and management’s ability to issue shares and accumulate additional bitcoin.

This reconstruction was written in 2026 from dated records. It is not represented as an original Coinburn article published on September 3, 2025.

A merger rather than a conventional IPO

The SEC-filed closing record shows that pre-merger American Bitcoin’s shareholders received approximately 98% of the combined company on a fully diluted basis. Pre-merger Gryphon equity holders retained approximately 2%. Gryphon was renamed American Bitcoin Corp. after the transaction.

Hut 8’s American Bitcoin Holdings subsidiary received 585,779,924 Class B shares and controlled approximately 80% of the combined company’s voting power immediately after closing. American Bitcoin was therefore publicly traded but remained a controlled company. The multi-class structure reinforced that distinction: the filing assigned one vote to each Class A share and 10,000 votes to each Class B share.

Gryphon had completed a five-for-one reverse stock split on September 2, 2025. That corporate action is important when comparing ABTC’s debut price with older Gryphon quotations because unadjusted prices and share counts are not comparable.

American Bitcoin described its model as combining self-mining with opportunistic bitcoin purchases. The company’s filed business disclosure reported approximately 2,443 bitcoin in reserve as of September 1, including approximately 2,234 bitcoin pledged to Bitmain under a purchase agreement. Those figures were company records, not an independent on-chain attribution, and they predated the Nasdaq session by two days.

The financing capacity behind the strategy

A separate September 3 SEC filing established the $2.1 billion at-the-market program through a group of sales agents. The authorization allowed American Bitcoin to sell Class A shares from time to time; it did not mean that $2.1 billion had been raised, that buyers had committed that amount or that every authorized share would be issued.

That distinction was central to the investment structure. Equity issuance could provide capital for mining equipment, operations or bitcoin accumulation, but additional shares could also dilute existing holders. American Bitcoin’s disclosure explicitly said significant additional capital would be required to pursue its planned operations and reserve strategy, potentially in amounts exceeding its estimates of enterprise value or future market capitalization.

The company reported no fixed target for the number of bitcoin it intended to hold. Claims that mining would produce bitcoin below market prices were management’s forward-looking position, not a verified event-day cost comparison. The filing did not provide a single exchange benchmark, measurement period or complete all-in production cost supporting such a discount.

A volatile first session

The Associated Press reported that ABTC closed the September 3 Nasdaq regular session at $8.04, 16.5% above the previous adjusted close, after trading above $14 intraday. Those figures describe one U.S. equity session and the Class A stock—not bitcoin, the value of the company’s reserve or a sustained valuation.

The wide intraday range showed strong speculative interest but did not establish the merger’s long-term value. ABTC shareholders were receiving exposure to a controlled operating company with pledged bitcoin, mining and energy risks, dependence on Hut 8 infrastructure, potential equity dilution and direct sensitivity to bitcoin prices.

The verified September 3 conclusion is narrower than the promotional framing: American Bitcoin completed its public-market transaction, started Nasdaq trading and secured the ability to sell up to $2.1 billion of stock. How much capital it would actually raise—and how efficiently that capital would translate into bitcoin per share—remained unresolved on the event date.