Circle paid $100 million for Hashnote, used mostly shares, IPO filings reveal

Stablecoin issuer Circle's acquisition of Hashnote garnered plenty of attention back in January, although the value of the purchase was never widely reported.

However, Circle's latest IPO filings show that the company forked over nearly $100 million for the tokenization startup, according to both Circle's S-1 filings from April and this Tuesday.

"In January 2025, the Company acquired 100% of the ownership interest in Hashnote Holdings LLC, a Delaware limited liability company (together with its subsidiaries, 'Hashnote')," the filings say . "The fair value of consideration transferred was approximately $99.8 million, subject to customary adjustments, consisting of $9.9 million in cash and approximately 2.9 million fully-vested common shares of Circle."

According to Circle's amended S-1 registration,  filed with the U.S. Securities and Exchange Commission on Tuesday, the company behind the USDC stablecoin seeks to raise approximately $600 million through an initial public offering. 

Meanwhile, Circle has denied claims that it's been entertaining acquisition bids from Coinbase and Ripple.

In the case of the Hashnote acquisition, Circle's IPO is likely to have a significant impact on the deal's ultimate value. In Circle's filings, the company said that the deal "also provides for the issuance of up to approximately 1.8 million additional common shares of Circle to certain Hashnote employees, subject to the satisfaction of vesting conditions which will be accounted for as compensation costs over the requisite service period."

Circle plans to offer 24 million shares of its Class A common stock at between $24 and $26, according to Tuesday's updated SEC filing.

Hashnote initially launched with a $5 million investment from Cumberland Labs. The company is the issuer of U.S. Yield Coin (USYC), which, according to RWA.xyz data, has been losing ground among tokenized U.S. Treasury products since Circle's acquisition.

BlackRock's USD Institutional Digital Liquidity Fund, better known as BUIDL, has been dominating in recent months with nearly $3 billion in assets, also according to RWA.xyz data.