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Crypto exchange Gemini has formally filed its S-1 registration with the US Securities and Exchange Commission, officially stating its intentions to trade on Nasdaq under the ticker GEMI. The filing, published on Friday, followed on the heels of an earlier confidential draft initially submitted in June.
The Gemini IPO could mark one of the most significant milestones in the history of digital assets. Leading Wall Street houses, including Goldman Sachs, Citi, Morgan Stanley, and Cantor, were named bookrunners. Gemini's IPO aims to make it the third U.S. crypto exchange to trade publicly, alongside Coinbase and Bullish.
The S-1 filing showed a sharp deterioration in Gemini's finances. For the first half of 2025, the company announced a net loss of $282.5 million, a vast increase compared to a net loss of $41.4 million during the same period in 2024. Adjusted EBITDA moved from a $32 million gain in the prior year to a loss of $113.5 million this year.
Revenues also hit, with Gemini posting $142.2 million in revenue for 2024. Gemini announced that it would move most of its users to a Florida-based subsidiary, Moonbase, to deal with regulatory risks. At the same time, Gemini Trust will remain headquartered in New York, which observes a stricter BitLicense regime.
Gemini stated that it had formed a $75 million credit agreement with Ripple, with the possibility of extending it to $150 million. The credit line, paid in Ripple's RLUSD stablecoin, has not yet been drawn down. Analysts suggest that this collaboration will afford Gemini liquidity to use as the final IPO preparations are ongoing.
Cameron and Tyler Winklevoss, the firm's owners, commented on the filing that they are focusing on growing the U.S. portion of their business despite regulatory challenges. If successful, Gemini's listing on Nasdaq will mark a significant milestone in establishing its position in the increasingly competitive cryptocurrency exchange sector.
Gemini's IPO filing hints at both its ambition and challenges. Compared to Coinbase, which went public in 2021, Gemini faces a steeper loss situation and alleged regulatory complexity.
A Crypto Exchange IPO has the potential to legitimize digital trading platforms among global investors. On the other hand, its partnership with Ripple and a restructuring plan geared towards compliance appear flexible.
Investors will likely weigh Gemini's history of cautious compliance with the current financial stress. Should the IPO go through, this latest investment move will likely put renewed public confidence in crypto exchanges under duress amid market volatility and pressure rivals to accelerate their global strategies.
