Circle Internet Financial, the issuer of the popular crypto stablecoin USDC, officially filed preliminary documents with U.S. regulators in early April 2025 to pursue a long-awaited initial public offering (IPO). While the move signals a strong push toward going public, behind the scenes, high-level discussions are unfolding that could dramatically alter Circle’s path—potentially leading to an acquisition by either Coinbase or Ripple, according to multiple financial insiders.
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Despite these acquisition rumors, Circle maintains it is not for sale. In a statement provided to Fortune, the company affirmed: “Circle is not for sale. Our long-term goals remain the same.” However, sources close to the matter—including four executives from banking and private equity firms—indicate that informal talks have taken place, with Circle seeking a valuation of at least $5 billion, aligning with its IPO target.
“If Coinbase wanted to buy them, Circle would sell in a heartbeat,” said one banker familiar with the situation. “Things change week by week,” added another source, highlighting the fluid nature of negotiations.
Circle’s IPO Journey: Progress and Uncertainty
Circle’s S-1 filing marks a significant milestone in its corporate evolution. The document outlines its financials, governance structure, and strategic vision, setting the stage for what could be one of the most anticipated crypto-related public listings in recent years. However, no official IPO terms have been set, and the roadshow has yet to begin—leaving room for alternative outcomes.
The company has made substantial progress in recent years, particularly in strengthening its control over USDC, one of the largest dollar-backed stablecoins by market capitalization. Originally launched in 2018 through Centre Consortium—a joint venture between Circle and Coinbase—the governance of USDC shifted significantly in 2023. At that time, Circle assumed full governance responsibilities, while Coinbase retained an equity stake and favorable revenue-sharing terms.
Strategic Ties Between Circle and Coinbase
The relationship between Circle and Coinbase remains deeply intertwined, creating both synergy and strategic tension. According to Circle’s S-1 filing, both companies receive 50% of residual interest income generated from USDC’s reserve assets. However, if USDC is held on Coinbase’s platform, the exchange captures 100% of that revenue—a provision that increasingly benefits Coinbase as more users store USDC directly on the exchange.
Beyond revenue sharing, Coinbase holds significant influence over Circle’s operations:
- Circle cannot enter into new third-party partnerships affecting Coinbase’s USDC revenue without prior consent.
- In the event of Circle’s insolvency, Coinbase has partial rights over key intellectual property related to USDC.
These structural advantages make Coinbase a natural—and perhaps inevitable—acquirer in the eyes of industry analysts.
“I feel like they’re one company,” quipped one source, underscoring the deep operational integration between the two firms.
Ripple Emerges as a Potential Buyer
While Coinbase appears to be the most logical suitor, Ripple has emerged as a serious contender. The XRP-focused payments company previously offered between $4 billion and $5 billion to acquire Circle—an offer reportedly rejected as too low.
Ripple brings considerable firepower to the table. As of March 31, 2025, it held approximately 4.56 billion XRP (valued at $11.77 billion) in liquid holdings and another **37.13 billion XRP** ($95.7 billion) held in escrow, according to its Q1 2025 XRP Markets Report. Any acquisition bid would likely combine cash and XRP tokens.
In contrast, Coinbase reported $8 billion in cash reserves as of the same date. Being a publicly traded company gives Coinbase additional flexibility to raise capital via debt issuance or stock offerings if needed.
“Though Ripple has a pretty meaningful balance sheet, Coinbase would still be viewed more favorably,” said the banker, citing liquidity and market access advantages.
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Leadership Perspectives: Strategic Caution Amid Expansion
When asked about potential M&A activity involving Circle, Coinbase CEO Brian Armstrong expressed enthusiasm for Circle’s IPO but remained noncommittal about acquisition plans. “They’re going public doesn’t change anything about our commercial relationship,” he told Bloomberg on May 14. “In terms of other deals we might consider in the future… nothing to announce today.”
Armstrong acknowledged that Coinbase actively evaluates merger and acquisition opportunities, leveraging its “pretty large balance sheet” and public-market advantages. Yet he emphasized discipline: “We don’t swing at every pitch.” The real challenge, he noted, lies not in purchasing a company but in successfully integrating it post-acquisition.
Recent M&A Activity Signals Industry Consolidation
Both Ripple and Coinbase have demonstrated aggressive expansion strategies in 2025:
- Ripple acquired prime brokerage firm Hidden Road for $1.25 billion in April.
- Coinbase finalized a $2.9 billion deal for Deribit, a leading crypto derivatives platform.
- It also absorbed the team behind Iron Fish to enhance privacy features on Base and acquired Spindle, an onchain advertising platform.
These moves reflect broader industry trends: consolidation among top-tier crypto firms seeking scale, diversification, and regulatory resilience.
Market Conditions Favor Public Listings
The broader IPO landscape shows signs of revival after years of stagnation post-2021. A key indicator came last week when eToro, the online trading platform, surged nearly 29% on its first trading day, raising $620 million at a $52 share price. The successful debut has bolstered confidence among late-stage fintech and crypto firms considering public exits.
For Circle, eToro’s performance may reinforce its belief in a viable IPO path—even as acquisition talks continue. However, investor sentiment remains cautious. “The aftermarket performance of newly public companies often needs more time to see how they play out,” noted one investor.
FAQ: Your Questions About Circle’s IPO and Acquisition Talks
Q: Is Circle definitely going public?
A: While Circle has filed its S-1 and is progressing toward an IPO, no final decision has been made. Acquisition talks with Coinbase and Ripple suggest alternative paths are still possible.
Q: Why would Coinbase want to acquire Circle?
A: Acquiring Circle would give Coinbase full control over USDC—one of the most widely used stablecoins—and eliminate revenue-sharing obligations. It would also strengthen its position against competitors like Tether.
Q: Can Ripple afford to buy Circle?
A: Yes. With over $100 billion worth of XRP in circulation and escrow, Ripple has significant financial resources. However, structuring a deal using volatile crypto assets presents challenges.
Q: What happens to USDC if Circle is acquired?
A: Any change in ownership would require regulatory scrutiny, especially given USDC’s role in the broader financial system. However, continuity of supply and redemption mechanisms would likely be prioritized.
Q: How does Circle’s IPO affect the crypto market?
A: A successful listing would mark a major step toward mainstream financial acceptance for crypto-native companies, potentially opening doors for other Web3 firms.
Q: When is Circle expected to go public?
A: No official date has been announced. Market conditions, regulatory feedback, and strategic developments will influence timing.
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Conclusion: A Crossroads for Crypto Finance
Circle stands at a pivotal moment. Whether it proceeds with an IPO or becomes part of a larger ecosystem through acquisition, its next move will ripple across the digital asset industry. With deep ties to Coinbase and growing interest from Ripple, Circle’s fate underscores the increasing convergence between crypto infrastructure providers.
As regulatory clarity improves and institutional adoption grows, companies like Circle are no longer just crypto startups—they’re emerging as core components of modern financial architecture. The coming months will determine whether Circle takes its place on the public markets or becomes a cornerstone within another crypto giant’s empire.
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