Gemini has filed a Form S-1 to sell 16.67 million Class A shares at $17–$19 each, seeking up to $317 million in an IPO and targeting a Nasdaq listing under the ticker GEMI. The filing lists lead bookrunners and classifies Gemini as an “emerging growth company.”
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Gemini files S-1 to raise up to $317 million via IPO
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16.67 million Class A shares priced $17–$19; potential upsize option included
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Bookrunners include Goldman Sachs, Citigroup and Morgan Stanley; valuation cited up to $2.22 billion (plain text source: Reuters)
Gemini IPO: Form S-1 filed to raise up to $317M; learn key details, underwriters, valuation and filing status. Read the full update from COINOTAG.
Winklevoss brothers-founded crypto exchange Gemini has filed for an IPO, seeking to raise up to $317 million as an “emerging growth company.”
What is the Gemini IPO filing?
Gemini’s IPO filing is a Form S-1 submitted for an initial public offering of 16.67 million Class A common shares, priced at $17–$19 per share, aiming to raise up to $317 million and list on the Nasdaq Global Select Market under the proposed ticker GEMI. The filing designates Gemini as an emerging growth company.
How many shares and what valuation is Gemini targeting?
Gemini plans to offer 16.67 million Class A shares with a price range of $17 to $19 per share, which would raise up to $317 million before underwriting discounts. The filing and market coverage reference a potential valuation of up to $2.22 billion (plain text source: Reuters).
Who are the lead bookrunners on the deal?
Lead bookrunners named in the filing include Goldman Sachs, Citigroup, Morgan Stanley and Cantor. Additional bookrunners listed are Evercore ISI, Mizuho, Truist Securities, Cohen & Company Capital Markets, KBW, Stifel, Needham and Rosenblatt. Co-managers include Academy Securities, AmeriVet Securities, and Roberts & Ryan.
Why is Gemini filing as an “emerging growth company”?
Gemini states it qualifies as an “emerging growth company” under the Securities Act, which permits reduced disclosure requirements. As a result, the company presented two years of audited financials and elected certain disclosure exemptions, such as limited executive compensation discussion.
In the filing Gemini wrote: “As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements that are applicable to other companies that are not emerging growth companies.”
What are the underwriter options and selling stockholder terms?
The underwriters were granted a 30-day option to purchase up to an additional 2.4 million shares and 103,652 Class A shares at the IPO price, less underwriting discounts and commissions. Gemini stated it will not receive proceeds from sales by selling stockholders if those options are exercised.
When was the filing made and what preceded it?
The public Form S-1 filing was submitted on Sept. 2, 2025, following an earlier confidential draft registration filed in June 2025. The confidential submission allowed the company to begin registration work before public disclosure of sensitive details.
How does this fit in the broader market context?
The filing follows notable crypto market listings and IPO activity, including the June public debut of a major stablecoin issuer on the New York Stock Exchange (plain text reference: Circle/USDC). Coverage and valuation context is reported by major outlets in plain text (plain text source: Reuters).
Frequently Asked Questions
How much is Gemini seeking to raise in its IPO?
Gemini seeks up to $317 million by offering 16.67 million Class A shares at a proposed range of $17–$19 per share, with an underwriter option to purchase additional shares. The company may not receive proceeds from selling stockholders’ share sales.
Will Gemini be listed on Nasdaq and under what ticker?
Gemini intends to list its Class A common stock on the Nasdaq Global Select Market under the proposed ticker GEMI, pending completion of the offering and regulatory approvals.
Key Takeaways
- Filing details: Gemini filed a Form S-1 for 16.67 million Class A shares, $17–$19 each, up to $317M.
- Underwriters: Major banks including Goldman Sachs, Citigroup and Morgan Stanley serve as lead bookrunners.
- Investor action: Review the Form S-1 disclosures and exempted reporting items to assess financial and governance details before considering investment.
Conclusion
The Gemini IPO filing marks a major step for the Winklevoss-founded exchange as it seeks public capital and broader market scrutiny. The Form S-1 reveals offering size, underwriters, and the company’s use of emerging growth company exemptions—key factors for investors and market observers. Monitor official filings and COINOTAG updates for developments.
