Bakkt Files for $1 Billion Offering to Fund Bitcoin Acquisitions

Crypto exchange Bakkt has filed for a $1 billion shelf registration with the SEC to raise capital, potentially to fund Bitcoin acquisitions under its updated treasury strategy. This shelf offering could include sales of Bakkt’s Class A common stock, preferred stock, bonds, warrants, and debt securities, allowing for flexible capital raising without the need for a separate registration each time.

The proceeds from this offering are expected to be used for general corporate purposes. Under the newly updated investment policy, a portion of it could be allocated to Bitcoin and other digital assets. According to the S-3 registration filed on Thursday, Bakkt may acquire Bitcoin or other digital assets using excess cash, proceeds from future equity or debt financings, or other capital sources, subject to the limitations set forth in its investment policy. However, the firm has not yet made any Bitcoin purchases.

Additionally, Bakkt intends to explore further financing alternatives, including the issuance of convertible notes and bonds, to purchase Bitcoin. This move aligns with Bakkt’s view of crypto as a store of value with long-term appreciation potential. The firm, founded in 2018, is actively evaluating global jurisdictions to deploy these strategies. The timing and magnitude of Bitcoin purchases will depend on market conditions, capital market receptivity, and business performance.

“This initiative is intended to support Bakkt’s transformation into a pure-play crypto infrastructure company and to enable us to strategically add Bitcoin and other digital assets to our treasury,” said Akshay Naheta, Co-CEO of Bakkt, at the time. The filing also stated risk disclosures, warning of regulatory uncertainties, potential security classification of crypto, and banking access disruptions. Bakkt admitted that it had a “limited operating history and a history of operating losses.”

Last year, the company expressed concerns about its operational viability in 2025, owing to inadequate cash reserves. The filing also specifically warned about future operations, where it “identified conditions and events that raised substantial doubt about our ability to continue as a going concern.” In March 2025, the firm’s shares tanked 27%, after two major clients, Bank of America and Webull, had withdrawn their ties with Bakkt. Following the announcement of the shelf offering on Thursday, the company’s shares surged over 3%.