Bitcoin Mining Mega-Merger Targets Nasdaq Listing: American Bitcoin and Gryphon's Strategic Play

The Bitcoin infrastructure sector is on the cusp of a major consolidation play. American Bitcoin Corp., a Hut 8 Mining subsidiary, and Gryphon Digital Mining (NASDAQ: GRYP) are merging in a stock-for-stock deal targeting a Q3 2025 Nasdaq listing under the ticker “ABTC.” This union aims to create a vertically integrated Bitcoin mining powerhouse, blending Hut 8's operational scale with Eric Trump's capital markets expertise. But will the merger deliver on its promise—or get bogged down by regulatory and shareholder hurdles?

Strategic Synergies: Mining Muscle Meets Market Strategy

The merger combines two distinct strengths. Hut 8, a Canadian Bitcoin miner with 2.5 exahash (EH/s) of global hashing power, owns 80% of American Bitcoin, which has raised $220 million to expand its reserves and mining capacity. Gryphon, meanwhile, brings its own infrastructure—1.3 EH/s of operational capacity—and a public listing on Nasdaq. The combined entity will control nearly 4 EH/s, positioning it among the world's top five miners.

But the real value lies in the strategic alignment:
- Hut 8's Operational Depth: Its expertise in low-cost energy procurement (e.g., hydropower in Alberta) and facility management will scale American Bitcoin's growth.
- Eric Trump's Market Access: As co-founder and chief strategy officer of American Bitcoin, Trump's political and financial networks could open doors to institutional capital and regulatory dialogue.

The merger's goal? To become the first Nasdaq-traded Bitcoin miner with a “strategic reserve” (a stockpile of Bitcoin to sell over time), offering investors exposure to both mining and price appreciation.

Nasdaq Listing: A Brand Reboot for Gryphon

Gryphon's stock (GRYP) has struggled, down 40% year-to-date as Bitcoin volatility and rising energy costs pressured margins. The merger offers a lifeline: a rebrand under “ABTC” could attract retail and institutional investors seeking a pure-play Bitcoin mining vehicle.

Gryphon's stock has risen 15% since the merger's June 2025 announcement, suggesting optimism around Nasdaq's potential listing.

However, the Nasdaq listing hinges on closing the deal—a process fraught with risks.

Regulatory and Shareholder Hurdles

The merger requires two key approvals:
1. SEC Clearance: Gryphon filed an amended Form S-4 on July 1, 2025, which must become effective before closing. While the SEC has not yet raised major objections, delays are possible. For context, the SEC took six months to approve Hut 8's 2021 listing on the Toronto Stock Exchange.
2. Shareholder Approval: Gryphon's stockholders must approve the deal. A sticking point: Post-merger, they'll own just 2% of ABTC, while Hut 8 and the Trump family (via their 20% stake in American Bitcoin) control 98%. Gryphon's management argues the deal unlocks value through scale, but small shareholders may balk at such dilution.

Risk Mitigation: What Could Go Wrong?

• Regulatory Pushback: The SEC has scrutinized crypto listings, and ABTC's “strategic reserve” could invite questions about valuation and transparency.
• Bitcoin Price Volatility: A $20,000 Bitcoin price (its current level) supports mining profitability, but a crash could make debt-laden miners like Gryphon vulnerable.
• Shareholder Resistance: A “no” vote from Gryphon's investors would scuttle the deal.

Investment Implications: Buy the Rumor, Sell the News?

For investors, the merger presents a high-risk, high-reward opportunity.

Bull Case:
- The Nasdaq listing under ABTC could attract $100 million+ in new capital, driving shares above GRYP's current $1.50 price.
- Bitcoin's rally to $30,000+ by year-end would boost mining revenue and justify the merger's growth narrative.

Bear Case:
- Delays or regulatory rejection could leave GRYP stranded in a depressed crypto market.

Trade Idea:
- Buy GRYP now: If you believe the merger closes by Q3, GRYP's current price (as of June 2025) offers 30% upside to ABTC's likely IPO valuation.
- Wait for SEC approval: Avoid risks by entering after the S-4 is effective (expected late Q3).

Conclusion: A Bitcoin Mining Powerhouse in the Making

The American Bitcoin-Gryphon merger is a bold play to dominate the institutional Bitcoin mining space. While regulatory and shareholder risks loom, the strategic alignment of Hut 8's infrastructure and Eric Trump's market reach creates a compelling narrative. For investors willing to bet on Bitcoin's long-term ascent, ABTC's Nasdaq debut could be a landmark event—and a chance to profit from the crypto mining sector's next evolution.

Final caveat: Crypto investments are highly volatile. Consult a financial advisor before acting on this analysis.