Coinbase plans $2B dual-tranche Note Sale to fund buybacks, acquisitions

Coinbase may become the first company in the S&P 500 index to acquire Bitcoin from the proceeds of a private note offering, signaling further capital migration from traditional markets into digital assets.

Coinbase, the world’s third-largest cryptocurrency exchange, announced Tuesday a $2 billion convertible senior note offering for “qualified institutional buyers,” with $1 billion worth of notes due 2029 and $1 billion due 2032.

“The notes will be senior, unsecured obligations of Coinbase and will accrue interest payable semi-annually in arrears,” the company said in the filing. The interest rate and conversion terms will be determined upon final pricing.

Coinbase also plans to grant initial note purchasers an additional $150 million principal amount of the 2023 notes and another $150 million of the 2032 notes.

The company said it will use the net proceeds of the offering to cover the costs of the capped call transactions related to the note offering and for general corporate purposes, which may include “working capital, capital expenditures and investments in and acquisitions of other companies, products, or technologies that Coinbase may identify from time to time.”

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Coinbase is the world’s 10th-largest public Bitcoin holding entity, with 11,776 Bitcoin (BTC) worth $1.26 billion at the time of writing, according to data from BitcoinTreasuries.NET.

Source: Bitcointreasuries.net

The firm acquired 2,509 Bitcoin worth over $288 million during the second quarter of 2025.

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Crypto firms target note offerings to raise capital from traditional markets

Coinbase’s senior note offering marks a growing trend among crypto-native companies seeking new ways to raise capital from traditional investors.

Michael Saylor’s Strategy, the world’s largest corporate Bitcoin holder, was among the first major public crypto firms to popularize fundraising through public stock offerings.

On July 21, Strategy launched an initial public offering (IPO) of five million shares of a new type of synthetic stock that offers cumulative dividends and will trade at or close to its stated amount of $100 per share.

The new offering was announced two weeks after Strategy announced a $4.2 billion at-the-market (ATM) offering on July 7, which functions as an equity-raising mechanism designed to enable the firm to sell newly issued shares to buy more Bitcoin.

On July 14, crypto-focused asset management firm Grayscale also submitted a confidential IPO filing with the US Securities and Exchange Commission, ahead of its final public offering.