Trump Media Files Form S-3 With SEC For $2.3B Bitcoin Treasury Deal

Trump Media & Technology Group (TMTG) has filed a Form S-3 with the US Securities and Exchange Commission (SEC) on Thursday for its massive $2.3 billion Bitcoin treasury deal.

The filing is tied to recent debt and equity agreements with 50 investors. The registration statement relates to 56 million shares of equity and 29 million shares related to convertible notes.

Bitcoin Treasury Push: CEO Says Company Aims to Acquire “Crown Jewel Assets”

The fund will be used to acquire Bitcoin and for general corporate purposes, an official release noted. However, the company has not disclosed how much Bitcoin it plans to purchase.

Additionally, the filing includes a universal shelf provision to offer flexibility for future initiatives like mergers and capital raising offerings.

TMTG CEO Devin Nunes said that the company is exploring all elements needed for its growth and plans, including acquiring “crown jewel assets.”

“These activities will provide the Company with the capital, assets, independence, flexibility, and security we need to fulfill our goals of rapid expansion, guaranteeing a wide array of ways to access the capital markets when it’s most advantageous to do so,” he said.

TMTG Bitcoin ETF Plans: Will it Be Anywhere Close to Existing Crypto ETFs?

TMTG, the media group behind Trump’s Truth Social, has already signed a deal with Crypto.com and Yorkville America Digital to launch a suite of exchange-traded funds under the Truth.Fi brand.

🇺🇸 Trump Media has signed a deal with @cryptocom and Yorkville to launch a series of ETFs combining digital assets and U.S.-focused investments.#trump #etfhttps://t.co/pyvQqgC5Gz

— Cryptonews.com (@cryptonews) April 22, 2025

The funds will combine exposure to digital assets with investments in U.S.-focused sectors such as energy, the company said in April.

If approved, the Truth Social Bitcoin ETF will have Crypto.com as its exclusive custodian and liquidity provider. The ETF would join the increasing number of crypto-related products that are waiting to get approval from the regulator.

The new fund will carry exclusive clauses. The filing noted that one of the largest crypto exchanges, Crypto.com, will offer certain services to the trust behind the product.

The ETF’s launch comes as the price of Bitcoin has hit above $100,000 amid a wave of optimism. However, given that there is a flurry of spot Bitcoin funds, Truth Social ETF would only join a crowded field, trying to gain the trust of the institutional investment community.

“I think it’s extraordinarily unlikely that products like [Truth Social Bitcoin ETF] gain long-term assets,” Dave Nadig, an independent ETF expert, told the FT.