Binance Takes a $100 Million Stake in Circle as USDC Alliance Deepens

BOSTON & MIAMI — Circle Internet Financial has sold Binance, the world’s largest cryptocurrency exchange, a stake in the company as part of an effort to expand its market share and strengthen its distribution network.

The private placement closed on September 17, immediately after Circle and Binance finalized an expanded five-year commercial agreement covering how the USD Coin (USDC) stablecoin will be promoted and integrated across Binance’s global platform. Circle disclosed the transaction in an 8-K filing with the U.S. Securities and Exchange Commission, reporting that it raised $100 million through the sale of 1,237,011 Class A shares.

Binance paid $80.84 per share, a discount to Circle’s market price before the closing. Circle trades under the ticker CRCL and was valued in the mid-$80s on the transaction date before beginning a multi-day rally.

The commercial agreement requires Circle to pay Binance a monthly incentive fee calculated as a percentage of the USDC held through Binance’s Modular Smart Contract Wallet infrastructure. Binance, in return, agreed to promote USDC throughout its ecosystem. The arrangement makes Binance an incentivized partner in Circle’s effort to gain stablecoin distribution.

By September 21, Circle shares had closed at $94.49. At that price, Binance’s equity stake was worth approximately $116.9 million, giving the exchange a paper gain of about $16.9 million. Over the preceding 12-month period, however, Circle’s stock had fallen approximately 34%, while the S&P 500 had gained 16.5%.

Binance cannot sell, transfer, pledge, or hedge the newly acquired shares during a two-year lock-up period. The restriction may be lifted early only if the underlying commercial agreements are terminated under specific, pre-determined circumstances. Transfers to affiliates, board-approved corporate takeovers, and disposals required by regulatory authorities are exceptions. Binance retains standard shareholder rights during the lock-up, including the right to vote its shares.

USDC is the second-largest stablecoin by market capitalization, and its distribution has long involved financial incentives as Circle competes with its primary rival, Tether (USDT). Coinbase co-founded USDC with Circle through the now-dissolved Centre Consortium and has historically shared in the interest income generated by USDC’s underlying reserves. The exchange receives half of the interest earned on the stablecoin’s holdings.

In June 2025, analysts at Compass Point initiated coverage of Circle with a “neutral” rating. They noted that Circle’s distribution network was largely limited to crypto-native firms rather than traditional financial institutions. The expanded Binance relationship adds the world’s largest trading platform to Circle’s distribution payroll.

The latest agreement is the third revision of the Circle-Binance corporate relationship in less than two years. It completely replaces earlier contracts signed in November 2024 and August 2025.

Their relationship had looked very different in late 2022, when Binance temporarily removed USDC trading pairs and began automatically converting customers’ USDC balances into its own stablecoin, Binance USD (BUSD). In early 2023, New York regulators ordered BUSD’s issuer, Paxos, to stop minting the token, prompting Binance to diversify its stablecoin offerings.

The first major move toward the current partnership came at Abu Dhabi Finance Week in December 2024. Binance announced there that it would integrate USDC across its product catalog and hold the stablecoin in its corporate treasury.

Circle’s agreement with Binance was finalized one day after Circle launched “Arc,” a Layer 1 blockchain network intended to bridge institutional finance with public ledgers. Arc’s founding validators include BlackRock, the Depository Trust & Clearing Corporation (DTCC), and Visa. USDC is the network’s native gas token, while Binance is one of the primary cryptocurrency exchanges providing liquidity routes and on-ramps for users accessing Arc.

The deeper alliance was disclosed as Binance faced continuing regulatory scrutiny. The 8-K filing came one day after reports that federal prosecutors in the United States were actively investigating whether Binance had violated U.S. sanctions targeting Iran.

That investigation followed a series of legal challenges for the exchange. In late 2023, Binance agreed to a historic $4.3 billion settlement with the U.S. Department of Justice and other federal agencies over anti-money laundering and sanctions violations. The settlement led to the resignation and subsequent imprisonment of Binance founder and former CEO Changpeng Zhao.