Gryphon Digital Mining (GRYP) just held a special meeting of stockholders to vote for the merger with American Bitcoin Corp (ABTC), a new mining venture co-founded by Eric Trump, Donald Trump Jr., and Hut 8. Since the deal was first announced on May 12, Gryphon stock has surged over 200%, reflecting growing market excitement around what many see as a uniquely positioned, high-profile play in the Bitcoin mining sector.
With the deal now moving forward, subject to closing conditions, some investors are wondering: Should I buy more Gryphon shares to secure a larger piece of Trump’s Bitcoin mining company?
Let’s break down what’s actually happening, what the deal includes, and the risk/reward scenarios you should consider before adding to your position.
What Is American Bitcoin?
American Bitcoin Corp. was created on Mar 31, 2025 when a Hut 8 subsidiary contributed all of Hut 8’s ASIC miners to American Data Centers Inc. (ADC)* for an 80% stake, and ADC was immediately renamed American Bitcoin Corp. Since Apr 1, 2025, Hut 8’s miners operated under the “American Bitcoin” brand within its Compute segment. The company has since raised $220.1 million, acquired ~1,726 Bitcoin and purchased ~16,299 new-gen ASICs. In addition, it inherited an agreement to acquire up to 17,280 units of U3S21EXPH ASIC miners from Hut 8’s subsidiary Zephyr.
*According to PR wires, Dominari Holdings Inc. (Nasdaq:DOMH) announced the creation of ADC on Feb 18, 2025. Donald J. Trump Jr. and Eric Trump are key members involved.
Its stated goal: “(To) build the world’s largest, most efficient pure-play Bitcoin miner alongside a robust strategic Bitcoin reserve.”
Eric Trump now serves as Chief Strategy Officer, bringing media reach, fundraising power, and access to political capital. According to ABTC executives, Eric and Don Jr. bring two things: narrative and institutional access, particularly from international family offices and politically aligned funds.
Adding to the star power, billionaire twins Tyler and Cameron Winklevoss have also invested in American Bitcoin. According to Hut 8 CEO Asher Genoot during the Q2 earnings call, the twins participated in an oversubscribed private placement- contributing Bitcoin rather than cash to support the venture.
As reported in Hut 8’s Q2 filing, ABTC had a deployed hash rate of 9.3 EH/s, with an additional 14.02 EH/s expected once 16,299 newly purchased BITMAIN Miners come online.
The Merger Deal Structure
On May 12, Gryphon Digital Mining announced a definitive agreement to merge with American Bitcoin through a two-step, stock-for-stock transaction. The deal allows ABTC to go public without an IPO and gain Nasdaq access while bypassing the lengthy regulatory process of a direct listing.
At closing, all outstanding Gryphon shares will convert into new Class A shares. Legacy Gryphon shareholders will receive approximately 2% of the fully diluted equity. The remaining 98% is allocated to ABTC insiders, including the Trump family, Hut 8, and other early backers.
The combined company will implement a multi-class share structure, with Class B shares carrying 10,000 votes each, giving ABTC effective voting control. Hut 8 is expected to own approximately 64.37% of the equity and 80% of the total voting power upon completion.
After the merger, the company will be renamed American Bitcoin Corp, adopt the new ticker symbol “ABTC,” and continue trading on Nasdaq under Gryphon’s existing listing. It will install a new board and operate as a standalone public entity that is financially independent from Hut 8’s balance sheet, but strategically overlaps in mining infrastructure and operations.
Is 2% of Total ABTC Shares A Fair Deal?
The fairness of the 2% share allocation to Gryphon shareholders hinges on how both entities are valued. The fairness opinion by Marshall & Stevens concluded the exchange ratio was fair to Gryphon based on information available in Spring. Their valuation relied solely on recent trading prices and the value of tangible assets, and they did not use management projections or a discounted cash-flow model.
At the time of writing, Gryphon’s market cap is approximately $100 million, well above the $60–94 million valuation range. For an updated view, it is important to incorporate ABTC’s current operational scale and crosscheck what today’s GRYP pricing implies for ABTC’s eventual equity value.
Hut 8’s Q2 disclosures indicate ABTC now has more than 23.32 EH/s of installed or contracted hash rate, following additional Bitmain purchases, up from the initial 9.3 EH/s at formation. Public miners in this EV/EH range would conservatively command low‑to‑mid single‑digit billion dollar enterprise values in favorable markets, and materially less in weaker ones. A simple reverse engineering from GRYP’s market cap makes the hurdle explicit: with GRYP at about $100.19 million, and Gryphon’s stake fixed at 2%, the price today implies ABTC must be worth roughly $5 billion in equity value, at or near listing, for new buyers to break even.
To put these outcomes into perspective, the table below translates several ABTC equity scenarios into the value of Gryphon’s 2% stake. It highlights how sensitive GRYP’s value is to the ABTC mark at listing.
Considering all of the above, ABTC’s enlarged hash rate and the break‑even math suggest that while 2% can be rational under certain listing outcomes, the current GRYP price indicates that the market is already pricing in high expectations for ABTC’s initial equity value.
Should You Buy More Gryphon Shares Before the Merger Closes?
Some investors see holding GRYP as a pre-public opportunity to get in on the Trump family’s “Bitcoin bet”. However, the decision on whether to increase your GRYP holdings before the merger closes must weigh potential upside against successful execution and timing risks.
If the deal does close, owning more Gryphon shares will entitle investors to a proportionally larger portion of the 2% ABTC equity pie. But the exact timeline to closing remains uncertain. The merger is subject to regulatory approval and technical conditions that could delay the process as late as May 2026. The longer it takes to close, the higher the risk that market sentiment around ABTC’s “Bitcoin treasury” narrative may fade. This is especially true if Bitcoin prices stagnate or decline. If Gryphon’s current valuation is already baking in a best case outcome, any decline in ABTC’s outlook could lead to disappointing returns for GRYP investors post merger. On the other hand, if ABTC delivers on its roadmap to deploy an additional 14 EH/s with low-cost hosting, leveraging the Trump brand to secure new capital, and riding a bullish Bitcoin cycle, the upside could be significant. ABTC equity may trade at a premium on day one, rewarding GRYP holders who bought early.
There is also the risk that the merger fails. If the deal is terminated, Gryphon may be required to pay termination fees and could struggle to sustain operations. According to its Q2 filing, Gryphon had just $678,000 in cash and a quarterly net loss of $5.25 million, raising legitimate concerns about liquidity. In a no-deal scenario, Gryphon faces the possibility of delisting from Nasdaq, creditor pressure, or even bankruptcy - a risk explicitly outlined in its S-4 filing.
In short, buying more GRYP shares ahead of closing is a speculative decision based on one's confidence in deal execution, ABTC’s long term promise, and the ongoing relevance of the Trump brand narrative in digital assets.
Final Thoughts
The Gryphon–American Bitcoin merger isn’t your typical Bitcoin mining M&A. It combines high profile personalities (Trump’s sons), a strategic carve-out from a listed miner (Hut 8), and a bold “Mine + Treasury” narrative. In many ways, American Bitcoin seems to be positioning itself as the next CleanSpark, only this time with more political capital, a bold treasury plan and media buzz. It’s no surprise the market reacted with enthusiasm.
If the deal closes, the implications will vary for each stakeholder. For Hut 8, the carveout helps reposition its core identity around energy infrastructure, while still retaining long-term exposure to Bitcoin’s upside without burdening its balance sheet. For American Bitcoin, it fast tracks Nasdaq access and institutional capital via reverse merger, avoiding the delays and scrutiny of a direct listing or IPO. For Gryphon, the deal is arguably a lifeline that provides a graceful exit from delisting threats and competitive irrelevance.
Should investors buy more GRYP now to increase exposure to ABTC? Just remember: that 2% equity slice is fixed, and its future value hinges on execution, market appetite, and post-merger dynamics. With so many moving parts, the upside is real, but so is the uncertainty.
Regardless, this is one of the most fascinating deals in the mining space right now. I’ll be watching closely to see how it unfolds.
Disclaimer: The views expressed in this article are my own and are based on publicly available information. This content is intended for informational purposes only and should not be construed as investment advice. Readers are encouraged to conduct their own research before making any investment decisions. Past performance is not indicative of future results. No recommendation or advice is being provided as to the suitability of any investment for any particular investor.
