Trump Media Files S-3 Registration Statement for Previously Announced Bitcoin Treasury Deal
June 05 2025 - 5:03PM
Trump Media and Technology Group Corp. (Nasdaq, NYSE Texas: DJT)
("Trump Media" or the "Company"), operator of the social media
platform Truth Social, the streaming platform Truth+, and the
FinTech brand Truth.Fi, announced today that it has filed a
registration statement on form S-3 (“Registration Statement”) with
the U.S. Securities and Exchange Commission (“SEC”) related to debt
and equity subscription agreements recently entered into with
approximately fifty investors that yielded approximately $2.3
billion in total proceeds—one of the largest Bitcoin treasury deals
for a public company. The proceeds will be used for the Company’s
creation of a Bitcoin treasury and for general corporate purposes.
In accordance with registration obligations in the
previously-disclosed agreements, the Registration Statement seeks
to register for resale by the investors approximately 56 million
shares of equity and 29 million shares underlying convertible
notes.
Additionally, having recently become form S-3 eligible, Trump
Media is taking the customary step of including within the
Registration Statement a universal shelf. By registering additional
securities for future use, the shelf will provide the Company with
greater flexibility to pursue a wide variety of initiatives related
to its growth strategy, including funding potential mergers and
acquisitions, and utilizing capital raising tools, such as a
possible At-The-Market (ATM) offering. The Company has no immediate
plans to issue any securities under the shelf registration
statement.
Trump Media’s CEO and President Devin Nunes said, “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.
We’re systematically putting in place all the elements we need to
grow the Company according to our plans, acquire crown jewel
assets, and draw more customers and users into the patriot
economy.”
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of
these securities in the United States or any other state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Cautionary Statement About Forward-Looking
Statements
This press release includes forward-looking statements
regarding, among other things, the plans, strategies, and
prospects, both business and financial, of Trump Media. We have
based these forward-looking statements on our current expectations
and projections about future events, including the terms, timing
and results of any future offerings under the Registration
Statement, potential merger & acquisition activity, the rollout
of products and features, our bitcoin treasury strategy, the future
plans, timing and potential success of the streaming services and
the launch and success of our financial services and FinTech
platform. Although we believe that our plans, intentions, and
expectations reflected in or suggested by these forward-looking
statements are reasonable, we cannot assure you that we will
achieve or realize these plans, intentions, or expectations.
Forward-looking statements are inherently subject to risks,
uncertainties, and assumptions. Generally, statements that are not
historical facts, including statements concerning possible or
assumed future actions, business strategies, events, or results of
operations, are forward-looking statements. These statements may be
preceded by, followed by, or include the words "believes,"
"estimates," "expects," "projects," "forecasts," "may," "will,"
"should," "seeks," "plans," "scheduled," "anticipates," "soon,"
"goal," "intends," or similar expressions. Forward-looking
statements are not guarantees of future performance, and involve
risks, uncertainties and assumptions that may cause our actual
results to differ materially from the expectations that we describe
in our forward-looking statements. There may be events in the
future that we are not accurately able to predict, or over which we
have no control.
About Trump Media
The mission of Trump Media is to end Big Tech's assault on free
speech by opening up the Internet and giving people their voices
back. Trump Media operates Truth Social, a social media platform
established as a safe harbor for free expression amid increasingly
harsh censorship by Big Tech corporations, as well as Truth+, a TV
streaming platform focusing on family-friendly live TV channels and
on-demand content. Trump Media is also launching Truth.Fi, a
financial services and FinTech brand incorporating America First
investment vehicles.
Investor Relations Contact
Shannon Devine (MZ Group | Managing Director - MZ North
America)Email: shannon.devine@mzgroup.us
Media Contact
press@tmtgcorp.com
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