Binance is putting $100 million behind its relationship with Circle, buying shares in the stablecoin issuer as the companies expand their commercial partnership around USDC.
The deal gives the crypto exchange 1.24 million Class A shares in Circle at $80.84 each. The private placement closed on September 17, according to an SEC filing published Tuesday.
Circle said the price represented a discount to its market value before the transaction.
There is a catch attached to those shares. Binance cannot sell, transfer or hedge them until the earlier of two years or the termination of the commercial arrangements under certain circumstances, subject to customary exceptions.
Binance does, however, retain voting rights while it holds the shares.
Binance’s USDC deal now comes with equity
The stock purchase arrived alongside an expanded five-year partnership centered on USDC. Under the new arrangement, Circle will pay Binance a monthly incentive fee based on the amount of USDC held through Circle’s Modular Smart Contract Wallet service.
In return, Binance will promote USDC across its platform, giving the stablecoin a more prominent commercial role within the exchange’s ecosystem.
The structure replaces earlier USDC agreements between the two companies, signed in November 2024 and August 2025.
The new contract is not necessarily locked in for the full five years. Either company can terminate the partnership if specified events occur, although the filing does not disclose the financial figures tied to those termination conditions.
The shares were issued through an unregistered private placement, which means the exchange faces restrictions on reselling them unless the securities are later registered or qualify for an applicable exemption.