When capital markets and crypto collide: the role of international finance centres

In this article, Corporate partner Natalie Bell explores the mainstream adoption of crypto, how this is playing out in the SPAC market and explains how international finance centres are well positioned to support the current trend in dealmaking.

Bitcoin’s rise to a record high of US$111,891 is reflective of the rapid mainstream adoption of crypto assets that has become a theme of 2025 and is fuelling deal activity in the US.  

The momentum behind digital assets was already building steadily. However, recent developments including the launch of several Bitcoin ETFs - such as BlackRock's iShares Bitcoin Trust (IBIT), which has become the fastest ETF in history to hit US$70 billion in assets under management - have underscored the growing acceptance of digital assets among both institutional investors and the broader financial ecosystem. 

This convergence of crypto and digital assets with traditional finance is particularly visible in the special purpose acquisition company (SPAC) market, with SPACs increasingly looking at targets in the crypto sector. 

International finance centres (IFC) like the Cayman Islands and BVI are well positioned to support this surge in dealmaking. Not only are they key jurisdictions for establishing SPACs and other issuers in the IPO space, but they were early adopters of a clear regulatory policy on virtual assets.

A shifting approach to crypto regulation in the US  

This surge in confidence in crypto is not solely down to market dynamics. Regulatory developments in the United States have played a pivotal role. The appointment of Paul Atkins as Chair of the US Securities and Exchange Commission (SEC), following the tenure of Acting Chair Uyeda, has heralded a significant change in the SEC’s approach to the crypto sector.   

The SEC has dismissed a significant number of previously filed enforcement actions against companies operating in the cryptocurrency space in a reversal of the more restrictive enforcement stance taken under previous leadership. This signals that the US is ready to embrace these burgeoning industries with a more constructive regulatory stance. 

This shift has been met with optimism across crypto markets and the broader financial community, as evidenced by a series of recent high-profile deals:

• the listing of stablecoin issuer Circle on the New York Stock Exchange, with stock soaring on its first day of trading last week 

• the announcement by Cantor Equity Partners Inc, a SPAC affiliated with Cantor Fitzgerald, of a business combination agreement with Twenty One Capital, with the combined company valued at US$3.6 billion and backed by Tether and Softbank 

• the merger of healthcare services company KindlyMD with Bitcoin-native holding company Nakamoto Holdings Inc  

•  the US$1.3 billion Thunder Bridge de-SPAC transaction which saw Coincheck Inc listed on Nasdaq

•  NYSE Arca Inc has filed a proposal to list and trade shares of Truth Social Bitcoin ETF

• the renewed wave of SPAC initial public offerings (IPOs) with fintech and crypto industry mandates 

The advantage of international finance centres

Alongside crypto, SPAC activity has also been gaining momentum during 2025 and it's no surprise that many SPACs are looking at targets in the crypto space. The Cayman Islands has been the dominant choice of incorporation for SPACs in the past few years, which means most SPAC business combinations will have a Cayman element to them.

As early adopters of a clear regulatory policy on virtual assets, the IFC's that we practice in, and in particular the BVI, the Cayman Islands and Jersey, have become key jurisdictions for crypto businesses to domicile in.

The BVI and Cayman Islands also remain popular domiciles for growth companies operating internationally (particularly in Asia and Latin America) and seeking an IPO on a US stock exchange. IFC jurisdictions are likely going to be involved in most crypto-related mergers, acquisitions and IPOs.

For more information on how Ogier can support your venture into the world of digital assets and how our corporate M&A and capital markets practices can assist, contact our team.  

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Disclaimer

This client briefing has been prepared for clients and professional associates of Ogier. The information and expressions of opinion which it contains are not intended to be a comprehensive study or to provide legal advice and should not be treated as a substitute for specific advice concerning individual situations.

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