The Winklevii Lending Carousel: How the Twins Borrowed Their Own BTC to Own 94.7% of Gemini

Cameron and Tyler Winklevoss lent their own crypto exchange, Gemini, thousands of bitcoin and ether through Winklevoss Capital Fund (WCF), their private investment company. Gemini then pledged that crypto as collateral with Galaxy Digital and NYDIG to raise dollar loans. When the exchange went public in September 2025 at $28 per share, it converted $695.6 million of WCF debt into super-voting Class B stock at a 20% discount, giving the twins 94.7% of Gemini's voting power.

Gemini's 10-K, filed yesterday, spelled out the entire structure in all its glory. Social media users—because nothing stays quiet in crypto Twitter for more than 12 seconds—have already dubbed it a circular scheme. They're not wrong.

Here's the basic tale of how the money flowed, a story so beautifully recursive it could theoretically fund its own financial literacy course. The Winklevii's WCF lent BTC and ETH to Gemini through open-term agreements, i.e. with no fixed maturity date, because apparently setting deadlines is for people who don't control both sides of the transaction. Gemini then posted that borrowed crypto as collateral with third-party lenders. Galaxy Digital extended $116.5 million in loans at 11-12% interest rates, collateralized at 145-155%. NYDIG provided $75 million through a repurchase agreement at 8.5%. Gemini used the dollars for operations and regulatory capital requirements. Everyone was lending, everyone was borrowing, and the only thing more circular than this structure is a degenerate trader chasing yields on a Tuesday.

When the IPO closed on September 15, 2025, the exchange repaid Galaxy's $116.5 million from $456 million in net proceeds from the IPO. Gemini now trades on the Nasdaq under symbol GEMI, which is definitely not a subtle hint about anything related to emojis or rocket ships or anything like that. The IPO machine churned, retail investors showed up with their $28 checks, and the debt got... restructured. We'll get to how.

The exchange also repaid $238.5 million under a warehouse credit facility with Ripple, though $154 million remained outstanding to Ripple at year end. Ripple, to their credit, got actual cash back. The retail investors? Well, they'll get to own a piece of a company where the founders technically borrowed their own crypto to lend it back to themselves. Metaphorically speaking.

The twins' own debt didn't get cash repayment, however. That would be too simple, and simplicity is for exchanges that don't have founders who also happen to be their own biggest lender. Gemini converted $200 million in WCF convertible notes and $475 million in WCF term loans, plus accrued interest, into 31.1 million supervoting Class B shares at $22.40 apiece. That conversion price was