Key points:
- Circle paid $7.3M in legal fees for its IPO, advised by Davis Polk and Skadden.
- Firms including WilmerHale, Goodwin, and Wilson Sonsini continue to advise on regulatory, M&A, and litigation matters.
- Circle faces a high-stakes legal fight with its former investment bank FT Partners, claiming tens of millions in fees.
Stablecoin issuer Circle Internet Group Inc. has become a major client for top law firms, following its 168% stock price jump after its IPO debut last Thursday. Circle raised $1.1 billion, valuing the firm at $18.5 billion, and paid $7.3 million in legal fees for the transaction alone, according to its SEC filing.
Davis Polk & Wardwell led Circle’s IPO legal team, while Skadden Arps Slate Meagher & Flom represented the underwriters. The offering, priced at $31 per share, peaked at $103.75 before closing at $83.23. The robust investor demand has highlighted how cryptocurrency companies are now considered prime clients by firms that were once cautious toward digital assets.
Circle’s legal spend increased sharply—$17.6 million in 2024 after a $5.2 million increase in 2023—reflecting both its growth and its legal exposure. Public filings show the company has worked with Davis Polk, WilmerHale, Wilson Sonsini, and Goodwin Procter on a wide range of matters.
WilmerHale advised on Circle’s acquisition of Hashnote Holdings LLC, while Wilson Sonsini represented the company in launching its Circle Payments Network. Wilson Sonsini also defends Circle in litigation, including an ongoing appeal involving a customer’s lost $1 million in stablecoin—initially dismissed in Circle’s favor by a federal judge.
Circle’s regulatory strategy also involves heavyweight counsel. Davis Polk advised on Circle’s entry into Brazil via partnership with Nu Crypto Ltda. The firm also represents Trump Media & Technology Group in related crypto ETF ventures.
Goodwin Procter, which previously guided Circle through a failed SPAC merger in 2021, continues to advise on corporate fundraising and governance. Goodwin handled multiple funding rounds for Circle, including a $440 million raise in 2021 and a $400 million round the following year.
Jones Day filed an amicus brief on Circle’s behalf in the SEC v. Binance litigation, disputing the agency’s authority over stablecoin regulation—a key issue for crypto firms navigating enforcement uncertainty.
Amid its IPO, Circle faces a brewing legal battle with its former investment bank, Financial Technology Partners (FT Partners), represented by Sullivan & Cromwell. FT Partners claims it is owed tens of millions in fees under a 2020 engagement letter allegedly entitling it to 7% of capital raised and up to 10% of sale proceeds over $1 billion. Circle terminated the agreement before its recent IPO, a move FT claims was designed to avoid large payouts.
Bartlit Beck is representing Circle in the litigation. A letter from Circle CEO Jeremy Allaire terminating the relationship was copied to Quinn Emanuel partner Michael Carlinsky, adding another high-powered firm to the fray.
While Circle has disputed FT’s claims, it acknowledged in filings that potential cash or equity settlements could be “substantial.” The company paid $9.5 million in legal fees related to the dispute in 2024 alone and continues to incur costs, spending $1.9 million through Q1 2025.
