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CoinShares publishes the Scheme Circular in relation to joint merger plan
Globenewswire· 2026-02-18 07:00
Core Viewpoint - CoinShares International Limited is pursuing a merger with Vine Hill Capital Investment Corp and Odysseus Holdings Limited, aiming to change its listing from Nasdaq Stockholm to a U.S. exchange through a court-sanctioned scheme of arrangement [1]. Group 1: Transaction Details - The merger plan includes a Scheme of Arrangement under Article 125 of the Jersey Companies Law to facilitate the listing change [1]. - A Scheme Circular has been published, detailing the terms and conditions of the Scheme of Arrangement, including a letter from the Chair of CoinShares [3][4]. - The Scheme requires approval from a majority of Scheme Shareholders, with at least 75% of voting rights needed at the Jersey Court Meeting [5][11]. Group 2: Meeting Information - The Jersey Court Meeting and Scheme General Meeting are scheduled for 19 March 2026, with provisions for hybrid attendance [6]. - Shareholders are encouraged to submit proxy appointments and instructions promptly, with deadlines set for 48 hours before the meetings [8]. Group 3: Timetable and Conditions - The expected timetable includes key dates such as the publication of the Scheme Circular on 18 February 2026 and the Sanction Hearing anticipated on 30 March 2026 [54][57]. - The Scheme is expected to become Effective in Q2 2026, subject to the satisfaction of conditions and court approval [14][58]. Group 4: Company Background - CoinShares is a global digital asset manager, providing a range of financial services and is regulated in multiple jurisdictions [18]. - Vine Hill is a special purpose acquisition company that completed a $220 million IPO in September 2024 and is focused on unlocking shareholder value [19].
CoinShares Announces Change to Financial Calendar as Part of its US Transaction
Globenewswire· 2025-10-24 15:00
Core Viewpoint - CoinShares International Limited has received a waiver from Nasdaq Stockholm, allowing the company to forgo the publication of its Q3 2025 financial results, which were originally scheduled for November 11, 2025, as part of its transition to a U.S. listing through a merger plan [1][5]. Group Summary - CoinShares reported strong performance in Q3 2025, benefiting from favorable industry conditions and sustained investor confidence [2]. - The company is in the process of changing its listing venue from Sweden to the U.S., which requires auditing of historical financial information under PCAOB standards for compliance [3]. - The decision to not publish Q3 results is linked to the U.S. listing process, as including this information would delay the registration statement on Form F-4 due to additional audit requirements [4]. - The waiver granted by Nasdaq Stockholm is a one-off measure to facilitate the ongoing transaction, and the company remains committed to keeping investors informed of material developments [5][7]. - CoinShares has consistently provided detailed quarterly financial information since its initial listing in March 2021, and looks forward to resuming regular reporting after the completion of the transaction [6][7].