Grayscale Bitcoin Cash Trust Reports Unregistered Sales

TL;DR

Grayscale BCH filed an 8-K for unregistered sales on 12/12/24.

AI Summary

On December 12, 2024, Grayscale Bitcoin Cash Trust (BCH) filed an 8-K report detailing unregistered sales of equity securities. The filing indicates a transaction occurred on December 12, 2024, with the report submitted on December 17, 2024. The company's principal executive offices are located at 290 Harbor Drive, 4th Floor, Stamford, Connecticut.

Why It Matters

This filing signals potential new share issuances or transfers outside of typical public market channels, which could impact the trust's share structure and outstanding units.

Risk Assessment

Risk Level: medium — Unregistered sales can sometimes indicate complex or non-standard transactions that may carry higher risks than publicly registered offerings.

Key Numbers

• 000-56308 — SEC File Number (Identifies the specific SEC filing series for the company.)
• 82-6867376 — IRS Employer Identification No. (Tax identification number for the trust.)

Key Players & Entities

• Grayscale Bitcoin Cash Trust (BCH) (company) — Registrant
• December 12, 2024 (date) — Date of earliest event reported
• December 17, 2024 (date) — Date of report filing
• 290 Harbor Drive, 4th Floor, Stamford, Connecticut (location) — Principal Executive Offices
• Grayscale Investments, LLC (company) — Associated entity

FAQ

Key Financial Figures

• $3,841,394 — gate of 6,999.30845251 BCH representing $3,841,394. Grayscale Securities, LLC ("Grayscale

Filing Documents

• bchg-20241212.htm (8-K) — 39KB
• 0000950170-24-137174.txt ( ) — 157KB
• bchg-20241212.xsd (EX-101.SCH) — 28KB
• bchg-20241212_htm.xml (XML) — 5KB

02. Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities. Since the sales reported on the most recently filed Current Report on Form 8-K by Grayscale Bitcoin Cash Trust (BCH) (the "Trust"), the Trust issued 829,200 Shares at varying prices determined by reference to its NAV per Share to selected "accredited investors," within the meaning of Rule 501 of Regulation D under the Securities Act of 1933, as amended (the "Securities Act"), in private placement transactions exempt from the registration requirements of the Securities Act pursuant to Rule 506(c) thereunder for an aggregate of 6,999.30845251 BCH representing $3,841,394. Grayscale Securities, LLC ("Grayscale Securities") acted as the Authorized Participant with respect to these distributions. As a result, there are 45,959,700 Shares issued and outstanding as of December 17, 2024. Because Shares have been, and continue to be, created and issued on a periodic basis, a "distribution," as such term is used in the Securities Act, may be occurring from time to time. As a result, Grayscale Securities, as Authorized Participant facilitating the creation of Shares and as distributor and marketer, may be deemed an "underwriter" under Section 2(a)(11) of the Securities Act. No underwriting discounts or commissions were paid to Grayscale Securities with respect to such sales.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Grayscale Investments, LLC as Sponsor of Grayscale Bitcoin Cash Trust (BCH) Date: December 17, 2024 By: /s/ Edward McGee Edward McGee Chief Financial Officer* * The Registrant is a trust and the identified person signing this report is signing in their capacity as an authorized officer of Grayscale Investments, LLC, the Sponsor of the Registrant.

View Full Filing

View this 8-K filing on SEC EDGAR