ETHZilla Corp Files 8-K: Material Agreement Termination
Ticker: FRMM · Form: 8-K · Filed: Dec 30, 2025 · CIK: 1690080
| Field | Detail |
|---|---|
| Company | Ethzilla CORP (FRMM) |
| Form Type | 8-K |
| Filed Date | Dec 30, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $156,250,000, $360 m, $509,090,000, $516,148,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement-termination, corporate-actions
TL;DR
ETHZilla Corp terminated a key deal. Big changes ahead?
AI Summary
On December 30, 2025, ETHZilla Corporation filed an 8-K to report the termination of a material definitive agreement and other events. The company, formerly known as 180 Life Sciences Corp. and KBL Merger Corp. IV, is incorporated in Delaware and operates in the Finance Services sector.
Why It Matters
The termination of a material definitive agreement could significantly impact ETHZilla Corp's operations and financial standing, requiring careful monitoring by investors.
Risk Assessment
Risk Level: medium — Termination of a material definitive agreement introduces uncertainty and potential financial repercussions for the company.
Key Players & Entities
- ETHZilla Corporation (company) — Registrant
- 180 Life Sciences Corp. (company) — Former Company Name
- KBL Merger Corp. IV (company) — Former Company Name
- December 30, 2025 (date) — Date of Report
FAQ
What was the material definitive agreement that was terminated?
The filing indicates the termination of a material definitive agreement, but the specific details of this agreement are not provided in the provided text.
What are the 'Other Events' mentioned in the filing?
The filing lists 'Other Events' as an item information, but the specific nature of these events is not detailed in the provided text.
When was ETHZilla Corporation incorporated?
ETHZilla Corporation was incorporated in Delaware.
What is ETHZilla Corporation's principal executive office address?
The principal executive offices are located at 2875 South Ocean Blvd, Suite 200, Palm Beach, FL 33480.
What is the company's IRS Employer Identification Number?
The IRS Employer Identification Number for ETHZilla Corporation is 90-1890354.
Filing Stats: 803 words · 3 min read · ~3 pages · Grade level 13.9 · Accepted 2025-12-30 17:19:08
Key Financial Figures
- $0.0001 — ch registered Common Stock, par value $0.0001 per share ETHZ The NASDAQ Stock Mar
- $156,250,000 — ") in an aggregate principal amount of $156,250,000, and that certain September 22, 2025, A
- $360 m — ") in the aggregate principal amount of $360 million, were terminated. The Convertible
- $509,090,000 — ecured by an aggregate of approximately $509,090,000 in cash (the " Cash Collateral ") and 1
- $516,148,000 — accrued interest, and premium paid was $516,148,000, $1,766,605, and $87,745,160, respectiv
- $1,766,605 — est, and premium paid was $516,148,000, $1,766,605, and $87,745,160, respectively. 1 SIG
- $87,745,160 — paid was $516,148,000, $1,766,605, and $87,745,160, respectively. 1 SIGNATURES Pursuan
Filing Documents
- ea0271364-8k_ethzilla.htm (8-K) — 29KB
- 0001213900-25-126699.txt ( ) — 190KB
- ethz-20251230.xsd (EX-101.SCH) — 3KB
- ethz-20251230_lab.xml (EX-101.LAB) — 33KB
- ethz-20251230_pre.xml (EX-101.PRE) — 22KB
- ea0271364-8k_ethzilla_htm.xml (XML) — 3KB
02 Termination
Item 1.02 Termination of a Material Definitive Agreement. The information set forth in Item 8.01 below is incorporated into this Item 1.02 by reference. As a result of the events described in Item 8.01 , below, ETHZilla Corporation's (the " Company's " or " our ") obligations under that certain August 8, 2025, Securities Purchase Agreement previously disclosed in the Current Reports on Form 8-K filed by the Company, with the Securities and Exchange Commission (the " SEC ") on August 11, 2025, as amended by Amendment No. 1 thereto filed with the SEC on August 21, 2025 and September 22, 2025, as amended by Amendment No. 1 thereto filed with the SEC on September 25, 2025, with investment funds managed by an institutional investor (the " Investor "), under which the Company sold and issued to the Investor senior secured convertible notes (the " August 2025 Convertible Notes ") in an aggregate principal amount of $156,250,000, and that certain September 22, 2025, Amendment and Waiver Agreement entered into with the Investor (the " Amendment Agreement "), pursuant to which, among other things, the Company sold the Investor a new series of senior secured convertible (the " September 2025 Convertible Notes ", and together with the August 2025 Convertible Notes, the " Convertible Notes ") in the aggregate principal amount of $360 million, were terminated. The Convertible Notes were previously secured by an aggregate of approximately $509,090,000 in cash (the " Cash Collateral ") and 11,374.893513 of Ether (ETH) (the " Specified ETH Amount ") as of December 9, 2025 (the " ETH Collateral "). Both the Cash Collateral and the ETH Collateral were held in restricted accounts in accordance with the agreements with the Investor. No material early termination penalties were incurred by the Company in connection with such termination, except as discussed in Item 8.01 , below.
01 Other Events
Item 8.01 Other Events On December 9, 2025, as previously disclosed, the Company entered into a Note Mandatory Redemption Agreement (the " Redemption Agreement ") with the Investor, pursuant to which we agreed to repurchase and redeem the Convertible Notes for a purchase price equal to 117% of the aggregate outstanding principal amount of the Convertible Notes, plus accrued and unpaid interest, late charges (if any), and any other amounts (if any) owed by the Company to the Investor. On December 30, 2025, (the " Redemption Deadline "), pursuant to the terms of the Redemption Agreement , the Company redeemed all of the Convertible Notes, at a redemption price equal to 117% of the principal amount of such Convertible Notes, plus accrued and unpaid interest to, but excluding, the Redemption Date. The total amount of principal, accrued interest, and premium paid was $516,148,000, $1,766,605, and $87,745,160, respectively. 1
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 hereunto duly authorized. Date: December 30, 2025 ETHZilla Corporation By: /s/ McAndrew Rudisill Name: McAndrew Rudisill Title: Chief Executive Officer 2