Bitwise Ethereum ETF Files S-1/A Amendment
Ticker: ETHW · Form: S-1/A · Filed: Jun 18, 2024 · CIK: 2013744
Sentiment: neutral
Topics: ETF, cryptocurrency, filing, amendment
Related Tickers: ETH-USD
TL;DR
Bitwise filed an S-1/A for their Ethereum ETF. Big move for ETH.
AI Summary
Bitwise Ethereum ETF filed an S-1/A amendment on June 18, 2024, to its registration statement (No. 333-278308). The filing, originating from Delaware with IRS number 99-6361348, details the company's structure and intent to offer Ethereum-based investment products. The principal executive offices are located at 250 Montgomery Street, Suite 200, San Francisco, CA 94104.
Why It Matters
This filing is a step towards the potential public offering of an Ethereum ETF, which could significantly impact how investors access and trade Ether.
Risk Assessment
Risk Level: medium — The filing indicates a new financial product related to cryptocurrency, which carries inherent market and regulatory risks.
Key Numbers
- 333-278308 — SEC Registration Number (Identifies the specific registration filing)
Key Players & Entities
- Bitwise Ethereum ETF (company) — Registrant
- June 18, 2024 (date) — Filing date
- 333-278308 (other) — SEC Registration Number
- Delaware (location) — State of Incorporation
- 250 Montgomery Street, Suite 200, San Francisco, CA 94104 (address) — Principal Executive Offices
- Bitwise Investment Advisers, LLC (company) — Related Company
FAQ
What is the purpose of this S-1/A filing?
The purpose is to amend the registration statement for the Bitwise Ethereum ETF, providing updated information for its proposed public offering.
When was this amendment filed?
This amendment was filed on June 18, 2024.
Where is the principal executive office of the Bitwise Ethereum ETF located?
The principal executive office is located at 250 Montgomery Street, Suite 200, San Francisco, California 94104.
What is the SEC registration number for this filing?
The SEC registration number is 333-278308.
Who are the legal counsel mentioned in the filing?
Copies are to be sent to Richard Coyle, Esq. and James Audette, Esq. of Chapman and Cutler LLP, and Katherine Dowling, Esq. of Bitwise Investment Advisers, LLC.
Filing Stats: 4,432 words · 18 min read · ~15 pages · Grade level 15.1 · Accepted 2024-06-18 17:15:09
Key Financial Figures
- $3,549.97 — On June 17, 2024, the Pricing Index was $3,549.97. The Trust will pay to the Sponsor a
- $200 — eed Capital Investor agreed to purchase $200 in Shares on May 28, 2024, and on May 2
- $25 — ery of 8 Shares at a per-Share price of $25 (the “Seed Shares”). The $2
- $2,500,000 — chase the initial Baskets of Shares for $2,500,000, at a per-Share price of $25 for these
- $100 million — est in purchasing an aggregate of up to $100 million of Shares in this offering from Authori
- $1.0 billion — o; upon the earliest of (i) when it has $1.0 billion or more in annual revenues; (ii) when i
- $18 million — d August 2014 that raised approximately $18 million which was used to fund the development
Filing Documents
- bitwise-s1a_061824.htm (S-1/A) — 1542KB
- ex5-1.htm (EX-5.1) — 14KB
- ex8-1.htm (EX-8.1) — 24KB
- ex10-3.htm (EX-10.3) — 100KB
- ex10-8.htm (EX-10.8) — 59KB
- ex107.htm (EX-FILING FEES) — 17KB
- ex51001.jpg (GRAPHIC) — 11KB
- ex81002.jpg (GRAPHIC) — 7KB
- ex81003.jpg (GRAPHIC) — 4KB
- bitwises1a001.jpg (GRAPHIC) — 6KB
- bitwises1a002.jpg (GRAPHIC) — 3KB
- 0001999371-24-007581.txt ( ) — 1799KB
Risk Factors
Risk Factors 12 ETHER, ETHER MARKET AND REGULATION OF ETHER 67 THE TRUST AND ETHER PRICES 80 Calculation of NAV 86 ADDITIONAL INFORMATION ABOUT THE TRUST 88 The Trust’s Service Providers 93 Custody of the Trust’s Assets 95 THE PRIME EXECUTION AGENT AND the TRADE CREDIT LENDER 97 Form of Shares 103 Transfer of Shares 104 SEED CAPITAL INVESTOR 104 Plan of Distribution 104 Creation and Redemption of Shares 105
Use of Proceeds
Use of Proceeds 110 111 Conflicts of Interest 111 FIDUCIARY AND REGULATORY DUTIES AND OBLIGATIONS OF THE SPONSOR 112 Liability and Indemnification 114 Provisions of Law 115 Management; Voting by Shareholders 116 Meetings 116 Books and Records 116 116 Fiscal Year 117 GOVERNING LAW; CONSENT TO DELAWARE JURISDICTION 117 Legal Matters 117 Experts 117 Material Contracts 117 UNITED STATES FEDERAL INCOME TAX CONSEQUENCES 123 Purchases By Employee Benefit Plans 129 Information You Should Know 131 SUMMARY OF PROMOTIONAL AND SALES MATERIAL 131 Intellectual Property 131 Where You Can Find More Information 131 Privacy Policy 132 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 133 134 This Prospectus contains information you should consider when making an investment decision about the Shares. You may rely on the information contained in this Prospectus. The Trust and the Sponsor have not authorized any person to provide you with different information and, if anyone provides you with different or inconsistent information, you should not rely on it. This Prospectus is not an offer to sell the Shares in any jurisdiction where the offer or sale of the Shares is not permitted. Until __________, 2024 (25 days after the date of this Prospectus), all dealers effecting transactions in the Shares, whether or not participating in this distribution, may be required to deliver a prospectus. This requirement is in addition to the obligations of dealers to deliver a prospectus when acting as underwriters and with respect to unsold allotments or subscriptions. The Sponsor first intends to use this Prospectus on ______________, 2024. The Shares are not registered for public sale in any jurisdiction other than the United States. REGARDING FORWARD-LOOKING STATEMENTS This Pros