Bitwise Bitcoin ETF Terminates Material Agreement

Ticker: BITB · Form: 8-K · Filed: 2025-02-14T00:00:00.000Z

Sentiment: neutral

Topics: agreement-termination, material-event

TL;DR

Bitwise Bitcoin ETF terminated a big deal, filing an 8-K on Feb 10, 2025.

AI Summary

On February 10, 2025, the Bitwise Bitcoin ETF filed an 8-K report to disclose the termination of a material definitive agreement. The filing does not specify the counterparty or the nature of the agreement, but it is a significant event requiring public disclosure.

Why It Matters

The termination of a material definitive agreement could impact the ETF's operations or its relationship with a key partner, potentially affecting investors.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement can signal underlying issues or changes that may affect the ETF's performance or structure.

Key Players & Entities

FAQ

What specific material definitive agreement was terminated by the Bitwise Bitcoin ETF?

The filing does not specify the name or details of the material definitive agreement that was terminated.

Who was the counterparty to the terminated material definitive agreement?

The filing does not disclose the identity of the counterparty to the terminated agreement.

What is the effective date of the termination of the material definitive agreement?

The earliest event reported is February 10, 2025, which is the date of the report and likely close to the termination date.

Why is the termination of this agreement considered material?

The filing does not provide specific reasons why the terminated agreement is considered material, only that it is a requirement for disclosure.

Does this termination affect the Bitwise Bitcoin ETF's ability to track Bitcoin?

The filing does not provide information on whether this termination impacts the ETF's ability to track Bitcoin.

From the Filing

0000950170-25-021165.txt : 20250214 0000950170-25-021165.hdr.sgml : 20250214 20250214160504 ACCESSION NUMBER: 0000950170-25-021165 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20250214 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20250214 DATE AS OF CHANGE: 20250214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Bitwise Bitcoin ETF CENTRAL INDEX KEY: 0001763415 STANDARD INDUSTRIAL CLASSIFICATION: [6221] ORGANIZATION NAME: 09 Crypto Assets IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41902 FILM NUMBER: 25628231 BUSINESS ADDRESS: STREET 1: 250 MONTGOMERY STREET STREET 2: SUITE 200 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 415-707-3663 MAIL ADDRESS: STREET 1: 250 MONTGOMERY STREET STREET 2: SUITE 200 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FORMER COMPANY: FORMER CONFORMED NAME: Bitwise Bitcoin ETF Trust DATE OF NAME CHANGE: 20231201 FORMER COMPANY: FORMER CONFORMED NAME: BITWISE BITCOIN ETP TRUST DATE OF NAME CHANGE: 20211012 FORMER COMPANY: FORMER CONFORMED NAME: BITWISE BITCOIN ETF TRUST DATE OF NAME CHANGE: 20190103 8-K 1 bitb-20250214.htm 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2025 Bitwise Bitcoin ETF (Exact name of Registrant as Specified in Its Charter) Delaware 001-41902 83-6613214 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 250 Montgomery Street, Suite 200 San Francisco, California 94104 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: 415 707-3663     (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Bitwise Bitcoin ETF Shares BITB NYSE Arca, Inc. Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒   Item 1.02 Termination of a Material Definitive Agreement. As previously disclosed, Bitwise Investment Advisers, LLC and Bitwise Bitcoin ETF (together, “Bitwise”), on the one hand, and Osprey Funds LLC and Osprey Bitcoin Trust (together, “Osprey”), on the other hand, entered into an Asset Purchase and Contribution Agreement (“APA”), dated August 26, 2024, pursuant to which Osprey agreed to sell all of its bitcoin to Bitwise in exchange for shares of Bitwise Bitcoin ETF (“BITB”). On February 10, 2025, the APA was terminated upon the payment by Osprey to Bitwise of an undisclosed settlement amount. The

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