Unicoin Inc. Terminates Material Agreement

Unicoin Inc. 8-K Filing Summary
FieldDetail
CompanyUnicoin Inc.
Form Type8-K
Filed DateOct 30, 2025
Risk Levelmedium
Pages2
Reading Time3 min
Key Dollar Amounts$0.001, $10 million, $1 m, $1 million, $50,000
Sentimentneutral

Sentiment: neutral

Topics: material-agreement-termination, corporate-update

TL;DR

Unicoin Inc. just terminated a major deal. Big changes ahead?

AI Summary

Unicoin Inc. filed an 8-K on October 30, 2025, reporting the termination of a material definitive agreement and other events that occurred on October 24, 2025. The company, formerly known as TransparentBusiness, Inc., is incorporated in Delaware and headquartered in New York.

Why It Matters

The termination of a material definitive agreement can significantly impact a company's operations, financial standing, and future strategic direction.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement introduces uncertainty regarding the company's business relationships and financial stability.

Key Players & Entities

  • Unicoin Inc. (company) — Registrant
  • October 24, 2025 (date) — Date of Earliest Event Reported
  • October 30, 2025 (date) — Date of Report
  • TransparentBusiness, Inc. (company) — Former Company Name
  • Delaware (jurisdiction) — State of Incorporation
  • New York (location) — Principal Executive Offices Location

FAQ

What was the material definitive agreement that Unicoin Inc. terminated?

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

When did the termination of the material definitive agreement become effective?

The earliest event reported, which includes the termination, occurred on October 24, 2025.

What are the implications of this termination for Unicoin Inc.'s business operations?

The filing does not provide specific details on the implications of the termination for Unicoin Inc.'s business operations.

Has Unicoin Inc. entered into any new agreements following this termination?

The filing mentions 'Other Events' but does not specify if new agreements have been entered into.

What was Unicoin Inc.'s former name?

Unicoin Inc.'s former name was TransparentBusiness, Inc.

Filing Stats: 685 words · 3 min read · ~2 pages · Grade level 12.5 · Accepted 2025-10-29 17:53:49

Key Financial Figures

  • $0.001 — nge on which registered Common stock, $0.001 par value per share; None None In
  • $10 million — sets for an aggregate purchase price of $10 million plus 75% of the proceeds from operating
  • $1 m — elivering an initial tranche payment of $1 million, originally scheduled to occur wi
  • $1 million — ake an immediate pre-closing payment of $1 million due to the $50,000-per-day limitation o
  • $50,000 — losing payment of $1 million due to the $50,000-per-day limitation on the new account.
  • $475,000 — he new account. Having paid the Company $475,000 in several non-refundable payments, the

Filing Documents

02. Termination of a Material Definitive

ITEM 1.02. Termination of a Material Definitive Agreement As previously disclosed in the Company's Current Report on Form 8-K filed with the SEC on September 15, 2025, the Company entered into a Master Transaction Agreement (the "MTA") on September 9, 2025, with certain buyers (the "Buyers") and affiliated entities, including Unicoin International Inc. and UH Properties Inc. The MTA provided for the staged sale of the Company's economic interests in Philippine assets for an aggregate purchase price of $10 million plus 75% of the proceeds from operating and selling the real estate portfolio, expected from the "real estate for coins" swap deals done by the Company and its affiliates. The first stage of the transaction, the UII Closing, was contingent upon the Buyers delivering an initial tranche payment of $1 million, originally scheduled to occur within three (3) days of the MTA's execution. The Buyers were unable to make an immediate pre-closing payment of $1 million due to the $50,000-per-day limitation on the new account. Having paid the Company $475,000 in several non-refundable payments, the Buyers reported that their bank account was frozen due to the unusual activity consisting of these repeated out-of-the-country payments. Due to the deviation from the payment schedule, the Company formally terminated the MTA on October 24, 2025, with the intention of renegotiating the terms. The Buyers express the same intent. The Company is currently evaluating the strategic impact of this termination and notes that management is prepared to negotiate a potential new agreement with the Buyers incorporating a revised timeline and terms more favorable to the Company.

01. Other Events

ITEM 8.01. Other Events Elimination of the position of General Counsel Due to the reduced level of activity, the Company eliminated the position of General Counsel and will rely on a panel of outside counsel. The Company offered Eduardo Serrano the opportunity to continue providing services to the Company. The Company also plans to retain legal experts in various areas, including securities law, labor law, and crypto-related regulations. 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. UNICOIN INC. By: /s/ Alex Konanykhin Name: Alex Konanykhin Title: Chief Executive Officer Dated: October 29, 2025 2

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