Carey Olsen advises CoinShares on US$1.2 billion SPAC merger and Nasdaq listing

The deal closed on Tuesday 31 March, in effect transitioning CoinShares' listing from Nasdaq Stockholm to Nasdaq in the United States. CoinShares is now valued at approximately US$1.2 billion, including a US$50 million PIPE investment from an institutional investor. Shares began trading under the ticker CSHR on Wednesday 1 April.

CoinShares manages around US$6 billion in assets and offers services in ETFs, active strategies, and on-chain management.

Structured as a Jersey scheme of arrangement and a Cayman Islands merger, the transaction required the legal expertise of Carey Olsen's corporate and litigation teams in Jersey and its corporate team in the Cayman Islands.

The Jersey corporate team comprised partners Katherine Tresca and James Willmott, with support from associates Damilola Obafemi and Chris Oke. The Cayman Islands corporate team was made up of partner Dylan Wiltermuth and associate Nicholas Vasic, while the Jersey litigation team included partner Louise Woolrich and associate Libby Cowieson. Carey Olsen also worked alongside onshore legal counsel White & Case LLP in London, Stockholm and New York.

James Willmott commented: "Having acted for CoinShares since its inception, we're proud to have supported the team on this milestone achievement. The deal not only highlights the strength of Jersey's digital assets sector and its robust regulatory framework, but also reinforces the island's position as a leading jurisdiction for European businesses seeking access to U.S. markets.

"CoinShares has long been recognised as an innovator in the digital assets space, and this latest development positions the company to continue its impressive growth trajectory and broaden its reach to U.S. investors seeking regulated digital asset products." 

Louise Woolrich added: "Given the unique structure of the transaction, it was necessary for the court to sanction the scheme with outstanding conditions, which demonstrates the Jersey Court's sophistication in dealing with complex, international matters."

Carey Olsen partner Christopher Griffin has previously advised CoinShares on several key milestones, including the launch of its institutional-grade exchange-traded Bitcoin product in 2021, the launch of the world's first regulated, crypto-denominated investment fund (2017), and the first regulator-approved Bitcoin investment fund in 2014.