The Stockholm-listed digital assets platform will carry on the transaction on the ground of an enterprise value of 1.2 billion US Dollars and will rebrand as Odysseus Holdings Limited with an initial market capitalization of 1.53 billion
Stockholm-listed CoinShares International Limited, a platform that has 10 billion US Dollars of digital assets under management, is close to carry on a business combination with New York’s Nasdaq-listed Spac Vine Hill Capital Investment Corp. Once closed the transaction, the company will rebrand as Odysseus Holdings Limited (qpress release, Board’s statement, SEC filing, and investor presentation).
CoinShares pro-forma pre-money value amounts to 1.2 billion or 7.3X 2024 ebitda (20.9X for comparables) and a 10.7 price/earnings ratio (25.4X). The CoinShares enterprise value on Stockholm exchange amounts to 173.2 Swedish kronor (18.5 US Dollars) per share with a reward of 30.6% over the 132.6 Swedish kronor (14.15 US Dollars) closure price of 5 September, Friday.
The closing may take place by mid-December 2025 and after then, CoinShares aims to carry on a PIPE (Private Investment in Public Equity) private placement of 5 million new shares at 10 US Dollars each or 50 million for a market capitalization of 1.531 billion. CoinShares previous shareholder will own 78% of the business while the SPAC and the co-investors will have 22%.
CoinShares aims to riding the wave of its 200% growth for the last two years and further expanding internationally. The company’s business model has highly recurring revenues that generated a 76% adjusted ebitda margin in 1Q25 and of 68% in 2024 for a generation of consistent and recurring cash flows.
CoinShares, born in 2013, has been the first European firm that launched an ETP (Exchange-traded product) on Bitcoin.
CoinShares listed on Stockholm’s Nasdaq First North Growth Market in March 2021 (press release) and moved to the main exchange in December 2022 (press release).
Jean-Marie Mognetti, the ceo and co-fondatore of CoinShares, said: “This transaction is more than just a change of listing location from Sweden to the US. It signals a strategic transition for CoinShares, accelerating our global leadership ambition that will benefit of favourable regulatory conditions. The need for digital assets as an investment class and blockchain as a transformative technology reached a decisive tipping point. There is no turning back. The US is now serving as the crucible of the digital asset industry. A listing in the US, allows CoinShares to meet the growing investor demand and to participate more fully in the evolution of this new industry. Our European strategic plan, developed and refined over a decade, is proven and effective. We are now building on this experience to offer a new product range to US investors. A US listing will strengthen our credibility, broaden our reach and position us to seize the opportunity in the world’s largest asset management market, home to more than half of global portfolio assets. management”.
Nicholas Petruska, the ceo of Vine Hill, added: “CoinShares is an example of everything we look for in a high value investment: market leadership, a proven and scalable business model, a large and expanding target market and a team with proven execution capabilities. CoinShares’ proven approach and experience in EMEA, characterised by a recurring fee-based revenue model, complemented by solid historical earnings and income from a variety of trading activities, which together have resulted in a consistently impressive Adjusted EBITDA margin of approximately 70% in 2024, combined with access to and distribution in the US capital markets, create an unstoppable growth engine.”
Vine Hill Capital Partners is the sponsor of Vine Hill Spac which listed on New York Nasdaq in September 2024 after having raised 220 million US Dollars (press release).
