SecProbe.io

February 20, 2026
Jean-Marie Mognetti
Chief Executive Officer
Odysseus Holdings Ltd
CoinShares International Limited
2 Hill Street
St. Helier, JE2 4UA
Jersey, Channel Islands
Re:Odysseus Holdings Ltd
CoinShares International Limited
Amendment No. 1 to Draft Registration Statement on Form F-4
Submitted February 2, 2026
CIK No. 0002087587
Dear Jean-Marie Mognetti:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement and non-
public draft submissions on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in our
January 23, 2026 letter.
Amendment No. 1 to Draft Registration Statement on Form F-4
The Business Combination Proposal
Guideline Company Analyses, page 116
We note your disclosure on page 117 that "Vine Hill management utilized an estimated
pro forma enterprise value of $920.8 million, based on an approximation of Holdco's
enterprise value affected by the assumed consummation of the proposed Business
Combination, resulting in $263 million of proceeds to CoinShares, after satisfaction of 1.

February 20, 2026
Page 2
expenses, to be added to an assumed additional $376 million of cash and cash-like items
on CoinShares' balance sheet, and $29 million of debt and debt-like items on
CoinShares' balance sheet." Please revise to clarify how Vine Hill management
determined to use an estimated pro forma enterprise value of $920.8 million. We also
note your disclosure elsewhere that you contemplated an enterprise value of CoinShares
of $1.2 billion. Please explain the reasons for the differences in these two valuations.
CoinShares' Management's Discussion and Analysis of Financial Condition and Results of
Operations
Other revenue, page 236
2.We note your revised disclosure in response to prior comment 24. Please expand your
disclosure to clarify whether the Group maintains custody of the ETH that it stakes. In
addition, to the extent the service of any third-party staking provider is material to your
business, please identify such staking provider and file the agreement, if any, as an
exhibit to your registration statement.
Non-GAAP Information, page 254
3.In your calculation of Adjusted EBITDA, you include adjustments to reflect the fair
value movements on digital assets and financial assets which are recognized through
other comprehensive income. Since these changes in fair value are excluded from
earnings under IFRS that have the effect of changing the pattern of recognition, please
tell us how you concluded that this adjustment is appropriate and does not result in
individually tailored accounting. Refer to question 100.04 of the Compliance and
Disclosure Interpretations for Non-GAAP Financial Measures.
Comparison of Corporate Governance and Shareholders' Rights, page 271
4.We note your revised disclosure on page 271 in response to prior comment 30 and re-
issue in part. Please provide an explanation of any material differences in the rights of
CoinShares' security holders as compared with security holders of the combined
company as a result of the de-SPAC transaction. Refer to Item 1605(b)(4) of Regulation
S-K.
Coinshares International Limited
Notes to Consolidated Financial STatements for the two years ended December 31, 2024 and
December 31, 2023
17. Certificate liabilities, page F-107
5.We note in your response to prior comment 33 that the certificates represent "zero
interest certificates", which may be settled at the holder's election. Please tell us whether
these certificates are issued at a discount, and whether you impute interest on a notional
liability.
6.Please revise to disclose the general terms of your XBT Provider and CoinShares
Physical ETPs that give rise to the certificate liabilities here and in your Management's
Discussion and Analysis of Financial Condition and Results of Operations.

February 20, 2026
Page 3
            Please contact Rolf Sundwall at 202-551-3105 or Jason Niethamer at 202-551-3855 if
you have questions regarding comments on the financial statements and related matters. Please
contact Irene Paik at 202-551-6553 or Lulu Cheng at 202-551-3811 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Crypto Assets