UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 Under the
Securities Exchange Act of 1934
For the month of April 2026
Commission File Number: 001-43222
CoinShares PLC
(Name of registrant)
Not Applicable
(Translation of registrant’s name into English)
2 Hill Street
St. Helier, JE2 4UA
Jersey
(Address of principal executive offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
EXPLANATORY NOTE
Changes in Registrant’s Certifying Accountant
As previously disclosed, on March 31, 2026, CoinShares
PLC. (the “Company”, formerly known as Odysseus Holdings Limited prior to the Business Combination described herein)
consummated its previously announced business combination (the “Business Combination”) with CoinShares International
Limited (“CoinShares”), Vine Hill Capital Investment Corp. (“Vine Hill”) and Odysseus (Cayman) Limited
(“SPAC Merger Sub”), pursuant to that certain Business Combination Agreement, dated as of September 8, 2025 (the “Business
Combination Agreement”), by and among, the Company, CoinShares, Vine Hill and SPAC Merger Sub. Pursuant to the terms of the
Business Combination Agreement, (a) Vine Hill merged with and into SPAC Merger Sub, with SPAC Merger Sub being the surviving entity as
a direct, wholly-owned subsidiary of the Company and (b) among other things, SPAC Merger Sub acquired CoinShares, with such acquisition
being effected by way of a court sanctioned scheme of arrangement under Jersey law, pursuant to which CoinShares became a direct, wholly-owned
subsidiary of SPAC Merger Sub. As a result of the Business Combination, the Company has become a publicly traded company.
| (a) | Dismissal of independent registered public accounting firm |
On April 17, 2026, the
Audit Committee of the Board of Directors of the Company (the “Audit Committee”) approved the dismissal of Withum Smith+Brown,
PC (“Withum”) as the Company’s independent registered public accounting firm.
Withum’s report of
independent registered public accounting firm on the Company’s balance sheet as of September 18, 2025 and the related statements
of operations, changes in stockholders’ equity and cash flows for the period from August 29, 2025 (inception) through September
18, 2025, did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainties, audit
scope or accounting principles, except that the audit report on the consolidated financial statements contained an explanatory paragraph
in which WithumSmith+Brown expressed substantial doubt about the Company’s ability to continue as a going concern.
During the period from August
29, 2025 (inception) to December 31, 2025, and during the subsequent interim period through April 17, 2026, there were no disagreements
with Withum on any matter of accounting principles or practices, financial disclosure or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of Withum, would have caused it to make reference to the subject matter of the disagreements in its
reports on the Company’s financial statements for such period.
During period from August 29, 2025 (inception) to September 18, 2025,
and during the subsequent interim period through April 17, 2026, there have been no reportable events as listed in paragraphs (a)(1)(v)(A)
through (a)(1)(v)(D) of Item 16F of Form 20-F.
The Company has provided
Withum with a copy of the foregoing disclosures and requested that Withum furnish the Company with a letter addressed to the
SEC stating whether Withum agrees with the statements made by the Company set forth above. A copy of Withum’s letter, dated
April 21, 2025, is attached as Exhibit 16.1 to this Current Report on Form 6-K.
| (b) | Engagement of new independent registered public accounting firm |
On April 17, 2026, the Audit Committee
approved the engagement of BDO LLP (“BDO”) as the Company’s new independent registered public accounting firm to audit
the Company’s consolidated financial statements for the period ending December 31, 2025. BDO serves as the independent registered
public accounting firm of CoinShares. During period from August 29, 2025 (inception) to September 18, 2025, and during the subsequent
interim period through April 17, 2026, the Company did not consult BDO with respect to either (i) the application of accounting principles
to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial
statements, and either a written report was provided to the Company or oral advice was provided that BDO concluded was an important factor
considered by the Company in reaching a decision as to the accounting, auditing, or financial reporting issue or (ii) any matter that
was the subject of a disagreement, as that term is defined in Item 16F(a)(1)(iv) and the related instructions to this Item, or
a “reportable event” as described in Item 16F(a)(1)(v).
EXHIBIT INDEX
| Exhibit |
|
Description |
| 16.1 |
|
Letter from Withum Smith+Brown, PC, dated April 22, 2026 |
| |
|
|
SIGNATURE
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, thereunto
duly authorized.
| |
CoinShares PLC |
| |
|
| Date: April 22, 2026 |
By: |
/s/ Jean-Marie Mognetti |
| |
Name: |
Jean-Marie Mognetti |
| |
Title: |
Chief Executive Officer |
| |
|
3
