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The Crypto Company entered into a Mutual Transfer and Release Agreement dated March 19, 2026, effective October 16, 2025, rescinding ab initio the October 8, 2025 Securities Purchase Agreement under which it acquired 50.1% of Starchive.io, Inc. The Company returned the Starchive shares to sellers, received cancellation of 433,633,691 common shares and all convertible notes, and issued 151,748,756 new common shares to Starchive as restricted securities exempt under Section 4(a)(2).
Event Type
Disclosure
Mandatory
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8-K
above, the Company issued 151,748,756 shares of its Common Stock to Starchive pursuant to the Agreement in a transaction exempt from registration under Section
. As described in Item 1.01 above, pursuant to the Agreement, all convertible promissory notes previously issued by the Company in connection with the SPA were
Unregistered Sales of Equity Securities. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3
Other Events. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 8.01. As described in Item 1
Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 10.1 Mutual Transfer and Release Agreement, dated March 19, 2026, by and among The Crypt
Material Agreement
Debt / Financing