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Ether Machine Files Confidential S-4, Advancing SPAC Merger With Dynamix for Planned Nasdaq Debut

The filing kicks off SEC scrutiny before a planned Q4 Nasdaq listing under ETHM pending Dynamix shareholder approval.

Overview

  • The draft Form S-4 covers Ether Machine’s proposed business combination with SPAC Dynamix, initiating the proxy/prospectus process once the SEC completes its review.
  • KPMG has been engaged as auditor to strengthen disclosure, governance, and transparency ahead of potential public trading.
  • Ether Machine holds roughly 495,360–495,362 ETH valued at about $2.16–$2.24 billion, positioning it to be the largest Ethereum treasury to list if the deal closes.
  • Closing remains contingent on SEC clearance, a Dynamix shareholder vote, and standard conditions, with the companies guiding to a fourth-quarter timeline.
  • Backing includes an anchor ETH commitment from co-founder Andrew Keys and more than $800 million in equity commitments from firms such as Kraken, Pantera Capital, Blockchain.com, and Electric Capital, with about $367 million reserved for additional ETH purchases.