Quick Take
- A call option that allows Bitstamp’s new owners to acquire the rest of founder Nejc Kodrič’s shares at a big discount has been upheld.
- Kodrič, Bitstamp’s founder, had filed a lawsuit to try to prevent the controversial call option from being exercised.
Nejc Kodrič, founder and former CEO of Bitstamp, has failed in his bid to stop the crypto exchange’s new owners from wresting away his remaining shares.
In a recent filing, Judge Eason Rajah QC ruled in favour of the defendant Bitstamp Holdings NV, an investment vehicle owned by NXMH, which acquired Bitstamp in October 2018.
Rajah said he would make orders requiring Kodrič to sell his remaining shares — which he had transferred to a Luxembourg-based entity named White Whale Capital — to Bitstamp Holdings NV.
The ruling effectively upholds the validity of a controversial call option that was at the heart of the dispute.
The case
In August last year, Kodrič filed a lawsuit against Bitstamp Holdings NV in the United Kingdom’s High Court after the company exercised a call option to snap up his remaining 9.8% stake in the company for $13.46 million, a price his legal team described as “very significantly lower” than their market value.
Kodrič claimed that the option was invalid and unenforceable and sought an injunction preventing the investment firm from forcing through a transfer of his shares (he had already sold two-thirds of his stake in Bitstamp in the 2018 sale).
In its defense, NXMH’s subsidiary argued that it was contractually entitled to acquire Kodrič’s shares at a discount because of its option agreement, which had been negotiated at the time of the acquisition.
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