Dear Unitholder,
Further to the press release dated January 8, 2026, 3iQ Corp. (the “Manager”) wishes to provide you with notice that, subject to regulatory approval, 3iQ Digital Holdings Inc., the parent company of the Manager (the “Parent”), is proposing to complete a transaction (the “Proposed Transaction”) pursuant to which Coincheck Group N.V., a Netherlands public limited liability corporation (the “Purchaser”) will indirectly acquire all of the issued and outstanding Class A Common Shares and certain Class B Common Shares of the Parent from the Purchaser’s majority shareholder, Monex Group Inc., collectively representing approximately 96.77% of the issued and outstanding shares of the Parent and approximately 97.77% of the votes attaching to shares of the Parent, and may additionally directly acquire the remaining Class B Common Shares of the Parent, representing 3.23% of the issued and outstanding shares of the Parent and approximately 2.23% of the votes attaching to shares of the Parent from the remaining minority shareholders. Following the Proposed Transaction, the Manager will continue to be a wholly-owned subsidiary of the Parent and the Parent will be controlled by the Purchaser. The Proposed Transaction is anticipated to be completed on or about April 1, 2026. Please note that ultimate beneficial majority ownership of Manager is not changing, as Monex Group, Inc. owns more than 80% of the issued and outstanding shares of Coincheck Group N.V.
The Manager is currently the manager of The Bitcoin Fund (TSX: QBTC, QBTC.U), The Ether Fund (TSX: QETH.UN, QETH.U), the 3iQ Ether Staking ETF (TSX: ETHQ, ETHQ.U), the 3iQ Bitcoin ETF (TSX: BTCQ, BTCQ.U), the 3iQ Solana Staking ETF (TSX: SOLQ, SOLQ.U) and the 3iQ XRP ETF (TSX: XRPQ, XRPQ.U) (collectively, the “3iQ Funds”).
Following the completion of the Proposed Transaction, the 3iQ Funds will continue to be operated in the same manner as they are today. There are no immediate plans to change the investment objectives of the 3iQ Funds, increase the management fees or operating expenses paid by the 3iQ Funds, change service providers or change the role of 3iQ Corp. as manager. The Proposed Transaction will not affect your rights to purchase and redeem units of the 3iQ Funds or the Manager’s ability to comply with all applicable regulatory requirements.
The closing of the Proposed Transaction is subject to the satisfaction of customary closing conditions, including the receipt of regulatory approvals and the delivery of this notice in accordance with applicable securities laws.
Further information about the Proposed Transaction is available from the joint press release issued by Monex Group, Inc. and the Purchaser on January 8, 2026, which may be found at https://www.coincheckgroup.com/news-events/press-releases.
You are not required to take any action as a result of receiving this notice, but if you have any questions concerning the Proposed Transaction or its impact on you, please contact the Manager.
Thank you for continuing to trust us with the management of your investments.
Sincerely,
3iQ Corp.
Pascal St-Jean, Chief Executive Officer
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