Animoca Brands, a Hong Kong–based blockchain and digital assets company, has signed a non-binding term sheet with U.S.-listed Currenc Group Inc. (Nasdaq: CURR) for a potential takeover that could see Animoca listed on the Nasdaq stock exchange.
Under the proposal, Currenc would take over all of Animoca Brands’ shares through an Australian scheme of arrangement. In return, Animoca shareholders would receive newly issued shares in Currenc.
If the deal is completed, Animoca investors would hold around 95% of the merged company, with the remainder, approximately 5%, staying with existing Currenc shareholders.
For now, the deal is only at the discussion stage. Due diligence by both companies still remains to be completed, to be followed by board approvals and agreement on final terms. The process would also need sign-off from shareholders and the Australian courts.
If completed, the merger would make Animoca part of a Nasdaq-listed group, offering its shareholders easier access to the U.S. capital markets and potentially greater liquidity. Animoca says the new structure, with Currenc incorporated in the Cayman Islands, would better align with its global operations, as it has only a small presence in Australia.
To guide the process, Animoca Brands has appointed Galaxy Digital Partners LLC and Moelis & Company LLC as financial advisors, with Herbert Smith Freehills Kramer and Latham & Watkins LLP acting as legal counsel in Australia and the U.S. respectively.
Yat Siu, Animoca’s co-founder and executive chairman, said the proposal was “sufficiently compelling” to begin formal due diligence. He added that a Nasdaq listing would allow a broader investor base to access Animoca’s portfolio of digital assets and growth ventures, but only if both parties reach a binding deal.
Alexander Kong, founder and CEO of Currenc Group, called the proposed merger a “transformative milestone,” saying it would help bring Animoca to U.S. public markets and create long-term value for both sets of shareholders. He also added, “We are excited to facilitate this evolution, which will give our investors ownership in a global leader at the forefront of the digital asset economy.”
No immediate changes will occur for Animoca shareholders, and no action is required at this stage. If both parties move forward, a final agreement and shareholder vote could take place in 2026.
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Around the same time, Gemini, the crypto exchange founded by the Winklevoss twins, prepared for its Nasdaq debut with a $50 million investment from Nasdaq itself ahead of its IPO. If the listing goes ahead, Gemini would join Coinbase and Bullish as one of the few publicly traded U.S. exchanges.
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