Search by
OSL Group Limited, a Hong Kong Stock Exchange-listed digital asset and stablecoin infrastructure company, has completed its acquisition of Banxa Holdings Inc., a TSX Venture Exchange-listed infrastructure provider for embedded crypto payments. The arrangement became effective as of 12:01 a.m. Vancouver time on January 2, 2026, with the purchaser, OSL BNXA Acquisition Inc., a wholly owned subsidiary of OSL, acquiring all issued and outstanding common shares of Banxa by way of a court-approved plan of arrangement under the Business Corporations Act of British Columbia.
The deal was originally announced on June 27, 2025, with Banxa shareholders entitled to cash consideration of $1.55 per share, representing a premium of 80.2 percent and 138.5 percent over Banxa's 30-day and 60-day average share prices, respectively, as of June 26, 2025. Upon completion, the purchaser acquired an aggregate of 51,842,084 Banxa shares, representing 100 percent of the presently issued and outstanding shares, and the aggregate consideration paid was $80,355,230.20.
The original agreement included a standard non-solicitation clause with a fiduciary-out provision and a termination fee of $4.25 million payable under certain conditions. Banxa has applied to cease being a reporting issuer under Canadian securities laws, and its shares were expected to be delisted from the TSX Venture Exchange as of the close of business on January 5, 2026, with subsequent delisting from the OTC Pink Limited Market and Frankfurt Stock Exchange to follow.
Parties
Company
Banxa Holdings Inc.
Company
OSL Group Limited
Company
OSL BNXA Acquisition Inc.
Deal Type
Merger & AcquisitionIndustry
Banking/FinanceTransaction
$ 106,000,000Deal Status
ClosedClosing Date
02 January 2026