Animoca Brands plans to go public on NASDAQ through a Reverse merger.

On November 3, Animoca Brands Corporation Limited signed a non-binding term sheet (“Term Sheet”) with Currenc Group Inc. (NASDAQ: CURR, hereinafter referred to as “Currenc”) regarding Currenc's proposed acquisition of 100% of the issued shares of Animoca Brands (“Proposed Transaction”). According to the terms of the Proposed Transaction, Currenc intends to issue new shares through an Australian scheme of arrangement in exchange for all shares of Animoca Brands. Following the implementation of the Proposed Transaction (subject to the conclusion of a final binding agreement), Animoca Brands' shareholders will collectively hold 95% of Currenc's issued shares after the acquisition (the treatment of convertible securities is still to be negotiated). This structure means that although it is formally Currenc acquiring Animoca, the actual control will shift to Animoca Brands' shareholders, constituting a typical Reverse merger or backdoor listing. The transaction is still in the preliminary stage and requires due diligence, approval from both boards of directors, shareholder voting, and a ruling from an Australian court. Both parties emphasize that there is currently no binding agreement in place, and the outcome of the transaction is uncertain.