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Animoca's fiscal 2024 audit gap kills Currenc reverse merger, delays Nasdaq return

Summary
Animoca Brands and Nasdaq-listed Currenc Group mutually suspended their proposed reverse merger, first disclosed in November 2025.
The deal would have given Animoca shareholders roughly 95% of the combined company.
It would have returned Animoca to public markets six years after its 2020 ASX delisting.
Animoca is still finalizing audited fiscal 2024 statements, which outran the deal's Q3 2026 closing target.
"While we hold our proposed merger with Currenc Group in high regard, our corporate agility must take precedence"
— Yat Siu, co-founder and executive chairman, Animoca Brands
01

A 95/5 reverse merger tied to a fixed compliance deadline

Currenc's November 2025 term sheet proposed acquiring all of Animoca via an Australian scheme of arrangement.
Animoca shareholders would have held roughly 95% of the combined entity, Currenc holders the remaining 5%.
The combined company would have operated under the Animoca Brands name.
Exclusivity ran through June 30, with closing retargeted for Q3 2026 against a Dec. 31 long-stop date.
02

A six-year audit backlog outran the deal

Animoca was delisted from the ASX in 2020 following scrutiny of its cryptocurrency activities.
ASIC convicted and fined Animoca in 2022 for failing to lodge 2019-2021 annual reports.
Its catch-up filings stretched years: 2019 arrived July 2022, 2022 in January 2026, 2023 on July 17, 2026.
Fiscal 2024 audited statements remain in progress, the exact step that outran the Q3 2026 target.
"As we advance the comprehensive audit processes required to meet the rigorous compliance standards of a major public exchange, we will continue to pursue optimal routes to a public listing"
— Yat Siu, co-founder and executive chairman, Animoca Brands
03

What the collapse tells Web3 firms about listing readiness

A Nasdaq shell provides listing access while the target must still supply its own audit history.
The 95/5 split shows Animoca acquiring Currenc's shell while carrying multiyear audit debt into the deal.
The binding constraint on public listing is financial statement production pace.
Animoca ran 19 venture investments in H1 2026 while its audit trail lagged multiple fiscal years.
04

Currenc's tokenization business advances independent of Animoca

Currenc tokenized its Nasdaq-listed ordinary shares on Ethereum and Solana via Securitize in April 2026.
Currenc Capital signed a binding consulting agreement with Nasdaq-listed Mint Incorporation for share tokenization.
Mint states no trading market for the tokens exists, with no assurance one develops.
Onchain real-world assets reached $34.18 billion by Sept. 15, 2026, up 85.2% year-to-date.
Tokenized equities grew 390.4% over the same period, leaving Currenc's core business untouched.

What this means

For Investors & VC: Diligence Web3 listing targets on audit filing cadence before deal structure.
For Publishers & Developers: Unaudited operating histories block public exit regardless of a listed-shell partner.
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