Republic Acquires INX for $60M to Bridge Traditional Finance and Blockchain

Republic, a prominent global financial firm, has announced its plans to acquire INX, a leading crypto and tokenized securities trading platform, for a total of $60 million. This strategic move aims to create a unified hub that caters to both Web3 and traditional investors, offering a seamless pathway for raising capital, trading security tokens, and engaging in secondary market opportunities across digital assets, real-world assets (RWAs), and cryptocurrencies.

The acquisition involves Republic Strategic Acquisition Co LLC, a wholly-owned subsidiary of Republic, acquiring all of INX's issued and outstanding common shares. The deal includes an initial payment of $54.8 million, with up to $18.8 million in consideration provided to Rollover Shareholders and a fixed consideration of $36 million paid to non-Rollover Shareholders. The non-Rollover Shareholders will receive $20 million in cash upon completion and an additional $16 million 18 months later through a contingent value rights agreement.

The transaction is expected to close within eight months, subject to court approval, shareholder approval, and certain regulatory approvals. The combined entity will leverage INX's expertise in security token and cryptocurrency trading with Republic's global investment reach, offering a full investment lifecycle in a regulated and scalable ecosystem. This merger will bridge traditional finance and blockchain technology, providing retail investors with access to a wider range of tokenized assets and new trading opportunities in a regulated environment. For companies and issuers, it offers a straightforward, compliant way to raise capital through tokenization, while institutional investors will benefit from a structured market for real-world assets and security tokens with improved liquidity and efficiency.

Shy Datika, Founder and CEO of INX, commented on the acquisition, stating that joining forces with Republic accelerates their vision of a fully regulated, tokenized economy that empowers investors globally. Andrew Durgee, Co-CEO of Republic, added that the acquisition is about reshaping access to financial markets and building the infrastructure that bridges traditional finance with blockchain, creating new opportunities for investors at every level.

The transaction is subject to various closing conditions, including the approval of at least two-thirds of the votes cast by INX shareholders at a special meeting and the approval of the majority of the holders of shares, excluding the votes of Republic, the Rollover Shareholders, and any other INX shareholders whose votes are required to be excluded for the purposes of minority approval. The Arrangement Agreement contains customary non-solicitation provisions and "right to match" provisions in favor of the Purchaser, with a $10 million break fee payable to the Purchaser if the Arrangement Agreement is terminated in certain circumstances.

The INX Token will continue to be traded on INX.One, and as part of the transfer of ownership, INX's cash reserve fund, totaling approximately $34.3 million, will be fully distributed to INX Token holders after the closing of the transaction. The INX Token will continue to play a role within the expanded ecosystem, as the merged entity introduces new opportunities in tokenized finance. Investors and holders will be able to engage with a broader range of assets, including security tokens, RWAs, shares, stablecoins, cryptocurrencies, bonds, ETFs, private credit, and real estate.

This acquisition represents a significant step forward in the integration of traditional finance and blockchain technology, creating a comprehensive hub for both Web3 and traditional investors. This strategic move is expected to enhance the accessibility and efficiency of tokenized investing, providing new opportunities for investors at every level. The deal underscores Republic's commitment to expanding its presence in the digital asset space and leveraging INX's expertise to offer a more comprehensive suite of services to its clients. The combined entity will be well-positioned to capitalize on the growing demand for tokenized assets and blockchain-based financial services, offering a regulated and scalable ecosystem that bridges the gap between traditional finance and the emerging world of digital assets.