Orangekloud Technology Inc. (NASDAQ: ORKT) has agreed to acquire Orbis Technology Limited, the operator of the VeVe digital collectibles platform, in a transaction that includes a concurrent capital raise of up to $100 million. The deal, announced on August 24, 2026, will see Orangekloud issue up to 600 million ordinary shares and Orbis exchange up to 3.97 million of its shares, with an assigned value of $1.00 per Orangekloud share.
The transaction includes an upfront cash provision of $1 million from Orbis to Orangekloud within 60 days of the agreement date, along with an allocation of $3 million from the capital raise to a wholly-owned subsidiary for ongoing mobile app and software operations. Existing Orbis shareholders holding over 75% of outstanding shares have already signed the Exchange Agreement, with drag-along rights expected to push participation to at least 93%.
Upon completion, the combined company will rebrand as VEVE and list on NASDAQ under the ticker VEVE. The post-closing board will consist of seven directors, including four nominated by Orbis, two current Orangekloud directors, and one designated by the company's advisor. Senior management roles will be filled by individuals appointed by Orbis.
The exchange ratio for Orbis shareholders will be 37.8048 Class A ordinary shares or 113.4144 Class B ordinary shares of the combined entity per Orbis ordinary share. The transaction is subject to a termination deadline of December 31, 2026, if the closing does not occur by that date.
Orangekloud’s current operations center on the eMOBIQ platform for mobile application development and SaaS solutions, while Orbis operates the VeVe platform, a digital intellectual property infrastructure for licensed digital assets. Orangekloud CEO Goh Kian Hwa described the agreement as a significant milestone for the company and its shareholders.
