Singapore-based Orangekloud Technology Inc. has announced a significant strategic move, signing a non-binding Letter of Intent for a reverse merger with New Zealand's Orbis Technology Limited. This proposed transaction would see the Nasdaq-listed firm acquire Orbis and its flagship digital collectibles marketplace, VeVe. The deal signals a major pivot for Orangekloud, positioning it to become a key player in the rapidly evolving digital intellectual property landscape.
A Strategic Shift Towards Digital IP
Under the terms outlined in the preliminary agreement, the transaction is structured as a reverse merger through a private issuance of company shares. Upon completion, the co-founders and shareholders of Orbis would collectively own a majority stake in the combined public entity. Orangekloud has indicated that it expects to maintain its current dual-class share structure following the finalization of the deal.
Orbis Technology is a global leader in digital intellectual property infrastructure, providing an end-to-end platform for major brands. The company specializes in enabling the issuance, authentication, and monetization of licensed digital assets at a significant scale. Its comprehensive services cover IP ingestion, rights management, and both primary and secondary marketplace infrastructure for digital IP lifecycle management.
Central to the acquisition is VeVe, Orbis’s highly successful consumer-facing brand and digital marketplace. VeVe serves as the primary distribution and demand engine for the company's underlying IP infrastructure, offering a popular platform for licensed digital collectibles. The continued operation of VeVe under the new corporate structure is a key component of the proposed merger.
Rationale and Future Ambitions
This merger is a pivotal moment for Orangekloud, designed to unlock substantial growth opportunities and accelerate its mission, according to CEO Dr. H.R. Nagendra. The strategic maneuver provides immediate access to public capital markets, which will be crucial for funding ambitious innovation and global expansion initiatives. It represents a calculated move to enhance long-term value for all shareholders and stakeholders involved in the new venture.
The combination of Orangekloud and Orbis is expected to create powerful synergies between enterprise software and digital assets. Orangekloud’s expertise with its eMOBIQ® No-Code platform for mobile application development can be leveraged to enhance Orbis's digital IP management ecosystem. This fusion of capabilities positions the new entity to capitalize on the growing convergence of technology and digital ownership.
Both parties are now focused on finalizing the terms to proceed toward a definitive implementation agreement, with a target date of around February 28, 2026. It is important to note that the current Letter of Intent is non-binding and the transaction remains subject to due diligence and regulatory approvals. The successful conclusion of these negotiations will mark the official start of this transformative partnership.
Profile of the Merging Entities
Orangekloud Technology Inc., trading on Nasdaq under the ticker ORKT, is a technology firm based in Singapore. The company's core offering is the eMOBIQ® No-Code platform, which empowers small and medium-sized enterprises to develop mobile applications. Its solutions are designed to digitalize and streamline key business operations such as warehousing, sales, and manufacturing for various industries.
Orbis Technology has established itself as a comprehensive digital IP infrastructure provider for leading global brands. The company’s platform manages the entire lifecycle of digital assets, from initial creation and rights management to sales and secondary market monetization. This integrated approach has made it a trusted partner for brands looking to enter the digital collectibles space securely and effectively.
The proposed reverse merger between Orangekloud Technology and Orbis Technology represents a bold and strategic realignment for the Singaporean tech firm. By acquiring Orbis and its popular VeVe marketplace, Orangekloud is poised to pivot from enterprise software into the high-growth sector of digital IP and collectibles. As both companies work towards a definitive agreement, the industry will be watching to see how this new entity leverages its combined strengths to innovate and lead.