Banxa Holdings Provides Update on Previously Announced Plan of Arrangement with OSL Group and Files Unaudited Q1 FY26 Financial Results

Executive Summary

• Banxa Holdings received the final Supreme Court of British Columbia order approving its previously announced plan of arrangement with OSL Group and OSL BNXA Acquisition.
• The company reports progress on required regulatory approvals, including change‑of‑control licences in 35 of 37 U.S. states and completed submissions to Dutch and UK regulators.
• Banxa has filed its unaudited Q1 FY26 financial results on SEDAR+.

Key Details

• Court Approval: Final order from the Supreme Court of British Columbia dated November 20, 2025 formally approves the Arrangement.
• Shareholder Approvals: Both Banxa and OSL Group have secured shareholder approval for the Arrangement.
• Regulatory Approvals – United States: Change‑of‑control money‑transmitter licences obtained in 35 of 37 designated states.
• Regulatory Approvals – Netherlands: OSL Group submitted a Declaration of No Objection to the De Nederlandsche Bank for its Markets in Crypto‑Assets licence.
• Regulatory Approvals – United Kingdom: OSL Group has responded to all FCA queries regarding its change‑of‑control application.
• Conditions Precedent: Completion remains subject to satisfaction or waiver of all conditions set out in the Arrangement agreement dated June 27, 2025 (see management information circular dated July 25, 2025).
• Q1 FY26 Unaudited Results: Banxa filed its Q1 FY26 unaudited financial statements; documents are available on SEDAR+.

Notable Quotes

(No direct quotes were included in the release.)