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Open World and VerifyMe Sign Definitive Merger Agreement

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Editor’s note: Today’s coverage highlights a pivotal move in regulated digital asset infrastructure. Open World Ltd. and VerifyMe, Inc. have signed a definitive merger agreement that aims to combine institutional-grade real-world asset tokenization with scalable digital asset infrastructure. The merger is positioned to shape governance standards, expand token listings, and support cross-border regulatory alignment as the asset tokenization market matures. While the companies pursue regulatory approvals and a Nasdaq listing, this milestone signals growing strategic collaboration between traditional finance, blockchain technology, and the evolving ecosystem of real-world assets.

Key points

  • A definitive merger agreement positions the combined entity as a Nasdaq-listed real-world asset tokenization infrastructure provider.
  • The merged company will focus on token listings, regulated digital asset infrastructure, enterprise-grade compliance frameworks and institutional RWA tokenization across multiple jurisdictions.
  • Leadership statements emphasize alignment of complementary strengths and long-term shareholder value.
  • Regulatory filings and shareholder approvals are anticipated by the second quarter of 2026.

Why this matters

With institutional demand for regulated digital asset infrastructure accelerating, the merger aims to deliver scalable governance and security for digital asset innovation. By uniting Open World’s RWA capabilities with VerifyMe’s authentication and logistics, the combined company could attract institutional clients and support broader adoption of tokenized assets across multiple jurisdictions.

What to watch next

  • Regulatory filings with the SEC and Nasdaq, and shareholder approvals, are anticipated by Q2 2026.
  • Closing of the transaction and any related governance changes.
  • Potential Nasdaq listing on a new ticker symbol after closing.
  • Future disclosures regarding transaction structure and timing in filings.

Disclosure: The content below is a press release provided by the company/PR representative. It is published for informational purposes.

Open World and VerifyMe Sign Definitive Merger Agreement

Feb 12, 2026 5:15 PM Gulf Standard Time

Agreement sets the foundation for a Nasdaq-listed institutional-grade real-world asset tokenization company. LAKE MARY, Fla.–VerifyMe, Inc. (NASDAQ: VRME) (VerifyMe), a provider of authentication and precision logistics technologies, and Open World Ltd. (Open World), a blockchain infrastructure and real-world asset (RWA) tokenization platform, today announced the execution of an Agreement and Plan of Merger (Agreement). The merger positions the combined entity as a leading infrastructure provider in the digital asset and tokenization sector.

We are pleased to announce the next step in our plan to merge with Open World to align our complementary strengths.

We believe the combined platform will deliver durable infrastructure and governance that supports digital asset innovation and long-term shareholder value.

The combined entity is expected to focus on token listings, regulated digital asset infrastructure, enterprise-grade compliance frameworks and institutional RWA tokenization across multiple jurisdictions.

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This agreement represents a meaningful inflection point for both organizations.

As institutional demand for regulated digital asset infrastructure continues to accelerate, bringing together complementary capabilities enables us to operate at the scale and governance standards required for real-world asset tokenization to transition from early adoption into mainstream financial markets.

The announcement builds on Open World’s previously disclosed initiatives, including the establishment of its national-scale RWA Center of Excellence in Saudi Arabia, as well as the company’s infrastructure collaboration with Abstract to support regulated, infrastructure-grade assets.

RWA tokenization activity continues to gain momentum in the United States and Saudi Arabia, with significant asset classes expected to be brought onto the Open World platform as regulatory clarity advances and institutional participation expands.

Upon closing, the merger is expected to result in the combined company being listed on The Nasdaq Capital Market (Nasdaq) under a new ticker symbol, subject to satisfying certain customary closing conditions, including the receipt of approvals from VerifyMe’s shareholders and the listing of the combined company’s common stock on Nasdaq. The boards of both companies have unanimously approved the signing of the Agreement. Regulatory filings with the U.S. Securities and Exchange Commission (SEC) and Nasdaq, as well as shareholder approvals, are anticipated by the second quarter of 2026, subject to customary conditions and review processes. Additional details regarding transaction structure and timing are expected to be disclosed in future filings.

The Agreement contains customary representations, warranties and covenants made by VerifyMe and Open World, including covenants that both parties exercise commercially reasonable efforts to cause the transactions contemplated by the Agreement to be completed, indemnification of directors and officers, and restrictions on VerifyMe’s and Open World’s conduct of their respective businesses between the date of signing of the Agreement and the closing.

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VerifyMe’s board of directors has approved the termination of its at-the-market equity program, aligning capital structure considerations with the proposed transaction and long-term strategic priorities.

Advisors: Maxim Group LLC, exclusive financial advisor to Open World. Latham & Watkins LLP is counsel to Open World. Harter Secrest & Emery LLP is counsel to VerifyMe.

About Open World

Open World has been a major driving force behind many of the most iconic projects in blockchain. Given its expertise, Open World is now expanding its offerings to traditional finance (TradFi). Open World has facilitated the inception and growth of more than 20 companies since 2023 and has helped launch over $65 billion in aggregate network value since (at peak FDV). Open World advises founding teams as they navigate the most complex intersections of financial regulatory, tokenomics, public markets, exchange strategy and governance structuring. The teams Open World advises are partners with leading venture capital firms, including a16z, Multicoin Capital, Dragonfly and Founders Fund. The firm’s range of services includes token launch advisory, DATs and TradFi strategies, RWA tokenization, stablecoin issuance, policy advocacy and strategic advisory work. To learn more, visit https://www.openworld.dev

About VerifyMe, Inc.

VerifyMe provides specialized logistics for time and temperature-sensitive products, as well as brand protection and enhancement solutions. To learn more, visit https://www.verifyme.com

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Forward-Looking Statements

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words believe, expected, upon, will, anticipate, intend, plan and similar expressions, as they relate to Open World and VerifyMe, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Important factors that could cause actual results to differ from those in the forward-looking statements include the uncertainty of whether the merger will close and, upon closing, whether the expected benefits of the merger will be realized. These risk factors and uncertainties include those more fully described in VerifyMe’s Annual Report and Quarterly Reports filed with the SEC, including under the heading titled Risk Factors. Should one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. Any forward-looking statement made herein speaks only as of the date of this release. Factors or events that could cause actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Important Additional Information and Where to Find It

In connection with the proposed transaction, VerifyMe will file with the SEC a registration statement on Form S-4 (the Registration Statement) to register the shares of VerifyMe common stock, par value $0.001 per share, to be issued in connection with the proposed transaction. The Registration Statement will include a proxy statement/prospectus, which, once declared effective by the SEC, will be sent to VerifyMe’s stockholders seeking their approval of the respective transaction-related proposals. Investors and stockholders are urged to read the Registration Statement and the related proxy statement/prospectus, as well as any amendments or supplements to those documents and any other relevant documents to be filed with the SEC in connection with the proposed transaction carefully and in their entirety when they become available because they will contain important information about VerifyMe, Open World, the merger and related matters.

Investors and stockholders will be able to obtain free copies of the Registration Statement, including the proxy statement/prospectus contained therein, and other documents filed by VerifyMe with the SEC when they become available through the SEC’s website at www.sec.gov.

Participants in the Solicitation: VerifyMe and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies from VerifyMe’s stockholders with respect to the proposed transaction under the rules of the SEC. Information about VerifyMe’s directors and executive officers and their ownership of VerifyMe’s securities is set forth in VerifyMe’s Revised Definitive Proxy Statement on Schedule 14A for its 2025 annual meeting of stockholders, filed with the SEC on September 8, 2025 (the 2025 Proxy). To the extent that holdings of VerifyMe securities have changed since the amounts printed in the 2025 Proxy, such changes have been or will be reflected on Statements of Change in Ownership on Form 3 or Form 4 filed with the SEC. Additional information regarding the identity of participants in the solicitation of proxies, and a description of their direct or indirect interests in the proposed transaction, by security holdings or otherwise, will be set forth in the proxy statement/prospectus and other materials to be filed with the SEC in connection with the proposed transaction when they become available.

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No Offer or Solicitation: This release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Contacts

Media Contact
Company: Open World Ltd.
Email: openworld@wachsman.com
Company: VerifyMe, Inc.
Email: IR@verifyme.com

Risk & affiliate notice: Crypto assets are volatile and capital is at risk. This article may contain affiliate links. Read full disclosure

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Bitcoin ETFs end Q1 in the red as early outflows outweigh March gains

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Bitcoin ETFs end Q1 in the red as early outflows outweigh March gains

US-listed spot Bitcoin ETFs ended the first quarter of 2026 in negative territory. March did see a return of inflows, but that came only after two straight months of steady withdrawals.

Summary

  • US spot Bitcoin ETFs ended Q1 2026 with about $500 million in net outflows, as early-quarter redemptions outweighed March inflows of $1.32 billion.
  • Ether ETFs saw $769 million in quarterly outflows, while Solana funds attracted $213 million.

Figures from SoSoValue show that the funds added $1.32 billion in March and ended a dry spell that had lasted since October 2025. 

Yet the inflows were not enough to offset the heavy redemptions that occurred in January, when $1.61 billion was pulled from the funds. Subsequently, February saw further withdrawals of $207 million, leaving the quarter with roughly $500 million in net outflows.

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Outflows picked up pace as Bitcoin fell by more than 22% over the quarter, extending losses after a 23% drop in the final quarter of 2025. Consecutive declines across two quarters added pressure on investor positioning and fund flows.

Investor sentiment remained fragile even as capital returned in March. Readings from the Crypto Fear & Greed Index stayed under 20 for most of the month, a range tied to “Extreme Fear.”

Even under those conditions, ETF inflows picked up toward the end of the quarter. Some analysts link that resilience to continued institutional participation, despite uncertainty tied to geopolitical tensions in the Middle East. 

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However, trading activity slowed, with spot Bitcoin ETF volumes falling to around $79 billion in March, compared with $93 billion in February and $87 billion in January. By the end of the quarter, cumulative inflows into the segment reached close to $56 billion, while total assets under management stood near $87.5 billion.

Spot Ether ETFs recorded the largest quarterly losses among altcoins at about $769 million. These products have recorded three consecutive months of outflows after closing March with $46 million in net withdrawals.

XRP ETFs also recorded outflows in March with roughly $31 million exiting the funds. Earlier inflows kept the quarterly figure positive, with net additions of roughly $43 million.

Meanwhile, Solana ETFs brought in a combined $213 million over the quarter. Since their launch in October 2025, they have yet to post a month of net outflows.

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KuCoin Ordered to Block US Traders and Pay $500,000 CFTC Penalty

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KuCoin Ordered to Block US Traders and Pay $500,000 CFTC Penalty

The CFTC has fined Peken Global Limited – the KuCoin operating entity – $500,000 and issued a permanent injunction barring the exchange from serving U.S. traders, closing a civil enforcement loop that began with a March 2024 complaint against the platform for running an unregistered futures commission merchant and swap execution facility.

The order mandates active blocking of U.S. user access, not merely a policy update – KuCoin must implement technical controls to prevent American traders from opening accounts or accessing derivatives products.

That requirement, paired with the $297 million the exchange already forfeited under a January 2025 DOJ guilty plea, makes this one of the most consequential offshore exchange enforcement sequences in CFTC history.

Key Takeaways:
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  • Penalty Amount: $500,000 civil fine levied against Peken Global Limited by the CFTC
  • Restriction Scope: Permanent injunction barring KuCoin from onboarding or serving U.S. traders across spot and derivatives products
  • Prior Resolution: $297 million in penalties and forfeitures under January 2025 DOJ guilty plea; 1.5 million registered U.S. users generated at least $184.5 million in fees
  • Precedent Signal: CFTC isolated liability to Peken Global; claims against Mek Global, PhoenixFin, and Flashdot were dismissed in the final order

What the CFTC Order Actually Requires – and What the $500K Kucoin Charge Covers

The CFTC’s civil complaint, filed March 26, 2024, in the U.S. District Court for the Southern District of New York, charged KuCoin’s operators with violating the Commodity Exchange Act across a four-year window – July 2019 to June 2023 – by operating as an unregistered futures commission merchant and swap execution facility without the required CFTC registration.

The complaint also alleged sham KYC procedures: KuCoin publicly claimed U.S. users couldn’t access the platform while simultaneously allowing them through via VPN with no IP-level restrictions in place.

The final order isolates the $500,000 civil monetary penalty to Peken Global Limited – the entity the CFTC determined held primary operational liability. Claims against affiliated entities Mek Global Limited, PhoenixFin PTE Ltd., and Flashdot Limited were dismissed.

Source: CFTC

That distinction matters: the CFTC is not pursuing a blanket penalty across the corporate structure but targeting the specific operator responsible for U.S.-facing derivatives access.

CFTC Enforcement Director Ian McGinley framed the issue directly: “For too long, some offshore crypto exchanges have followed a now-familiar playbook by offering derivative products and falsely claiming people in the United States cannot use their platforms.” The $500,000 fine covers the civil derivatives violations – it is separate from, and much smaller than, the $297 million resolved through the parallel DOJ criminal track.

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Discover: Best Crypto Exchanges for Active Traders in 2026

What U.S. Traders Actually Lose – and How This Compares

The injunction covers the full scope of KuCoin’s U.S.-facing access – derivatives trading, account creation, and ongoing service to existing American accounts.

KuCoin had roughly 1.5 million registered U.S. users before its partial July 2023 KYC rollout, which itself was triggered by knowledge of the federal probe and excluded millions of existing users. Those accounts are now subject to forced exit under the permanent bar.

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Top 5 traded crypto by volume on Kucoin

The products at stake are not marginal. KuCoin offered leveraged perpetual futures and margin trading – the same derivatives categories that put BitMEX and, later, Binance in the CFTC’s crosshairs.

For active traders who relied on KuCoin for offshore derivatives access, the injunction closes that channel permanently, not provisionally. There is no compliance pathway back to U.S. market access under this order.

The practical consequence is straightforward: U.S. traders holding open positions or balances on KuCoin need to treat this as a wind-down event, not a temporary disruption.

The broader question – whether centralized exchange platforms serving U.S. users can sustain their market share amid accelerating enforcement – is now sharper than ever.

Discover: Top Crypto Presales to Watch Before They Launch

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Trump’s ‘Stone Ages’ Threat Sends Bitcoin Below $67K

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President Donald Trump delivered his first prime-time address on the Iran war on Wednesday night. He told the nation that “core strategic objectives are nearing completion.” He then promised to escalate.

Oil was falling when Trump started talking. It was up 5% by the time he stopped — and that tells the whole story.

Markets Expected Peace. They Got ‘Stone Ages.’

“We are going to hit them extremely hard over the next two to three weeks,” Trump said. “We’re going to bring them back to the Stone Ages, where they belong.”

The speech lasted 19 minutes. It contained no new information, no timeline to end the war, and no plan to reopen the Strait of Hormuz. Markets had spent two days rallying on hopes that Trump would announce an off-ramp. Instead, he promised more bombs.

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Brent crude surged 5% to above $106 per barrel. West Texas Intermediate jumped 4.1% to $104. The S&P 500 futures fell 1.1%. European futures dropped 1.5%. Gold lost 1.4% to $4,691 per ounce. Silver fell 3%. The 10-year Treasury yield climbed to 4.36%.

Bitcoin dropped from an intraday high of $69,135 to $66,818, a 3.3% decline. Ethereum fell 2.8% to $2,084. The entire two-day relief rally in crypto evaporated in a single evening.

Asia took the hardest hit. South Korea’s KOSPI fell 3.5%, the worst performer in the region. Japan’s Nikkei lost 1.8%. Hong Kong’s Hang Seng dropped about 1%.

‘Just Take It’ — Trump Tells Allies to Secure Hormuz

Trump said the Strait of Hormuz would “open up naturally” once the war ends. He urged oil-importing nations to “build some delayed courage” and secure the waterway themselves. He did not explain how or when that might happen.

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Hours earlier, at a White House Easter lunch, Trump was more blunt. He said the US could “just take their oil,” but added that Americans lack “the patience” for it. He also named South Korea, Japan, and China directly, telling each to step up on Hormuz.

That message landed hard in Seoul. The KOSPI’s 3.5% decline reflected both energy import vulnerability and the shock of being singled out by the US president.

Trump also dropped his April 6 deadline threat to bomb Iran’s power grid. He made no mention of NATO, ground troops, or ongoing negotiations. The absence of specifics was itself a signal. Investors had hoped for clarity. They received ambiguity.

Iran Holds Firm, Toll Booth Stays Open

Iran showed no interest in backing down. Foreign Minister Abbas Araghchi said there are no direct negotiations with Washington and that Tehran’s trust in the US stands at zero. President Masoud Pezeshkian posted an open letter in English asking Americans which of their interests this war truly serves.

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Meanwhile, Iran’s parliament continues working on legislation to make its Hormuz toll system permanent. The IRGC already charges vessels up to $2 million per transit, settled in stablecoins or Chinese yuan. If codified into law, this regime would outlast any ceasefire.

That is the gap the market is now pricing in. Trump says the strait will open naturally. Iran is building a toll booth designed to last forever. Oil traders, bond traders, and crypto traders all reached the same conclusion Wednesday night: this war is not ending soon.

The post Trump’s ‘Stone Ages’ Threat Sends Bitcoin Below $67K appeared first on BeInCrypto.

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Hyperliquid price forms a bullish flag as golden cross looms, will it breakout?

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Hyperliquid price has formed a bullish flag pattern on the daily chart.

Hyperliquid price is close to confirming multiple bullish patterns as futures traders show increased interest in the token.

Summary

  • Hyperliquid price has risen up 22% over the past month, supported by rising open interest and increased futures market activity.
  • Growth in commodity perpetuals and event-based contracts, alongside rising trading volumes, has boosted token demand through increased burn mechanisms.
  • Technical setup shows a bullish flag and a potential golden cross, with upside targets near $44, while a drop below $34.8 could invalidate the bullish outlook.

According to data from crypto.news, Hyperliquid (HYPE) price was trading at $36.9, up 22% over the past month and 78% higher than its year-to-date low.

Hyperliquid price rallied as it witnessed a massive surge in real-world asset trading volumes.

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Notably, following the implementation of HIP-3, which expanded the protocol capabilities, investors can now trade decentralized perpetual contracts on commodities like gold, silver, and crude oil.

Amidst escalating tensions in the Middle East, a massive jump in volume was observed in Hyperliquid’s 24/7 crude oil perpetuals, which topped $1 billion in a single day in March.

Unlike traditional markets, Hyperliquid provides round-the-clock access to its commodity markets, making it a pressure valve for macro traders amidst geopolitical events that often unfold over the weekend.

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Furthermore, the project’s expansion into prediction markets from its introduction of event-based contracts has added another layer of utility and attracted fresh participants who can now trade on the outcome of real-world events natively alongside their futures positions.

In the last 24 hours, open interest on Hyperliquid hit over $1.61 billion. A surge in open interest suggests more active participation from traders and is a sign that the current trend has significant backing.

The HYPE token has also benefited from increased trading volumes. Trading volumes on the platform have hit a record high of over $2.4 billion.

As Hyperliquid’s Assistance Fund uses up to 97% of protocol fees to buy back and burn HYPE tokens, the latest surge has significantly increased the burn rate of tokens and hence has helped drive the asset price higher through deflationary pressure.

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On the daily chart, Hyperliquid price has formed a bullish flag pattern after a steep vertical move known as a pole, followed by a brief period of consolidation. A bullish flag is one of the most well-known bullish continuation patterns in technical analysis.

Hyperliquid price has formed a bullish flag pattern on the daily chart.
Hyperliquid price has formed a bullish flag pattern on the daily chart — April 1 | Source: crypto.news

It is also close to confirming a golden cross, which occurs when the 50-day SMA crosses over the 200-day SMA. Traders view such pattern confirmations as a major signal of long-term trend reversal and sustained buying momentum.

Hence, if a golden cross is confirmed, Hyperliquid price would likely confirm the bullish flag pattern, which would propel it toward the upside of $44, the highest point of the flag formation. A breakout above it could set the stage for a push toward new all-time highs.

On the contrary, if Hyperliquid price drops below the 200-day SMA at $34.8, the bullish thesis would be invalidated and could lead to further downside.

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Disclosure: This article does not represent investment advice. The content and materials featured on this page are for educational purposes only.

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Crypto Scam Leader Extradited to China to Face Charges

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Crypto Scam Leader Extradited to China to Face Charges

Li Xiong, a key member of a group that allegedly helped crypto scam rings in Asia to move money, has been extradited from Cambodia to China, where he will face fraud and money laundering charges, according to Hong Kong-based news outlet Ta Kung Wen Wei.

On April 1, with strong support from the relevant authorities in Cambodia, a task force sent by China’s Ministry of Public Security successfully escorted Li Xiong, a core key member of the Chen Zhi criminal syndicate, back to China from Phnom Penh, Cambodia,” it said on Wednesday, citing a statement from China’s Ministry of Public Security on WeChat.

Xiong previously served as chairman of Huione Group, an alleged criminal organization that served scam centers in Cambodia that carried out “pig butchering” scams and other investment schemes to steal crypto from victims around the world. 

Huione Group was responsible for one of the largest illicit online marketplaces in the world, handling over $89 billion in cryptoassets.

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Source: Jacob in Cambodia

His extradition comes three months after the arrest of Chen Zhi, the head of Prince Group, which operates Huione Group. In October, it was reported that the US Department of Justice seized 127,271 Bitcoin (BTC) worth more than $15 billion from Zhi.

Related: Hong Kong retiree loses $840K in triple ‘crypto expert’ scam

The US Treasury Department’s Financial Crimes Enforcement Network directed US banks to cut payments and accounts tied to the Huione Group in October.

Authorities ask other Huione members to surrender

Ta Kung Wen Wei noted that several other members of Zhi’s criminal syndicate have been brought to justice “one after another,” citing comments from Chinese public officials.

“Public security authorities will continue to intensify efforts to capture fugitives,” it said, adding:

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“At the same time, they once again warn criminals to recognize the situation, stop before it is too late, surrender as soon as possible, and strive for lenient treatment.”

Magazine: Banks want to run Vietnam’s crypto exchanges, Boyaa’s $70M BTC plan