Diginex shareholders have approved the London-headquartered RegTech company’s proposed $1.05 billion all-stock acquisition of Singapore-based customer-engagement software provider Resulticks.
The approval clears a major corporate hurdle but does not complete the transaction. Diginex said the deal still requires Nasdaq approval of the combined company’s initial listing application, required regulatory and third-party consents, and satisfaction or waiver of other closing conditions.
Shareholders back the acquisition
At an extraordinary general meeting held on October 8, shareholders approved Diginex’s amended and restated purchase agreement for all of Resulticks, the issuance of consideration shares, and the resulting change of control, according to a Diginex announcement published Tuesday.
The company said approximately 98.8 percent of votes present supported the transaction. A Form 6-K filed with the U.S. Securities and Exchange Commission shows 27,584,395 ordinary shares were represented and voted, equal to 55.026 percent of the 50,130,130 shares entitled to vote on the August 14 record date.
The filing records 27,255,816 votes for the first transaction resolution, 25,938 against and 302,641 abstentions. Shareholders also approved resolutions covering the acquisition of Resulticks’ outstanding equity, the issuance of 600 million Diginex ordinary shares to the sellers, an increase in authorized capital and a ten-for-one share consolidation.
An ancillary agreements proposal received 20,337,591 votes in favor, 29,535 against and 7,217,269 abstentions. It covers matters including the proposed cancellation of specified founder warrants and equity awards, up to 40 million shares for Rhino Ventures, a possible additional Resulticks investment and shares payable to the transaction introducer. Those elements remain subject to the transaction documents and closing.
The share consolidation and related capital changes are conditional on closing. Diginex said its ordinary shares will continue trading on Nasdaq under the DGNX ticker without giving effect to the consolidation until the company announces an effective date.
Revised terms value Resulticks at $1.05 billion
Under the amended agreement announced in August, Diginex agreed to acquire 100 percent of Resulticks for 600 million newly issued ordinary shares priced at an agreed $1.75 each. That produces an equity consideration of $1.05 billion.
The revised agreement replaced an earlier version of the transaction. Diginex first announced an intention to combine with Resulticks in June 2025, and the companies entered a reseller arrangement in February 2026.
Resulticks reported $150 million in revenue for its 2025 financial year, according to Diginex. The figure was supplied by Resulticks and has not been independently verified in the latest announcement.
Headquartered in Singapore with offices in India and the United States, Resulticks provides software for customer data, real-time decisioning, journey orchestration, omnichannel engagement and analytics. Its technology includes Genie, which the companies describe as an agentic artificial-intelligence engine for customer engagement.
Diginex provides software and services for environmental, social and governance reporting, carbon accounting, supply-chain traceability, worker feedback and investment intelligence. The buyer says combining those products with Resulticks’ engagement platform would create a broader enterprise intelligence business. The expected benefits remain company projections and depend on completion and integration.
Nasdaq approval remains outstanding
Diginex said the initial listing application for the combined company has been submitted to Nasdaq and remains under review. The company also cited funding conditions and required regulatory and third-party consents among the remaining requirements.
If the transaction closes, Resulticks co-founder and chief executive Redickaa Subrammanian is expected to become chief executive of the combined company. Diginex chairman Miles Pelham would step down, and Resulticks shareholders would appoint new directors to the reconstituted board.
The companies have not announced a confirmed closing date in the latest release. Diginex cautioned that Nasdaq may not approve the application, that other conditions may not be met or waived, and that the transaction may not close on the stated terms or at all.