Diginex Announces Completion of Acquisition of Matter DK ApS, Strengthening Diginex’s AI-driven ESG Data and Analytics Leadership

Rhea-AI Summary

Diginex (NASDAQ: DGNX) announced on October 3, 2025 the closing of its all-share acquisition of Copenhagen-based Matter DK ApS, an ESG data and analytics firm. The deal values Matter's equity at $13 million and was paid via 1,241,496 Diginex ordinary shares (originally priced at $83.77/share, adjusted to $10.47/share after Diginex's September 8, 2025 bonus share issuance). 1,055,272 consideration shares were issued at closing; the remainder will be issued 12 months after closing and are subject to an 18‑month lock-up. Diginex reserved 238,752 management shares for Matter staff (vesting at 12 and 24 months) and issued 62,074 shares as an introductory fee. The acquisition combines Matter's portfolio analytics, APIs (including integrations with Nasdaq eVestment), and granular ESG datasets with Diginex's diginexESG platform supporting over 19 global standards.

Positive

• Matter equity valued at $13 million
• 1,055,272 consideration shares issued on closing
• Matter analytics integrate with Nasdaq eVestment
• diginexESG supports over 19 global standards
• Combined platform offers end-to-end ESG solutions

Negative

• Consideration price adjusted from $83.77 to $10.47
• Total 1,241,496 shares issued as acquisition consideration
• Remaining consideration shares payable 12 months after closing
• 238,752 management shares vest over 12–24 months
• 62,074 shares issued as introductory fee

LONDON, Oct. 03, 2025 (GLOBE NEWSWIRE) -- Diginex Limited (NASDAQ: DGNX) (“Diginex”), a leading provider of Sustainability RegTech, today announced the closing of the all-share acquisition of Matter DK ApS (“Matter”), an innovative ESG data company focused on delivering sustainability data, analytics, and insights to the investment industry, which occurred on October 3, 2025. The acquisition enhances Diginex’s capabilities in ESG data benchmarking, reporting, and AI-driven analytics, enabling more comprehensive solutions for clients navigating global sustainability regulations and stakeholder demands. Matter, headquartered in Copenhagen, Denmark, brings advanced tools including an intuitive analytics platform for portfolio-level sustainability analysis, flexible API integrations powering platforms like Nasdaq eVestment, and traceable, granular ESG datasets aligned with SDGs and regulatory frameworks.

The transaction, initially outlined in a Memorandum of Understanding signed on May 23, 2025, and formalized through a definitive agreement on August 18, 2025 and addendum on August 29, 2025, values Matter’s equity at $13 million. The purchase price was paid through the issuance of 1,241,496 Diginex ordinary shares (the “Consideration Shares”) originally valued by the parties at $83.77 per share, but adjusted to $10.47 per share as a result of the Diginex bonus share issuance that occurred on September 8, 2025. 1,055,272 Consideration Shares were issued on closing with the balance to be issued 12 months after closing. The Consideration Shares are subject to an 18-month lock-up period. In connection with the acquisition of Matter, Diginex reserved senior management of Matter 238,752 Diginex ordinary shares (the “Management Shares”) The Management Shares will vest in equal proportions on the 12 month and the 24 month anniversary of the closing of the acquisition, provided they are still employed by Matter on both dates. Diginex also issued 62,074 ordinary shares to an unrelated party as an introductory fee in relation to this transaction.

This acquisition positions Diginex to deliver end-to-end ESG solutions, combining Matter’s data depth and transparency with Diginex’s award-winning diginexESG platform, which supports over 19 global standards such as GRI, SASB, and TCFD. The combined offerings will empower financial institutions, governments, and corporations to streamline data collection, enhance reporting accuracy, and drive sustainable investment decisions.

“We are delighted to officially welcome Matter to the Diginex family, marking a transformative milestone in our growth strategy,” said Miles Pelham, Chairman of Diginex. “By merging Matter’s pioneering ESG data expertise with our RegTech innovations in blockchain, AI, and machine learning, we are creating a powerhouse for sustainable finance. This acquisition, from majority owner Nasdaq, not only broadens our market reach but also accelerates our ability to help clients achieve meaningful environmental and social impact.”

“The completion of this acquisition is a pivotal moment for Matter and our team,” said Niels Fibæk, CEO of Matter. “Joining Diginex unlocks new opportunities to scale our analytics and API solutions globally, providing even deeper insights for sustainable investing. Together, we’re poised to lead the industry in transparent, data-driven sustainability.”

The founding management team of Matter will continue operating Matter’s business, ensuring seamless continuity and innovation. Nasdaq, Matter’s shareholder and a key strategic partner, remains a stakeholder in the new business structure.

Diginex was advised on the transaction by Gibson, Dunn & Crutcher LLP, and Lund Elmer Sandager as to matters of Danish law.

About Diginex

Diginex Limited (Nasdaq: DGNX; ISIN KYG286871044), headquartered in London, is a sustainable RegTech business that empowers businesses and governments to streamline ESG, climate, and supply chain data collection and reporting. The Company utilizes blockchain, AI, machine learning and data analysis technology to lead change and increase transparency in corporate regulatory reporting and sustainable finance. Diginex’s products and services solutions enable companies to collect, evaluate and share sustainability data through easy-to-use software. 

The award-winning diginexESG platform supports 19 global frameworks, including GRI (the “Global Reporting Initiative”), SASB (the “Sustainability Accounting Standards Board”), and TCFD (the “Task Force on Climate-related Financial Disclosures”). Clients benefit from end-to-end support, ranging from materiality assessments and data management to stakeholder engagement, report generation and an ESG Ratings Support Service.

For more information, please visit the Company’s website: https://www.diginex.com/.

About Matter

Matter is a pioneering ESG data company that delivers actionable insights to support organizations in achieving their sustainability objectives. Through advanced analytics and reporting, Matter enables businesses to make informed decisions that drive positive environmental and social outcomes. 

For more information, please visit the Company’s website: www.thisismatter.com.

Forward-Looking Statements
Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results disclosed in the Company's filings with the SEC.

Diginex
Investor Relations
Email: ir@diginex.com

IR Contact - Europe
Anna Höffken
Phone: +49.40.609186.0
Email: diginex@kirchhoff.de

IR Contact - US
Jackson Lin
Lambert by LLYC
Phone: +1 (646) 717-4593
Email: jian.lin@llyc.global

FAQ

What did Diginex (DGNX) announce on October 3, 2025 about Matter DK ApS?

Diginex closed an all-share acquisition of Matter on October 3, 2025, valuing Matter's equity at $13 million.

How many Diginex (DGNX) shares were issued for the Matter acquisition and when?

1,241,496 shares were issued as consideration; 1,055,272 were issued at closing and the remainder in 12 months.

What price per share was used for the Matter acquisition in Diginex (DGNX)?

The parties originally valued shares at $83.77 each, adjusted to $10.47 per share after Diginex's September 8, 2025 bonus share issuance.

Are any acquisition-related Diginex (DGNX) shares locked up or subject to vesting?

Yes; consideration shares are subject to an 18‑month lock-up and 238,752 management shares vest in equal parts at 12 and 24 months.

How does the Matter acquisition affect Diginex's ESG capabilities (DGNX)?

It adds Matter's portfolio-level analytics, APIs and granular ESG datasets to Diginex's diginexESG platform, enhancing end-to-end ESG data and reporting.

Did Diginex (DGNX) issue any other shares related to the Matter deal?

Yes; Diginex issued 62,074 ordinary shares to an unrelated party as an introductory fee.