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TruGolf to Acquire Polymath Research Inc., Bringing Tokenization Innovator to the Public Markets on Nasdaq

(Neutral)

TruGolf (NASDAQ: TRUG) signed an acquisition agreement on August 17, 2026 to acquire Canadian tokenization firm Polymath Research in an all-share transaction, issuing TruGolf Class A common stock and non-voting Series C preferred stock.

Polymath, creator of the Polymesh Layer-1 blockchain for regulated digital securities, generated $4.2 million in revenue and held $21 million in assets in 2025. Polymath shareholders are expected to receive Class A shares equal to approximately 19.9% of TruGolf’s outstanding Class A stock immediately before closing, plus Series C preferred shares determined by the remaining purchase price. TruGolf will also raise $3.0 million in aggregate gross proceeds from existing Series A preferred holders at closing. The combined company will remain listed on Nasdaq, with Polymath CFO Natalie Hirsch becoming CFO and COO. The deal, unanimously approved by both boards, is targeted to close in Q3 2026, subject to customary conditions, including TruGolf maintaining at least $10.0 million in market value of listed securities for ten consecutive trading days and securing required consents and approvals.

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Positive

  • Stock-for-stock acquisition of Polymath adds regulated blockchain tokenization platform to TruGolf
  • Polymath 2025 revenue of $4.2 million and assets of $21 million join TruGolf
  • Equity consideration preserves TruGolf cash; Polymath holders receive TruGolf stock instead of cash
  • Concurrent $3.0 million raise from existing Series A preferred holders at closing
  • Unanimous board approvals at both TruGolf and Polymath support transaction completion
  • Polymath CFO Natalie Hirsch to become CFO and COO of the combined Nasdaq-listed company

Negative

  • Dilution risk as Polymath shareholders receive ~19.9% of TruGolf Class A shares pre-closing plus Series C preferred
  • Closing contingent on TruGolf maintaining at least $10.0 million market value of listed securities for 10 consecutive trading days
  • Transaction completion risk due to required regulatory and third-party consents and approvals
  • No disclosed purchase price or detailed financial impact limits visibility into valuation and accretion/dilution

News Explained

The signed acquisition remains subject to closing conditions; if completed, issuing Polymath shareholders Class A shares equal to approximately 19.9% of TruGolf’s pre-closing Class A shares would increase the share count and reduce existing holders’ percentage ownership.

Market reaction after acquisition agreement: TRUG +6.49%

+6.49% $1.64 6538.4x vol
15m delay
+6.49% Vs previous close
-17.3% Trough in 6 min
$1.64 Last Price
$1.46 $2.41 Day Range
$2.29M Market Cap
6538.4x Rel. Volume

Following this news, TRUG has gained 6.49%, reflecting a notable positive market reaction. Argus tracked a trough of -17.3% from its starting point during tracking. Our momentum scanner has triggered 76 alerts so far, indicating high trading interest and price volatility. The stock is currently trading at $1.64. Trading volume is exceptionally heavy at 6538.4x the average, suggesting very strong buying interest.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Market Context

The stock is surging +27.9% following this news. TRUG's prior acquisition generated a -0.38% 24-hour...
Analysis

The stock is surging +27.9% following this news. TRUG's prior acquisition generated a -0.38% 24-hour reaction. This transaction adds a tokenization platform and concurrent financing, while the active S-3 shelf remains a sourced dilution consideration.

Key Figures

Polymath revenue: $4.2 million Polymath assets: $21 million Gross proceeds: $3.0 million +5 more
8 metrics
Polymath revenue $4.2 million 2025
Polymath assets $21 million 2025
Gross proceeds $3.0 million Raised from existing Series A preferred stock holders at closing
Class A shares issued Approximately 19.9% Of total outstanding TruGolf Class A common shares immediately prior to closing
Expected closing Third quarter of 2026 Subject to customary closing conditions
Minimum market value condition $10.0 million Required for at least ten consecutive trading days
Trading-day requirement Ten consecutive trading days Minimum listed-securities market value closing condition
Acquisition agreement date August 17, 2026 Date the TruGolf-Polymath agreement was dated

Previous Acquisition Reports

1 past event · Latest: Jun 11 (Positive)
Same Type Pattern 1 events
Date Event Sentiment 24h Move Catalyst
Jun 11 AI firm acquisition Positive -0.4% Acquisition of AI and machine learning engineering firm mlSpatial

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

The tag-specific acquisition history showed a -0.38% 24-hour reaction, diverging from the positive acquisition announcement.

Key Terms

layer-1 blockchain, tokenization, regulated digital securities, alternative trading systems (ATS)
4 terms
layer-1 blockchain technical
"Polymath sits at the forefront of that shift as the creator of Polymesh, an institutional-grade, purpose-built Layer-1 blockchain"
A layer-1 blockchain is the base network that records and finalizes transactions and enforces rules for a digital ledger, acting like the operating system or road network for all activity built on top of it. It matters to investors because its speed, security, transaction costs and ability to host applications directly affect user adoption and the value of tokens or services that rely on that network; stronger, more scalable base layers tend to attract more activity and investment.
tokenization financial
"Tokenization, representing real-world assets such as securities, funds, and private investments as digital tokens"
Tokenization is the process of converting real-world assets or rights into digital tokens stored on a computer network. This allows assets, such as property or investments, to be divided into smaller parts, making them easier to buy, sell, or transfer electronically. For investors, tokenization can increase access to a wider range of investments and make transactions faster and more efficient.
regulated digital securities regulatory
"focused on the issuance, compliance and lifecycle management of regulated digital securities"
Digital tokens that represent ownership or claims in assets (like equity, debt, or funds) but are issued, transferred, and governed under existing securities laws and regulatory frameworks. They matter to investors because they combine the legal protections and disclosure requirements of traditional securities with blockchain-style features such as faster settlement, automated rules, and easier fractional ownership — think of an electronic stock certificate that also has built-in, enforceable programmatic controls.
alternative trading systems (ATS) regulatory
"regulated investment dealers and alternative trading systems (ATS) for digital assets"
Alternative trading systems (ATS) are privately operated trading venues that match buyers and sellers of stocks and other securities outside traditional public exchanges. Think of them as specialized online marketplaces or matching apps that can offer faster trades, lower fees, or different rules; they matter to investors because they affect where orders are filled, the prices investors get, and overall market liquidity and transparency.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Polymath to become one of the first Layer-1 Blockchain companies in the public markets on the NASDAQ Stock Exchange via a business combination with TruGolf Holdings, Inc., making institutional-grade tokenization accessible to the financial industry at scale.

Salt Lake City, Utah, and Toronto, Canada, Aug. 18, 2026 (GLOBE NEWSWIRE) -- TruGolf Holdings, Inc. (“TruGolf” or the “Company”) (NASDAQ: TRUG) and Polymath Research Inc. (“Polymath”), a privately-held Canadian technology company focused on the issuance, compliance and lifecycle management of regulated digital securities and other tokenized financial instruments, today jointly announced that they have entered into an acquisition agreement dated August 17, 2026, pursuant to which TruGolf will acquire Polymath in exchange for shares of TruGolf Class A common stock and non-voting Series C preferred stock (the “Transaction”). The Transaction will bring one of the first regulated, purpose-built blockchains for tokenized securities to the public markets, positioning the combined company at the center of a fundamental shift in how the world’s financial assets are issued, traded, and owned.

Tokenization, representing real-world assets such as securities, funds, and private investments as digital tokens on a blockchain, is widely regarded as one of the most significant shifts underway in global capital markets, with the potential to make traditionally illiquid assets faster to issue, cheaper to administer, and tradable around the clock. Polymath sits at the forefront of that shift as the creator of Polymesh, an institutional-grade, purpose-built Layer-1 blockchain designed specifically for regulated assets. Unlike general-purpose blockchains, Polymesh builds compliance, identity verification, and governance requirements directly into the base layer of the chain, enabling banks, asset managers, and other regulated institutions to issue and manage tokenized securities within existing legal frameworks. Following its acquisition of Polymesh Labs earlier this year, Polymath unified the blockchain and its tokenization platform under one roof, giving institutions a single, end-to-end path to issue and manage regulated assets on-chain. Polymath had revenues of $4.2 million in 2025 and assets totaling $21 million.

Through the combination, Polymath will join the public markets as part of TruGolf, which will remain listed on Nasdaq. Polymath’s shareholders will become stockholders of the combined company, receiving a mix of TruGolf Class A common stock and non-voting Series C preferred stock as consideration.

Additionally, in connection with the Transaction, TruGolf will raise aggregate gross proceeds of $3.0 million (in stated value) from existing holders of TruGolf’s Series A preferred stock concurrently with the closing.

Brenner Adams, TruGolf’s Chairman of the Board, said, “This acquisition marks an exciting new chapter of growth for TruGolf. Our Company will now have exposure to one of the fastest-growing areas of financial infrastructure while the golf simulation business continues to operate with full focus and continuity. We believe tokenization is where capital markets are headed, and Polymath has spent nearly a decade building the compliant infrastructure institutions need to get there. Bringing that platform into a public company gives it the credibility and access to capital to accelerate institutional adoption and positions our shareholders to benefit as that market matures. Combining two growing, distinct businesses should accelerate TruGolf’s path to profitability. We believe this path will provide the best opportunity for our stakeholders to receive the appropriate valuation in the marketplace for our company.”

Natalie Hirsch, Chief Financial Officer of Polymath, who will serve as Chief Financial Officer and Chief Operating Officer of the combined company following closing, added:

“This transaction marks a pivotal moment for Polymath and the broader tokenization industry as a whole. Becoming part of a NASDAQ-listed company will give us the transparency, credibility, and access to capital that institutional partners have come to expect. We built Polymath to make regulated digital securities practical at scale, and this milestone validates years of disciplined work by our team. As we bring our purpose-built infrastructure to the public markets, we look forward to supporting institutional adoption of tokenized real-world assets.”

Natalie Hirsch is a finance and operations leader with more than 15 years of experience across public and private companies in fintech, enterprise software, and e-commerce. As CFO of Polymath for the past two years, Hirsch drives strategic planning, financial modeling, and scaling operations to fuel growth in the tokenization space. Previously, Hirsch served as Interim CEO and COO of AnalytixInsight Inc. (TSXV), overseeing global operations and serving on the board of its Italian fintech subsidiary. Before that, she spent more than four years at Coinsquare as Vice President of Operations, where she played a key role in establishing and scaling one of Canada’s first regulated investment dealers and alternative trading systems (ATS) for digital assets, helping bridge the gap between traditional capital markets and emerging blockchain infrastructure. A CPA, CA and PMP, Hirsch holds an MBA with honors from Tel Aviv University’s Recanati School of Business and a Master’s in Management & Professional Accounting from the Rotman School of Management at the University of Toronto.

As consideration for the Transaction, the shareholders of Polymath (will receive such number of shares of Class A common stock of TruGolf equal to approximately 19.9% of the total outstanding TruGolf Class A common shares immediately prior to closing, together with shares of non-voting Series C preferred stock, the number of which will be determined based on the balance of the total purchase price payable, less the TruGolf Class A common shares issued at closing, divided by the number of issued and outstanding shares of Polymath immediately before the closing.

Closing Conditions and Further Information

The Transaction has been unanimously approved by the boards of directors of both TruGolf and Polymath and is expected to close in the third quarter of 2026, subject to customary closing conditions, including TruGolf maintaining a minimum market value of listed securities of at least $10.0 million for a period of at least ten consecutive trading days, receipt of all requisite regulatory and third-party consents, waivers, and approvals for the closing, as applicable. There can be no assurance that the Transaction will be completed as proposed or at all.

Further details of the Transaction can be found in the Company’s Form 8-K filed on Edgar on August 18, 2026.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the United States. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws and may not be offered or sold in the United States or to the account or benefit of a U.S. person absent an exemption from the registration requirements of the 1933 Act.

Contact Information: 
  
TruGolf Holdings, Inc.
60 North 1400 West
Centerville, Utah 84014
917-886-9071
Email: mbacal@darrowir.com
Polymath Research Inc.
100 King Street West, Suite 5700,
Toronto, Ontario, Canada, M5X 1C7
Email: ir@polymath.network


About the Company

Since 1983, TruGolf has been passionate about driving the golf industry forward with innovative indoor golf solutions. TruGolf builds products that capture the spirit of golf. TruGolf’s mission is to help grow the game by making it more available, approachable, and affordable through technology, because TruGolf believes that golf is for everyone. TruGolf’s team has built award-winning video games, innovative hardware solutions, and an all-new e-sports platform to connect golfers around the world with E6 CONNECT. Since TruGolf’s beginning, TruGolf has continued to attempt to define and redefine what is possible with golf technology.

About Polymath

Polymath is a privately-held Canadian technology company that develops enterprise-grade capital markets infrastructure for the issuance, compliance, and lifecycle management of regulated digital securities and other tokenized financial instruments for private and institutional markets.

Polymath enables issuers, investors, and market participants to create and manage tokenized representations of real-world assets within compliant frameworks, supporting investor onboarding, regulatory controls, and post-issuance administration across private and institutional markets.

With a strong history of building blockchain-based capital markets infrastructure, Polymath’s technology is designed to support scalable, compliant deployment of tokenized securities across a variety of asset classes, including real-world assets, private equity, and structured financial products.

Polymath’s solutions are purpose-built for institutional adoption and evolving regulatory environments.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, including Section 27A of the 1933 Act, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, as well as forward-looking information within the meaning of applicable securities laws. Forward-looking statements are statements that are not historical facts and include statements regarding beliefs, plans, expectations, intentions, estimates, projections, or assumptions regarding future events or performance.

Forward-looking statements in this press release include, but are not limited to, statements regarding: the completion of the Transaction; the structure and timing of the Transaction and the financing, including the amalgamation; the issuance and conversion of the TruGolf Common Shares and Series C Preferred Shares; the completion, size, and use of proceeds of the financing; anticipated timing of any changes to management roles; anticipated changes to the Board and management of TruGolf; and the satisfaction of closing conditions, regulatory approvals, and other approvals required to consummate the Transaction.

Forward-looking statements are generally identified by words such as “anticipates,” “believes,” “expects,” “intends,” “plans,” “projects,” “estimates,” “may,” “will,” “would,” “could,” “should,” and similar expressions or the negative thereof. These statements are based on current expectations, assumptions, and estimates of management as of the date of this press release and involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or developments to differ materially from those expressed or implied by such forward-looking statements.

Factors that could cause actual results to differ materially from those contemplated by the forward-looking statements include, among others: the failure to complete the Transaction or the financing on the terms described or at all; the inability to satisfy closing conditions or obtain required regulatory, exchange, or shareholder approvals; changes in market conditions; risks related to the issuance, conversion, and dilution effects of equity securities; risks related to digital assets and token-related initiatives; execution risks associated with integrating Polymath’s business following the closing; changes in applicable laws or regulations; competitive pressures; general economic and business conditions; and other risks and uncertainties described from time to time in TruGolf’s filings with the Securities and Exchange Commission.

Although management believes that the assumptions and expectations reflected in the forward-looking statements are reasonable as of the date hereof, no assurance can be given that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and TruGolf undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law. 


FAQ

What is the TruGolf (NASDAQ: TRUG) acquisition of Polymath Research announced on August 18, 2026?

TruGolf agreed to acquire Polymath Research in an all-share transaction, issuing Class A common and non-voting Series C preferred stock. According to TruGolf, the deal will bring Polymath’s institutional tokenization blockchain, Polymesh, into a Nasdaq-listed company while TruGolf remains publicly traded.

How much TruGolf (TRUG) equity will Polymath shareholders receive in the acquisition?

Polymath shareholders are expected to receive TruGolf Class A shares equal to about 19.9% of outstanding Class A shares immediately before closing. According to TruGolf, they will also receive Series C preferred shares, with amounts based on the remaining purchase price and Polymath’s outstanding shares.

When is the TruGolf and Polymath (TRUG) acquisition expected to close and what are the key conditions?

The acquisition is expected to close in the third quarter of 2026, subject to conditions. According to TruGolf, it must maintain at least $10.0 million market value of listed securities for ten consecutive trading days and obtain required regulatory and third-party consents and approvals.

What are Polymath’s financials that TruGolf (TRUG) investors should know about?

Polymath reported 2025 revenue of $4.2 million and assets totaling $21 million. According to TruGolf, these figures reflect Polymath’s tokenization and blockchain business, including its Polymesh Layer-1 infrastructure for regulated digital securities and other tokenized financial instruments.

How will the TruGolf (TRUG) acquisition of Polymath impact existing shareholders?

Existing shareholders will experience dilution as new Class A and Series C shares are issued to Polymath holders. According to TruGolf, Polymath shareholders will own about 19.9% of pre-closing Class A shares, while TruGolf also raises $3.0 million from existing Series A preferred holders.

What new business will TruGolf (TRUG) gain through acquiring Polymath Research?

TruGolf will gain Polymath’s regulated tokenization platform and its Polymesh Layer-1 blockchain for digital securities. According to TruGolf, this adds institutional-grade infrastructure for issuing and managing tokenized real-world assets alongside TruGolf’s existing indoor golf simulation business.

Who will be the CFO and COO of the combined TruGolf (TRUG) and Polymath company?

Polymath Chief Financial Officer Natalie Hirsch will become CFO and Chief Operating Officer of the combined company after closing. According to TruGolf, she brings over 15 years of finance and operations experience across fintech, enterprise software, e-commerce, and regulated digital asset platforms.