Diginex (NASDAQ: DGNX) pushes Resulticks acquisition cutoff to June 12

Rhea-AI Filing Summary

Diginex Limited has extended the deadline to close its proposed all-share acquisition of Resulticks Global Companies Pte. Limited. Under the original Sale and Purchase Agreement signed on April 16, 2026, the deal was required to close by May 29, 2026.

The parties have now moved this “Long Stop Date” to June 12, 2026 to allow more time to complete the remaining closing conditions. The acquisition still depends on these conditions being satisfied or waived, and the company notes there is no assurance the transaction will ultimately be completed.

Insights

M&A analyst

Diginex gets two-week extension to complete the Resulticks all-share acquisition, but closing remains uncertain.

Diginex and the Resulticks sellers agreed to extend the deal’s Long Stop Date from May 29, 2026 to June 12, 2026. This gives them additional time to meet the remaining closing conditions specified in the Sale and Purchase Agreement.

The filing emphasizes that the acquisition is still contingent on those conditions being satisfied or waived and explicitly states there is no assurance the transaction will be completed. This makes the update procedural rather than transformational; its impact will depend on whether future disclosures confirm closing or termination.

Key Figures

Original Long Stop Date: May 29, 2026 Extended Long Stop Date: June 12, 2026 SPA signing date: April 16, 2026

3 metrics

Original Long Stop Date May 29, 2026 Initial deadline to close Resulticks acquisition in SPA

Extended Long Stop Date June 12, 2026 New deadline to close Resulticks acquisition

SPA signing date April 16, 2026 Date Diginex agreed to acquire Resulticks

Key Terms

Long Stop Date, all-share acquisition, closing conditions, Form S-8

4 terms

Long Stop Date financial

"The SPA provided that the Acquisition was required to close on or before May 29, 2026 (the “Long Stop Date”)."

A long stop date is the final deadline in a transaction or agreement by which all required steps, approvals, or conditions must be completed; if they are not met by that date the deal can be cancelled or renegotiated. Think of it as the ‘last call’ expiry on a plan—investors pay attention because it creates a clear risk of termination, timing for cash flows, and potential changes to valuation or strategy if milestones are missed.

all-share acquisition financial

"Diginex agreed to acquire ... Resulticks ... in an all-share acquisition of Resulticks (the “Acquisition”)."

closing conditions financial

"additional time to satisfy the remaining closing conditions related to the Acquisition."

Closing conditions are specific requirements or steps that must be met before a financial deal or transaction can be finalized. They act like a checklist that ensures all necessary details are confirmed and agreed upon, giving both parties confidence that the deal is ready to be completed. Meeting these conditions is essential for the transaction to move forward smoothly and successfully.

Form S-8 regulatory

"incorporated by reference into the Company’s registration statement on Form S-8 (File No. 333-292968)"

A Form S-8 is a U.S. Securities and Exchange Commission registration that lets a public company set aside shares for employee benefit plans and stock-based compensation. Think of it as opening a dedicated account that authorizes the company to issue or reserve stock for workers and directors; it matters to investors because it enables share dilution when those awards are granted or exercised and signals how management is compensated and incentivized.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number: 001-42459

DIGINEX LIMITED

(Exact name of Registrant as specified in its charter)

Not Applicable

(Translation of registrant’s name into English)

25 Wilton Road, Victoria

London

Greater London

SW1V 1LW

United Kingdom

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Extension of Long Stop Date for Proposed Acquisition of Resulticks

As previously disclosed, Diginex Limited (“Diginex”) entered into a Sale and Purchase Agreement, dated April 16, 2026 (the “SPA”) with the several sellers party thereto (collectively, the “Sellers” and collectively with Diginex the “Parties”), pursuant to which Diginex agreed to acquire from the Sellers all of the issued and outstanding share capital of Resulticks Global Companies Pte. Limited and its subsidiaries (“Resulticks”) in an all-share acquisition of Resulticks (the “Acquisition”). The SPA provided that the Acquisition was required to close on or before May 29, 2026 (the “Long Stop Date”).

The Parties today agreed to extend the Long Stop Date in the SPA from May 29, 2026 to June 12, 2026. The extension is intended to provide the Parties additional time to satisfy the remaining closing conditions related to the Acquisition.

The Acquisition remains subject to the satisfaction or waiver of applicable closing conditions contained in the SPA. There can be no assurance that the Acquisition will ultimately be completed.

This Report on Form 6-K is hereby incorporated by reference into the Company’s registration statement on Form S-8 (File No. 333-292968), filed with the Securities and Exchange Commission on January 27, 2026, and shall be a part thereof from the date on which this Report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	DIGINEX LIMITED
Date: May 29, 2026		/s/ Lubomila Jordanova
	Name:	Lubomila Jordanova
	Title:	Chief Executive Officer
		(Principal Executive Officer)

FAQ

What did Diginex (DGNX) announce regarding the Resulticks acquisition?

Diginex announced a two-week extension of the deadline to close its all-share acquisition of Resulticks, moving the Long Stop Date from May 29, 2026 to June 12, 2026, to allow more time to satisfy remaining closing conditions.

What is the new Long Stop Date for Diginex’s acquisition of Resulticks?

The new Long Stop Date for the Resulticks acquisition is June 12, 2026. This replaces the prior deadline of May 29, 2026 and is intended to provide extra time to complete the remaining conditions required for closing under the Sale and Purchase Agreement.

Is Diginex’s acquisition of Resulticks guaranteed to close?

The acquisition is not guaranteed to close. Diginex states the deal remains subject to the satisfaction or waiver of specific closing conditions in the Sale and Purchase Agreement and cautions there can be no assurance the acquisition will ultimately be completed.

How is the Resulticks acquisition structured for Diginex (DGNX)?

The Resulticks acquisition is structured as an all-share transaction. Diginex agreed to acquire all issued and outstanding share capital of Resulticks Global Companies Pte. Limited and its subsidiaries from the sellers in exchange for Diginex shares, subject to agreed closing conditions.

How does this 6-K relate to Diginex’s Form S-8 registration?

This report on Form 6-K is incorporated by reference into Diginex’s Form S-8 registration statement (File No. 333-292968). It becomes part of that registration from the date it is furnished, unless later documents filed or furnished supersede its disclosures.