DigiAsia Corp. (FAAS) reports an update on its proposed multi-step transaction with PayMate India Limited. DigiAsia, its subsidiary DigiAsia Bios Pte Ltd, and PayMate have agreed to extend the closing timeline by 60 days beyond the previously disclosed First Long Stop Date under the Share Purchase Agreement.
The first closing is now required to occur within 60 Business Days of the revised First Long Stop Date, with the second closing to occur the next business day or within 30 Business Days thereafter, as mutually agreed. Completion remains subject to funding, regulatory approvals, consents, final closing mechanics, and DigiAsia shareholder approval. DigiAsia states it expects closure within the next 60 days but emphasizes there is no assurance the transaction will close on the contemplated terms, ownership structure, or within the revised timeline.
DigiAsia Corp. has entered into definitive agreements for a proposed multi-step transaction with PayMate India Limited. DigiAsia plans to sell 100% of its subsidiary DigiAsia Bios to a PayMate subsidiary in exchange for 248,000 shares of that subsidiary and later 116,944,300 PayMate shares, which would equal about 49% of PayMate on a fully diluted basis. The first closing must occur within 60 business days of the SPA, with the second closing within 30 business days after that. Both closings are subject to funding, regulatory consents, and a voluntary DigiAsia shareholder approval, and there is no assurance the transaction will be completed.
DigiAsia Corp. received an amended ownership report from Arena Investors and related entities showing they now report beneficial ownership of 0 ordinary shares, or 0.0% of the class. The filing notes that, following DigiAsia’s Form 25 filed on September 22, 2025, the reporting group no longer owns more than 5% of the company’s ordinary shares.
The reporting persons also certify that the securities were not acquired or held for the purpose of changing or influencing control of DigiAsia, and that they are not participating in any transaction intended to influence control, other than potential activities solely related to director nomination rules.
DigiAsia Corp. reports a change in its independent auditor. EC Barrett, LLC resigned as the company’s auditor on October 15, 2025 after determining that scope limitations during its audit prevented it from obtaining sufficient appropriate audit evidence to complete the engagement in accordance with generally accepted auditing standards. On November 15, 2025, after approval by the Board of Directors and its Audit Committee, DigiAsia appointed Mercurius & Associates LLP as the new independent registered public accounting firm, with the engagement effective November 26, 2025.
The company states that its decision to appoint Mercurius was not due to any disagreement with EC Barrett on accounting principles, practices, or financial statement disclosure. DigiAsia also notes that it did not consult Mercurius on accounting or auditing matters before the engagement. EC Barrett’s response letter to the U.S. Securities and Exchange Commission is included as an exhibit.