Highlights:

  • Orangekloud Technology signs LOI with Orbis for potential acquisition of VeVe marketplace.
  • Reverse merger could result in Orbis shareholders holding majority stake in Orangekloud.
  • Definitive agreement expected around February 28, 2026, as terms are finalized.

Orangekloud Technology Inc. (NASDAQ:ORKT), a Singapore-based firm providing the eMOBIQ® No-Code platform, announced the signing of a non-binding Letter of Intent (LOI) with New Zealand-based Orbis Technology Limited. The LOI outlines plans for a potential reverse merger involving VeVe, Orbis’s flagship consumer-facing brand and marketplace.

Orbis operates as a global digital intellectual property (IP) infrastructure company, enabling brands to issue, authenticate, and monetise licensed digital assets at scale. Its operations cover IP ingestion, rights management, marketplace infrastructure, and secondary-market monetisation. VeVe serves as a distribution and demand engine for the company’s underlying IP infrastructure.

Structure of the Reverse Merger Transaction
Under the proposed arrangement, Orangekloud would acquire the entire issued share capital and undertaking of Orbis through the private issuance and sale of company shares. Following the merger, the co-founders and shareholders of Orbis would collectively hold the majority of issued shares in Orangekloud, while current Orangekloud shareholders would retain a minority stake. The company plans to maintain its dual-class share structure after the transaction.

Timeline and Next Steps
Both parties are working to finalize the terms of the deal, with a definitive implementation agreement expected on or around February 28, 2026. The LOI remains non-binding, and final approvals will be subject to standard regulatory and corporate processes.

Stock Performance
ORKT closed at 1.02 USD, down 1.92% on February 10, 2026.

Orangekloud Technology is in a transitional phase as it negotiates a reverse merger with VeVe under Orbis Technology. The deal could significantly restructure shareholder composition while maintaining the existing dual-class structure. Market watchers are tracking progress toward the expected definitive agreement by the end of February 2026.

FAQs
Q1. What is the current shareholding expectation after the merger?
Orbis co-founders and shareholders are expected to hold the majority of shares in Orangekloud, while existing shareholders retain a minority stake.

Q2. When is the definitive agreement expected?
The parties aim to finalize the transaction agreement on or around February 28, 2026.

Q3. What sectors does Orangekloud serve with its eMOBIQ® platform?
The company’s platform targets SMEs and corporations across Food Services, Manufacturing, Precision Engineering, and Construction sectors.