Galaxy Digital delays BitGo acquisition to later on in 2022

Published at: April 1, 2022

Cryptocurrency investment firm Galaxy Digital has not managed to finalize the acquisition of the digital asset custodian BitGo in the first quarter of 2022 as the firm originally planned.

Galaxy Digital has made some changes to the terms of its acquisition of BitGo, CEO Mike Novogratz announced in an earnings call on Thursday.

“We’ve adjusted the deal some, for progress that BitGo has made,” Novogratz said, noting that BitGo has hired about 150 people since the firms originally signed the deal in May last year.

He added that Galaxy remains committed to “integrating BitGo and becoming an institutional crypto platform” and the companies will continue to work on integration.

According to an official statement, Galaxy Digital and BitGo have renegotiated the acquisition to happen “immediately following” the domestication of Galaxy Digital as a Delaware corporation. The domestication will become effective between Q2 and Q4 of 2022 and is subject to a review process with the United States Securities and Exchange Commission, the firm noted.

In case Galaxy fails to complete the transaction by the end of 2022, the firm undertakes to pay a fee significant fee, the statement reads:

“A reverse termination fee of $100 million will be payable by Galaxy Digital to BitGo in certain circumstances if the transaction has not been completed by December 31, 2022, subject to specific provisions.”

As previously reported by Cointelegraph, Galaxy was planning to close the BitGo acquisition by the end of Q1 2022, paying 33.8 million in newly issued Galaxy shares, or $1.2 billion, and additional $265 million in cash to settle the deal.

The new acquisition terms include 44.8 million newly issued shares and $265 million in cash, implying an aggregate transaction value of approximately $1,158 million based on Galaxy Digital’s closing price on March 30.

In conjunction with the BitGo acquisition, Galaxy also planned to go public in the U.S. in the first three months of 2022. The company previously debuted its first-ever listing on Toronto's TSX Venture Exchange in August 2018.

Galaxy shares significantly tumbled since the company announced the BitGo acquisition, dropping from about $30 to below $12 in January 2022. At the time of writing, the stock is trading at $17, down 14% over the past 24 hours, according to data from TradingView.

Galaxy also reported that its net comprehensive income increased 55% from around $336 million in Q3 2021 to $521 million in Q4 2021. At the same time, net comprehensive income is expected to be a loss of $110 million to $130 million, bringing the to approximately $2.45 billion, the firm added.

The company is known for posting significant losses several times in recent years. In Q2 2021, Galaxy posted a loss of nearly $176 million, with Novogratz stating that the company remained “significantly profitable” in the first half of 2021 as net comprehensive income totaled $684 million.