Galaxy Digital Holdings Ltd. announced that the U.S. Securities and Exchange Commission (“SEC”) has declared effective the Registration Statement on Form S-4 (File No. 333-262378) (as amended, the “Registration Statement”) relating to the Company’s previously announced reorganization and domestication from the Cayman Islands to Delaware (together with related transactions, the “Reorganization”) and proposed listing on the Nasdaq Global Select Market (“Nasdaq”) of Class A common stock of Galaxy Digital Inc., a new Delaware holding company (“New Pubco”).
“We’re pleased to announce the effectiveness of our registration statement with the SEC,” said Mike Novogratz, CEO and Founder of Galaxy. “This marks an important milestone for Galaxy, as we take a significant step toward advancing our mission of driving innovation and growth across digital assets and artificial intelligence infrastructure. We look forward to completing the transaction this quarter.”
A special meeting of the Company’s shareholders to approve the Reorganization (the “Special Meeting”) will be held on May 9, 2025 at 10:00 a.m. Eastern Time. Galaxy anticipates listing on Nasdaq under the ticker symbol GLXY shortly after the Special Meeting, contingent on completing the Reorganization.
Holders of record of the Company’s ordinary shares as of the close of business on April 7, 2025 (the “Record Date”) are entitled to notice of the Special Meeting and to vote at the Special Meeting. Galaxy will be filing a Canadian management information circular (the “Management Information Circular”) and the prospectus, which will be promptly mailed to shareholders and made available under Galaxy’s profile at SEDAR+ at www.sedarplus.ca. A Frequently Asked Questions document can also be accessed on the Company’s Investor Relations website.
The parties anticipate that the Reorganization will close in mid-May, subject to the approval by the shareholders of the Company and the Toronto Stock Exchange (the “TSX”). The Nasdaq listing is subject to the closing of the Reorganization and fulfillment of all Nasdaq listing requirements. For a period of time following the consummation of the Reorganization, and immediately following New Pubco’s intended listing on the Nasdaq, New Pubco will remain listed on the TSX.
Source: Galaxy Digital
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