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Form Type: 8-K

Filing Date: 2025-03-20

Corporate Action: Acquisition

Type: New

Accession Number: 000162828025013900

Filing Summary: On March 19, 2025, Bakkt Holdings, Inc. announced the signing of a Cooperation Agreement with Distributed Technologies Research Ltd. (DTR) and its sole stockholder Akshay Naheta. This agreement grants Bakkt exclusive payment processing technology and infrastructure from DTR for its global payments platform. Bakkt holds a Call Option allowing it to acquire 100% of DTR’s capital stock within a year of utilizing DTR’s technology. If Bakkt does not execute this option, a right of first refusal (ROFR) is established for Bakkt to purchase DTR’s equity if it receives external offers. A Put Option is also available, allowing Mr. Naheta to require Bakkt to purchase DTR’s equity if Bakkt processes over $2 billion in payments using DTR’s technology within 18 months. The transaction price will be based on a third-party valuation. Furthermore, Bakkt appointed Akshay Naheta as Co-CEO effective March 21, 2025, alongside Andrew Main, and entered an employment agreement with Naheta involving significant performance-based equity awards.

Document Link: View Document

Additional details:

Date Of Report: 2025-03-19


Company Name: Bakkt Holdings, Inc.


Acquisition Details: Exclusive rights for technology and future equity options with DTR


Call Option Details: Opens a year after starting to process payments using DTR's technology


Put Option Details: Triggered if payments exceed $2 billion in 18 months


Co Ceos: Akshay Naheta and Andrew Main


Employment Terms: Naheta to receive a $100,000 salary and performance-based stock units worth $15 million


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