Exodus to acquire W3C Corp for $175M cash, entering crypto payments infrastructure

Exodus Movement, Inc.

Deal value $175M cash; funded by cash on hand and Galaxy Digital Bitcoin-secured credit facility.
Target includes Monavate (payments infrastructure) and Baanx (non-custodial cards); regulatory approvals required from UK FCA and Bank of Latvia.
Exodus extended $10M loan to seller Garth Howat at 6% interest, secured by equity in W3C.
Entered $60M term loan and $10M delayed-draw loan to W3C at 12% and 6% interest respectively.
Transaction expected to close in 2026; positions Exodus to offer end-to-end card and stablecoin payments.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Exodus Movement, Inc. entered into Pre-Closing Seller Loan with Garth Howat valued at $10 million (effective 2025-11-18).

Action: entry
Agreement: notes offering
Counterparty: Garth Howat
Value: $10 million
Effective: 2025-11-18

Exact text from the filing

On November 18, 2025, concurrently with execution of the Purchase Agreement, the Company entered into a secured promissory note (the “ Pre-Closing Seller Loan ”) with Garth Howat, pursuant to which the Company extended a loan in the principal amount of $10 million to Mr. Howat.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Exodus Movement, Inc. entered into Stock Purchase Agreement with W3C Corp. and Garth Howat valued at approximately $175 million (effective 2025-11-24).

Action: entry
Agreement: equity purchase
Counterparty: W3C Corp. and Garth Howat
Value: approximately $175 million
Effective: 2025-11-24

Exact text from the filing

On November 24, 2025, Exodus Movement, Inc. (the “ Company ”) entered into a Stock Purchase Agreement (the “ Purchase Agreement ”) with W3C Corp. (the “ Target ”) and Garth Howat (“ Seller ”), pursuant to which the Company agreed to acquire from Seller all of the issued and outstanding shares of capital stock of the Target

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Exodus Movement, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-25-297468

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