VerifyMe, Inc. Announces Strategic Merger with Open World Ltd., Targeting Web3 Tokenization and AI‑Driven Logistics

VRME
January 05, 2026

VerifyMe, Inc. (NASDAQ: VRME) entered into a letter of intent on January 2, 2026, and publicly announced the deal on January 5, 2026. The transaction will create a new publicly traded company that combines VerifyMe’s precision logistics and brand‑protection platform with Open World Ltd.’s on‑chain tokenization and blockchain infrastructure. Under the terms, Open World shareholders will own roughly 90 % of the combined entity, while VerifyMe shareholders will hold about 10 %. Matt Shaw, co‑founder and CEO of Open World, will serve as CEO and Chairman of the new company, and VerifyMe’s CEO Adam Stedham will retain a leadership role.

The merger represents a strategic pivot for VerifyMe, which has historically focused on authentication and logistics software. Recent quarterly results showed a decline in total revenue to $5.0 million in Q3 2025, down 7.4 % from $5.4 million in Q3 2024, largely due to the loss of two proactive customers. However, the Precision Logistics segment—accounting for 99 % of revenue—posted a 3.2 % sequential increase, reflecting stronger demand for time‑and‑temperature‑sensitive shipments. Net loss widened to $3.4 million in Q3 2025 from $2.4 million in Q3 2024, driven by a $3.9 million non‑cash impairment related to the PeriShip business. Gross margin improved to 41 % from 35 % in the prior year, indicating pricing power in the high‑margin logistics platform.

Management highlighted that the merger will unlock new revenue streams by integrating VerifyMe’s AI‑driven logistics analytics with Open World’s enterprise‑grade tokenization platform. CEO Adam Stedham said, “Digital asset adoption is entering a new phase where verifiable identity, provenance and trusted data are essential. This merger strengthens Open World’s ability to deliver enterprise‑ready tokenization and the compliance‑grade infrastructure needed for a tokenized future.” The combined entity aims to offer secure, on‑chain solutions for real‑world asset tokenization, expanding beyond VerifyMe’s former FedEx‑centric model into a broader Web3 market.

The market reacted strongly to the announcement, with analysts noting the strategic fit and the potential to capture growth in the rapidly expanding tokenization sector. The merger is expected to create synergies in data management, security, and compliance, positioning the new company to serve institutional clients seeking blockchain‑enabled supply‑chain visibility. Investors view the deal as a way to diversify VerifyMe’s revenue base and accelerate adoption of its precision logistics platform in new verticals.

The transaction is anticipated to close within 60 days, subject to customary regulatory and shareholder approvals. The new entity will be listed on the Nasdaq under a new ticker, and the combined company will pursue a growth strategy that leverages both firms’ strengths in data integrity, security, and blockchain technology.

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