Details of the Acquisition

Under the terms of the definitive agreement, Bakkt will issue shares of its Class A common stock representing 31.5% of the “Bakkt Share Number,” a figure outlined in the previous Cooperation Agreement filed with the Securities and Exchange Commission on March 19, 2025. Currently, this translates to approximately 9,128,682 shares being allocated to DTR shareholders, which includes DTR's CEO, Akshay Naheta. The final share count will be contingent upon the Cooperation Agreement and may adjust prior to closing.

The acquisition is expected to significantly enhance Bakkt's market position by accelerating its time-to-market for stablecoin settlement solutions and reducing reliance on third-party resources. This strategic move is poised to foster future revenue growth across various payment and banking applications.

Conditions and Approvals

The completion of this transaction is subject to customary closing conditions, including the necessary regulatory approvals and approval from Bakkt’s stockholders. The deal has undergone rigorous negotiations and evaluations by an independent special committee of Bakkt's Board of Directors, consisting of Colleen Brown and Mike Alfred, ensuring strong governance throughout the process.

Intercontinental Exchange, Inc., which owns approximately 31% of Bakkt’s outstanding Class A common stock, has committed to vote in favor of the transaction.

Corporate Rebranding and Future Plans

In a related move, Bakkt announced plans to change its corporate name to “Bakkt, Inc.” effective January 22, 2026. Following this name change, the company will continue trading on the New York Stock Exchange under the ticker symbol BKKT.

“We are pleased to welcome DTR to Bakkt,” stated Colleen Brown, a director and member of the special committee. “This transaction embodies Bakkt’s transformation toward programmable money and advances our global financial infrastructure. It sets the groundwork for our next growth phase.”

Insights from Leadership

Mike Alfred, also a director on the special committee, emphasized the alignment of DTR's technology with the future of digital payments, stating, “Our previous integration work highlighted the strategic fit. This acquisition is crucial for enhancing our stablecoin settlement infrastructure and launching our neobanking initiative.”

Akshay Naheta, CEO of Bakkt and founder of DTR, remarked, “Integrating DTR into Bakkt finalizes our goal to transform into a unified global financial platform. This partnership will unlock new efficiencies for financial institutions and users worldwide, accelerating our integration and partner engagement as we enter 2026.”

Upcoming Investor Day

In addition, Bakkt plans to host an Investor Day on March 17, 2026, where additional details regarding the acquisition and future strategies will be shared.

About Bakkt

Founded in 2018, Bakkt is building a robust financial infrastructure aimed at facilitating institutional participation in the digital asset economy. The company offers a range of solutions, including support for Bitcoin, tokenization, stablecoin payments, and AI-driven finance. Positioned at the forefront of a transformative era in finance, Bakkt is committed to maintaining the scale, security, and regulatory compliance required by global institutions.

To learn more about Bakkt, visit Bakkt's official website.

Contact Information

Investor Relations: Yujia Zhai, Orange Group, yujia@orangegroupadvisors.com

Media Inquiries: Luna PR, Gregor@lunapr.io, Laura@lunapr.io

Cautionary Note

This release contains forward-looking statements regarding Bakkt's expectations about the timing and completion of the acquisition along with other projections. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. Stakeholders are urged to consider these factors when assessing the forward-looking statements made herein.