VerifyMe (NASDAQ:VRME) and Open World Enter Letter of Intent for Strategic Merger

January 5, 2026 — Leads & Copy — VerifyMe, Inc. (NASDAQ: VRME) and Open World Ltd. have entered into a letter of intent to complete a strategic merger. The combined company is expected to be publicly traded on Nasdaq under a new ticker symbol.

Open World and VerifyMe provide critical infrastructure for the digital economy. Open World has been building the foundational layer for real-world asset (RWA) tokenization and enterprise-grade blockchain applications. VerifyMe specializes in precision logistics for regulated and time-critical products, and authentication solutions that deter counterfeit and diversion activities.

The combined platform will leverage Open World’s expertise in token launches, compliance frameworks, and market infrastructure with VerifyMe’s capabilities, engineered for agentic AI, where autonomous systems depend on verified identity, secure data, and trusted on-chain provenance. Open World aims to unlock a compliant operating system for enterprise-grade RWA tokenization.

The announcement follows Open World’s partnership with Abstract to launch a compliant tokenization engine for infrastructure-grade RWAs, advancing the technical and institutional foundations for these assets to participate in secure digital markets.

Matt Shaw, co-founder and CEO of Open World, who will become CEO and Chairman of the combined company, stated that this merger marks a major milestone for Open World. He noted Open World’s experience as a token launch, innovation, and go-to-market partner for Tier-1 Web3 protocols representing over $65 billion in on-chain value. Shaw said the company is extending that playbook into enterprise applications with real-world impact by combining logistics expertise with on-chain security and AI-driven frameworks.

Open World aims to be the preeminent provider of digital asset products and solutions that connect real-world use cases and bring them to life on-chain. This includes collaborating with sovereign entities to develop compliant, yield-bearing stablecoins and enabling value capture from national reserves and other strategic assets through tokenization. Open World also partners with enterprises to power on-chain innovation, unlocking liquidity, transparency, and efficient market infrastructure for analog markets. The combined company will deliver turnkey, compliance-ready infrastructure that addresses barriers to digital asset adoption: identity, security, regulatory alignment, and trust.

Adam Stedham, CEO and President of VerifyMe, stated that digital asset adoption is entering a new phase where verifiable identity, provenance, and trusted data are essential. He believes this merger strengthens Open World’s ability to deliver enterprise-ready tokenization and compliance-grade infrastructure for a tokenized future.

The letter of intent contains a 60-day exclusivity period for due diligence and negotiating a definitive merger agreement. The merger agreement will contain customary closing conditions, including approval by the boards and securityholders of both companies, regulatory approvals, and Nasdaq listing requirements. It is expected that Open World’s shareholders will own approximately 90% of the combined company, and VerifyMe’s stockholders will own approximately 10%. At closing, Open World will have the right to appoint and replace certain members of the Board of Directors of the combined company. VerifyMe is also expected to have the opportunity to pay a special one-time cash dividend to its stockholders prior to the merger equal to the amount of cash on its balance sheet prior to closing in excess of $1 million.

There are no assurances that a merger agreement will be entered into by the parties, that a merger will be consummated by the parties, or that VerifyMe’s board of directors will declare a special one-time cash dividend prior to closing the proposed transaction.

About Open World Ltd.

Open World Ltd. has facilitated the inception and growth of more than 20 companies since 2023 and has helped launch over $65 billion in aggregate network value. Open World advises founding teams as they navigate financial regulatory, tokenomics, public markets, exchange strategy, and governance structuring. The firm’s range of services includes token launch advisory, DATs and TradFi strategies, RWA tokenization, stablecoin issuance, policy advocacy, and strategic advisory work. To learn more, visit https://www.openworld.dev.

About VerifyMe, Inc.

VerifyMe, Inc. (NASDAQ: VRME), provides specialized logistics for time and temperature-sensitive products, as well as brand protection and enhancement solutions. To learn more, visit https://www.verifyme.com/.

Source: VerifyMe, Inc.

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