Diginex Limited (NASDAQ: DGNX) reported a 77% year-on-year increase in revenue to $3.6 million for the fiscal year ended March 31, 2026 (FY26), as the London-headquartered RegTech firm expanded its sustainability platform through strategic acquisitions. Despite the top-line expansion, the company’s earnings per share (EPS) widened to $(1.20) from $(0.53) in FY25, corresponding to a net loss of $31.1 million, up from $5.2 million in the previous year.

The growth was fueled by partial-period contributions from Plan A.earth GmbH ("Plan A"), Matter DK ApS ("Matter"), and The Remedy Project Limited ("The Remedy Project"), which were acquired between October 2025 and January 2026. The acquisitions contributed approximately $1.2 million in combined revenue during their partial periods of inclusion. Matter contributed roughly $0.6 million after its October acquisition, while Plan A added another $0.6 million following its January integration.

Revenue Composition

Software solutions emerged as the primary growth engine, contributing $2.7 million to total revenue, up from $1.3 million in FY25. This segment now accounts for the majority of the company's income. Advisory fees declined to $0.3 million from $0.7 million, while data sales generated $0.6 million, a new revenue stream introduced following the acquisitions.

Profitability and Expenses

General and administrative expenses surged to $28.5 million from $10.3 million in FY25, reflecting the cost base expansion associated with integrating three new entities. Employee benefits rose to $13.3 million, driven by an increase in headcount from 32 to 114 employees by March 31, 2026. The acquisitions accounted for 79 of the 82 incremental hires.

M&A-related costs totaled $3.7 million, covering legal and due diligence fees not incurred in prior years. Additionally, the company recognized $5.6 million in share-based compensation and $1.0 million in non-employee share-based payments related to the Matter acquisition introduction.

An impairment loss of $7.0 million on goodwill associated with the Matter transaction further impacted the bottom line. Management noted this impairment resulted from an increase in Diginex’s share price between the signing and closing of the Share Purchase Agreement, rather than structural business issues.

Adjusted EBITDA Perspective

To provide clarity on operational performance, Diginex disclosed an adjusted EBITDA loss of $13.0 million, compared to $5.2 million in FY25. This metric excludes non-core expenses including the $7.0 million goodwill impairment, $5.6 million in share-based compensation, $3.7 million in M&A costs, and $1.0 million in non-employee share payments.

Paul Ewing, Chief Financial Officer, stated that over 50% of the reported net loss consisted of non-cash entries or non-recurring expenses, emphasizing that the underlying operating discipline remains intact as the company integrates its platforms.

What the Numbers Show

The divergence between reported net loss and adjusted EBITDA highlights the significant impact of acquisition-related accounting adjustments on Diginex’s financial statements. While revenue nearly doubled, the operating loss expanded disproportionately due to one-time integration costs and non-cash impairments. Specifically, the $7.0 million goodwill impairment alone accounted for approximately 22% of the total net loss, indicating that the core operational cash burn is lower than the headline figure suggests. However, the rapid headcount expansion—more than tripling from 32 to 114 employees—signals a substantial increase in fixed cost obligations that will need to be offset by future revenue synergies.

Balance Sheet and Liquidity

Diginex maintained a debt-free balance sheet with no interest-bearing debt instruments at fiscal year-end. Total net assets expanded to $20.3 million from $4.6 million in FY25, primarily driven by the recognition of $44.2 million in goodwill and intangible assets from the acquisitions. This increase was partially offset by the reclassification of founders' warrants from equity to liability.

Cash and cash equivalents stood at $4.9 million, up from $3.1 million in FY25. The company funded its operations during FY26 primarily through the exercise of two tranches of IPO warrants, which raised $25.4 million in gross proceeds. Three tranches of IPO warrants remain outstanding with maturity dates in 2028 and 2029.

Subsequent to the fiscal year-end, Diginex announced a $20.0 million capital raise consisting of 20.0 million ordinary shares and accompanying five-year warrants exercisable at $1.00 per share. The proceeds are expected to be received between July 28, 2026, and March 31, 2027, providing additional liquidity for ongoing integration efforts.

Diginex Limited (NASDAQ: DGNX) is in the final stages of finalizing transaction documentation for its proposed acquisition of Resulticks Global Companies Pte. Limited. The London-headquartered RegTech business stated that both parties remain actively engaged in working diligently to finalize all remaining details of the deal.

The company expects to issue a further market update once definitive documentation has been formally executed. Diginex cautioned investors that there can be no assurance as to the precise timing of execution or that the proposed transaction will be completed on the terms previously announced, or at all.

Transaction Status

Diginex described itself as a provider of ESG, sustainability, and compliance solutions to institutional and corporate clients. Its portfolio spans the full sustainability lifecycle, including products such as Diginex ESG for reporting, Plan A for carbon accounting, and Matter for data and investment intelligence.

The acquisition of Resulticks represents a strategic move within the company's broader growth plans. No financial terms, deal value, or specific operational synergies were disclosed in this update.