Buy-side acquisition · Germany
Buy a CASP in Germany — MiCA-authorised crypto licence via BaFin
The German transition window closed on 31 December 2025, which means the firms still standing are the validated population. Cadena brokers BaFin-supervised MiCA-CASP targets to acquirers only. Buy-side mandates, no listings, no double-ending.
Why Germany for a MiCA-CASP
The largest authorised CASP register in the EU, supervised by BaFin
Germany was first into the EU’s crypto-supervisory water. The KWG-based crypto-custody licence (Kryptoverwahrgeschäft) ran from 2020, and BaFin had built up a sizeable cohort of authorised firms before the Markets in Crypto-Assets Regulation entered into force. The Finanzmarktdigitalisierungsgesetz of 18 December 2024 introduced the Kryptomärkteaufsichtsgesetz (KMAG), which anchors MiCA Regulation (EU) 2023/1114 in German law and assigns supervisory competence to the Bundesanstalt für Finanzdienstleistungsaufsicht. By early 2026 BaFin had authorised the largest single-country population of MiCA-CASPs in the Union: roughly 18 firms cleared, more under examination.
What that means for an acquirer is two-fold. The supervisor reading your file is the same examiner team that has been reading crypto-custody dossiers for five years. And the German banking sector has more practical experience onboarding regulated crypto firms than any other in continental Europe, which materially reduces the post-closing operational risk. Both matter once you start scoring targets.
Scope
What a German CASP licence permits
The MiCA-CASP authorisation issued by BaFin under Title V covers ten services: custody and administration of crypto-assets on behalf of clients, operating a trading platform, exchanging crypto-assets for funds, exchanging crypto-assets for other crypto-assets, executing orders for clients, placing crypto-assets, reception and transmission of orders, providing advice, providing portfolio management, and providing transfer services for crypto-assets. The authorisation document specifies which services the firm may perform; scope amendments are filed with BaFin under the KMAG procedure.
Statutory minimum capital follows the MiCA tiering: EUR 50,000, EUR 125,000 or EUR 150,000, depending on which combination of services is authorised. Custody on behalf of clients and operating a trading platform sit in the highest tier. Safeguarding obligations (segregation of client assets from the firm’s own balance sheet, written custody policies, key-management documentation, and an annual external audit on the safekeeping arrangements) are examined at authorisation and continue under ongoing supervision. AML, governance, fit-and-proper testing of management, and ICT/DORA compliance apply throughout the firm’s life.
The clock
Germany’s transition has already expired — that changes the buy-side calculus
Most EU member states are still inside their MiCA grandfathering windows, which run until 1 July 2026. Germany is not. The KMAG set a tighter transitional regime that closed on 31 December 2025. Existing KWG crypto-custody licensees had to file under MiCA before 30 September 2024 to keep operating; firms that missed the cut and did not passport in from another member state are now outside the regulated perimeter. From a buyer’s perspective, that is unusual market data: the German CASP universe at the start of 2026 is already pre-filtered to those who passed the conversion.
BaFin has applied the simplified procedure under MiCA Article 60 to firms with prior KWG crypto-custody, MiFID II or Kreditwesengesetz banking authorisation. The simplified track collapses the standard examination clock to 40 working days plus a 20-working-day extension. For de novo applicants the timeline is six to twelve months and the file load is materially heavier. So the acquisition arithmetic is straightforward: buying an authorised CASP that came through Article 60 inherits a regulator-validated file and avoids the de novo queue. What you cannot inherit is the previous owner’s beneficial-ownership clearance; that is examined on its own track when you file the change-of-control notification.
The Kraken acquisition of Coin Meester is the canonical EU precedent that the route works at scale. Coinbase’s 2023 BaFin crypto-custody authorisation, taken alongside its later MiCA conversion route, illustrates the same logic from the other side: regulators reward firms that come in through a controlled, supervised channel.
Mandate scope
What we broker on German CASP mandates
Our typical buy-side acquirer here is a non-EU exchange or wallet operator that needs an EU passport on a tight schedule, a German or EU EMI looking to bolt crypto custody and exchange onto a payments stack, or a digital-asset infrastructure firm that wants a regulated entry into the German institutional channel. We pre-vet targets on the diligence gates that actually decide CASP transactions: BaFin supervisory standing (no open enforcement, clean inspection history, no MaRisk findings outstanding), banking continuity (which German Hausbank or pan-European banking partner holds the operational and segregated client accounts, and whether they will support a change of beneficial owner without re-onboarding from scratch), AML programme depth (BaFin-aligned Geldwäschegesetz controls, KYC vendor stack, Travel Rule readiness, transaction-monitoring rule coverage), and key-personnel retention through closing, particularly the BaFin-approved Geschäftsleiter.
We never list assets. We do not represent sellers. Mandates are exclusive to one acquirer per target file. That is the whole point of buying a broker who is on your side of the table.
Process
How the acquisition runs
We sign your mandate, build the German target longlist against your scope, run sourced approaches under NDA, and shortlist the two or three names that survive a first-pass diligence. From there we run regulatory diligence in parallel with the BaFin Inhaberkontrollverfahren (qualifying-holdings notification under §§ 2c-2d KWG, applied to CASPs through KMAG) so the approval clock is moving while the SPA is being negotiated. Expedited closings on regulator-approved targets are routine when the change-of-control file is filed against an executed term sheet rather than waiting for SPA signing. The full step sequence sits at our process page.
Why Cadena
Three reasons acquirers brief us on German targets
- We track the post-transition population in detail. Knowing which 18-or-so firms cleared, which were still in the BaFin queue at year-end, and which exited the perimeter is the working knowledge that shortlists a German mandate. We refresh that list monthly against the BaFin CASP register.
- The Inhaberkontrollverfahren is filed early on Cadena mandates. Most German deals stall because the buyer treats §§ 2c-2d KWG approval as a closing condition rather than a parallel workstream. We file with BaFin on the strength of an executed term sheet so the supervisory clock and the deal clock run together.
- Buy-side only. The seller has their own broker or runs the process directly. We are paid by you, sit on your side of the diligence table, and have no fee tail on the seller transacting with someone else.
FAQ
German CASP acquisition questions we get asked
Can I buy a German CASP to skip the BaFin authorisation queue?
Effectively, yes — with the usual caveat. Acquiring a BaFin-authorised CASP transfers the licence (subject to the qualifying-holdings approval under §§ 2c-2d KWG, applied to CASPs through KMAG), and you inherit the supervisory file in the state the seller built it. The de novo authorisation procedure runs six to twelve months in Germany; the change-of-control procedure on an existing target is a separate file that BaFin examines in parallel with the SPA. Filed early, the regulator approval lands close to or before SPA signing.
What does a German MiCA-CASP licence permit?
The ten MiCA Title V services: custody and administration of crypto-assets, operating a trading platform, exchanging crypto-assets for funds, exchanging crypto-assets for other crypto-assets, executing orders for clients, placing crypto-assets, reception and transmission of orders, advice, portfolio management, and transfer services. The authorisation specifies which subset the firm may provide; scope amendments are filed with BaFin under the KMAG procedure. Once authorised, the CASP can passport into other EU/EEA member states by BaFin notification.
When did the German MiCA transitional regime end?
31 December 2025. Germany opted for a tighter window than MiCA’s outer 1 July 2026 deadline. Existing KWG crypto-custody licensees had to file their MiCA-CASP application by 30 September 2024 to keep operating. Firms that did not file or did not convert in time, and that are not passporting in from another EU member state, are outside the regulated perimeter from 1 January 2026 onwards. That filtering is part of why the German register is now of practical interest to acquirers.
Is there a fast-track CASP procedure in Germany?
Yes. The simplified procedure under MiCA Article 60 applies to firms that already held a KWG crypto-custody, MiFID II or banking authorisation. BaFin examines the file inside 40 working days, with a 20-working-day extension available. The simplified track does not transfer to a new shareholder automatically; when you acquire a target, the qualifying-holdings examination on you as the proposed controller runs as a separate Inhaberkontrollverfahren under §§ 2c-2d KWG. What the Article 60 simplification gives you is a pre-validated regulatory file you are buying into, not a free pass on your own clearance.
How does BaFin treat change-of-control on a CASP target?
It is examined as the Inhaberkontrollverfahren under §§ 2c-2d KWG, the qualifying-holdings procedure that the KMAG extends to CASPs. BaFin reviews the proposed acquirer’s fit and proper standing, source of funds, group structure, and proposed governance against the same standards it applies at de novo authorisation. The statutory examination period is 60 working days from a complete file, with a 30-working-day extension available. We coordinate that submission as the first deliverable on signed mandates.
Is a German CASP authorisation passportable across the EU?
Yes. Once authorised under MiCA, a German CASP can passport into other EU/EEA member states by BaFin notification. This is one of the reasons acquirers concentrate on the German register: a single supervisory clearance from BaFin opens the EU/EEA market, and BaFin’s examiner team has been working the file longer than any other national competent authority in the Union.
Brief us
Ready to acquire a German MiCA-CASP target?
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