FinTech V (NASDAQ:FTCV) announced this morning that it has mutually terminated its combination agreement with social investing network eToro.
While most SPACs that have recently terminated their deals have pointed towards current market conditions as the main culprit, Fintech V disclosed that it was unable to meet certain closing conditions and specifically, “the Company’s registration statement, within the timeframe outlined by the Merger Agreement and as extended by the Merger Agreement Amendment”.
This transaction was originally announced back in March of 2021, nearly 16 months ago, but had still not been able to get its proxy approved by the SEC so it could set a shareholder vote date. As a result, it missed its original Outside Date, which was then extended to June 30, 2022. Betsy Cohen, Chairman of FinTech V, noted that the transaction was impracticable “due to circumstances outside of either party’s control.”
Fortunately, neither party will be required to pay the other a termination fee as a result of the mutual decision to terminate the Merger Agreement.
FinTech V originally was planning to finance the deal with the $250 million in its current trust along with a $650 million PIPE at $10 per share. The PIPE drew investment from ION Investment Group, Softbank Vision Fund 2, Third Point LLC, Fidelity Management & Research Company LLC, and Wellington Management. eToro had planned to add $525 million of the proceeds to its balance sheet while passing a $300 million cash consideration to its shareholders.
Going forward, Fintech V has a completion deadline of December 8, 2022, or roughly five months to find a new target.
The SPAC initially announced its $9.6 billion combination with eToro on March 16, 2021. eToro is an online multi-asset investment platform with features like social investing and proprietary “smart portfolios.”
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