Key Transaction Terms
The business combination values the combined company at an enterprise value of approximately $2.1 billion and is expected to result in over $500 million of cash on the combined company’s balance sheet, reflecting a contribution of up to $207 million of cash held in VPC Impact Acquisition Holdings’ trust account and a $325 million concurrent private placement (PIPE) of Class A common stock of the combined company, priced at $10.00 per share, including a $50 million contribution from ICE.
As part of the transaction, Bakkt’s existing equity holders and management will roll 100% of their equity into the combined company.
SPACs, also called blank-check companies, are vehicles that go public to raise cash for mergers and acquisitions.
As part of the deal, Bakkt will raise an additional $532 million from VPC’s funds and a concurrent capital raise. That will support development and marketing of the Bakkt App, which is envisioned as a tool to let people manage their holdings of various digital assets. These could include bitcoin, loyalty points and reward programs, like those offered by Starbucks Corp.
and airlines, and virtual assets from videogames.
More than 400,000 people preregistered for the app, which is expected to have a wide public rollout in March, Bakkt says. Bakkt projects the app will amass more than 30 million users in five years, according to a presentation about the deal released on Monday.
ATLANTA & CHICAGO–(BUSINESS WIRE)–Bakkt Holdings, LLC (“Bakkt”), the transformative digital asset marketplace launched in 2018 by Intercontinental Exchange, Inc. (“ICE”) and a marquee group of investors and strategic partners, and VPC Impact Acquisition Holdings (NASDAQ: VIH) (“VIH”), a special purpose acquisition company sponsored by Victory Park Capital (“VPC”), today announced that they have entered into a definitive agreement for a business combination that will result in Bakkt becoming a publicly traded company with an enterprise value of approximately $2.1 billion. The combined company will be renamed Bakkt Holdings, Inc. and will be listed on the New York Stock Exchange.
Since its founding nearly three years ago, Bakkt has been at the forefront of new innovations enabling institutions and consumers to buy, sell, store and spend digital assets.
Bakkt provides a mobile application enabling consumers to unlock the value of digital assets, including cryptocurrency, loyalty points, in-game assets, and gift cards, while giving merchants and loyalty program sponsors deeper customer engagement and delivering cost savings to merchants. Bakkt was founded in 2018 by Intercontinental Exchange, Inc. and is headquartered in Atlanta, Georgia.
About VPC Impact Acquisition Holdings
VPC Impact Acquisition Holdings’ sponsor is an affiliate of Victory Park Capital, a global investment firm with a long track record of executing debt and equity financing transactions with some of the largest global Fintech companies. The firm was founded in 2007 and is headquartered in Chicago with additional resources in New York, Los Angeles and San Francisco.
Form S-4 that includes the preliminary proxy statement/prospectus, when it becomes available. When available, these documents can be obtained free of charge from the sources indicated above.
Cautionary Statement Regarding Forward-Looking Statements
This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning.
Proposed Transaction; (iii) costs related to the Proposed Transaction; (iv) a delay or failure to realize the expected benefits from the Proposed Transaction; (v) risks related to disruption of management time from ongoing business operations due to the Proposed Transaction; (vi) the impact of the ongoing COVID-19 pandemic; (vii) changes in the markets in which Bakkt competes, including with respect to its competitive landscape, technology evolution or regulatory changes; (viii) changes in the markets that Bakkt targets; (ix) risk that Bakkt may not be able to execute its growth strategies, including identifying and executing acquisitions; (x) risks relating to data security; and (xi) risk that Bakkt may not be able to develop and maintain effective internal controls. The foregoing list of factors is not exhaustive.
AiThority. 2021-06-16. Retrieved 2022-01-01.
“The NYSE’s Owner Wants to Bring Bitcoin to Your 401(k). Are Crypto Credit Cards Next?: sources”. Fortune. Retrieved August 3, 2018.
ICE did not reveal the price it paid for Bridge2 Solutions nor the value at which it transferred the asset to Bakkt. Crunchbase, an online service which tracks investment in technology-based startups, reports that Bridge2 Solutions had raised $77 million in three rounds prior to the sale of the company to ICE.
Bakkt president Adam White tweeted on March 16, 2020, that Bakkt payments had been integrated into the Starbucks app.
Bakkt partners with Mastercard
On October 25, 2021 Mastercard Inc. and Bakkt Holdings announced they formed a parnership to enable card users to pay their bills with bitcoin.
These forward-looking statements include, but are not limited to, statements regarding Bakkt’s industry and market sizes, future opportunities for VIH, Bakkt and the combined company, VIH’s and Bakkt’s estimated future results and the Proposed Transaction, including the implied enterprise value, the expected transaction and ownership structure and the likelihood and ability of the parties to successfully consummate the Proposed Transaction. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control.