FG Acquisition withdrew preliminary prospectus for ThinkMarkets IPO
Canada-listed blank check company, FG Acquisition Corp., has decided to withdraw its preliminary prospectus for a proposed merger with Melbourne-based broker ThinkMarkets. The decision is due to a delay in filing the final prospectus within the specified timeframe.
In an official press release, FG Acquisition Corp. (TSX: FGAA.U) (TSX: FGAA.WT.U) announced the withdrawal of its preliminary prospectus for the planned merger with ThinkMarkets. The company stated that, while both FG Acquisition Corp. and Think Financial are actively working towards finalizing the merger, the final prospectus cannot be submitted within 180 days from the original filing date of the prospectus. As a result, FG Acquisition Corp. will have to refile the prospectus.
FG Acquisition added that despite the temporary delay in the process it intends to refile a new prospectus as soon as possible, which will contain all details about the transaction.
The merger would have valued ThinkMarkets, which generated $62 million in revenue in 2022, at $160 million on a pre-money basis.
The anticipated completion of the transaction was slated for the latter half of 2023. Once finalized, the merged entity will operate under the name ThinkMarkets Group Holdings Limited and was set to be listed on the Toronto Stock Exchange.
Upon completion of the merger, the existing management team of ThinkMarkets was planned to continue in their respective roles within the new corporation. Nauman Anees, co-founder of ThinkMarkets will be named chief executive officer, and Faizan Anees, also a co-founder, will take over as president. The board of directors of the merged entity will be composed of Nauman Anees, Faizan Anees, Larry G. Swets, Jr., Julian Babarczy, Andrew B. McIntyre, Peter Huitsing, and Symon Brewis-Weston.
In addition, ThinkMarkets has unveiled plans for a private placement, aiming to raise up to $20 million through the issuance of convertible debentures. The purpose of this private placement was to provide funding for the new company’s growth strategy, working capital, and general corporate needs. These funds will complement any remaining funds available from FGAC’s escrowed funds, which currently amount to approximately $117 million.
ThinkMarkets made headlines earlier last year when it raised $30 million in fresh capital, provided by Mars Growth, a Liquidity Group and MUFG joint venture fund. Its UK business also launched a new prime brokerage unit under the brand Liquidity.net.
ThinkMarkets is a multi-licensed online forex brokerage firm, authorized and regulated by the UK Financial Conduct Authority (FCA) and the Australian Securities and Investments Commission (ASIC). The firm expanded its global footprint through its licensed South African firm. It also acquired the Japanese FX firm, Japan Affiliate, in a move that allows ThinkMarkets to offer its service in the Asian country.
