Trebia Acquisition, a SPAC backed by Bill Foley, filed a preliminary proxy on the proposed merger with marketing platform System1.
The transaction is anticipated to provide System1 with approximately $175 million of cash, assuming no redemptions by Trebia’s public shareholders. The deal includes up to $600 million of fully committed financing, comprised of a debt commitment led by BofA Securities of up to $400 million and a $200 million equity backstop from Cannae Holdings, that, together with a portion of the debt commitment, will be utilized as a backstop for potential future redemptions by Trebia’s public shareholders. This backstop, combined with the potential for management to roll additional equity, will cover 100% of any potential future redemptions.
If approved, System1 Group is expected to list on the NYSE under SST.
System1’s marketing platform includes a portfolio of over 40 digital properties that help over 120 million monthly visitors and include, among others, MapQuest, Startpage, HowStuffWorks, info.com and CarsGenius.
Concurrent with the transaction, System1 will combine with Protected.net, a developer of security and privacy subscription products with over 2 million paying subscribers. Read more.
