AGBA Acquisition Stockholders Approve TAG Deal; Redemptions Now Close to 100%

AGBA Acquisition today announced that its shareholders voted in favor of the business combination with TAG Holdings. TAG is engaged in B2B and fintech through its subsidiaries. The company’s operations are, and will continue to be, conducted by its Hong Kong-based operating subsidiaries post-merger.

Holders of AGBA’s ordinary shares that elected to redeem may withdraw their requests until 12 p.m. Eastern Time tomorrow.  The SPAC said 3,339,229 shares were redeemed at a per-share price of $11.617.

About 99.5% opf AGBA’s trust has evaporated on redemptions following earlier extension votes since the TAG deal was announced a year ago. Based on those redemptions, the SPAC now has just shy of $266,000 in trust.

AGBA and TAG last month agreed to waive the minimum cash condition for closing as well as a PIPE. When announced in November 2021, the deal had an enterprise value of $555 million.

In an 8-K filing today, AGBA disclosed that it and TAG entered into a Forward Purchase Agreement with Meteora Special Opportunity Fund I, Meteora Select Trading Opportunities Master and Meteora Capital Partners. Under this Backstop Agreement, Meteora has agreed to purchase up to 2.5 million AGBA shares in the open market at prices no higher than the redemption price, including from other AGBA shareholders that elected to redeem.

The SPAC’s IPO was 3 1/2 years ago, making AGBA the longest active blank-check firm. AGBA had faced a market delisting last summer. A Nasdaq rule requires SPACs to close a merger deal within 36 months of their IPO, which in AGBA’s case was back in May 2019. Read more.

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