Alpha Modus and Insight Acquisition today announced a business combination agreement at an implied pro-forma enterprise value of approximately $175 million.
The target is a technology company with a core focus on artificial intelligence in retail.
Terms include a potential $22 million earn out for Alpha Modus stockholders and a $7.5 million earn out for Insight’s sponsor, both payable through the issuance of the combined company’s common stock at $10 per share and based on the achievement of price targets.
The deal is not subject to a minimum cash closing condition.
Post closing, Alpha Modus shareholders would own approximately 70%, excluding the earn out, of the combined company. The parties expect to close the deal in the first quarter of 2024.
CHW Strategic Advisors is acting as Alpha Modus’ M&A advisor on the transaction. Loeb & Loeb is legal counsel to IAC. Brunson Chandler & Jones is legal counsel to Alpha Modus.
Alpha Modus offers technology as a service. Its core technologies have been deployed on IBM’s Bluemix platform and earned a Beacon Award by IBM 2016 for Best New Application on IBM Cloud from an Entrepreneur. Alpha Modus has been recognized by IBM Watson as a thought leader in technology.
Insight Acquisition in August called off a deal with Avila Energy by mutual agreement. As part of the termination, Avila agreed to pay Insight $300,000 as partial reimbursement of its costs.
The SPAC’s shareholders last month approved a nine-month deadline extensions with redemptions of 21%.
Insight Acquisition raised $240 million in a September 2021 IPO with plans to focus on businesses in the FinTech or financial services industry with an enterprise value of approximately $750 million to $1.5 billion. Read more.
