Kingswood Acquisition called a Feb. 22 shareholders meeting for a vote on its proposed merger with Wentworth Management Services, a broker-dealer aggregator.
Kingswood held just under $6.3 million in trust as of Feb. 9, according to the filing. The deal also has the support of a $14.4 million PIPE plus 1.1 million sponsor shares that would be placed into escrow.
Kingswood’s completion deadline is Feb. 24.
Wentworth owns and operates 10 entities, four of which are broker-dealers, three of which are registered investment advisors, and three of which are insurance entities. Affiliated financial advisors have the optionality to choose from operating models that include a hybrid open architecture platform, independent registered status, and a W2 advisor model. The platform provides a variety of custody and clearing firms to accommodate the unique business needs of advisors.
If approved, upon completion of the deal, the SPAC’s former stockholders will own approximately 21.1% of the outstanding shares and Wentworth’s former securityholders will own 78.9%
At deal announcement in July 2022, the combined entity was expected to encompass over 1,900 advisors, $25 billion AUM and over $285 billion in affiliated AUM.
The implied pro forma equity value of the combined company was cited at approximately $165 million, with a pro forma enterprise value of approximately $208 million.
The transaction had been expected to close in the fourth quarter of 2022. Read more.
