Netfin Acquisition Corp. (Nasdaq: NFIN,
NFINW) (“Netfin” or the “Company”), a special purpose
acquisition company targeting businesses in the fintech industry,
and Triterras Fintech Pte Ltd. (“
Triterras
Fintech”), a leading fintech company for commodity trading
and trade finance, delivered a presentation on their proposed
business combination to subscribers of SPACInsider, a leading,
web-based data resource platform dedicated to the SPAC asset class.
Marat Rosenberg, Founder, President and Director of Netfin
commented: “This webinar gave us an excellent opportunity to
present our thinking behind structuring the business combination to
only include Triterras Fintech’s online Kratos platform and the
significant benefits to shareholder value we believe this
creates.”
Srinivas Koneru, Chairman and CEO of Triterras Fintech added:
“SPACInsider provided a unique forum to demonstrate our
execution of this year’s business plan ahead of schedule and to
provide details around our compelling growth plan. We want to thank
Kristi Marvin and her team for providing us the opportunity to
interact with their valuable and well-informed audience.”
The presentation was conducted on Thursday,
August 20th at 10:30am ET. A replay has been made available to all
viewers by following the instructions below.
SPACInsider Presentation
Recording: Click herePassword:
Gateway2020<>NFIN
The replay will be available through October 1, 2020. If you
have any difficulty connecting with the recording, please contact
Gateway Investor Relations at (949) 574-3860 or
NFIN@gatewayir.com.
On July 29, 2020, Netfin announced a definitive agreement to
combine with Triterras Fintech, creating one of the world’s highest
volume commodity trading and trade finance platforms. In fiscal
year 2019, Triterras Fintech generated $13.2 million of net income
on $3.6 billion of transaction volume. For fiscal year 2020 (ending
February 28, 2021), Triterras Fintech expects to generate
approximately $7.8 billion of transaction volume, $56.6 million of
revenue and $39.8 million of EBITDA and to grow at more than a 60%
compound annual growth rate through 2023.
As previously announced, Triterras Fintech generated $2.9
billion of transaction volume through the first four months of
fiscal year 2020 and average monthly transaction volumes 70% higher
than fiscal 2019. The estimated post-transaction enterprise
value of $674 million values the business combination at an
attractive 8.0x multiple of estimated 2021 EBITDA of $84.3 million,
while the average of comparable company medians is a 20.0x
multiple.
The business combination has been unanimously approved by the
boards of directors of both Netfin and Triterras Fintech and is
still on track to close in the fourth quarter of 2020, subject to
regulatory and shareholder approvals, and other customary closing
conditions.
About Netfin Acquisition
Corp.Netfin Acquisition Corp. is a blank check company
incorporated for the purpose of effecting a merger, share exchange,
asset acquisition, share purchase, reorganization or similar
business combination with one or more businesses, focused on the
financial technology, technology and financial services industries,
including businesses engaged in commercial, online and mobile
banking and payments, trade finance and telecommunications, that
offer a differentiated technology platform and product suite for
interfacing with the financial services sector. For more
information, visit netfinspac.com.
About Triterras
FintechTriterras Fintech is a leading fintech company
focused on trade and trade finance. It launched and operates
Kratos—one of the world’s largest commodity trading and trade
finance digital marketplaces that connects and enables commodity
traders to trade and source capital from lenders directly online.
For more information, visit triterras.com.
Forward Looking StatementsThis
press release includes “forward-looking statements” within the
meaning of the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995. Netfin’s and Triterras Fintech’s
actual results may differ from their expectations, estimates and
projections and consequently, you should not rely on these
forward-looking statements as predictions of future events. Words
such as “expect,” “estimate,” “project,” “budget,” “forecast,”
“anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,”
“believes,” “predicts,” “potential,” “continue,” and similar
expressions are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, Netfin’s and Triterras Fintech’s expectations with
respect to future performance and anticipated financial impacts of
the business combination, the satisfaction of the closing
conditions to the business combination and the timing of the
completion of the business combination. These forward-looking
statements involve significant risks and uncertainties that could
cause the actual results to differ materially from the expected
results. Most of these factors are outside Netfin’s control and are
difficult to predict. Factors that may cause such differences
include, but are not limited to: (1) the outcome of any legal
proceedings that may be instituted against Netfin or Triterras
Fintech following the announcement of the business combination; (2)
the inability to complete the business combination, including due
to failure to obtain approval of Netfin’s shareholders or other
conditions to closing in the definitive agreement relating to the
business combination (the “Business Combination Agreement”); (3)
the occurrence of any event, change or other circumstance that
could give rise to the termination of the Business Combination
Agreement or could otherwise cause the transactions contemplated
therein to fail to close; (4) the inability to meet Nasdaq’s
listing requirements following the business combination; (5) the
impact of COVID-19 on Netfin or Triterras Fintech; (6) the risk
that the business combination disrupts current plans and operations
as a result of the announcement and consummation of the business
combination; (7) the ability to recognize the anticipated benefits
of the business combination, which may be affected by, among other
things, competition and the ability of the combined company to grow
and manage growth profitably and retain its key employees; (8)
costs related to the business combination; (9) changes in
applicable laws or regulations; (10) the possibility that Netfin,
Triterras Fintech or the combined company may be adversely affected
by other economic, business, and/or competitive factors; and (11)
other risks and uncertainties indicated from time to time in the
proxy statement/prospectus relating to the business combination,
including those under “Risk Factors” in the Registration Statement
(as defined below), and in Netfin’s other filings with the SEC.
Netfin cautions that the foregoing list of factors is not
exclusive. Netfin cautions readers not to place undue reliance upon
any forward-looking statements, which speak only as of the date
made. Netfin does not undertake or accept any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements to reflect any change in its
expectations or any change in events, conditions or circumstances
on which any such statement is based.
Important Information about the Business
Combination and Where to Find It In connection with the
proposed business combination, Netfin Holdco, a Cayman Islands
exempted company (“Holdco”), intends to file with the SEC a
registration statement on Form F-4 (the “Registration Statement”)
which will include a proxy statement/prospectus and certain other
related documents, which will be both the proxy statement to be
distributed to Netfin’s shareholders in connection with Netfin’s
solicitation of proxies for the vote by Netfin’s shareholders with
respect to the business combination and other matters as may be
described in the Registration Statement, as well as the prospectus
relating to the offer and sale of the securities of Triterras to be
issued in the business combination. Netfin’s
shareholders and other interested persons are advised to read, when
available, the preliminary proxy statement/prospectus included in
the Registration Statement and the amendments thereto and the
definitive proxy statement/prospectus, as these materials will
contain important information about the parties to the Business
Combination Agreement, Netfin and the business
combination. After the Registration Statement is
declared effective, the definitive proxy statement/prospectus will
be mailed to Netfin’s shareholders as of a record date to be
established for voting on the business combination and other
matters as may be described in the Registration Statement.
Shareholders will also be able to obtain copies of the proxy
statement/prospectus and other documents filed with the SEC that
will be incorporated by reference in the proxy
statement/prospectus, without charge, once available, at the SEC’s
web site at www.sec.gov, or by directing a request to: Netfin
Acquisition Corp., 445 Park Avenue, 9th Floor, New York, NY 10022,
Attention: Gerry Pascale, Chief Financial Officer, (972)
979-5995.
No Offer or SolicitationThis press release
shall not constitute a solicitation of a proxy, consent or
authorization with respect to any securities or in respect of the
business combination. This press release shall also not constitute
an offer to sell or the solicitation of an offer to buy any
securities, nor shall there be any sale of securities in any states
or jurisdictions in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the
requirements of section 10 of the Securities Act.
Participants in the
SolicitationNetfin and its directors and executive
officers may be deemed participants in the solicitation of proxies
from Netfin’s shareholders with respect to the business
combination. A list of the names of those directors and executive
officers and a description of their interests in Netfin is
contained in Netfin’s registration statement on Form S-1, which was
filed with the SEC on July 19, 2019, and is available free of
charge at the SEC’s web site at www.sec.gov, or by directing a
request to Netfin Acquisition Corp., 445 Park Avenue, 9th Floor,
New York, NY 10022, Attention: Gerry Pascale, Chief Financial
Officer, (972) 979-5995. Additional information regarding the
interests of such participants will be contained in the
Registration Statement when available.
Investor Relations
Contact:Gateway Investor RelationsCody Slach and Matt
Glover(949) 574-3860NFIN@gatewayir.com
Netfin Contact:Marat Rosenberg,
President(972) 757-5998Triterras Contact:Jim
Groh(678) 237-7101
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