InfiniteWorld empowers brands and creators with
the engine and technologies they need to engage customers and fans
in the Metaverse
InfiniteWorld’s platform provides a bridge
between the physical and digital worlds, with leading
infrastructure and marketplace solutions, as well as world-class
content production platforms for digital content, including digital
assets and NFTs
The transaction represents a pro forma equity
value of the combined company of approximately $700 million based
on current assumptions
InfiniteWorld’s stockholders will roll 100% of
their existing equity into the transaction and, assuming no
redemptions, will own approximately 74.5% of the combined company
upon consummation of the transaction, and up to a maximum of 81% if
certain share price milestones are achieved between $15.00 and
$25.00 per share after closing of the transaction
Transaction is expected to enable InfiniteWorld
to accelerate its platform development, expand brand partnerships,
and drive sustainable growth
Infinite Assets, Inc. (“InfiniteWorld” or "the Company”), a
leading Metaverse infrastructure platform that enables brands to
create, monetize and drive consumer engagement with digital
content, and Aries I Acquisition Corporation (Nasdaq: RAM)
(“Aries”), a special purpose acquisition company, announced today
they have entered into a definitive agreement for a business
combination (the “Business Combination”) that upon consummation is
expected to result in InfiniteWorld becoming a publicly traded
company with a pro forma equity value of approximately $700
million, assuming no redemptions by Aries’ public shareholders.
Upon closing of the transaction, the combined company is expected
to be listed on the Nasdaq Global Select Market under the ticker
symbol “JPG”.
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InfiniteWorld serves as a bridge between the physical and
digital worlds. The Company empowers leading global brands,
creators and Web3 companies with the infrastructure they need to
create digital assets and NFTs (non-fungible tokens) and engage
with customers and fans in the Metaverse, allowing them to support
and foster stronger relationships with consumers. InfiniteWorld
currently has 130 employees globally and has partnered with over 75
brands and creators since its founding. Current investors in
InfiniteWorld include Morgan Creek Digital, GSR, Wintermute,
Blockchain Coinvestors, Bill Shihara, among others.
InfiniteWorld recently combined with one of its key strategic
partners, DreamView, Inc. (“DreamView”), a globally scalable
technology company bringing creative strategy and content solutions
to brands around the world. Founded in 2016 by the same visionaries
who pioneered computer-generated imagery (“CGI”) technologies at
Lucasfilm and Disney, DreamView’s visual effects and 3D artforms
have been leveraged in major blockbuster films, major brand
campaigns, sporting events, and other major consumer engagement
events. DreamView continues to drive innovative solutions for the
creation, management, distribution, licensing and monetization of
clients’ products as clients transition into the digital world.
Leading the combined company will be Chief Executive Officer
Yonathan Lapchik, a Deloitte Blockchain Lab veteran and co-creator
of SUKU, and Chief Operating Officer Nathaniel Hunter, a visionary
leader and creator in the CGI and 3D content production space and
former CEO of DreamView.
“With the unique combination of our infrastructure and next-gen
content production, InfiniteWorld is one of the ultimate partners
for brands and the future of their digital content in the
Metaverse,” said Yonathan Lapchik, Chief Executive Officer of
InfiniteWorld. “We look forward to accelerating our platform
development, building more brand partnerships and driving
sustainable growth and value creation for our stakeholders.”
InfiniteWorld’s comprehensive and fully digital platform
provides a full-service suite of end-to-end solutions that enable
brands and creators to engage with consumers in the Metaverse, a
shared online space that converges physical, augmented, and virtual
reality. Capabilities include:
- Asset Creation: InfiniteWorld’s next-gen content
production capabilities are powered by a team of CGI and Artificial
Intelligence (“AI”) visionaries, who provide the technical
capabilities to create high-quality digital assets and content,
including NFTs. InfiniteWorld is driving the future of product
visualization by creating reusable digital content at scale for
manufacturers and brand owners worldwide, with the assurance of
complete digital authentication. InfiniteWorld works with leading
and global brands including Amazon, Disney, Wayfair, Ashley
Furniture, Bissell, Mattel, Target, Warner Brothers, Bleacher
Report and other well-known enterprises.
- Infrastructure: InfiniteWorld’s team of blockchain
experts has built an at-scale infrastructure platform alongside
hosted white-label digital asset marketplace solutions designed to
provide brands with the power to create, authenticate and
distribute their unique digital assets and content. InfiniteWorld’s
NFT infrastructure was built on top of the SUKU protocol and
enables the secure transfer of ownership of these digital assets by
providing an irreplicable digital watermark fully authenticated and
single-sourced on the blockchain. Connecting the physical and
digital world, InfiniteWorld is also working with leading
influencers across entertainment, sports and media realms such as
Deepak Chopra’s Seva.Love, Spencer Dinwiddie’s Calaxy and Aria
Exchange, with many more signed deals expected to be rolled out in
2022.
- Engagement: InfiniteWorld helps brands create fully
immersive and reconfigurable digital environments for brands to
engage with consumers through rich Metaverse experiences, including
through gaming and VR/AR worlds. InfiniteWorld’s gamification
brings greater value to NFT assets by introducing earning dynamics
and utility tools like messaging and content creation apps to drive
engagement.
“Branded content will be king in the Metaverse, and we are proud
to partner with some of the world’s most notable companies to
engage with their consumers in this growing digital environment,”
said Nathaniel Hunter, Chief Operating Officer of InfiniteWorld.
“Through decades of experience, we’ve been able to build
capabilities that offer an average increase in conversion at a
lower cost than our competitors and we are able to deploy our
technology at a much faster rate.”
Aries is a blank check company that was formed for the purpose
of effecting a business combination with a target with a disruptive
technology in the blockchain and digital currency, aerospace,
satellites and space exploration, quantum computing and chemistry,
artificial intelligence and machine learning and cybersecurity
sectors. Its management team brings deep sector, investment and
operational expertise. Aries completed its approximately $145
million initial public offering in May 2021.
“With up to $15 trillion of wealth expected to flow into digital
assets over the next 10 years, we are witnessing the birth of a new
global asset class and economic system with significant
implications for brands aiming to capture mind and wallet share of
consumers,” said Thane Ritchie, Chairman of Aries. “InfiniteWorld’s
unparalleled technology infrastructure underscores the transition
of commerce to the digital world. We look forward to working
closely with Yonathan, Nat and the rest of the InfiniteWorld
management team as they build out their platform and content
creation capabilities.”
Key Transaction Terms
The Business Combination values the combined company at
approximately $700 million on an estimated pro forma equity value
basis, assuming no redemptions by Aries’ public shareholders. The
transaction will provide up to $171 million of cash to the combined
company (before transaction expenses and assuming no redemptions by
Aries’ public shareholders) from the approximately $145 million of
cash in trust at Aries as well as cash on hand at InfiniteWorld. In
addition, InfiniteWorld owns cryptocurrencies valued at
approximately $93 million based on recent prices on Coinbase. All
InfiniteWorld stockholders will roll 100% of their equity holdings
into the combined company.
Existing InfiniteWorld stockholders will be eligible for an earn
out of up to an additional 50 million shares if the combined
company share price attains certain per share price levels between
$15.00 and $25.00 after closing of the transaction. In addition,
InfiniteWorld stockholders and the Aries sponsor have agreed to
customary lock-up terms.
“We believe that the combination of an attractive entry point
and a robust earnout that heavily motivates the team to focus on
shareholder value creation, represents an ideal transaction
structure that sets up InfiniteWorld for long-term success in the
public markets,” added Ritchie. “We are pleased to be democratizing
everyday investor access to disruptive and decentralized
technologies as part of bringing InfiniteWorld to the public
markets.”
Assuming no trust account redemptions by Aries’ public
shareholders, existing InfiniteWorld stockholders will represent
74.5% of the pro forma ownership of the combined company at close
and up to 81% based on achievement of the maximum earn-out.
The proposed Business Combination has been approved by the
Boards of Directors of InfiniteWorld and Aries, and is subject to,
among other things, approval by Aries’ shareholders, regulatory
approvals, satisfaction or waiver of the conditions stated in the
merger agreement, and other customary closing conditions, including
a registration statement being declared effective by the U.S.
Securities and Exchange Commission (the “SEC”) and approval by
Nasdaq to list the securities of the combined company. The business
combination is expected to close in the first half of 2022.
A more detailed description of the Business Combination terms
and a copy of the Agreement and Plan of Merger will be included in
a current report on Form 8-K to be filed by Aries with the SEC.
Aries will file a registration statement (which will contain a
proxy statement/prospectus) with the SEC in connection with the
business combination.
Advisors
Solomon Partners Securities, LLC is serving as exclusive
financial and capital markets advisor and Winston & Strawn LLP
is serving as legal advisor to Aries. Exos Securities LLC is
serving as financial advisor and Reed Smith LLP is serving as legal
advisor to InfiniteWorld.
Management Presentation
The management teams of InfiniteWorld and Aries will host an
investor call on December 13, 2021 at 8:00 AM ET to discuss the
proposed Business Combination and review an investor presentation.
The webcast can be accessed by visiting:
https://services.choruscall.com/mediaframe/webcast.html?webcastid=xwxuVuwC.
A replay will be available.
For materials and information, visit
https://www.infiniteworld.com/ for InfiniteWorld and
https://www.ariescorp.io/ for Aries. Aries will also file the
presentation with the SEC as an exhibit to a Current Report on Form
8-K, which can be viewed on the SEC’s website at www.sec.gov.
Additional Information and Where to Find It
Aries intends to file a registration statement on Form S-4 (the
“Registration Statement”) with the SEC which will include a proxy
statement and a prospectus of Aries, and each party will file other
documents with the SEC regarding the proposed transaction. A
definitive proxy statement/prospectus will also be sent to the
shareholders of Aries, seeking any required shareholder approval.
Before making any voting or investment decision, investors and
security holders of Aries are urged to carefully read the entire
Registration Statement and proxy statement/prospectus, when they
become available, and any other relevant documents filed with the
SEC, as well as any amendments or supplements to these documents,
because they will contain important information about the proposed
transaction. Aries shareholders and InfiniteWorld stockholders
will also be able to obtain copies of the preliminary Proxy
Statement, the definitive Proxy Statement and other documents filed
with the SEC, without charge, once available, at the SEC’s website
at www.sec.gov, or by directing a request to Aries’s secretary at
90 N. Church Street, P.O. Box 10315, Grand Cayman, Cayman Islands
KY-1003.
No Offer or Solicitation
This communication and any oral statements made in connection
with this communication are for informational purposes only and
shall not constitute a proxy statement or solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the transaction, and are not intended to and shall not
constitute an offer to sell or the solicitation of an offer to sell
or the solicitation of an offer to buy or subscribe for any
securities or a solicitation of any vote of approval, nor shall
there be any sale, issuance or transfer of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended, and otherwise in accordance with applicable law.
Participants in Solicitation
Aries and its directors and executive officers may be deemed
participants in the solicitation of proxies from Aries’s
shareholders with respect to the proposed Business Combination. A
list of the names of those directors and executive officers and a
description of their interests in Aries is contained in Aries’s
registration statement on Form S-1 (File No. 333-253806), which was
declared effective by the SEC on May 18, 2021. To the extent such
holdings of Aries’s securities may have changed since that time,
such changes have been or will be reflected on Statements of Change
in Ownership on Form 4 filed with the SEC. Additional information
regarding the interests of such participants will be contained in
the Proxy Statement for the proposed Business Combination when
available.
InfiniteWorld and its directors and executive officers may also
be deemed to be participants in the solicitation of proxies from
Aries’s shareholders with respect to the proposed Business
Combination. A list of the names of such directors and executive
officers and information regarding their interests in the proposed
Business Combination will be included in the Proxy Statement for
the proposed Business Combination when available.
Cautionary Statement Regarding Forward-Looking
Statements
Certain statements made in this press release, and oral
statements made from time to time by representatives of Aries and
InfiniteWorld are “forward-looking statements” within the meaning
of the “safe harbor” provisions of the United States Private
Securities Litigation Reform Act of 1995. Statements regarding the
proposed business combination and expectations regarding the
combined business are “forward-looking statements.” In addition,
words such as “estimates,” “projects,” “expects,” “anticipates,”
“forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,”
“will,” “would,” “should,” “future,” “propose,” “target,” “goal,”
“objective,” “outlook” and variations of these words or similar
expressions (or the negative versions of such words or expressions)
are intended to identify forward-looking statements. These
forward-looking statements are not guarantees of future
performance, conditions or results, and involve a number of known
and unknown risks, uncertainties, assumptions and other important
factors, many of which are outside the control of the parties, that
could cause actual results or outcomes to differ materially from
those discussed in the forward-looking statements.
Important factors, among others, that may affect actual results
or outcomes include: the inability of the parties to complete the
proposed Business Combination; the risk that the approval of the
shareholders of Aries for the proposed Business Combination is not
obtained; the inability to recognize the anticipated benefits of
the proposed Business Combination, which may be affected by, among
other things, the amount of funds available in Aries’ trust account
following any redemptions by Aries’ shareholders; the ability to
meet the NASDAQ’s listing standards following the consummation of
the transactions contemplated by the proposed Business Combination;
costs related to the proposed Business Combination; and those
factors discussed in the registration statement and final
prospectus relating to Aries’ initial public offering filed with
the SEC on May 18, 2021, Item 1A. Risk Factors of the Form 10-Q for
the quarter ended September 30, 2021 filed with the SEC on November
22, 2021 and other documents of Aries filed, or to be filed, with
the SEC. Aries and InfiniteWorld do not undertake any obligation to
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20211213005343/en/
Media Edelman for Aries and InfiniteWorld
InfiniteWorld@edelman.com
Investors Sam Collins Aries I Acquisition Corporation
(647) 964-9643 scollins@ariescorp.io
Aries I Acquisition (NASDAQ:RAM)
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