eToro Group Limited entered into a letter of intent to acquire Fintech Acquisition Corp. V (NasdaqCM:FTCV) from group of investors in a reverse merger transaction on February 12, 2021. eToro Group Limited entered into a definitive business combination agreement to acquire Fintech Acquisition Corp. V from group of investors in a reverse merger transaction on March 16, 2021. On December 30, 2021, eToro and the Fintech Acquisition Corp. V entered into an amendment agreement of March 16, 2021. Concurrently with entering into the Merger Agreement Amendment, eToro entered into amendments to certain of its Subscription Agreements. eToro is expected to have an estimated implied equity value of approximately $10.4 billion at closing, reflecting an implied enterprise value for eToro of approximately $9.6 billion. The transaction includes $250 million in gross proceeds from FinTech V's cash in trust (assuming no redemptions) and $650 million in gross proceeds from a fully committed private placement in public equity at $10 per share from various strategic and institutional investors, including ION Investment Group, Softbank Vision Fund 2, Third Point LLC, Fidelity Management & Research Company LLC, and Wellington Management, that will close concurrently with the business combination. Immediately following the closing of merger, Fintech Acquisition's public stockholders will own approximately 2.4% of combine company; Fintech Acquisition's sponsors—FinTech Investor Holdings V, LLC and FinTech Masala Advisors V, LLC (together, “Sponsor”)—will own approximately 0.8% of combine company; the shareholders of eToro will own 90.6% of combine company; and the PIPE Investors will own approximately 6.2% of combine company. Upon closing of the transaction, the combined company will operate as eToro Group Ltd. and is expected to be listed on NASDAQ. In the event that this Agreement is validly terminated by eToro, then eToro shall pay $100 million to Fintech Acquisition. Michael Ptasznik will join the eToro Board at the closing of eToro's merger.

The business combination is subject to approval of stockholder of eToro and Fintech Acquisition, Stock Split, PIPE Investment, Self-Tender Offer, Fintech Acquisition shall have at least $5,000,001 of net tangible assets following the Fintech Acquisition Stockholder Redemption, registration statement shall have become effective, available Cash shall equal or exceed $125 million and other customary closing conditions. The business combination, which has been unanimously approved by the boards of directors of both eToro and Fintech V. The transaction is expected to close in the third quarter of 2021. As of September 20, 2021, the transaction is anticipated to close in Q4 2021.

Goldman Sachs & Co. LLC acted as financial advisor and David Goldschmidt, Sven Mickisch Erica Schohn, Victor Hollender, Stuart Levi and Maxim Mayer-Cesiano of Skadden, Arps, Slate, Meagher & Flom LLP and Dan Shamgar and Jonathan Irom of Meitar | Law Offices acted as legal advisors to eToro. Citigroup Global Markets Inc. acted as financial advisor and Todd Hentges, Kevin Shmelzer, Tim Rupp, Jeff Letalien and Doug Kingston of Morgan, Lewis & Bockius LLP and Chaim Friedland and Timor Belan of Gornitzky & Co. acted as legal advisors to FinTech V. Citi, Cantor Fitzgerald & Co. and Northland Capital Markets are serving as capital markets advisors to FinTech V. Goldman Sachs Israel LLC and Citi are serving as co-placement agents on the PIPE. FTV has hired Morrow Sodali LLC to assist in the proxy solicitation process and FTV will pay a fee of $30,000, plus disbursements. Continental Stock Transfer & Trust Company served as transfer agent and registrar to Fintech Acquisition Corp. V. JMP Securities LLC served as financial advisor and also provided fairness opinion to Fintech Acquisition Corp. V. JMP Securities will receive a fee of $0.9 million for its services. Ernst and Young LLP acted as accountant to eToro. As per the article of November 4, 2021, FTV will pay a fee of $32,500 to Morrow Sodali LLC to assist in the proxy solicitation process.

eToro Group Limited cancelled the acquisition of Fintech Acquisition Corp. V (NasdaqCM:FTCV) from group of investors in a reverse merger transaction on July 1, 2022. Pursuant to the agreement, the transaction was conditioned on the satisfaction of certain closing conditions, including relating to eToro's registration statement, within the timeframe, which were not satisfied within such time frame and the parties were unable to complete the transaction by the June 30, 2022 deadline. Neither party will be required to pay the other a termination fee as a result of the mutual decision to terminate the transaction.