P10 Holdings, Inc. (OTCPK:PIOE) entered into a definitive agreement to acquire Five Points Capital, Inc. on January 16, 2020. As consideration, Five Points will be receiving cash and convertible preferred equity in a newly formed limited liability company owned by P10, which will own both RCP Advisors (RCP Advisors 2, LLC and RCP Advisors 3, LLC) and Five Points Capital ("Holdco"). In addition, all RCP Partners have elected to convert approximately $10 million of their tax receivable agreement into $10 million worth of convertible preferred in Holdco. The cash portion of the transaction is expected to be funded by current P10 cash on hand, alongside the issuance of additional convertible preferred of Holdco to Keystone Capital, Inc. Upon the closing of the transaction, a total of $60 million of convertible preferred will be issued and outstanding, convertible into approximately 18% of Holdco assuming full conversion, with P10 retaining the remaining 82%. Post the transaction, Five Points Capital will continue to be managed by its existing team. Alongside its investment, a Keystone representative will join the Board of Directors of the Holdco. Transaction is subject to approval from the Small Business Administration and consent from the limited partners in Five Points funds. Closing of the transaction is expected during the first half of 2020. Raymond James acted as financial advisor to Five Points Capital.