Perella Weinberg Partners LP entered into a definitive agreement to acquire Fintech Acquisition Corp. IV in a reverse merger transaction.
The PWP management team, led by Chairman, Chief Executive Officer and Co-Founder, Peter Weinberg, will continue to execute upon its growth strategy as a public company. The transaction is subject to obtaining stockholder approval of FinTech IV, adopt an amended and restated charter and bylaws and subscribe for and purchase for cash a portion of the equity of the existing Perella Weinberg Partners parent company, resulting in FinTech IV as the new parent company, FinTech IV's cash equal or exceeding $200 million, FinTech IV's having at least $5 million of net tangible assets following the exercise by FinTech IV's public stockholders of the redemption rights and the private placement for 12.5 million shares for an aggregate price of $125 million by FinTech IV be consummated and other customary closing conditions. The deal is also conditional upon the Convertible Notes being repaid or converted into equity of Perella Weinberg Partners, in full, in connection with the closing. The Board of Directors of Fintech Acquisition Corp. IV has unanimously approved the deal and recommended that stockholders approve the transaction. PWP board approved the deal. As of June 1, 2021, All required approvals from PWP stakeholders have been obtained. As of June 22, 2021, the stockholders of FinTech Acquisition Corp. IV approved the transaction. Also, all regulatory approvals related to the proposed business combination have been received. The business combination is expected to close in the first half of 2021. As of May 17, 2021, the transaction is expected to close in the second quarter of 2021. As of June 22, 2021, the transaction is expected to close on June 24, 2021.
The net proceeds from the transaction will first go towards repayment of outstanding indebtedness. Up to approximately $110 million of net proceeds will be used to redeem a portion of ownership interests tendered for redemption by certain non-working Perella Weinberg Partners equity holders. Any remaining net proceeds will be used for general corporate purposes. At closing of the transaction, PWP expects to have a debt-free balance sheet with access to additional liquidity under an undrawn revolving credit facility. Perella Weinberg Partners LP acted as exclusive capital markets and financial advisor and Joseph A. Coco, Blair T. Thetford, Joseph Penko, Steven Messina, Heather Cruz, David Polster and Michael J. Schwartz of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal counsels to Perella Weinberg Partners. Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Financial Technology Partners LP acted as financial advisors to FinTech IV. Peter Wirth, Jonathan Hemmert, Jonathan Weitz, Irene Xiang, Britton Pyne and Jonathan Granowitz of Keefe, Bruyette & Woods, acted as the financial advisors for FinTech IV. Cantor Fitzgerald & Co., JMP Securities LLC and Wells Fargo Securities, LLC are acting as capital markets advisors to FinTech IV. Kevin S. Shmelzer, Sean Donahue, Jeffrey Letalien and Todd A. Hentges of Morgan Lewis & Bockius, LLP is acting as legal counsel to FinTech IV. Morrow & Co., LLC acted as information agent and Continental Stock Transfer & Trust Company acted as transfer agent for FinTech IV. Morrow & Co., LLC will receive a fee of $0.03 million.