Netfin Acquisition
Corp. (Nasdaq: NFIN, NFINW) (“Netfin” or
the “Company”) today announced that less than 3% of its public
shares were submitted for redemption in connection with the
Company's previously announced business combination with Triterras
Fintech Pte. Ltd. (“Triterras Fintech”). As a result, approximately
$250 million will remain in Netfin’s trust account and be released
upon the closing of the business combination.
In addition, Netfin reminds its shareholders to
vote in favor of the proposed business combination and other
proposals to be presented to shareholders at the Extraordinary
General Meeting (the “special meeting”) scheduled to occur at 9:00
AM Eastern time on November 10, 2020. Shareholders can submit their
proxy votes over the Internet by accessing the Internet website
specified in the proxy card or voting instruction form provided to
them.
The business combination is expected to close as
soon as practicable after the special meeting, subject to the
satisfaction of the applicable closing conditions. Upon the closing
of the business combination, the combined company will be renamed
"Triterras, Inc." and its ordinary shares will trade on The Nasdaq
Stock Market (“Nasdaq”) under the ticker symbol "TRIT".
About
Triterras Fintech
Triterras 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 platforms that connects and enables commodity traders to
trade and source capital from lenders directly online. For more
information, please visit triterras.com or email us at
contact@triterras.com.
About Netfin Acquisition
Corp.
Netfin 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 www.netfinspac.com.
Forward Looking Statements
This 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, has
filed with the SEC a registration statement on Form F-4 (the
“Registration Statement”) which includes a proxy
statement/prospectus and certain other related documents, which
comprise both the proxy statement 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 certain the securities of Netfin Holdco to be
issued in the business combination. Netfin’s shareholders and
other interested persons are advised to read the definitive proxy
statement/prospectus included in the Registration Statement and the
amendments thereto, as these materials contain important
information about the parties to the Business Combination
Agreement, Netfin and the business combination. The
Registration Statement was declared effective on October 29, 2020
and the definitive proxy statement/prospectus was mailed on or
about October 30, 2020 to shareholders of record as of October 12,
2020, the record date for the special meeting. Shareholders can
obtain copies of the definitive proxy statement/prospectus and
other documents filed with the SEC, without 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.
No Offer or Solicitation
This 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
Solicitation
Netfin 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 the
Registration Statement 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.
Triterras Fintech
Contact:Jim Groh(678) 237-7101
Netfin Investor Relations
Contact:Gateway Investor RelationsCody Slach and Matt
Glover(949) 574-3860NFIN@gatewayir.com
Netfin Company Contact:Marat
Rosenberg, Founder & President(972) 757-5998
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