Public Market Debut of a Leading Global
Independent Advisory Firm
Established, Diversified Franchise in the
U.S. and Europe
Compelling Opportunity to Grow Coverage
Footprint and Advisory Service Offering
Culture and Alignment Positioned to Drive
Shareholder Value
Company to List on NASDAQ Under the Ticker
Symbol “PWP”
Transaction Includes Commitments for a $125
Million Common Stock Private Placement from Leading Institutional
Investors Including Fidelity Management & Research Company LLC,
Wellington Management and Strategic Investor Korea Investment &
Securities
Perella Weinberg Partners’ Working Partners and
Employees Will Own Approximately 50% of the Company
Post-Closing
Investor Call on December 30, 2020 at 8:00 am
ET
Perella Weinberg Partners (“PWP”), a leading global independent
advisory firm, and FinTech Acquisition Corp. IV (NASDAQ: FTIV)
(“FinTech IV”), a special purpose acquisition company, announced
today that they have entered into a definitive business combination
agreement. Upon closing of the transaction, the combined company
(the “Company”) will operate as Perella Weinberg Partners and will
be listed on NASDAQ under the new symbol “PWP.” The transaction
reflects an implied equity value for the Company of approximately
$975 million.
Founded in 2006 by Joseph R. Perella, Peter Weinberg and Terry
Meguid, PWP provides independent strategic and financial advice to
a broad client base globally, including corporations, institutions,
governments, sovereign wealth funds and private equity investors.
The firm offers a wide range of advisory services to clients in the
most active industry sectors and global markets. With approximately
560 employees, PWP currently maintains offices in New York,
Houston, London, Calgary, Chicago, Denver, Los Angeles, Paris,
Munich and San Francisco. The PWP management team, led by Chairman,
CEO and Co-Founder, Peter Weinberg, will continue to execute upon
its growth strategy as a public company.
PWP CEO, Peter Weinberg, commented, “PWP has a proven track
record of building an advisory firm centered on providing trusted,
independent advice. We reached this milestone thanks to the trust
and support of our clients over the years and the tireless efforts
of all our employees who make PWP a truly unique place to work and
a recognized leader in advisory services. As a publicly listed
company, we will continue to invest in growing our advisory
footprint and capabilities, to expand our client network and
broaden our advisory service offerings.”
Betsy Cohen, Chairman of the Board of Directors of FinTech IV,
said, “Over the past 15 years PWP has built a differentiated global
brand in the independent advisory space. With the increasing
complexity of today’s business environment, we believe demand for
trusted independent advice is poised for years of significant
growth. We believe PWP is well positioned to capitalize on this
opportunity and has the expertise, the culture, the strategy, the
brand and the alignment to realize continued growth into the
future.”
Joseph Perella, Co-Founder and Chairman Emeritus of PWP,
commented, “I have seen the role of the independent advisor evolve
significantly over the past several decades. I am proud to see PWP
take this historic step and enter the public markets, which we
expect to strengthen our ability to grow our leading firm that
clients turn to for trusted advice and thought leadership.”
Peter Weinberg, PWP CEO, added, “Betsy Cohen and the FinTech IV
team have a long track record of supporting successful companies in
the financial services sector with creative capital markets
solutions. We are very pleased to partner with them to take this
important step and believe they bring deep expertise and a broad
network to facilitate our growth.”
PWP Highlights:
Expanding market for advisory services
- Demand for advisory services is expanding as clients navigate a
period of significant change and increased complexity
- Proven independent advisory model poised to continue to gain
market share
Talented team of strategic advisors with a culture of
collaboration
- Recognized for thought leadership across industries,
geographies and products
- Highly collaborative culture that is fundamental to the firm’s
success
- Track record of attracting, training and retaining top
talent
Clear strategy to drive growth
- Significant opportunity to grow in existing, core markets
- Adjacencies and white space offer additional growth
opportunities
Strong and recognized brand in the advisory marketplace
globally
- Highly regarded brand with a reputation for highest level of
trust, quality and integrity
- Expansive network that provides access to a broad range of
clients globally
Full alignment with all shareholders
- Significant ownership by working partners and employees drives
highly aligned incentives to drive shareholder returns through
growth, margin expansion and disciplined return of capital
Transaction Summary
The transaction reflects an implied equity value for the Company
of approximately $975 million at closing. The cash component of the
consideration will be funded by FinTech IV’s $230 million cash in
trust as well as a $125 million fully committed private placement
in public equity at $10.00 per share from various strategic and
institutional investors, including Fidelity Management &
Research Company LLC, Wellington Management and Korea Investment
& Securities, that will close concurrently with the business
combination.
The net proceeds from the transaction (after addressing any
potential redemptions by FinTech IV’s existing stockholders and
transaction related expenses), 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 PWP 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.
Existing PWP equity holders, including current working partners
and employees of the firm, will remain the largest investors by
rolling over significant equity into the combined company, with
working partners and employees retaining approximately 50%
ownership immediately following the transaction (assuming no
redemptions by FinTech IV’s existing stockholders).
Pursuant to the business combination agreement, FinTech IV will,
subject to obtaining stockholder approval, adopt an amended and
restated charter and bylaws and subscribe for and purchase for cash
a portion of the equity of the existing PWP parent company,
resulting in FinTech IV as the new parent company. Immediately
following the closing, FinTech IV will change its name to Perella
Weinberg Partners.
The business combination is expected to close in the first half
of 2021, pending FinTech IV stockholder approval, regulatory
approval and other customary closing conditions. Additional
information about the business combination will be provided in a
Current Report on Form 8-K to be filed by FinTech IV with the
Securities and Exchange Commission (“SEC”) that will be available
at www.sec.gov and will contain an investor presentation. In
addition, FinTech IV intends to file a preliminary proxy statement
on Schedule 14A with the SEC, and will file other documents
regarding the transaction with the SEC.
Advisors
Perella Weinberg Partners LP is serving as exclusive capital
markets and financial advisor and Skadden, Arps, Slate, Meagher
& Flom LLP is acting as legal counsel to PWP.
Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and
Financial Technology Partners are serving as financial advisors to
FinTech IV. Keefe, Bruyette & Woods, a Stifel Company, is
serving as buy side advisor to FinTech IV. Cantor Fitzgerald &
Co., JMP Securities LLC and Wells Fargo Securities, LLC are acting
as capital markets advisors to FinTech IV. Morgan Lewis &
Bockius, LLP is acting as legal counsel to FinTech IV.
Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are
acting as private placement agents to FinTech IV. Davis Polk &
Wardwell LLP is acting as legal counsel to the private placement
agents.
Investor Webcast and Call Details
Wednesday, December 30, 2020
8:00 am ET
Webcast
A conference call will also be available in the Investor
Relations section of the Company’s website at
http://www.pwpartners.com. To listen to the broadcast, go to the
site at least 15 minutes prior to the scheduled start time in order
to register and install any necessary audio software. A replay of
the call will also be available for 90 days on the Company’s
website.
Participant Operator Assisted Dial-In:
United States Toll/International: +1-201-689-8562
United States Toll-Free: +1-877-407-0789
A telephone replay will be available Wednesday, December 30,
2020, 11:00 am through Wednesday, January 13, 2021, 11:59 pm ET and
can be accessed by dialing:
United States Toll/International: +1-412-317-6671
United States Toll-Free: +1-844-512-2921
Event ID: 13714596
On the call, the presenters will be reviewing an investor
presentation, which will be filed with the SEC as an exhibit to the
above referenced Current Report on Form 8-K prior to the call and
will be available on the SEC website at www.sec.gov.
About PWP
Perella Weinberg Partners is a leading global independent
advisory firm, providing strategic and financial advice to a broad
client base, including corporations, institutions, governments,
sovereign wealth funds and private equity investors. The firm
offers a wide range of advisory services to clients in the most
active industry sectors and global markets. With approximately 560
employees, PWP currently maintains offices in New York, Houston,
London, Calgary, Chicago, Denver, Los Angeles, Paris, Munich, and
San Francisco. For more information on PWP, please visit:
http://www.pwpartners.com.
PWP Capital Management LP, which was previously the asset
management business of PWP that was separated in 2019, will
continue to operate as an independent privately-owned asset
management firm and is not involved in the FinTech IV business
combination.
About FinTech Acquisition Corp. IV
FinTech Acquisition Corp. IV is a special purpose acquisition
company formed for the purpose of entering into a merger, capital
stock exchange, asset acquisition, stock purchase, reorganization
or similar business combination with one or more businesses, with a
focus on the financial technology industry. The company raised
$230,000,000 in its initial public offering in September 2020 and
is listed on the NASDAQ under the symbol “FTIV.”
Cautionary Statement Regarding Forward Looking
Statements
Certain statements made in this press release, and oral
statements made from time to time by representatives of PWP and
FinTech IV 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 potential
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.
The forward-looking statements involve significant risk and
uncertainties that could cause the actual results to differ
materially from the expected results. Factors that may cause such
differences include, among others, the following: (1) the inability
of the parties to complete the potential business combination or to
complete the contemplated transactions; (2) satisfaction or waiver
(if applicable) of the conditions to the potential business
combination, including with respect to the approval of the
stockholders of FinTech IV; (3) the ability to maintain the listing
of the combined company’s securities on NASDAQ; (4) the inability
to complete the private placement; (5) the risk that the proposed
transaction disrupts current plans and operations of FinTech IV or
PWP as a result of the announcement and consummation of the
transactions described herein; (6) the ability to recognize the
anticipated benefits of the proposed business combination, which
may be affected by, among other things, competition, the ability of
the combined company to grow and manage growth profitably, maintain
relationships with customers and suppliers and retain its
management and key employees; (7) costs related to the proposed
business combination; (8) changes in applicable laws or regulations
and delays in obtaining, adverse conditions contained in, or the
inability to obtain necessary regulatory approvals required to
complete the potential transaction; (9) the possibility that
FinTech IV and PWP may be adversely affected by other economic,
business, and/or competitive factors; (10) the outcome of any legal
proceedings that may be instituted against FinTech IV, PWP or any
of their respective directors or officers, following the
announcement of the potential transaction; (11) the failure to
realize anticipated pro forma results and underlying assumptions,
including with respect to estimated stockholder redemptions and
purchase price and other adjustments; (12) changes in general
economic conditions, including as a result of the COVID-19
pandemic; and (13) other risks and uncertainties indicated from
time to time in the preliminary proxy statement of FinTech IV to be
filed with the SEC, including those under “Risk Factors” therein,
and other documents filed or to be filed with the SEC by FinTech
IV. Forward-looking statements speak only as of the date they are
made, and neither PWP nor FinTech IV undertake any obligation, and
expressly disclaims any obligation, to update, alter or otherwise
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
Readers should carefully review the statements set forth in the
reports, which FinTech IV has filed or will file from time to time
with the SEC.
Additional Information about the Transaction and Where to
Find It
FinTech IV intends to file with the SEC a preliminary proxy
statement in connection with the business combination and will mail
a definitive proxy statement and other relevant documents to its
stockholders. The definitive proxy statement will contain important
information about the business combination and the other matters to
be voted upon at a special meeting of the stockholders to be held
to approve the business combination and other matters, and is not
intended to provide the basis for any investment decision or any
other decision in respect of such matters. FinTech IV’s
stockholders and other interested persons are advised to read, when
available, the preliminary proxy statement, the amendments thereto,
and the definitive proxy statement in connection with FinTech IV’s
solicitation of proxies for such special meeting, as these
materials will contain important information about FinTech IV, PWP
and the business combination. The definitive proxy statement will
be mailed to the stockholders of FinTech IV as of a record date to
be established for voting on the business combination and the other
matters to be voted upon at the special meeting. FinTech IV’s
stockholders will also be able to obtain copies of the proxy
statement, as well as other filings containing information about
FinTech IV, without charge, once available, at the SEC’s website at
http://www.sec.gov, or by directing a request to:
aabrams@cohenandcompany.com.
Participants in the Solicitation
FinTech IV, PWP and certain of their respective directors and
officers, as applicable, may be deemed participants in the
solicitation of proxies of FinTech IV’s stockholders in connection
with the business combination. FinTech IV’s stockholders and other
interested persons may obtain, without charge, more detailed
information regarding the directors and officers of FinTech IV in
FinTech IV’s 424B4 prospectus, which was filed with the SEC on
September 25, 2020.
Information regarding the persons who may, under SEC rules, be
deemed participants in the solicitation of proxies of FinTech IV’s
stockholders in connection with the business combination and other
matters to be voted upon at the special meeting, including certain
of PWP’s officers, will be set forth in the proxy statement for the
business combination when available. Additional information
regarding the interests of participants in the solicitation of
proxies in connection with the business combination will be
included in the proxy statement that FinTech IV intends to file
with the SEC. This press release does not constitute a solicitation
of a proxy, an offer to purchase or a solicitation of an offer to
sell any securities.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20201230005136/en/
For Perella Weinberg Partners Investor Relations:
investors@pwpartners.com For Perella Weinberg Partners Media:
media@pwpartners.com For FinTech Acquisition Corp. IV:
info@ftspac.com
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