Acquisition is expected to significantly
expand client verticals, drive scale, and bolster path to
profitability Bakkt and Apex Fintech Solutions will continue
commercial relationship Acquisition is subject to regulatory
approval
Bakkt Holdings, Inc. (NYSE: BKKT) (the “Company” or “Bakkt”), a
digital asset platform that unlocks crypto and drives loyalty to
create delightful, connected experiences for a broad range of
clients, has signed a definitive agreement to acquire Apex Crypto,
LLC from Apex Fintech Solutions, Inc. This acquisition is expected
to significantly bolster Bakkt’s cryptocurrency product offering
and expand its footprint into additional client verticals including
fintechs, trading app platforms, and neo-banks.
“We found a unique asset in Apex Crypto, which will expand our
crypto client base, provide us with faster speed to market for new
crypto capabilities and serve as an additional avenue for continued
sales to a crypto-savvy audience through Apex Fintech Solutions,”
said Gavin Michael, CEO of Bakkt. “With the addition of this
complementary business, we believe we are poised to be a crypto
provider of choice for financial institutions, fintechs, merchants
or loyalty programs that want to offer seamless crypto experiences
to their customers. It’s also expected to enable us to unlock more
innovative opportunities that appeal to the next generation of
consumers such as crypto rewards and NFTs.”
Apex Crypto is a turnkey platform for integrated crypto trading,
developed to meet the increasing needs of more than 30 fintech
firms and their customers across a rapidly expanding sector. Apex
Crypto supports clients with a robust solution for execution,
clearing, custody, cost basis and tax services facilitating the
delivery of frictionless crypto investing in more than 30
tokens.
Under the terms of the transaction, Bakkt and Apex Fintech
Solutions will enter into a commercial agreement that memorializes
the continued relationship and provision of Bakkt crypto solutions
to Apex’s 220+ clients. As part of the ongoing collaboration, Apex
Fintech Solutions will have the opportunity to bring Bakkt’s
leading platform solutions to its clients.
“It’s our purpose at Apex to enable frictionless investing for
everyone and Bakkt’s team and platform are a tremendous complement
to that,” said William Capuzzi, CEO of Apex Fintech Solutions. “We
look forward to working together to continue to provide customers a
seamless crypto experience and access to an expanded solution set.
This is the beginning of an exciting time of growth and innovation
for both of our organizations.”
Launched in 2019, Apex Crypto was created to allow investors to
transition between trading equities and cryptocurrency by offering
efficient account opening and funding solutions. Additionally, the
Apex Crypto platform handles the complex regulatory and licensing
obligations associated with cryptocurrency investing while allowing
its clients to focus on offering a holistic user experience.
Transaction Highlights
- The transaction is expected to deliver revenue diversification
and synergies to Bakkt as it scales its offerings
- Bakkt believes that Apex’s Crypto platform will accelerate its
product innovation and development, with complementary crypto
solutions that will offer our combined partners expanded options
and functionality
- Bakkt and Apex Crypto’s joint capabilities are expected to
create faster speed to market for more advanced crypto products,
including staking, external transfers and NFTs
Transaction Details
Under the terms of the agreement, Bakkt will acquire Apex Crypto
for a maximum purchase price of $200 million. Bakkt will initially
pay $55 million in cash at the closing of the deal, and up to $45
million in Bakkt stock depending on the achievement of financial
targets by the acquired business in the fourth quarter of 2022; up
to an additional $100 million in Bakkt stock and seller notes may
be paid depending on the achievement of financial targets by the
acquired business through 2025.
The transaction is expected to close in the first half of 2023
and is subject to required regulatory approvals.
Conference Call Details
Bakkt will host a conference call on Thursday, November 3rd at
8:00 am ET. The live webcast of Bakkt’s conference call can be
accessed at https://investors.bakkt.com along with the accompanying
slide presentation. Investors and analysts interested in
participating via telephone should pre-register at this link and
reference participant access code 69938 approximately ten minutes
prior to the start of the call to receive the dial-in information.
A replay will be available promptly after the call and can be
accessed at 800-770-2030 with participant access code 69938 until
December 3rd.
About Bakkt
Bakkt is a digital asset platform that unlocks crypto and drives
loyalty to create delightful, connected experiences for a broad
range of clients. Bakkt’s platform, available through the Bakkt App
and to partners, amplifies consumer spending and bolsters loyalty
programs, adding value for all key stakeholders within the Bakkt
payments and digital assets ecosystem. Launched in 2018, Bakkt is
headquartered in Alpharetta, GA. For more information, visit:
https://www.bakkt.com/ | Twitter @Bakkt | LinkedIn
https://www.linkedin.com/company/bakkt/
About Apex Fintech Solutions
Apex Fintech Solutions is a fintech powerhouse enabling seamless
access, frictionless investing, and investor education for all.
Apex’s omni-suite of scalable solutions fuel innovation and
evolution for hundreds of today’s market leaders, challengers,
change makers, and visionaries. The Company’s digital ecosystem
creates an environment where clients with the biggest ideas are
empowered to change the world. Apex works to enable their partners
to succeed on the frontlines of the industry via bespoke custody
& clearing, advisory, institutional, and SaaS solutions through
its Apex Clearing™, Apex Advisor Solutions™, Apex Silver™, and Apex
CODA Markets™ brands.
For more information, visit the Apex Fintech Solutions website:
https://www.apexfintechsolutions.com.
Advisors
Goldman Sachs & Co. LLC is serving as an exclusive financial
advisor and Wilson Sonsini Goodrich and Rosati, PC, and Alston
& Bird LLP on certain regulatory matters, are acting as legal
advisors to Bakkt. Sidley Austin LLP is acting as legal advisor to
Apex Fintech Solutions.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such statements include, but are not limited to,
statements regarding Bakkt’s plans, objectives, expectations and
intentions with respect to future operations, products, services,
the benefits of the combined company’s operations, anticipated
synergies, the expected timing of the transaction, post-closing
commercial arrangements, and the timing and amounts of
consideration that Bakkt may pay, among others. Forward-looking
statements can be identified by words such as “will,” “likely,”
“expect,” “continue,” “anticipate,” “estimate,” “believe,”
“intend,” “plan,” “projection,” “outlook,” “grow,” “progress,”
“potential” or words of similar meaning. Such forward-looking
statements are based upon the current beliefs and expectations of
Bakkt’s management and are inherently subject to significant
business, economic and competitive uncertainties and contingencies,
many of which are difficult to predict and beyond Bakkt’s control.
Actual results and the timing of events may differ materially from
the results anticipated in such forward-looking statements. You are
cautioned not to place undue reliance on such forward-looking
statements. Such forward-looking statements relate only to events
as of the date on which such statements are made and are based on
information available to us as of the date of this press release.
Unless otherwise required by law, we undertake no obligation to
update any forward-looking statements made in this press release to
reflect events or circumstances after the date of this press
release or to reflect new information or the occurrence of
unanticipated events.
The following factors, among others, could cause actual results
and the timing of events to differ materially from the anticipated
results or other expectations expressed in such forward-looking
statements: (i) the impact of the ongoing COVID-19 pandemic; (ii)
changes in the markets in which Bakkt competes, including with
respect to its competitive landscape, technology evolution or
regulatory changes; (iii) changes in the markets that Bakkt
targets; (iv) risk that Bakkt may not be able to execute its growth
strategies, including identifying and executing acquisitions; (v)
risks relating to data security; and (vi) the companies being able
to obtain the necessary regulatory approvals and otherwise satisfy
all closing conditions. The foregoing list of factors is not
exhaustive. You should carefully consider the foregoing factors and
the other risks and uncertainties described under the heading “Risk
Factors” in Bakkt’s filings with the Securities and Exchange
Commission, including its most recent Annual Report on Form 10-K
and any subsequent Quarterly Reports on Form 10-Q.
Bakkt-C
View source
version on businesswire.com: https://www.businesswire.com/news/home/20221103005623/en/
Investor Relations Ann DeVries, Head of Investor Relations
Ann.DeVries@bakkt.com
Media Lauren Post, Head of Communications
Lauren.Post@bakkt.com
For Apex Crypto
Media Jonathan Gasthalter/Carissa Felger/Sara
Widmann Gasthalter & Co. (212) 257 4170
apexfintechsolutions@gasthalter.com
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