ThinkMarkets Going Public Via a Merger

ThinkMarkets, an Australian-based broker operated by Think Financial Group Holdings Limited, has revealed its intention to undergo a merger with Canadian blank check company FG Acquisition Corp, with the aim of becoming a publicly traded entity. This move follows ThinkMarkets' expansion into the Asia Pacific region through acquiring a local forex company in Japan and obtaining a license in New Zealand earlier this year.

FG Acquisition Corp, listed on the Toronto Stock Exchange, is owned by Larry G. Swets Jr., a casualty insurance executive. The business will be known as ThinkMarkets Group Holdings Limited after the merger. The co-founders of ThinkMarkets, Nauman Anees and Faizan Anees, along with the existing management team, will assume the positions of Chief Executive Officer and President, respectively. The board of directors for the merged entity will consist of Symon Brewis-Weston, Julian Babarczy, Larry G. Swets Jr., Faizan Anees, Nauman Anees, and Faizan Anees.

The completion of the merger is anticipated in July 2023.

Since its establishment, ThinkMarkets has accumulated a substantial client base of 138,500 traders hailing from 165 countries. The company offers retail forex trading services and operates an institutional presence through a liquidity provisioning platform.

According to reports, ThinkMarkets' revenues experienced a notable increase, rising from USD 35 million in 2019 to over USD 62 million in 2022. As of March 2023, the user base of ThinkMarkets reached 138,500 approved clients, a significant growth from 17,200 at the end of 2015.

Based on its pre-money valuation, ThinkMarkets has been valued at $160 million in the reverse merger agreement, with an estimated pro forma enterprise value of approximately $190 million. As a result of the merger, ThinkMarkets will become a wholly-owned subsidiary of the Special Purpose Acquisition Company (SPAC) and hold the majority of the issued and outstanding Common Shares.

In addition, the SPAC intends to raise $20 million through a private placement of convertible debentures to support its expansion strategy, working capital, and general business needs.

The transaction will result in ThinkMarkets becoming a publicly traded company and receiving up to $125 million in net cash proceeds, which will be utilized to pursue the company's growth strategy in new markets and with new products. FG Acquisition Corp's IPO funds, currently held in escrow, amount to approximately $117 million. Furthermore, the parties have initiated a USD 20 million private placement of convertible debentures as part of the agreement, with investment bank Canaccord Genuity serving as the lead agent for the Private Placement.