ALPHARETTA, Ga.–(BUSINESS WIRE)–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 customers, has signed a definitive agreement to acquire Apex Crypto, LLC from Apex Fintech Solutions, Inc. This acquisition is expected to significantly strengthen Bakkt’s cryptocurrency product offerings and expand its footprint into multiple 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, give us faster speed to market for new crypto features and serve as an additional avenue for continued sales to a crypto-savvy audience through Apex Fintech Solutions,” said Gavin Michael, CEO director 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 looking to offer seamless crypto experiences to their customers. It is 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 integrated crypto trading platform, developed to meet the growing needs of more than 30 fintech firms and their clients in a rapidly growing sector. Apex Crypto supports clients with a robust solution for execution, clearing, custody, cost base and tax services that facilitate the delivery of frictionless crypto investment in more than 30 tokens.
Under the terms of the transaction, Bakkt and Apex Fintech Solutions will enter into a commercial agreement commemorating the continued relationship and delivery of Bakkt’s 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 customers.
“It is our purpose at Apex to enable frictionless investing for everyone, and Bakkt’s team and platform are a tremendous complement to that, says William Capuzzi, CEO of Apex Fintech Solutions. “We look forward to working together to continue to provide customers with 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 switch between stock trading and cryptocurrency by providing efficient account opening and funding solutions. In addition, the Apex Crypto platform handles the complex regulatory and licensing obligations associated with investing in cryptocurrency, while allowing customers to focus on providing 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 product innovation and development, with complementary crypto solutions that will offer our combined partners expanded capabilities and functionality
– Bakkt and Apex Crypto’s joint capabilities are expected to create faster speed to market for more advanced crypto products, including staking, remote transfers and NFTs
Transaction details
Under the terms of the agreement, Bakkt will purchase Apex Crypto for a maximum purchase price of $200 million. Bakkt will initially pay $55 million in cash upon completion of the deal, and up to $45 million in Bakkt stock subject to the achievement of financial targets for the acquired business in the fourth quarter of 2022; up to an additional $100 million in Bakkt stock and seller notes may be paid contingent upon the achievement of financial goals for the acquired business through 2025.
The transaction is expected to close in the first half of 2023 and is subject to the necessary regulatory approvals.
Conference call details
Bakkt organizes a telephone conference on Thursday 3 Novemberrd at 8:00 a.m. ET. The live webcast of Bakkt’s conference call can be accessed at together with the associated slide presentation. Investors and analysts interested in participating by telephone should pre-register at this link and provide participant access code 69938 approximately ten minutes prior to the start of the call to receive dial-in information. A replay will be available immediately following the call and can be reached at 800-770-2030 with participant access code 69938 until December 3rd.
About Bakkt
Bakkt is a digital resource platform that unlocks crypto and drives loyalty to create delightful, connected experiences for a wide range of customers. Bakkt’s platform, accessible through the Bakkt app and to partners, amplifies consumer spending and strengthens loyalty programs, adding value for all key stakeholders within Bakkt’s payments and digital assets ecosystem. Bakkt was launched in 2018 and is headquartered in Alpharetta, GA. For more information, visit: | Twitter @Bakkt | LinkedIn
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 fuels 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 its partners to succeed at the forefront of the industry via tailored custody and 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:
Advisors
Goldman Sachs & Co. LLC is acting as an exclusive financial advisor and Wilson Sonsini Goodrich and Rosati, PC, and Alston & Bird LLP in 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, goals, expectations and intentions with respect to future operations, products, services, the benefits of the combined company’s operations, expected synergies, expected timing of the transaction, post-closing commercial arrangements , and the time and amount of the consideration that Bakkt can pay, among other things. Forward-looking statements can be identified by words such as “will,” “likely,” “expect,” “continue,” “anticipate,” “estimate,” “believe,” “intend,” “plan,” “project,” ” “outlook”, “growth”, “progress”, “potential” or words of similar meaning. Such forward-looking statements are based on the current opinion and expectations of Bakkt’s management and are inherently subject to significant business, financial and competitive uncertainties and contingencies, of which many 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 against relying on such forward-looking statements. Such forward-looking statements relate only to events as of the date such statements are made are provided and are based on information available to us as of the date of this press release.Except as otherwise required by law, we undertake no obligation to update are any forward-looking statements 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 unforeseen events.
Among other things, the following factors could cause actual results and the timing of events to differ materially from the expected 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, technological developments 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 related to data security; and (vi) that the companies are 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.
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