EFIC1 and Azerion Today Proceed With the Completion of the Business Combination
The first day of listing and trading on Euronext Amsterdam under the new name
“Azerion Group N.V.” and ticker symbol “AZRN” expected to be 2 February 2022
Public disclosure of inside information in accordance with article 17(1) of the Regulation (EU) No 596/2014 on market abuse (Market Abuse Regulation)
AMSTERDAM, Feb. 01, 2022 (GLOBE NEWSWIRE) — Reference is made to the joint press release issued by European FinTech IPO Company 1 B.V. (“EFIC1”), a special purpose acquisition company (SPAC) listed on Euronext Amsterdam (symbol: EFIC1 and EFICW), and Azerion Holding B.V. (“Azerion”), a high-growth, EBITDA profitable, digital entertainment and media company, on 13 December 2021 announcing that they have reached a definitive agreement to create a business combination (the “Business Combination”) pursuant to which EFIC1 will acquire 100% of the issued and outstanding share capital of Azerion (the “Business Combination Agreement”).
In connection with the Business Combination, EFIC1 and Azerion also entered into subscription agreements with certain investors (including certain sponsors of EFIC1 or certain affiliates of EFIC1’s sponsors), pursuant to which such investors agreed to purchase and subscribe for ordinary shares in EFIC1 for an aggregate amount of EUR 23.15 million (the “Subscription Agreements”).
The Business Combination Agreement as well as the Subscription Agreements contain certain (waivable) customary completion conditions.
EFIC1, Azerion and Azerion’s shareholders have now determined that all conditions under each of the Subscription Agreements and the Business Combination Agreement have either been fulfilled or waived and will proceed with the completion of the sponsors and co-investors placement and the Business Combination.
The Business Combination is expected to be completed later today, 1 February 2022, with the remaining structuring steps as approved by EFIC1’s shareholders at the extraordinary meeting of shareholders held on 31 January 2022 (such as the conversion of the legal form of EFIC1 into a limited company (naamloze vennootschap)) taking place during the morning of 2 February 2022. The combined entity will furthermore be renamed “Azerion Group N.V.” and its ordinary shares and warrants are expected to commence trading on Euronext Amsterdam on 2 February 2022 under the ticker symbols “AZRN” and “AZRNW”, respectively.
PRESS AND INVESTOR INFORMATION EFIC1
Press contacts: Marion Banide (banide@hague.company; +31 (0) 62 144 1396) and Matthias Goldbeck
(matthias.goldbeck@ccounselors.com; +49 (0) 172 842 7007).
Investor contacts: ir@efic1.com or +31 (20) 240 4240.
DISCLAIMER
This press release is for information purposes only. The information contained in this press release does not purport to be full or complete and, in particular, does not contain all the information that should be considered concerning the proposed business combination between European FinTech IPO Company 1 B.V. (“EFIC1”) and Azerion Holding B.V. (“Azerion”) pursuant to a business combination agreement between EFIC1, Azerion and Azerion’s shareholders (the “Business Combination”) and is not intended to form the basis of any investment decision or any other decision in respect of the Business Combination. No reliance may be placed by any person for any purpose on the information contained in this press release or its accuracy, fairness or completeness.
No reliance may be placed by any person for any purpose on the information contained in this press release or its accuracy, fairness or completeness. EFIC1 will not be held liable for any loss or damages of any nature ensuing from using, trusting or acting on information provided. This press release does not constitute, and should not be construed as, an offer to sell or a solicitation of any offer to purchase the ordinary shares and/or warrants of EFIC1 and is not a recommendation to engage in any investment activities.
This press release may include certain forward-looking statements, which are based on current expectations and projections with respect to future events and speak only as of the date hereof (“Forward-looking Statements”). By their nature, Forward-looking Statements are subject to known and unknown risks, uncertainties, assumptions and other factors because they relate to events and depend on circumstances that will occur in the future whether or not outside the control of EFIC1. Such factors may cause actual results, performance or developments to differ materially from those expressed or implied by such Forward-looking Statements. No assurances can be given that the Forward-looking Statements will be realised. No representation or warranty is made that any of these Forward-looking Statements will come to pass or that any estimated result will be achieved. Accordingly, no undue reliance should be placed on any Forward-looking Statements.
