Acquisition Criteria

Consistent with our business strategy, we have identified the following general criteria that we believe are important in evaluating prospective target businesses. We will use these criteria in evaluating initial business combination opportunities, but we may decide to enter into our initial business combination with a target business that does not meet these criteria. We expect that no individual criterion will entirely determine a decision to pursue a particular opportunity. We intend to seek a business combination with a business that we believe:

Is fundamentally sound and can unlock and enhance stockholder value through a combination with us, thereby offering attractive risk-adjusted returns for our stockholders;

Is at an inflection point, such as requiring additional management expertise, and able to accelerate growth and financial performance through differentiated business models and the addition of our operational, financial, transactional and legal expertise and networks;

Is in need of a flexible, creative or opportunistic structure where we can deliver additional value;

Has a strong, experienced management team, or provides a platform to assemble an effective management team with a track record of driving growth and profitability;

Can benefit from being a publicly traded company, with access to broader capital markets, to achieve the business’ growth strategy;

Is poised to grow both organically through the application of technology, as well as inorganically, through bolt-on or transformational acquisitions;

Has a leading or niche market position and demonstrates advantages when compared to competitors, which may help to create barriers to entry against new competitors; and

Exhibits unrecognized value or other characteristics that we believe can be enhanced based on our analysis and due diligence review.

We anticipate offering the following benefits to our business combination partner:

Partnership with our management team members who have extensive and proven experience in operating, leading, advising and investing in market-leading financial services and FinTech companies;
Access to our deep and broad networks, insights and operational, financial, transactional, and legal and regulatory expertise;
Increased company profile and improved credibility with investors, customers, suppliers and other key stakeholders;
Higher level of engagement with core, relevant, fundamental investors as anchor stockholders than what a traditional IPO book-building process offers;
Lower risk and expedited path to a public listing with flexible structuring;
Infusion of cash and ongoing access to public capital markets;
Listed public currency for future acquisitions and growth;
Ability for management team to retain control and focus on growing the business; and
Opportunity to motivate and retain employees using stock-based compensation.