Clover Inc. To Go Public Through Merger With FoxWayne Enterprises Acquisition Corp.
New entity poised to accelerate the development of Clover's next generation platform for live streaming with a suite of new product introductions.
Clover has a growing user base of over 9 million with almost 90% of users between 18-39 years old. Clover is targeting a launch of VR ('Virtual Reality') Dating and VR Live Streaming in Q4 2023.
NEW YORK, Sept. 20, 2022 /PRNewswire/ -- Clover Inc. ("Clover" or the "Company"), a highly rated live streaming company focused on Gen Z and Millennial audiences and creators, and FoxWayne Enterprises Acquisition Corp. (NASDAQ: FOXW, FOXWW) ("FoxWayne"), a special purpose acquisition company ("SPAC"), today announced they have entered into a definitive business combination agreement. Upon closing of the transaction, which is currently anticipated to occur in the first quarter of 2023, the combined company will be named "Clover Media Inc." and will be led by Isaac Raichyk, Chief Executive Officer of Clover, and the current management team. The combined company's common stock is expected to continue to be listed on the Nasdaq Capital Market.
"We are deeply committed to advancing Clover's exciting live streaming platform. This transaction is expected to accelerate the development of our lead offerings for over 9 million and growing users," said Mr. Raichyk.
Robb Knie, chief executive officer of FoxWayne, added, "We see immense opportunities in Clover's approach to delivering both dating subscriptions and the live streaming dating and subscription models for creators of live content."
Summary of the Transaction
As part of the transaction, FoxWayne will be issuing 15.745 million shares of its common stock, which represents consideration of approximately $157.45 million. Current Clover stockholders will convert 100% of their existing equity interests into common stock of the combined company and will own a majority of the outstanding shares of the combined company post-closing. Assuming no redemptions of FoxWayne shares, the combined company's cash resources are expected to be comprised of approximately $13.7 million in cash proceeds currently in trust, along with the existing cash resources of Clover at closing.
The boards of directors of both Clover and FoxWayne have unanimously approved the proposed transaction. The transaction is subject to, among other things, the approval of the stockholders of both Clover and FoxWayne and satisfaction or waiver of the conditions stated in the definitive business combination agreement.
The description of the business combination contained herein is only a high-level summary. Additional information about the proposed transaction, including a copy of the business combination agreement, will be provided in a Current Report on Form 8-K to be filed by FoxWayne with the Securities and Exchange Commission ("SEC") and will be available at the SEC's website at www.sec.gov. In addition, Fox Wayne intends to file a registration statement on Form S-4 with the SEC, which will include a proxy statement/prospectus, and will file other documents regarding the proposed transaction with the SEC.