Bitcoin (BTC) rewards app Fold has filed its S-4 filing with the US Securities and Exchange Commission (SEC), starting the process for an initial public offering (IPO).
The filing follows an announcement in July that it plans to go public through a merger with FTAC Emerald Acquisition Corp.
Details of the Merger
The filing reveals that on July 24, 2024, FTAC Emerald and its subsidiary, EMLD Merger Sub Inc., entered into an agreement whereby EMLD Merger Sub will be absorbed into Fold, with the latter surviving as a wholly owned subsidiary of the special purpose acquisition company.
Once regulatory and shareholder approvals are obtained, the created entity plans to remain listed on the Nasdaq, trading under the new symbol “FLD.” The merger, approved unanimously by the boards of directors of both companies, is expected to close in the fourth quarter of 2024.
Under the terms of the deal, holders of FTAC Emerald shares, valued at $10.72 per share, will convert them into Fold common stock. They are expected to receive between $365 million and $419.75 million in Emerald Class A common stock, with the final valuation depending on the price of Bitcoin at the time of closing.
The filing also announced a special meeting of Emerald shareholders to vote on the business combination, with the date to be determined.
According to a Cabal Capital blog post, the financial services company going public reflects the growing acceptance of cryptocurrency businesses in traditional finance. The publication explains that the IPO will provide Fold with more capital and improve its credibility, potentially attracting investors interested in digital currencies through conventional investment channels.
Expansion initiatives
Fold’s core business is a Bitcoin rewards platform where users earn cash on purchases from retailers such as Amazon, Uber and Starbucks. It also offers a rewards debit card and a prize wheel for extra coins. Integrated with the Lightning Network, it also allows users to earn crypto through mortgage and rent payments.
The presentation revealed that the company plans to expand its services, including its BTC custody and trading programs, to reach users in previously unsupported states. Fold will also add Bitcoin deposits as a funding option, allow non-Fold cardholders to access its exchange, and introduce an over-the-counter (OTC) counter for larger transactions.
The document also revealed plans to continue accumulating BTC as part of its treasury investment plan. As of July 31, 2024, the company had approximately 1,002 BTC, valued at approximately $63.2 million.
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