Bullish to go public via merger with Far Peak SPAC

Bullish, a developer of financial services for the digital assets sector, has agreed to go public via a merger with with Far Peak Acquisition Corporation, a blank check company whose backers include BlackRock.

Bullish, a developer of financial services for the digital assets sector, has agreed to go public via a merger with with Far Peak Acquisition Corporation, a blank check company whose backers include BlackRock. The stock will trade on the New York Stock Exchange. The transaction is expected to close by the end of 2021. Jefferies is serving as financial advisor to Bullish on the deal.

PRESS RELEASE

GEORGE TOWN, Cayman Islands–(BUSINESS WIRE)–Bullish, a technology company focused on developing financial services for the digital assets sector, announced it intends to go public on the New York Stock Exchange through a merger with Far Peak Acquisition Corporation (NYSE: FPAC), a special purpose acquisition company (“SPAC”). Bullish is preparing to release a revolutionary, regulated cryptocurrency exchange that offers deep, predictable liquidity with technology that enables retail and institutional investors to generate yield from their digital assets.

The business combination of Bullish and Far Peak has a pro forma equity value at signing of approximately US$9.0 billion at US$10 per share, to be adjusted at transaction closing based on crypto asset prices around that time. The proceeds include net cash in trust of approximately US$600 million (assuming no redemptions) and US$300 million of committed private investment in public equity (“PIPE”) anchored by EFM Asset Management, with participation from funds and accounts managed by BlackRock, Cryptology Asset Group, Galaxy Digital and several other renowned institutional investors.

The transaction is expected to close by the end of 2021 and is subject to approval by Far Peak stockholders and other customary closing conditions, including regulatory approvals. The Boards of Directors of both Bullish and Far Peak have unanimously approved the proposed transaction.

Far Peak is a SPAC team focused on bringing leading financial and fintech companies public. Far Peak CEO and Chairman Thomas W. Farley previously served as the President of the New York Stock Exchange, bringing 15 years of world-class exchange leadership. Upon completion of the transaction, Far Peak CEO Thomas W. Farley will become the CEO of Bullish and Block.one CEO Brendan Blumer will be appointed Chairman of Bullish.

Focused on innovative financial services, Bullish seeks to rewire the traditional exchange in order to benefit asset holders, enable traders, and increase market integrity. As mainstream institutions increasingly embrace digital currencies, Bullish aims to make this asset class more accessible and rewarding to investors while developing the next-generation infrastructure required to better suit their needs.

“We believe Bullish’s real-time portfolio balancing tools, deep predictable liquidity, and industry-leading security and compliance represent a new breed of exchange design and can redefine how investors trade and manage digital assets,” said Brendan Blumer, CEO of Block.one. “We are excited to be partnering with Far Peak to bring Bullish into the public markets to offer our customers the opportunity to own a part of our business.”

In the coming weeks, Bullish exchange will run a private pilot program leading up to its public launch anticipated later in 2021. In the pilot program, participants will be able to test and experience the platform first-hand within a simulated market environment, testing out Bullish exchange’s proprietary innovations, including the Bullish Hybrid Order Book and Liquidity Pools which are designed to provide deep and deterministic liquidity, along with a user-friendly trading experience underpinned by industry-grade security and auditability.

“Bullish represents a promising future for financial services,” said Thomas W. Farley, Chairman and CEO of Far Peak. “With the increased interest from institutional players and sophisticated traders, it is critical to iterate on the existing exchange infrastructures we see today. Bullish is well positioned to strategically deliver value to its prospective shareholders as it capitalizes on market trends and places technological innovation at the core of its identity. We’re only in the first or second inning of the cryptocurrency market and I’m thrilled to be joining the Bullish team as we revolutionize the future of digital assets through cutting edge financial technologies.”

During the past year, Bullish received an initial capital injection by Block.one of US$100 million and digital assets comprising of 164,000 BTC and 20 million EOS, and completed a previously announced US$300 million strategic investment round. Bullish is backed by a roster of prolific investors and leading names in the venture capital space including Peter Thiel’s Thiel Capital and Founders Fund, Alan Howard, Louis Bacon, Richard Li, Christian Angermayer’s Apeiron Investment Group, Galaxy Digital, and global investment bank Nomura.

Advisors
Jefferies LLC is acting as exclusive financial advisor and capital markets advisor to Bullish. Kirkland & Ellis is acting as U.S. legal advisor to Bullish. Jefferies LLC, J.P. Morgan Securities LLC, Nomura Securities International, Inc., Berenberg Capital Markets LLC and Galaxy Digital Partners LLC are acting as co-placement agents to Far Peak on the PIPE. Morgan, Lewis & Bockius LLP is acting as legal advisor to Far Peak, and Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal advisor to Far Peak’s independent directors. Latham & Watkins LLP is acting as legal advisor to the placement agents on the PIPE.

Investor Resources
Additional information is available on the Bullish Investor Relations website, including a presentation of Bullish’s business and a video featuring Brendan Blumer and Thomas W. Farley.

About Bullish
Focused on developing products and services for the digital assets sector, Bullish has rewired the traditional exchange to benefit asset holders, enable traders and increase market integrity. Supported by the group’s treasury, Bullish’s new breed of exchange combines deep liquidity, automated market making and industry-leading security and compliance to increase the accessibility of digital assets for investors. Bullish exchange is operated by Bullish (GI) Limited and is expected to be fully regulated.

About Far Peak Acquisition Corporation
Far Peak Acquisition Corporation was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination in the financial technology, technology or financial services industries. The Company is sponsored by Far Peak LLC, which is ultimately owned by Thomas W. Farley, the Company’s Chairman and Chief Executive Officer, and David W. Bonanno, the Company’s Chief Financial Officer. In addition, funds and accounts managed by BlackRock have made an anchor investment in the Company.