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Financial services-oriented SPAC launches $100m IPO on TSX

FG Acquisition Corp, a special purpose acquisition company, has filed a preliminary prospectus in Canada for a proposed initial public offering of Class A restricted voting units.

FG Acquisition Corp, a special purpose acquisition company, has filed a preliminary prospectus in Canada for a proposed initial public offering of Class A restricted voting units. The IPO is intended to generate $100 million in gross proceeds. Sponsored by FGAC Investors and Canaccord Genuity Group’s CG Investments VII, the SPAC will complete a qualifying acquisition of assets and/or businesses in the financial services sector.

PRESS RELEASE

TORONTO, March 21, 2022 (GLOBE NEWSWIRE) — On March 18, 2022, FG Acquisition Corp. (the “Company”) filed a preliminary prospectus (the “Preliminary Prospectus”) with the securities regulatory authorities in each of the provinces and territories of Canada, other than Quebec, in respect of a proposed initial public offering (the “Offering”) of Class A restricted voting units (the “Class A Restricted Voting Units”) at a price of U.S.$10.00 per unit for aggregate gross proceeds of U.S.$100,000,000. The aggregate gross proceeds from the distribution of the Class A Restricted Voting Units will be deposited into an escrow account and will only be released upon certain prescribed conditions. On March 21, 2022, the Company obtained a receipt for the Preliminary Prospectus with the securities regulatory authorities in each of the provinces and territories of Canada, other than Quebec.

The Company is a newly organized special purpose acquisition company incorporated under the laws of British Columbia for the purpose of effecting, directly or indirectly, an acquisition of one or more business or assets, by way of a merger, amalgamation, arrangement, share exchange, asset acquisition, share purchase, reorganization, or any other similar business combination involving the Company within a specified period of time (a “Qualifying Acquisition”). The Company intends to complete a Qualifying Acquisition of assets and/or businesses in the financial services sector. Notwithstanding the forgoing, the Company is not limited to a particular industry or geographic region for the purpose of completing a Qualifying Acquisition.

The sponsors of the Company are FGAC Investors LLC and CG Investments VII Inc. (together, the “Sponsors”). The Company intends to leverage its management’s and the Sponsors’ extensive networks to find high-quality financial services sector business(es) located within North America and effect a Qualifying Acquisition.

The Company’s board of directors is comprised of:
D. Kyle Cerminara
Larry G. Swets, Jr.
Hassan R. Baqar
Andrew B. McIntyre
Dr. Richard E. Govignon
The Company’s officers are:
D. Kyle Cerminara – Chairman
Larry G. Swets, Jr. – Chief Executive Officer
Hassan R. Baqar – Chief Financial Officer and Corporate Secretary

In addition, Robert I. Kauffman, a former co-founder and Principal of Fortress Investment Group., will serve as a Senior Advisor to the Company following the closing of the Offering.
Messrs. Kauffman, Cerminara, Swets, Jr. and Baqar, recently worked together in connection with Aldel Financial Inc., which successfully completed its merger with Hagerty Inc., a leading specialty insurance provider focused on the global automotive enthusiast market, in December 2021.

Each Class A Restricted Voting Unit consists of one Class A restricted voting share (a “Class A Restricted Voting Share”) and one-half of a share purchase warrant (each whole warrant, an “IPO Warrant”). On or immediately after the completion of a Qualifying Acquisition, each Class A Restricted Voting Share will automatically convert into a common share in the capital of the Company, subject to the terms described in the Preliminary Prospectus. Each IPO Warrant will become exercisable 65 days after the completion of a Qualifying Acquisition and will entitle the holder to purchase one Class A Restricted Voting Share at a price of U.S.$11.50 for a period of five years after the completion of a Qualifying Acquisition, subject to the terms described in the Preliminary Prospectus.

The Company has filed an application to list the Class A Restricted Voting Units, Class A Restricted Voting Shares, IPO Warrants and Sponsors’ Warrants (as defined below) on the Toronto Stock Exchange (the “TSX”). Listing the Class A Restricted Voting Units, Class A Restricted Voting Shares, IPO Warrants and Sponsors’ Warrants on the TSX is subject to the Company fulfilling all the listing requirements of the TSX. The Class A Restricted Voting Units are intended to begin trading on the TSX promptly after the closing of the Offering (the “Closing”). The Class A Restricted Voting Shares and IPO Warrants comprising the Class A Restricted Voting Units will initially trade as a unit, but it is anticipated that the Class A Restricted Voting Shares and IPO Warrants will begin trading separately approximately forty (40) days following Closing (or, if such date is not a trading day on the TSX, the next trading day on the TSX). However, no fractional warrants will be issued and only whole warrants will trade.