The Bitcoin (BTC) rewards app Fold has submitted its S-4 filing to the U.S. Securities and Exchange Commission (SEC), initiating 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 in which 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 secured, the created entity plans to remain listed on Nasdaq, trading under the new ticker symbol “FLD.” The merger, unanimously endorsed by the boards of both companies, is expected to close in the fourth quarter of 2024.
Under the terms of the deal, holders of FTAC Emerald stocks, valued at $10.72 per share, will have them converted 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 Bitcoin’s price at the time of closing.
The document also announced a special meeting of Emerald stockholders to vote on the business combination, with the date to be determined.
According to a blog post by Cabal Capital, the financial services company going public reflects the growing acceptance of cryptocurrency businesses in traditional finance. The post explains that the IPO will provide Fold with more capital and enhance 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 cashback on purchases with retailers like Amazon, Uber, and Starbucks. It also offers a debit card with rewards and a prize wheel for extra coins. Integrated with the Lightning Network, it also lets users earn crypto through payments of mortgages and rent.
The filing disclosed 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 access to its exchange, and introduce an over-the-counter (OTC) desk for larger trades.
The document also revealed plans to continue accumulating BTC as part of its treasury investment plan. As of July 31, 2024, the company held approximately 1,002 BTC, valued at around $63.2 million.
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