MergerJul 8, 2026, 05:17 PM
Securitize Holdings Completes Merger with CEPT; Renames to Securitize Corp
AI Summary
Securitize Holdings, Inc. (PubCo) announced the consummation of its Business Combination Agreement with CEPT and Securitize, Inc. on July 1, 2026, following stockholder approval. As part of the transaction, PubCo changed its name to Securitize Corp. The merger involved the conversion of CEPT and Securitize shares into PubCo common stock, with a significant portion of CEPT Class A shares redeemed for cash. Additionally, a PIPE investment of $197.35 million was completed, and earnout shares for Securitize stockholders and the sponsor were established, contingent on future stock price performance.
Key Highlights
- Business Combination consummated on July 1, 2026, following stockholder approval on June 29, 2026.
- 6,842,508 CEPT Class A shares (28.5%) redeemed for $72,512,934.28 at $10.60 per share.
- Securitize common stock converted to PubCo common stock at an exchange ratio of approximately 4.4439:1.
- PIPE Investors purchased 19,735,000 CEPT Class A shares for $197,350,000.
- Pro forma outstanding shares total 163,218,683, with Securitize securityholders owning 73.4%.
- Securitize Earnout Shares of 6,250,000 and Sponsor Earnout Shares are subject to vesting thresholds.
Price Impact