Far Peak Acquisition Corporation and Bullish Announce Confidential Submission of Registration Statement in Connection with the Proposed Business Combination

Rhea-AI Summary

Far Peak Acquisition Corporation (NYSE: FPAC) and Bullish have announced a proposed business combination, with Bullish submitting a confidential draft Registration Statement on Form F-4 to the SEC. This transaction is subject to shareholder approval and regulatory conditions, anticipated to close in Q4 2021. Bullish aims to enhance digital asset services through a restructured exchange model focused on deep liquidity and compliance. The merger represents a significant step in the fintech sector, backed by strategic investments from BlackRock and other stakeholders.

Positive

• Bullish aims to enhance digital asset services, increasing market accessibility.
• The merger includes strategic backing from BlackRock, enhancing investor confidence.
• Potential for expanding operational capabilities in the rapidly growing fintech sector.

Negative

• Completion is contingent on SEC approval and shareholder consent, introducing uncertainty.
• Business combination could disrupt current operations at Bullish due to integration challenges.
• Potential risks associated with regulatory changes and market competition may impact future profitability.

GEORGE TOWN, Cayman Islands--(BUSINESS WIRE)-- Far Peak Acquisition Corporation (NYSE: FPAC), a special purpose acquisition company, and Bullish, a company focused on technology and developing financial services for the digital assets sector, today announced that Bullish has submitted a confidential draft of a Registration Statement on Form F-4 (the “Registration Statement”) to the U.S. Securities and Exchange Commission (the “SEC”) with respect to their proposed business combination.

The business combination is subject to the Registration Statement being declared effective by the SEC, approval by Far Peak’s shareholders, and other customary conditions, and is anticipated to close in the fourth quarter of 2021.

For more information, please visit Bullish Investor Relations.

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, Chief Executive Officer and President, and David W. Bonanno, the Company's Chief Financial Officer and Secretary. In addition, certain funds and accounts managed by subsidiaries of BlackRock, Inc. have made an anchor investment in the Company.

About Block.one

Block.one is an asset holding and investment company that creates, incubates, and invests in businesses that build trust in transactions, transparency in systems, and efficiency in how our world works. Through strategic capital allocation and pioneering business ventures, Block.one has funded more than 100 innovative entrepreneurs to date. Block.one group companies, Bullish and Voice, are empowering people to architect integrity across the financial services industry and social media ecosystem. Block.one is also the creator of EOSIO, a highly performant open-source blockchain software, built to support and operate safe, compliant, and predictable digital infrastructure.

Led by veterans of innovation, Block.one is backed by some of the most successful investors of our generation. For more information, please visit b1.com.

Forward-Looking Statements

This communication includes, and oral statements made from time to time by representatives of FPAC and Bullish Global may be considered, “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or FPAC’s or Bullish’s future financial or operating performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “potential” or “continue,” or the negatives of these terms or variations of them or similar terminology. In addition, these forward-looking statements include, but are not limited to, statements regarding Bullish Global’s business strategy, cash resources, current and prospective product or services, as well as the potential market opportunity. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by FPAC and its management, and Bullish Global and its management, as the case may be, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive agreements respecting the Business Combination; (2) the outcome of any legal proceedings that may be instituted against FPAC, Bullish or Bullish Global or others following the announcement of the Business Combination; (3) the inability to complete the Business Combination due to the failure to obtain approval of the shareholders of FPAC or to satisfy other conditions to closing; (4) changes to the proposed structure of the Business Combination that may be required or appropriate as a result of applicable laws or regulations; (5) the ability of Bullish to meet applicable listing standards following the consummation of the Business Combination; (6) the risk that the Business Combination disrupts current plans and operations of Bullish Global as a result of the announcement and consummation of the Business Combination; (7) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (8) costs related to the Business Combination; (9) changes in applicable laws or regulations; (10) the possibility that Bullish may be adversely affected by other economic, business and/or competitive factors; (11) the impact of COVID-19 on Bullish Global’s business and/or the ability of the parties to complete the Business Combination; and (12) other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in FPAC’s IPO Prospectus dated December 2, 2020 filed with the SEC on, December 3, 2020, the section entitled “Risk Factors” in FPAC’s Quarterly Report on Form 10-Q for the quarterly period ended DATE, as well as any further risks and uncertainties to be contained in the proxy statement/prospectus filed after the date hereof. In addition, there may be additional risks that neither FPAC or Bullish Global presently know, or that FPAC or Bullish Global currently believe are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither FPAC, Bullish nor Bullish Global undertakes any duty to update these forward-looking statements.

Important Information and Where to Find It

This document does not contain all the information that should be considered concerning the proposed Business Combination. It does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. It is not intended to form the basis of any investment decision or any other decision in respect of the proposed Business Combination. In connection with the proposed Business Combination, Bullish intends to file with the “Registration Statement which will include a preliminary proxy statement/prospectus with respect to the Business Combination. The definitive proxy statement/prospectus and other relevant documentation will be mailed to FPAC shareholders as of a record date to be established for purposes of voting on the Business Combination. FPAC shareholders and other interested persons are advised to read, when available, the preliminary proxy statement / prospectus and any amendments thereto, and the definitive proxy statement / prospectus in connection with the solicitation of proxies for the extraordinary general meeting to be held to approve the transactions contemplated by the proposed Business Combination because these materials will contain important information about Bullish, FPAC and the proposed transactions. Shareholders will also be able to obtain a copy of the preliminary proxy statement/prospectus and the definitive proxy statement/prospectus once they are available, without charge, at the SEC’s website at http://sec.gov or by directing a request to: Far Peak Acquisition Corp., 511 6th Ave #7342, New York, NY 10011.

INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

Participants in the Solicitation

FPAC, Bullish, Bullish Global and their respective directors and executive officers, other members of management and employees may be considered participants in the solicitation of proxies with respect to the potential transaction described in this communication under the rules of the SEC. Information about the directors and executive officers of FPAC is set forth in FPAC’s IPO prospectus dated December 2, 2020 and filed with the SEC on December 3, 2020 Information regarding other persons who may, under the rules of the SEC, be deemed participants in the solicitation of the shareholders in connection with the potential transaction and a description of their interests will be set forth in the Registration Statement when it is filed with the SEC. These documents can be obtained free of charge from the sources indicated above.

No Offer or Solicitation

This communication is for informational purpose only and not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Bullish or FPAC, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of section 10 of the Securities Act.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210910005044/en/

Christina Pantin

media@block.one

Source: Block.one

FAQ

What is the purpose of the FPAC and Bullish business combination?

The combination aims to enhance digital asset trading services and increase market accessibility through a restructured exchange.

When is the FPAC and Bullish merger expected to close?

The business combination is anticipated to close in the fourth quarter of 2021, pending regulatory and shareholder approvals.

What are the key risks associated with the FPAC and Bullish merger?

Key risks include the need for SEC approval, potential disruption of Bullish's operations, and competition in the fintech sector.

What major investments support the FPAC and Bullish business combination?

The merger is supported by strategic investments from BlackRock and other stakeholders, increasing credibility.