Simpson Thacher represented TradeStation Group, while Winston & Strawn represented Quantum FinTech. Latham & Watkins acted as placement agent counsel in the transaction.
TradeStation Group, Inc. (“TradeStation”) entered into a definitive agreement and plan of merger with Quantum FinTech Acquisition Corporation (NYSE: QFTA), a publicly traded special purpose acquisition company. As a result of the transaction, TradeStation will become a publicly listed company on the NYSE and the pro forma implied enterprise value of TradeStation post-merger is expected to be approximately $1.43 billion.
Assuming no redemptions of any public shares of Quantum FinTech, the transaction will provide approximately $316 million of cash prior to payment of expenses, consisting of the contribution of approximately $201 million of cash held in Quantum FinTech’s trust account, and $115 million of additional capital through a private placement of common stock by Quantum FinTech (“PIPE”). The PIPE includes, as co-anchor investments, $50 million from Monex and $50 million from Galaxy Digital LP, which is affiliated with Galaxy Digital Holdings Ltd. (“Galaxy Digital”), one of the world’s leading technology-driven financial services and investment management firms that provides institutions and direct clients with a full suite of financial solutions spanning the digital assets ecosystem.
BofA Securities acted as sole financial advisor to TradeStation. Piper Sandler & Co. acted as financial advisor to Quantum FinTech. Piper Sandler also acted as lead placement agent on the PIPE.
TradeStation provides online multi-asset trading platform and product offerings as a self-clearing online broker for the equities, options, futures and cryptocurrency self-directed investor markets. Throughout its history, TradeStation has grown by providing its clients with a multi-asset trading platform, innovative new products and rich educational content that builds confidence among seasoned and first-time investors alike. TradeStation is a wholly owned U.S. subsidiary of Monex Group, Inc., a major financial services company based in Tokyo, Japan.
Quantum FinTech Acquisition Corporation is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, that was formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses, with a principal focus on identifying high-growth financial services and fintech businesses as targets.
The Simpson Thacher team included Michael Wolfson (Picture), Roxane Reardon, Ravi Purushotham, Sean Dougherty, Heesu Kim, Evan Kenyon and Anna Jarman (Corporate); Benjamin Rippeon and William Smolinski (Tax); Lori Lesser, Samuel Watters and Melanie Jolson (Intellectual Property); Andrew Blau and Caitlin Fitzgerald (Executive Compensation and Employee Benefits); Kelly Karapetyan (Antitrust); and David Blass (Registered Funds).
The Winston & Strawn team included Jonathan T. Ammons, Basil V. Godellas, Carol Anne Huff, Olga A. Loy, Jason D. Osborn, Jack Cartwright, Jessica A. Diedrich, Dainia J. Jabaji, Dillon S. Kellerman, Mary Katherine Kulback, Benjamin Liss, Rebecca H. Miller, Josh Rhee, Eric J. Shinabarger, Jeffrey L Steinfeld, T. Justin Trapp and Jennifer L. Ybarra.
Involved fees earner: David Blass – Simpson Thacher & Bartlett; Andrew Blau – Simpson Thacher & Bartlett; Sean Dougherty – Simpson Thacher & Bartlett; Caitlin Fitzgerald – Simpson Thacher & Bartlett; Anna Jarman – Simpson Thacher & Bartlett; Melanie Jolson – Simpson Thacher & Bartlett; Kelly Karapetyan – Simpson Thacher & Bartlett; Evan Kenyon – Simpson Thacher & Bartlett; Heesu Kim – Simpson Thacher & Bartlett; Lori Lesser – Simpson Thacher & Bartlett; Ravi Purushotham – Simpson Thacher & Bartlett; Roxane Reardon – Simpson Thacher & Bartlett; Benjamin Rippeon – Simpson Thacher & Bartlett; William Smolinski – Simpson Thacher & Bartlett; Samuel Watters – Simpson Thacher & Bartlett; Michael Wolfson – Simpson Thacher & Bartlett; Jonathan Ammons – Winston & Strawn; Jack Cartwright – Winston & Strawn; Jessica Diedrich – Winston & Strawn; Basil Godellas – Winston & Strawn; Carol Anne Huff – Winston & Strawn; Dainia Jabaji – Winston & Strawn; Dillon Kellerman – Winston & Strawn; Mary Katherine Kulback – Winston & Strawn; Benjamin Liss – Winston & Strawn; Olga Loy – Winston & Strawn; Rebecca Miller – Winston & Strawn; Jason Osborn – Winston & Strawn; Josh Rhee – Winston & Strawn; Eric Shinabarger – Winston & Strawn; Jeffrey L Steinfeld – Winston & Strawn; Justin Trapp – Winston & Strawn; Jennifer Ybarra – Winston & Strawn;