Bakkt to acquire Apex Crypto for up to $200M; $55M cash upfront; expected close H1 2023

Bakkt, Inc.

Maximum purchase price of $200M: $55M cash at closing plus stock earnouts up to $145M based on 2022-2025 performance.
Stock earnout includes up to $45M for Q4 2022, up to $50M each for 2023 and 2024, and up to $12M for NFT business.
Acquisition expected to close in first half of 2023, subject to regulatory approvals from NY DFS and state regulators.
Bakkt and Apex Fintech Solutions will enter a 4-year commercial agreement making Bakkt preferred crypto provider for Apex's 220+ clients.
Apex Crypto supports 30+ tokens for fintechs, trading apps, and neo-banks; deal expected to expand Bakkt's client verticals and accelerate crypto product development.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Bakkt, Inc. entered into Membership Interest Purchase Agreement with Apex Fintech Solutions Inc. valued at $55.0 million in cash (effective 2022-11-02).

Action: entry
Agreement: asset purchase
Counterparty: Apex Fintech Solutions Inc.
Value: $55.0 million in cash
Effective: 2022-11-02

Exact text from the filing

On November 2, 2022, Bakkt Holdings, Inc., a Delaware corporation (“Bakkt” or the “Company”), entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) by and among Bakkt Marketplace, LLC, a Virginia limited liability company and indirect wholly owned subsidiary (“Bakkt Marketplace” and together with Bakkt, the “Bakkt Parties”), Apex Fintech Solutions Inc., a Delaware corporation (“Seller”), and Apex Crypto LLC, a Delaware limited liability company (“Target” and together with Seller, the “Seller Parties”).

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Bakkt, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-22-276398

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